Bluebird Bio to be acquired by Carlyle, SK Capital for $3.00 per share

Bluebird Bio (BLUE) announced that it has entered into a definitive agreement to be acquired by funds managed by Carlyle (CG) and SK Capital Partners. David Meek, former CEO of Mirati Therapeutics and Ipsen, is expected to become CEO of Bluebird upon closing. Under the terms of the agreement, Bluebird stockholders will receive $3.00 per share in cash and a contingent value right per share, entitling the holder to a payment of $6.84 in cash per contingent value right if Bluebird’s current product portfolio achieves $600M in net sales in any trailing 12-month period prior to or ending on December 31, 2027, for a potential total value of up to $9.84 per share in cash, subject to the tender of a majority of the outstanding shares of bluebird, receipt of applicable regulatory approvals, and other customary closing conditions. Bluebird determined that, absent a significant infusion of capital, bluebird is at risk of defaulting on its loan covenants. The bluebird Board has decided that this transaction is the only viable solution to generate value for stockholders. The transaction is expected to close in the first half of 2025, subject to the tender of a majority of the outstanding shares of bluebird, receipt of applicable regulatory approvals, and other customary closing conditions. Bluebird has also entered into amendments to its loan agreement with Hercules Capital to facilitate adequate liquidity to position it to maintain operations through the closing. Upon completion of the transaction, bluebird will become a privately held company, and shares of bluebird common stock will no longer be listed on any public market.