Announcement • Apr 29

+ 1 more update

Gilead Sciences, Inc. (NasdaqGS:GILD) completed the acquisition of 77.2% stake in Arcellx, Inc. (NasdaqGS:ACLX) from New Enterprise Associates, Inc., Sr One Capital Fund I Aggregator, LP, fund managed by SR One Capital Management, LP, and others.

Gilead Sciences, Inc. (NasdaqGS:GILD) entered into an agreement to acquire the remaining 88.50% stake in Arcellx, Inc. (NasdaqGS:ACLX) from New Enterprise Associates, Inc., Sr One Capital Fund I Aggregator, LP, fund managed by SR One Capital Management, LP, and others for approximately $6.6 billion on February 22, 2026. Under the terms of the merger agreement, Gilead will commence a tender offer to acquire all of the outstanding shares of Arcellx’s common stock that Gilead does not already own for an offer price of $115 per share in cash, plus one non-transferable contingent value right that entitles the holder to receive an additional $5 per CVR upon the achievement of cumulative global net sales of anito-cel of at least $6 billion from launch through year-end 2029. Gilead currently owns approximately 11.5% of Arcellx’s outstanding common stock. If the tender offer is successfully completed, Gilead will acquire all remaining shares of Arcellx not tendered in the offer through a second step merger for the same consideration as is paid in the tender offer. In case of termination of transaction, Arcellx will pay a termination fee of $260 million. The transaction was approved by both the Gilead and Arcellx Boards of Directors, and is subject to the satisfaction or waiver of customary closing conditions, including the tender of a number of shares of Arcellx common stock that, together with shares already owned by Gilead, equals at least a majority of the then-outstanding Arcellx shares, the receipt of regulatory approvals, the expiration or termination of the waiting period applicable to the Offer under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other customary offer conditions. The expected completion of the transaction is during the second quarter of 2026. Upon FDA approval of anito-cel, the proposed transaction is expected to be accretive to earnings per share in 2028 and thereafter. As of April 1, 2026, approximately 4,389,763 Shares representing approximately 7.5% of the outstanding Shares of Arcellx, Inc have been validly tendered. Gilead Sciences, Inc announced an extension of the Expiration Date until 5:00 p.m., Eastern Time, on April 24, 2026, unless the Offer is further extended or earlier terminated. As of April 17, 2026 the transaction has received all the regulatory approval. Computershare Trust Company, National Association acted as transfer agent/registrar for Arcellx, Inc. Emily J. Oldshue and Nicholas C.H. Roper of Ropes & Gray LLP acted as legal advisor for Gilead Sciences, Inc. Rob Ishii, Ross Tanaka, Dan Koeppen, Rob Wernli, David Sharon, Jennifer Fang, Brandon Gantus, Michael Klippert, Matt Gorman, Amy Simmerman, James Griffin-Stanco, Ian Edvalson, Norm Hovijitra, Jamillia Ferris, Michelle Hale, Deirdre Carroll, Kimberly Biagioli, Andrew Morrison, Matt Staples, Maya Skubatch, Rex Watkins, Aaron Hendelman, Anne Seymour, Sean Wilkinson, and Greg Broome of Wilson Sonsini Goodrich & Rosati, P.C. acted as legal advisor for Arcellx, Inc. BofA Securities, Inc. and Morgan Stanley & Co. LLC acted as financial advisors for Gilead Sciences. Centerview Partners LLC acted as financial advisor and fairness opinion provider for Arcellx, Inc. Gilead Sciences, Inc. (NasdaqGS:GILD) completed the acquisition of 77.2% stake in Arcellx, Inc. (NasdaqGS:ACLX) from New Enterprise Associates, Inc., Sr One Capital Fund I Aggregator, LP, fund managed by SR One Capital Management, LP, and others on April 28, 2026. Gilead successfully completed its tender offer for all outstanding shares of common stock of Arcellx and accepted for payment all shares validly tendered and not validly withdrawn as of the expiration time of the tender offer, which shares represented, together with shares already owned by Gilead, approximately 77.2% of Arcellx’s outstanding shares. Following completion of the offer, Gilead completed the acquisition of Arcellx through a merger of Gilead’s wholly owned subsidiary with and into Arcellx, in which shares of Arcellx common stock were cancelled and converted into the right to receive the same $115 per share in cash and one CVR of $5 per share as shares tendered in the offer. The CVR is payable upon achievement of cumulative global net sales of anito-cel of at least $6.0 billion from launch through the end of 2029. As a result of the completion of the merger, Arcellx has become a wholly owned subsidiary of Gilead and the common stock of Arcellx will be delisted from the Nasdaq Global Select Market. This transaction is expected to be accounted for as an asset acquisition and reduce Gilead’s GAAP and non-GAAP 2026 diluted EPS by approximately $5.57 - $5.67. Excluding the impact of acquired in-process research and development expenses, Gilead expects the transaction to be modestly dilutive to earnings per share in 2026 and 2027, and accretive in 2028 and thereafter, subject to FDA approval of anito-cel.

