2seventy bio completes merger with Bristol-Myers Squibb

2seventy bio, Inc., a pharmaceutical company based in Cambridge, Massachusetts, has successfully completed a merger agreement with Bristol-Myers Squibb Company (NYSE:BMY). According to InvestingPro data, the company had been facing challenges with an EBITDA of -$52.72M and negative gross profit margins before the merger. As per the SEC filing dated May 13, 2025, the merger, which was initially announced on March 11, 2025, has concluded, leading to significant changes in the company’s structure and stock listings.

The merger was executed following a tender offer initiated by Bristol-Myers Squibb on April 14, 2025, to acquire all outstanding shares of 2seventy bio at $5.00 per share. The offer expired on the night of May 12, 2025, with approximately 81.8% of 2seventy bio’s outstanding shares validly tendered. Subsequently, on May 13, 2025, Bristol-Myers Squibb accepted all tendered shares, leading to the completion of the merger. This transaction has resulted in 2seventy bio becoming a wholly-owned subsidiary of Bristol-Myers Squibb, with the total consideration for the acquisition amounting to approximately $264.6 million. The deal came after 2seventy bio showed strong market performance, with a year-to-date return of 70.07% according to InvestingPro data.

In conjunction with the merger, 2seventy bio has terminated its 2021 Employee Stock Purchase Plan and 2021 Stock Option and Incentive Plan, effective May 13, 2025. Prior to the merger, InvestingPro analysis showed the company maintained strong liquidity with a current ratio of 4.8, despite operational challenges. Moreover, the company’s common stock will no longer be listed on The NASDAQ Stock Market LLC. 2seventy bio has notified Nasdaq of the merger’s completion and requested the suspension of trading and delisting of its common stock. The company also intends to terminate its registration with the SEC and suspend its reporting obligations.

The merger has led to the resignation of 2seventy bio’s directors and the appointment of new members to its board. Additionally, all executive officers have been removed from their positions, with Sandra Ramos-Alves appointed as the President and Treasurer of 2seventy bio.

The company’s certificate of incorporation and by-laws have been amended and restated as part of the merger agreement. These documents are filed with the SEC and incorporated by reference.

This article is based on a press release statement and SEC filings.

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