Avidity Biosciences (RNA) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition strengthens presence in neuromuscular diseases and expands RNA technology platform, enhancing medium and long-term growth profile.

• Adds three late-stage neuromuscular programs, complementing existing assets and leveraging commercial expertise in rare diseases.

• Focuses on high unmet need areas with potential disease-modifying therapies, aligning with capital allocation priorities and core business investment.

• Advances xRNA strategy with a unique antibody oligonucleotide conjugate platform for muscle RNA delivery, broadening therapeutic reach beyond liver indications.

• Enhances mid- to long-term growth profile, with substantial sales and profit growth expected through the 2040s.

Financial terms and conditions

• Acquisition price is $72 per share in cash, a 46% premium to the prior closing price and a 62% premium over the 30-day VWAP.

• Total transaction value is $12 billion on a fully diluted basis, with an enterprise value of $11 billion at closing.

• Stockholders will also receive consideration for the separation of the SpinCo business.

• Short-term margin dilution of 1%-2% expected, with a return to 40%+ core margin by 2029.

• Transaction expected to close in the first half of 2026, subject to customary conditions, SpinCo separation, and stockholder approval.

Synergies and expected cost savings

• Commercial, medical, and R&D synergies anticipated due to overlap in rare neuromuscular diseases.

• Cost synergies are limited; main benefits expected from commercial and pipeline execution.

• Acquisition expected to accelerate the development and commercialization of RNA therapeutics for rare neuromuscular diseases.

• Expected to drive substantial shareholder returns and value creation over time.