Bristol Myers Squibb Completes $13.1 Billion All-Cash Acquisition of MyoKardia

Compiled | Hemingway

On November 17, Bristol-Myers Squibb (BMS) announced the successful completion of its $13.1 billion all-cash acquisition of MyoKardia, Inc. Following the closing of the transaction, MyoKardia’s shares ceased trading on the Nasdaq Global Select Market, and the company became a wholly-owned subsidiary of BMS.

The tender offer by Bristol-Myers Squibb to acquire all outstanding common shares of MyoKardia at a price of $225 per share, as previously announced, expired at 12:00 a.m. New York time on November 16, 2020. Approximately 42 million common shares were validly tendered and not withdrawn from the offer, representing approximately 78.9% of MyoKardia’s outstanding common shares. Accordingly, pursuant to the terms of the tender offer, all validly tendered shares that were not properly withdrawn shall be accepted for payment, and Bristol-Myers Squibb intends to promptly pay for all such shares.

Following the completion of the tender offer, BMS will further effect a merger with MyoKardia through Gotham Merger Sub Inc., whereby each share of MyoKardia common stock, whether issued or outstanding in the tender offer, will be converted into a right to receive $225 in cash, without a vote by MyoKardia shareholders under the Delaware General Corporation Law.

Through the acquisition of MyoKardia, Bristol-Myers Squibb (BMS) will gain access to mavacamten, a potential best-in-class cardiovascular drug developed by MyoKardia for the treatment of hypertrophic obstructive cardiomyopathy (HOCM), a chronic heart disease with high incidence and significant patient burden. Based on data from the EXPLORER-HCM study, the New Drug Application (NDA) for mavacamten for the treatment of symptomatic obstructive HOCM is expected to be submitted to the U.S. Food and Drug Administration (FDA) in the first quarter of 2021.

Through this acquisition, BMS aims to explore the full potential of mavacamten in other indications, including non-obstructive hypertrophic cardiomyopathy, and to develop MyoKardia’s other novel compound pipeline with significant potential. This includes two therapies currently in clinical development—danicamtiv (formerly known as MYK-491) and MYK-224—as well as two preclinical candidates: ACT-1 and LUS-1.

Hypertrophic Obstructive Cardiomyopathy is a chronic progressive disease in which excessive myocardial contraction and reduced left ventricular filling capacity can lead to severe physical weakness and cardiac dysfunction. The most common cause of HCM is mutations in sarcomeric myocardial proteins.

In approximately two-thirds of patients with hypertrophic cardiomyopathy (HCM), the pathway for blood flow out of the heart, namely the left ventricular outflow tract (LVOT), is obstructed by enlarged and diseased muscle, restricting blood flow from the heart to the rest of the body (referred to as obstructive HCM). In other patients, myocardial thickening does not obstruct the LVOT; instead, their disease is caused by diastolic dysfunction resulting from enlarged and stiffened myocardium (referred to as non-obstructive HCM). In both obstructive and non-obstructive HCM, exertion may lead to severe fatigue or shortness of breath, thereby impairing patients’ ability to perform activities of daily living. Additionally, HCM is associated with an increased risk of atrial fibrillation, stroke, heart failure, and sudden cardiac death.

Currently, in the United States and the European Union, approximately 160,000 to 200,000 individuals are diagnosed with symptomatic obstructive hypertrophic cardiomyopathy (HCM), with an estimated prevalence of one confirmed HCM case per 500 people. Apart from limited therapies aimed at symptom relief, there are currently no other more effective treatment options available. The disease predominantly affects individuals in their 40s and 50s, and the corresponding treatment course is expected to be long-term. According to available data, it is estimated that only about 25% of patients with obstructive HCM and approximately 10% of those with non-obstructive HCM receive a definitive diagnosis.

Therefore, the novel cardiovascular therapeutic approaches established by BMS through the MyoKardia team have the potential to address significant unmet medical needs, thereby consolidating BMS’s leading position in the field of cardiovascular treatment and expanding its pipeline of other candidate drugs with substantial market potential.

Reference Source: Bristol Myers Squibb Completes Acquisition of MyoKardia, Strengthening Company’s Leading Cardiovascular Franchise