bluebird Announces Acquisition by Carlyle and SK Capital for $9.84 per Share

Deal News | Feb 21, 2025 | The Carlyle Group

bluebird bio, Inc. has entered into a definitive agreement to be acquired by Carlyle Group and SK Capital Partners. Under the agreement, bluebird's stockholders will receive a cash payment of $3.00 per share and a contingent value right of $6.84 per share contingent on achieving specific sales targets by 2027, potentially worth up to $9.84 per share. The board of bluebird considers this deal essential due to financial constraints and lack of capital, anticipating the transaction to close in the first half of 2025. David Meek is slated to become CEO post-acquisition. The transaction accentuates Carlyle and SK Capital’s motive to inject capital into bluebird for scaling its gene therapies targeted at severe genetic diseases, amidst regulatory and shareholder approvals required for completion.

Sectors

  • Biotechnology
  • Private Equity

Geography

  • United States – bluebird bio is based in Somerville, Massachusetts, and the transaction is set within the U.S. regulatory and operational landscape.

Industry

  • Biotechnology – The article focuses on bluebird bio, a company engaged in gene therapy, which is pivotal in the biotechnology industry.
  • Private Equity – The agreement involves significant private equity firms, Carlyle and SK Capital, executing an acquisition strategy.

Financials

  • $3.00 per share cash – Initial payment to bluebird stockholders under the acquisition terms.
  • $6.84 per share contingent value right – Contingent payment based on bluebird achieving $600 million in net sales by 2027.
  • Up to $9.84 per share total – Potential maximum value per share combining cash and contingent payments.
  • $600 million – Net sales milestone necessary for contingent value rights payment by 2027.

Participants

NameRoleTypeDescription
bluebird bio, Inc.Target companyCompanyA gene therapy company focused on severe genetic diseases, facing financial challenges.
Carlyle GroupAcquiring companyCompanyA global investment firm involved in the acquisition of bluebird bio.
SK Capital PartnersAcquiring companyCompanyA private investment firm specializing in life sciences, partnering in bluebird bio's acquisition.
David MeekCEO (designate) of bluebird post-acquisitionPeopleFormer CEO of Mirati Therapeutics and Ipsen, expected to lead bluebird after the acquisition closes.
Hercules Capital, Inc.Lender to bluebirdCompanyInvolved in loan restructuring to ensure bluebird's liquidity through the transaction.
Leerink PartnersFinancial advisor to bluebirdCompanyAdvised bluebird on the acquisition process.
Latham & Watkins LLPLegal advisor to bluebirdCompanyProviding legal counsel to bluebird throughout the acquisition.
Bourne PartnersFinancial advisor to Carlyle and SK CapitalCompanyAdvised Carlyle and SK Capital during the acquisition of bluebird.
Wachtell, Lipton, Rosen & KatzLegal advisor to Carlyle and SK CapitalCompany
Kirkland & Ellis LLPLegal advisor to Carlyle and SK CapitalCompany
Orrick, Herrington & SutcliffeLegal advisor to Carlyle and SK CapitalCompany