Biogen Completes $41‑per‑Share Cash‑Plus‑CVR Buyout of Apellis, Director Machiels Exits Fully

Context Apellis is a biotechnology firm that develops complement‑inhibiting therapies for rare diseases. Biogen pursued the deal to expand its portfolio in the immunology space. The transaction was structured as a cash tender offer with an additional contingent value right.

Key Facts The offer provides $41 in cash for each Apellis share plus one contingent value right that may pay up to $4 more if certain milestones are achieved. A contingent value right is a contractual right to receive additional cash upon the occurrence of predefined events, such as regulatory approvals or sales targets. Alec Machiels disposed of 384,989 shares he held directly, 250,000 shares through Bauhaus 1 LLC, and 150,000 shares held in a spouse trust as part of the tender. He also surrendered all associated stock options, leaving him with no remaining Apellis equity after the transactions. The merger between Biogen and Apellis became effective on May 14, 2026, after which Apellis operates as a wholly owned subsidiary of Biogen.

What It Means Shareholders receive immediate cash and the possibility of additional payments contingent on future milestones. The CVR component aligns investor returns with the post‑acquisition performance of Apellis’s pipeline. Machiels’ full exit removes any insider ownership overlap between the two companies. Biogen gains complete control of Apellis’s assets, allowing full integration of its research and commercial operations.

What to watch next Investors will monitor whether Apellis meets the CVR milestones that could trigger the additional $4 per share payment.