Announcement • Nov 06

Arcellx to Present Clinical Data for Its Phase 1 and iMMagine-1 Studies in Patients with Relapsed or Refractory Multiple Myeloma at the 66th ASH Annual Meeting and Exposition and Announces Progress in iMMagine-3 Study

Arcellx, Inc. announced that it will present clinical data in a poster presentation from its Phase 1 study (abstract #4825) of anitocabtagene autoleucel (anito-cel) in patients with relapsed or refractory multiple myeloma (RRMM); preliminary clinical data in an oral presentation from its iMMagine-1 study (abstract #1031) in patients with RRMM; and a health-related quality of life systematic literature review and meta-analysis (abstract #4721) in patients with RRMM in a poster presentation at the 66th American Society of Hematology (ASH) Annual Meeting and Exposition taking place December 7-10, 2024, in San Diego, California. Additionally, an abstract (#6962) describing the treatment patterns and outcomes in triple-class exposed patients with RRMM will be published in a supplemental issue of Blood in November 2024. The company will also have a medical affairs booth (#1615) in Hall E of the San Diego Convention Center. As detailed in the abstract (#1031) as of June 1, 2024, 58 patients had received anito-cel infusion with =2 months of follow-up after infusion, with a median follow-up of 10.3 months (range, 2.0-17.8). The median age was 66 years (range, 38-77). Patients had received a median of four prior lines of treatment (range, 3-8) with 26 patients (45%) having received only three prior lines of treatment. Forty patients (69%) were triple-class refractory and 20 (34%) were penta-class refractory. Investigator-assessed overall response rate (ORR) per International Myeloma Working Group (IMWG) criteria was 95% (55/58) with a complete response/stringent complete response (CR/sCR) rate of 62% (36/58). Of those evaluable for minimal residual disease (MRD) testing (n=39), 36 (92%) achieved MRD negativity at least to the level of 10-5. The Kaplan–Meier-estimated 6-month progression-free survival (PFS) and overall survival (OS) rates (95% CI) were 90% (77-96) and 95% (85-98), respectively. Median (mPFS) and median OS have not yet been reached. No delayed neurotoxicities, including no parkinsonism, no cranial nerve palsies, and no Guillain-Barré syndrome have been observed to date. Forty-six patients (79%) had either no cytokine release syndrome (CRS) (n=9, 16%) or Grade (Gr) 1 CRS (n=37, 64%). Thirty-one patients (53%) had no fever or CRS in the first four days of anito-cel. Any Grade CRS was observed in 49 patients (84%; Gr3/4 0%). Any Grade ICANS was observed in 5 patients (9%; Gr3 2%), with all cases resolved without sequelae. Three deaths occurred due to adverse events (AEs) (both related and unrelated; retroperitoneal hemorrhage, CRS, and fungal infection). No additional treatment or therapy-related deaths or Grade =3 CRS or ICANs events have occurred to date. Cytopenias were the most common Grade =3 treatment-emergent AEs; 36 patients (62%) had Grade =3 neutropenia, 15 (26%) had Grade =3 thrombocytopenia, and 15 (26%) had Grade =3 anemia.

Interest coverage ratio	n/a
Cash	US$450.33m
Equity	US$402.35m
Total liabilities	US$201.64m
Total assets	US$603.99m

Data	Last Updated (UTC time)
Company Analysis	2026/04/30 17:58
End of Day Share Price	2026/04/27 00:00
Earnings	2025/12/31
Annual Earnings	2025/12/31

Package	Data	Timeframe	Example US Source ^*
Company Financials	10 years	Income statement Cash flow statement Balance sheet	SEC Form 10-K SEC Form 10-Q
Analyst Consensus Estimates	+3 years	Forecast financials Analyst price targets	Analyst Research Reports Blue Matrix
Market Prices	30 years	Stock prices Dividends, Splits and Actions	ICE Market Data SEC Form S-1
Ownership	10 years	Top shareholders Insider trading	SEC Form 4 SEC Form 13D
Management	10 years	Leadership team Board of directors	SEC Form 10-K SEC Form DEF 14A
Key Developments	10 years	Company announcements	SEC Form 8-K

Analyst	Institution
Jason Matthew Gerberry	BofA Global Research
Geoffrey Meacham	Citigroup Inc
Cory Kasimov	Evercore ISI

This company has been acquired

Arcellx Balance Sheet Health

Financial Health criteria checks 5/6

Key information

Recent financial health updates

We're Not Very Worried About Arcellx's (NASDAQ:ACLX) Cash Burn Rate

Recent updates

Arcellx, Inc.(NasdaqGM:ACLX) dropped from NASDAQ Composite Index

Gilead Sciences, Inc. (NasdaqGS:GILD) completed the acquisition of 77.2% stake in Arcellx, Inc. (NasdaqGS:ACLX) from New Enterprise Associates, Inc., Sr One Capital Fund I Aggregator, LP, fund managed by SR One Capital Management, LP, and others.

