Announcement • Apr 03
Concentra Biosciences, LLC entered into an agreement to acquire Allakos Inc. (NasdaqGS:ALLK) for $31 million. Concentra Biosciences, LLC entered into an agreement to acquire Allakos Inc. (NasdaqGS:ALLK) for $31 million on April 1, 2025. Concentra Biosciences will acquire Allakos for $0.33 in cash per share of Allakos common stock. If the merger agreement is terminated under certain circumstances specified in the merger agreement, including in connection with the Allakos’s entry into an agreement with respect to a superior proposal, the Allakos will be required to pay Concentra a termination fee of $1.2 million. If Concentra terminates the merger agreement due to the Allakos having Closing Net Cash of less than $35.5 million, the Allakos will be required to pay to Concentra an expense reimbursement fee up to a maximum amount of $0.5 million. Pursuant and subject to the terms of the merger agreement, Concentra will commence a tender offer by April 15, 2025 to acquire all outstanding shares of Allakos Common Stock.
The transaction has been unanimously approved by both parties board of directors. The transaction is subject to certain conditions, including the tender of Allakos Common Stock representing at least a majority of the total number of outstanding shares (including any shares held by Concentra), the availability of at least $35.5 million of cash (net of transaction costs, wind-down costs and other liabilities) at closing, and other customary closing conditions. The merger transaction is expected to close in May 2025.
Tony Jeffries, Robert T. Ishii and Ross Tanaka of Wilson Sonsini Goodrich & Rosati acted as legal counsel to Allakos. Ryan A. Murr of Gibson, Dunn & Crutcher LLP acted as legal counsel to Concentra. Houlihan Lokey Capital, Inc. acted as financial advisor and provided fairness opinion to Allakos. 
