Gilead Sciences agreed to acquire Arcellx in a deal valued at approximately $7.8 billion in total, deepening its push into cell therapy for multiple myeloma.

Despite advances in treatment, multiple myeloma remains incurable, and most patients eventually relapse. With each successive line of therapy, responses often diminish while toxicity increases, leaving heavily pretreated patients with limited options.¹

Have Gilean and Arcelix previously worked together?

Gilead and Arcellx previously established a partnership through Kite, Gilead’s cell therapy subsidiary, which has been co-developing and co-commercializing Arcellx’s lead candidate, anitocabtagene autoleucel (anito-cel).²

The therapy is an investigational BCMA-directed CAR T-cell treatment for patients with relapsed or refractory multiple myeloma.

In clinical studies to date, anito-cel has shown deep and durable responses alongside what the companies describe as a predictable and manageable safety profile.¹

A biologics license application (BLA) for anito-cel as a fourth-line treatment is supported by data from a Phase I study and the pivotal Phase II iMMagine1 trial. The application has been accepted by FDA, which has set a Prescription Drug User Fee Act (PDUFA) target action date of Dec. 23, 2026.¹

“This agreement reflects our conviction in the potential of anito-cel and our intention to move with speed so we can make the most of that potential for patients with multiple myeloma,” said Daniel O’Day, chairman and chief executive officer of Gilead.

He added that beyond a potential launch this year, anito-cel could become “a foundational treatment for multiple myeloma over time, including earlier lines of therapy,” and that its D-domain BCMA binder could support Gilead’s broader in vivo cell therapy ambitions in oncology and inflammation.

In addition to anito-cel, Arcellx brings a proprietary D-Domain CAR platform designed to generate target-binding domains with enhanced specificity and affinity.¹

The technology holds the potential to be applied to next-generation CAR T-cell and bispecific therapies and may have broader applications for in vivo cell therapy development.¹

“The story of Arcellx is one of innovation, passion, resilience and teamwork,” said Rami Elghandour, chairman and chief executive officer of Arcellx. “We are fortunate to have found a world-class partner in Gilead, which has the expertise to carry forward Arcellx’s legacy. Kite is well-positioned to maximize access to anito-cel, benefiting more patients.”

What are the details of the acquisition agreement?

Under the terms of the agreement, Gilead is expected to pay $115 per share in cash at closing, plus one non-transferable contingent value right (CVR) worth $5 per share if certain sales milestones are met.¹

The agreement’s upfront cash consideration represents a 68% premium to Arcellx’s 30-day volume-weighted average share price as of Feb. 20, 2026.¹

Gilead currently owns about 11.5% of Arcellx’s outstanding shares.

The transaction was approved by both companies’ boards and is expected to close in the second quarter of 2026, subject to customary conditions including regulatory approvals and the successful completion of a tender offer. If the offer is completed, Gilead will acquire any remaining shares through a second-step merger on the same terms.¹

The CVR is expected to pay out if cumulative global net sales of anito-cel reach at least $6 billion, from launch through the end of 2029. Upon FDA approval of anito-cel, the deal is expected to be accretive to Gilead’s earnings per share beginning in 2028.¹

BofA Securities and Morgan Stanley are serving as financial advisors to Gilead, with Ropes & Gray as legal counsel. Centerview Partners is advising Arcellx, with Wilson Sonsini Goodrich & Rosati as legal counsel.¹

Sources

1. Gilead Sciences to Acquire Arcellx to Maximize Long-Term Potential of Anito-cel Gilead Sciences February 23, 2026 https://www.gilead.com/news/news-details/2026/gilead-sciences-to-acquire-arcellx-to-maximize-long-term-potential-of-anito-cel
2. Kite and Arcellx Announce Strategic Collaboration to Co-develop and Co-commercialize Late-stage Clinical CART-ddBCMA in Multiple Myeloma Gilead Sciences December 9, 2022 https://investors.gilead.com/news/news-details/2022/Kite-and-Arcellx-Announce-Strategic-Collaboration-to-Co-develop-and-Co-commercialize-Late-stage-Clinical-CART-ddBCMA-in-Multiple-Myeloma/default.aspx