Arcellx, Inc.(NasdaqGS:ACLX) dropped from Russell 2000 Growth Index

Chairman of the Board recently sold US$10m worth of stock

Full year 2025 earnings: EPS in line with expectations, revenues disappoint

Chief Financial Officer notifies of intention to sell stock

New major risk - Share price stability

Chief Financial Officer recently sold US$785k worth of stock

Chief Financial Officer notifies of intention to sell stock

Arcellx, Inc. Announces Late-Breaking Presentation at TANDEM Demonstrating Unique, High Target-Specificity of anito-cel's D-Domain Binder

Independent Director notifies of intention to sell stock

Chief Medical Officer recently sold US$487k worth of stock

Chief Medical Officer notifies of intention to sell stock

Consensus revenue estimates decrease by 13%

Forecast to breakeven in 2028

Arcellx: Funded Into 2028 With Strong Clinical Data

Arcellx, Inc. Announces New Positive Data from Its Pivotal Phase 2 iMMagine-1 Study of Anitocabtage Neautoleucel in Patients with Relapsed or Refractory Multiple Myeloma

Consensus revenue estimates fall by 33%

Third quarter 2025 earnings: EPS exceeds analyst expectations while revenues lag behind

Arcellx to Present New Data for its iMMagine-1 Study and Continues Scientific Momentum with Multiple Presentations at the 67th ASH Annual Meeting and Exposition

Chief Financial Officer notifies of intention to sell stock

Chief Financial Officer notifies of intention to sell stock

Chief Medical Officer notifies of intention to sell stock

Analysts Have Lowered Expectations For Arcellx, Inc. (NASDAQ:ACLX) After Its Latest Results

Second quarter 2025 earnings: EPS exceeds analyst expectations while revenues lag behind

We're Not Very Worried About Arcellx's (NASDAQ:ACLX) Cash Burn Rate

Chief Financial Officer notifies of intention to sell stock

Arcellx, Inc. Announces New Positive Data for Its Immagine-1 Study in Patients with Relapsed And/Or Refractory Multiple Myeloma

Consensus EPS estimates fall by 37%

First quarter 2025 earnings: EPS and revenues miss analyst expectations

Arcellx, Inc., Annual General Meeting, May 28, 2025

Arcellx Impressive Safety Data Leaves Doubts

Consensus EPS estimates fall by 29%

Consensus revenue estimates fall by 27%

Full year 2024 earnings: EPS and revenues miss analyst expectations

Chairman of the Board recently sold US$2.4m worth of stock

Chief Medical Officer notifies of intention to sell stock

Arcellx, Inc.: Trying To Build A Better Myeloma Cell Therapy

Chairman of the Board notifies of intention to sell stock

Insufficient new directors

Consensus EPS estimates fall by 11%

Chief Financial Officer notifies of intention to sell stock

Price target increased by 9.7% to US$105

Third quarter 2024 earnings: EPS and revenues miss analyst expectations

Arcellx to Present Clinical Data for Its Phase 1 and iMMagine-1 Studies in Patients with Relapsed or Refractory Multiple Myeloma at the 66th ASH Annual Meeting and Exposition and Announces Progress in iMMagine-3 Study

Independent Director notifies of intention to sell stock

Price target increased by 7.1% to US$89.67

Now 20% overvalued after recent price rise

Chief Financial Officer notifies of intention to sell stock

Arcellx's Anito-Cel: Compelling Opportunity As Potential Best-In-Class CAR-T Therapy For Multiple Myeloma

Chief Medical Officer notifies of intention to sell stock

Chief Medical Officer exercised options and sold US$320k worth of stock

Consensus revenue estimates increase by 21%

Second quarter 2024 earnings: EPS and revenues exceed analyst expectations

Now 21% undervalued after recent price drop

Chief Medical Officer exercised options and sold US$990k worth of stock

Now 21% overvalued after recent price rise

Chief Financial Officer notifies of intention to sell stock

Chief Medical Officer notifies of intention to sell stock

Now 21% undervalued after recent price drop

New major risk - Revenue and earnings growth

Consensus revenue estimates increase by 14%

Chief Financial Officer notifies of intention to sell stock

Consensus revenue estimates increase by 11%

New major risk - Revenue and earnings growth

Kite and Arcellx Continue Momentum with Advances in Anito-Cel Multiple Myeloma Program

Chief Medical Officer exercised options and sold US$818k worth of stock

Arcellx, Inc., Annual General Meeting, May 24, 2024

Independent Director notifies of intention to sell stock

Consensus revenue estimates increase by 10%

Price target increased by 13% to US$75.92

Financial Position Analysis

Debt to Equity History and Analysis