Bluebird gets rival takeout offer from Ayrmid
Bluebird bio employees in a laboratory. · BioPharma Dive · Courtesy of Bluebird bio

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Bluebird bio on Friday received a new buyout offer that surpasses a take-private bid the pioneering gene therapy developer received last month.

In a short statement, Bluebird confirmed Ayrmid Ltd., the parent company of cell therapy developer Gamida Cell, has offered to buy the company in a deal valuing it at about $45 million. Through that deal, Ayrmid would acquire Bluebird for $4.50 per share upfront as well as a so-called contingent value right that would give its stockholders another $6.84 per share if an unspecified sales milestone is met.

The deal values Bluebird at a fraction of its worth several years ago, when it had a market capitalization in the billions of dollars. But it’s higher than the roughly $30 million bid submitted in February by private equity firms Carlyle Group and SK Capital. The two firms are similarly offering a $6.84 per share contingent value right payment for Bluebird, but only a $3 per share upfront cash payout.

According to a regulatory filing, Bluebird could owe the two firms a $1.5 million breakup fee or $300,000 in expense reimbursement, if it backs out of the deal. In its statement, the company said it is “carefully reviewing” the proposal with its legal and financial advisors, but its board “has not changed its recommendation in support of the merger” with Carlyle and SK Capital. “The board will provide further updates to its stockholders as appropriate," the company said.

Bluebird, a company long at the forefront of gene therapy research, was pushed to find a buyer after years of financial problems that culminated with a possible default. Though the company brought three rare disease gene therapies to market, it faced significant challenges selling them and wasn’t able to turn a profit, a reflection of the tall task of commercializing treatments made from a patient’s own stem cells. Bluebird has burned through about $4.5 billion since its inception, and posted a net loss of about $241 million last year.

The company began reviewing strategic alternatives in recent months, meeting with more than 70 potential investors and partners. Bluebird confirmed Friday that Ayrmid was one of those parties, but the firm hadn’t previously submitted a bid.

When Bluebird announced its deal with Carlyle Group and SK Capital on Feb. 21, it said in a statement then that the buyout was the “only viable solution.”