Earnings

Apellis Delisted After Biogen Buyout; CVR Payout in Focus

Apellis Pharmaceuticals has been delisted from Nasdaq following Biogen's completed acquisition. Shareholders get $41 per share plus a contingent value right worth up to $4 if Syfovre meets sales goals.

James Calloway · · · 3 min read · 25 views
Apellis Delisted After Biogen Buyout; CVR Payout in Focus
Mentioned in this article
APLS $41.03 -0.07% BIIB $190.56 -0.70%

Apellis Pharmaceuticals has been officially delisted from the Nasdaq stock exchange following the completion of Biogen's acquisition. The APLS ticker ceased trading on May 13, 2026, and the listing was formally suspended on May 15. This marks the end of Apellis as a standalone publicly traded company.

Under the terms of the deal, former Apellis shareholders receive $41 in cash per share, along with one non-transferable contingent value right (CVR). The CVR offers the potential for an additional payout of up to $4 per share, contingent on the sales performance of Syfovre, the key geographic atrophy drug that drove Biogen's interest in the acquisition.

The CVR structure is tied to specific revenue milestones. Biogen's SEC filing details that the CVR will pay $2 per share if Syfovre's annual net sales reach $1.5 billion or more in any year between 2027 and 2030. An additional $2 per share will be paid if sales hit $2 billion in any year from 2027 to 2031. If the $1.5 billion target is not met but Syfovre achieves $2 billion in sales in 2031, the second payment increases to $4. However, Biogen has cautioned that none of these milestones are guaranteed, meaning former Apellis holders could receive nothing from the CVR if targets are missed.

Biogen completed the acquisition by purchasing approximately 105.7 million Apellis shares in a tender offer, representing around 82.4% of outstanding shares. The transaction was funded in part through $2 billion in term loans, adding pressure on the newly acquired drugs to deliver growth. Apellis is now a wholly owned subsidiary of Biogen as of May 14.

Biogen's stock slipped 1.3% to $190.36 in midday trading on Monday, while broader U.S. indexes traded mixed. The company is betting that Apellis's portfolio, including Syfovre and Empaveli, will help offset declining revenue from its aging multiple sclerosis franchise. Apellis reported $689 million in net product revenue for 2025, and Biogen expects the acquisition to add to adjusted earnings per share starting in 2027.

Biogen CEO Christopher A. Viehbacher described the deal as one that "immediately advances" the company's transformation, while Apellis CEO Cedric Francois called it a "compelling outcome" for shareholders. In comments to Reuters, Viehbacher highlighted the value he sees in Apellis's kidney franchise, and BMO Capital analyst Evan Seigerman noted that the additional sales from Syfovre and Empaveli could "meaningfully change" investor perceptions of Biogen's near-term growth trajectory.

Competition remains fierce in the geographic atrophy space. Astellas Pharma continues to advance Izervay, its own treatment for geographic atrophy, and recently announced that China's drug regulator had accepted its priority review application. Geographic atrophy is a late-stage form of age-related macular degeneration that leads to progressive vision loss.

Looking ahead, Biogen is expected to provide updated financial guidance when it reports second-quarter results in July. The market's attention will now shift to how effectively Biogen can integrate Apellis and capitalize on its new product lineup, moving the focus away from Apellis's last earnings report.

This article is for informational purposes only and does not constitute financial advice or a recommendation to buy or sell any security. Market data may be delayed. Always conduct your own research and consult a licensed financial advisor before making investment decisions.

Related Articles

View All →