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Bristol Myers Squibb has entered into a definitive merger agreement to acquire San Diego-based Mirati Therapeutics Inc. for $4.8 billion, the companies announced Oct. 8. 

Under terms of the deal, which was unanimously approved by both parties’ boards, Bristol Myers Squibb has agreed to acquire Mirati for $58 per share in cash. Mirati stockholders will receive one non-tradeable Contingent Value Right (CVR) for each Mirati share held, potentially worth $12 per share in cash, representing an additional $1 billion.

Mirati is a commercial-stage targeted oncology company whose mission is to develop therapies for the treatment of cancer. According to Bristol Myers Squibb, which has its U.S. corporate headquarters in Lawrenceville, the acquisition will add Krazati, “an important lung cancer medicine,” to its commercial portfolio, as well as several promising clinical assets that complement its oncology pipeline.

“We are excited to add these assets to our portfolio and to accelerate their development as we seek to deliver more treatments for cancer patients,” Bristol Myers Squibb CEO and board Chair Giovanni Caforio said in a statement. “With a strong strategic fit, great science and clear value creation opportunities for our shareholders, the Mirati transaction is aligned with our business development goals.” 

Dr. Samit Hirawat, Bristol Myers Squibb’s chief medical officer and head of global drug development, added, “We believe Mirati’s assets have the potential to change the standard of care in multiple cancers, both as standalone therapies and in combination with Bristol Myers Squibb’s existing pipeline.” 

The acquisition is expected to close by the first half of 2024, subject to meeting customary closing conditions, including approval of Mirati’s stockholders and receipt of required regulatory approvals. Bristol Myers Squibb expects to finance the acquisition with a combination of cash and debt. 

“Since our founding 10 years ago, Mirati has made significant strides in transforming the lives of patients living with cancer through the development of innovative therapies. Through our discovery and development of next-generation targeted cancer therapeutics, we have built a robust pipeline of potentially best-in-class treatments that offer renewed hope for patients,” said Dr. Charles Baum, founder, president and CEO of Mirati. “We believe that this transaction is the best way to benefit patients and maximize value for shareholders.” 

Evercore Inc. and Morgan Stanley & Co. LLC are serving as financial advisors to Bristol Myers Squibb, and Kirkland & Ellis LLP is serving as legal counsel. Centerview Partners LLC is serving as financial advisor to Mirati, and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel. 

The acquisition follows Bristol Myers Squibb’s recent news that it will lay off 108 employees, effective Nov. 2, at its facilities in Lawrence, Princeton, Berkeley Heights, Pennington and New Brunswick. As NJBIZ reported in August, a spokesperson told Fierce Pharma the company is “continuing to deliver on our long-term business strategy by aligning our resources to best support our operating model and our portfolio evolution.”