Gilead Sciences today announced a definitive agreement to acquire Arcellx in a transaction valued at approximately USD 7.8 billion, marking a major step in Gilead’s expansion in next-generation cell therapy.
Under the terms of the agreement, Gilead will acquire all outstanding shares of Arcellx not already owned through a tender offer at USD 115 per share in cash plus one contingent value right (CVR) that could deliver an additional USD 5 per share if certain global net sales targets for anito-cel are met through 2029. The boards of both companies have approved the deal, which is expected to close in the second quarter of 2026, subject to customary closing conditions and regulatory approvals.
The acquisition builds on a 2022 collaboration between Gilead’s Kite unit and Arcellx to co-develop anito-cel (anitocabtagene autoleucel), an investigational BCMA-directed CAR T-cell therapy for adults with relapsed or refractory multiple myeloma. Anito-cel has previously shown promising deep and durable responses in clinical studies and its Biologics License Application (BLA) has been accepted by the U.S. Food and Drug Administration with a PDUFA target action date set for December 23, 2026.
Gilead’s Chairman and CEO Daniel O’Day said the agreement reflects the company’s strong conviction in anito-cel’s potential to provide long-term benefit to patients and to become a foundational therapy for multiple myeloma, potentially extending into earlier lines of treatment. He emphasized that owning the therapy outright will accelerate development and commercialization while eliminating profit-sharing and future royalties.
Beyond anito-cel, Arcellx brings a proprietary D-Domain CAR technology platform with enhanced target binding that Gilead plans to leverage for future cell therapy and bispecific approaches. Arcellx CEO Rami Elghandour described the partnership with Gilead as enabling broader access and scale for patients and clinicians.
Pending closing, Gilead currently holds roughly 11.5% of Arcellx stock. If the tender offer is successful, Gilead will complete the acquisition through a second step merger on the same terms. Company filings note that, upon U.S. regulatory approval of anito-cel, the transaction is expected to be accretive to Gilead’s earnings per share beginning in 2028.
