Karyopharm Enters Chapter 11 in Planned Merger With Ayrmid

Karyopharm Therapeutics, the maker of the multiple myeloma treatment Xpovio (selinexor), filed for Chapter 11 protection on Nov. 2 under a restructuring support agreement that provides for a merger with Ayrmid, the parent company of Gamida Cell.¹ The plan would convert roughly $276 million of funded debt into a majority stake in the combined company and cancel existing common and preferred shares without a distribution.²

The company will seek court approval of bidding procedures that allow other parties to submit competing offers, with closing expected in the first quarter of 2027.¹

“Following a comprehensive review of available alternatives, we believe this process provides a clear framework to pursue a value maximizing transaction for our stakeholders while continuing our important work of advancing therapies for patients with multiple myeloma and myelofibrosis,” said Richard Paulson, president and CEO of Karyopharm.¹

What are the proposed merger terms?

Under the plan described in Karyopharm’s disclosure statement, which the court has not yet approved, creditors holding the roughly $276 million of funded debt would receive 55% of the combined company’s common stock, along with contingent value rights tied to future Xpovio sales in myelofibrosis.² Ayrmid’s existing equity holders would receive the remaining 45% and contingent equity tied to future revenue from its product Omisirge.²

The combined company would emerge with no more than $135 million of funded debt, a reduction of about $141 million, and Karyopharm’s common stock is expected to be delisted from Nasdaq.²

Karyopharm has secured commitments for up to $55 million in debtor-in-possession financing from existing secured lenders, which, with cash from operations, is expected to support the business during the case once the court approves it.¹ The company says it expects ordinary operations and partnerships to continue without disruption.¹

The market test remains open: if a rival bid meets conditions that include at least $335 million in net proceeds at closing, the company may pursue a sale instead of the merger.²

Why did Karyopharm file for Chapter 11?

The disclosure statement attributes the filing to sustained operating losses and a reliance on capital markets that depended on clinical progress.² When two phase 3 readouts in 2026 fell short of expectations and liquidity tightened, secured creditors agreed to payment deferrals and forbearances.²

A formal sale process launched in July 2026 drew multiple proposals, none of which was actionable before the company exhausted its liquidity, according to the filing.² Ayrmid’s proposal emerged from that process.²

What does the clinical record for Xpovio show?

Xpovio is an oral exportin 1 inhibitor that Karyopharm markets in the United States for adults with relapsed or refractory multiple myeloma.¹ In the randomized, open-label phase 3 BOSTON trial of 402 previously treated patients, once-weekly selinexor with bortezomib and dexamethasone produced median progression-free survival of 13.93 months, compared with 9.46 months for twice-weekly bortezomib and dexamethasone (hazard ratio, 0.70).³

Grade 3 or 4 thrombocytopenia occurred in 39% of patients receiving selinexor and 17% in the control arm.³ Myelofibrosis is the company’s other stated priority.

In the phase 3 SENTRY trial of 353 patients, 50% of those given selinexor plus ruxolitinib reached a spleen volume reduction of at least 35% at week 24, versus 28% with ruxolitinib alone, but the groups did not differ significantly on the symptom-score co-primary endpoint, according to company-reported topline results.⁴ Grade 3 or higher adverse events occurred in 70% of patients on the combination and 50% on ruxolitinib alone.⁴

Karyopharm submitted a supplemental new drug application seeking accelerated approval on Aug. 31, 2026.²

How does the merger fit hematology commercial strategy?

Ayrmid markets two FDA-approved products in the United States: Omisirge (omidubicel-onlv), a cell therapy for certain hematologic malignancies and severe aplastic anemia, and Aphexda (motixafortide), which mobilizes hematopoietic stem cells in adults with multiple myeloma.¹ Multiple myeloma is the point at which the two companies’ marketed products overlap.

“We see a strong strategic fit between Ayrmid and Karyopharm, with complementary portfolios, established commercial capabilities and a shared commitment to addressing significant unmet needs in hematology,” said Dr. Joe Wiley, chairman and chief executive officer of Ayrmid.¹

What risks and open questions remain?

The plan still requires court confirmation. Holders of all claims entitled to vote have agreed to support it, according to the filing, so uncertainty centers on court approval, rival bids and regulatory reviews.²

Creditor voting closes Nov. 30, and the company has asked for a hearing on Jan. 11, 2027.² Antitrust and foreign investment reviews are under evaluation, while FDA approval of the transaction itself is not expected to be required.²

Projections for the combined company will be filed later with a plan supplement, so the commercial case remains unquantified.² No FDA decision on the myelofibrosis application is reported in the sources reviewed, and SENTRY’s mixed result leaves that program’s regulatory outcome unsettled.²

Sources

1. Karyopharm Therapeutics Inc. announces planned merger with Ayrmid Ltd. to strengthen company for the future. News release. PR Newswire. November 2, 2026. Accessed November 3, 2026. https://investors.karyopharm.com/2026-11-02-Karyopharm-Therapeutics-Inc-Announces-Planned-Merger-with-Ayrmid-Ltd-to-Strengthen-Company-for-the-Future
2. Disclosure statement for the joint prepackaged chapter 11 plan of Karyopharm Therapeutics Inc. and its debtor affiliate. Form 8-K, Exhibit 99.1. US Securities and Exchange Commission. November 2, 2026. Accessed November 3, 2026. https://www.sec.gov/Archives/edgar/data/1503802/000119312526444164/d141618dex991.htm
3. Grosicki S, Simonova M, Spicka I, et al. Once-per-week selinexor, bortezomib, and dexamethasone versus twice-per-week bortezomib and dexamethasone in patients with multiple myeloma (BOSTON): a randomised, open-label, phase 3 trial. Lancet. 2020;396(10262):1563-1573. doi:10.1016/S0140-6736(20)32292-3
4. Karyopharm’s phase 3 SENTRY trial in myelofibrosis met first co-primary endpoint, demonstrating statistically significant improvement in spleen volume reduction. News release. PR Newswire. March 24, 2026. Accessed November 3, 2026. https://investors.karyopharm.com/2026-03-24-Karyopharms-Phase-3-SENTRY-Trial-in-Myelofibrosis-Met-First-Co-Primary-Endpoint,-Demonstrating-Statistically-Significant-Improvement-in-Spleen-Volume-Reduction