BioMarin Pharmaceutical and Amicus Therapeutics announced BioMarin has entered into a definitive agreement to acquire Amicus in an all-cash transaction valued at approximately $4.8 billion, a deal that would add two marketed rare-disease products and expand BioMarin’s presence in lysosomal storage disorders.
Under the agreement, BioMarin will acquire Amicus for $14.50 per share in cash. The companies said the boards of both firms unanimously approved the deal, and Amicus’ board unanimously recommended that stockholders vote to adopt the agreement. The transaction is expected to close in the second quarter of 2026, subject to regulatory clearances, approval by Amicus stockholders, and other customary conditions.
BioMarin said the acquisition will bring Galafold (migalastat), an oral treatment for Fabry disease, and Pombiliti (cipaglucosidase alfa-atga) plus Opfolda (miglustat), a two-component therapy for Pompe disease, into its commercial portfolio. The companies said the two Amicus products generated $599 million in combined net product revenues over the past four quarters. BioMarin also highlighted Amicus’ U.S. rights to DMX-200, an investigational small molecule in Phase 3 development for focal segmental glomerulosclerosis.
BioMarin said it expects the deal to accelerate revenue growth immediately after closing and to be accretive to non-GAAP diluted earnings per share in the first 12 months after close, with substantially greater accretion beginning in 2027. The company also said it expects the acquisition to increase its long-term compound annual growth rate through 2030 and beyond, and it outlined a deleveraging plan targeting gross leverage below 2.5x within two years after closing.
The purchase price represents a 33% premium to Amicus’ last close, a 46% premium to the 30-day volume-weighted average stock price, and a 58% premium to the 60-day volume-weighted average stock price, according to the announcement.
BioMarin said the transaction is not subject to financing conditions. The company plans to fund the acquisition with a combination of cash on hand and about $3.7 billion of non-convertible debt financing, supported by a bridge commitment from Morgan Stanley Senior Funding, Inc. BioMarin said its permanent financing structure will include a meaningful portion of pre-payable debt, consistent with its deleveraging objectives.
Separately, Amicus said it has resolved U.S. patent litigation related to Galafold after generic challenges. The company said it entered into license agreements with Aurobindo Pharma and Lupin Ltd. that would allow generic versions of Galafold 123 mg capsules in the United States beginning on January 30, 2037, if approved by the U.S. Food and Drug Administration and absent certain limited circumstances typical of such agreements. The parties also said they will terminate ongoing Hatch-Waxman litigation in the U.S. District Court for the District of Delaware, and that the confidential license agreements will be submitted to the U.S. Federal Trade Commission and the U.S. Department of Justice for review as required by law.
The acquisition remains subject to customary closing conditions, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other antitrust clearances. After closing, BioMarin said a wholly owned subsidiary will merge with Amicus and outstanding Amicus shares will convert into the right to receive $14.50 per share in cash, without interest and subject to any applicable tax withholding.
KEY QUOTES:
“Amicus, like BioMarin, is a company that has been profoundly dedicated to transforming care for patients with rare diseases since its founding, developing and bringing to market important therapies for individuals living with Fabry disease and Pompe disease. BioMarin’s scale of operations, including our global commercial footprint and industry-leading, in-house manufacturing capabilities make the combination of these companies an exceptional strategic fit. Immediately upon close, this transaction is expected to accelerate BioMarin’s revenue growth and strengthen our financial outlook, delivering significant value to patients, employees and stockholders. The transaction is expected to be accretive to Non-GAAP Diluted EPS in the first 12 months following close.”
Alexander Hardy, President and Chief Executive Officer of BioMarin
“I am enormously proud of our Amicus team. Together with our partners in the rare disease community, we created a truly patient-centric biotech and successfully developed two transformative medicines for people living with rare diseases, which impacted the lives of more than 3,400 patients around the world. With BioMarin’s unwavering commitment to patients, along with greater resources and scale, Amicus’ medicines will reach even more patients around the world, faster. We are confident that this agreement is in the best interests of our shareholders by providing compelling, certain and premium value, and will accelerate progress for the rare disease community.”
Bradley L. Campbell, President and Chief Executive Officer of Amicus
