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Strategic Leap in Neuropharma: Bristol Myers' $14 Billion Acquisition of Karuna

Pharma

24 December 2023

In a strategic move poised to reshape the pharmaceutical landscape, Bristol Myers Squibb has agreed to acquire Karuna Therapeutics for $14 billion. This deal, centered around Karuna's promising experimental schizophrenia drug, is seen as a potential game-changer in the treatment of neurological disorders.

Bristol Myers Squibb has announced a $14 billion acquisition of Karuna Therapeutics, marking a significant shift in its focus towards neuroscience. This move centers on KarXT (xanomeline-trospium), Karuna's novel antipsychotic targeting schizophrenia and Alzheimer's disease psychosis. The deal underscores a growing industry trend towards developing psychiatric and neurological drugs, reflecting the urgent need for innovative treatments in mental health.

Historically focused on oncology, Bristol Myers Squibb (BMS) is now shifting its emphasis to neuroscience, with KarXT at the forefront of this strategic redirection.

“There are tremendous opportunities in neuroscience, and Karuna strengthens our position and accelerates the expansion and diversification of our portfolio in the space. We expect KarXT to enhance our growth through the late 2020s and into the next decade,” said Christopher Boerner, CEO of BMS. “This transaction fits squarely within our business development priorities of pursuing assets that are strategically aligned, scientifically sound, financially attractive, and have the potential to address areas of significant unmet medical need.”

Karuna Therapeutics, a pioneer in mental health medication, has made significant advancements with its flagship drug, KarXT. This novel antipsychotic, with its unique mechanism of action, targets the M1 and M4 muscarinic receptors, setting it apart from existing schizophrenia treatments that primarily focus on the neurotransmitters dopamine and serotonin. The FDA is currently reviewing KarXT for treating schizophrenia in adults, with a decision anticipated by September 26, 2024.

“Schizophrenia and Alzheimer’s disease psychosis affect millions of people worldwide, with limited to no treatment options. KarXT’s novel mechanism has resulted in a transformational profile in schizophrenia, with compelling efficacy and a differentiated safety profile,” said Dr. Samit Hirawat, Executive Vice President, CMO of BMS. “KarXT also has the potential to deliver meaningful benefits to patients as an adjunctive treatment for patients with schizophrenia and as a first treatment for Alzheimer’s disease psychosis.”

Schizophrenia and Alzheimer’s disease psychosis, the primary targets of KarXT, affect millions globally. The current treatment landscape for these conditions is fraught with limitations, particularly in terms of efficacy and side effects. KarXT's differentiated efficacy and safety profile, evidenced in clinical trials, offers hope for a substantial improvement over existing therapies.

Bill Meury, President and CEO of Karuna Therapeutics, said, “Karuna’s portfolio offers advancements in treatment not seen in many years. With BMS’s long-standing expertise in developing and commercializing medicines on a global scale and legacy in neuroscience, KarXT and the other assets in our pipeline will be well-positioned to reach those living with schizophrenia and Alzheimer’s disease psychosis.”

This acquisition is not only a testament to the potential of KarXT but also an indicator of the growing market for psychiatric and neurological drugs. With the prevalence of schizophrenia on the rise, the market for these therapies is expected to grow significantly. Bristol Myers Squibb's investment in Karuna, therefore, positions it at the forefront of this expanding field.

Transaction Terms and Financing

Under the terms of the merger agreement, Bristol Myers Squibb will acquire all outstanding shares of Karuna common stock for $330.00 per share in cash representing an approximately 53% premium to Karuna Therapeutic’s closing stock price on December 21, 2023, for a total equity value of approximately $14.0 billion, or $12.7 billion net of estimated cash acquired. The transaction is expected to close in the first half of 2024, subject to customary closing conditions, including approval of Karuna stockholders and receipt of required regulatory approvals.

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