Gilead Sciences agreed on 23 February to acquire Arcellx, the developer of the CAR-T therapy anito-cel for multiple myeloma, for $115 per share in cash plus a contingent value right of $5 per share, valuing the company at about $7.8bn.
Why Gilead Sciences, Inc. is buying Arcellx, Inc.
Kite, Gilead's cell therapy unit, had been co-developing and co-commercialising anito-cel with Arcellx. Owning the asset outright consolidates control of the programme and eliminates future profit-share, milestone and royalty payments, which Gilead said would let it speed development and decision-making. Anito-cel uses a compact binder known as the D-Domain and has Fast Track, Orphan Drug and RMAT designations from the US FDA.
Deal terms and financing
Shareholders received $115 in cash and one non-transferable CVR per share; the CVR pays $5 if cumulative global net sales of anito-cel reach at least $6.0bn from launch through 2029. The deal was structured as a tender offer followed by a merger. Gilead said it would be accounted for as an asset acquisition, cutting its 2026 diluted EPS by about $5.57 to $5.67, and expects it to be accretive from 2028 if anito-cel is approved.
Regulatory approvals and timing
The tender offer expired on 27 April 2026 and Gilead completed the acquisition the following day, holding about 77.2% of the shares after the offer before merging Arcellx into a subsidiary. A US FDA decision on the fourth-line anito-cel application was scheduled for 23 December 2026, according to PharmExec.
Market context
Multiple myeloma remains incurable and most patients relapse, with responses typically weakening as they move through successive lines of treatment. Anito-cel's application is supported by Phase I and pivotal Phase II iMMagine-1 data.
