​Bluebird Bio reaffirms Carlyle deal after Ayrmid fails to submit binding offer​

USA—Bluebird Bio, a gene therapy company, has confirmed its decision to proceed with a US$ 30 million acquisition offer from private equity firms Carlyle and SK Capital Partners.

This follows the failure of Ayrmid Ltd., an Ireland-based investment firm, to submit a binding proposal despite an unsolicited bid in late March. ​

Ayrmid’s offer included an upfront payment of US$ 4.50 per share and a contingent value right (CVR) of US$ 6.84 per share, contingent upon achieving specific sales milestones.

This represented a 50% premium over the Carlyle and SK Capital offer of US$ 3 per share, plus the same CVR.

However, after a two-week due diligence period, extended by four days at Ayrmid’s request, the firm failed to secure the necessary financing and did not submit a binding offer. ​

Despite a two-week due diligence period, extended by four days at Ayrmid’s request, the firm failed to secure the necessary financing to formalize its bid. “Ayrmid’s proposal remains highly conditional,” stated Mark Vachon, Chairman of Bluebird’s Board of Directors.

“Bluebird has engaged with Ayrmid on two separate occasions—neither of which has resulted in a binding or fully-financed offer.

Bluebird’s board had previously entered into a definitive agreement with Carlyle and SK Capital in February.

The deal includes a US$ 3 per share cash payment and a US$ 6.84 per share CVR, payable upon achieving certain net sales milestones.

The board reiterated its unanimous support for this transaction, emphasizing the need for immediate capital to avoid potential loan defaults. ​

Once valued at nearly US$ 12.5 billion in 2018, Bluebird Bio has faced financial challenges in recent years.

Despite FDA approvals for therapies like Lyfgenia for sickle cell disease, Zynteglo for beta-thalassemia, and Skysona for cerebral adrenoleukodystrophy, the company has struggled with slow market uptake.

As of September 30, 2024, Bluebird reported a cash balance of approximately US$ 118.7 million, which was expected to fund operations into the first quarter of 2025. ​

The acquisition by Carlyle and SK Capital is anticipated to close in the first half of 2025, providing Bluebird with the necessary capital to scale its gene therapy commercialization efforts. The board has urged shareholders to accept the current offer by May 2.