The Weekly Term Sheet (2026-W06)
Biotech and Healthcare Transactions: Week of February 8–14, 2026
The week of February 8–14, 2026 recorded over $25 billion in announced and completed biotech and healthcare transaction value, headlined by Eli Lilly's back-to-back deals totaling more than $10.8 billion in potential value. Lilly's $2.4 billion acquisition of Orna Therapeutics and its $8.5 billion-plus strategic collaboration with Innovent Biologics signaled the company's aggressive expansion beyond obesity into autoimmune disease and in vivo cell therapy. The BD/Waters Reverse Morris Trust spin-off combination represented the largest single transaction at $18.8 billion enterprise value, with BD receiving $4.0 billion in cash immediately earmarked for $2.0 billion in accelerated share repurchases and $2.0 billion in debt repayment. Four M&A transactions closed during the week: BD/Waters, Sanofi/Dynavax ($2.2 billion), Alkermes/Avadel ($2.37 billion), and XOMA Royalty/Generation Bio. IPO activity was notably strong, with SpyGlass Pharma and Agomab Therapeutics collectively raising $372.5 million in Nasdaq debuts, and Galecto completing a $316.3 million follow-on offering. Cross-border US–China and US–Japan collaborations dominated licensing activity, with milestone-heavy structures remaining the standard risk-allocation mechanism—the Innovent-Lilly deal carried a 24:1 milestone-to-upfront ratio, while Madrigal-Ribo reached an extreme 73:1.
This report covers all material transactions globally across M&A, licensing, collaborations, financing, distribution, supply, debt, and restructuring activity from February 8 through February 14, 2026. Deals are organized by type, sorted by size within each section, and include financial terms, advisors, and source references where available.
Week at a Glance
| Category | Count | Total Value |
|---|---|---|
| M&A (announced + closed) | 7 | $24.9B+ |
| Licensing & Collaborations | 9+ | $15.3B+ potential |
| IPOs | 2 | $372.5M |
| Follow-on / Secondary Offerings | 2 | $426.3M |
| Private Placements & PIPEs | 4 | $98M+ |
| Venture Capital Rounds | 5 | $286M+ |
| Debt Transactions | 4 | $5.3B+ |
| Distribution & Supply | 6 | Undisclosed |
| Restructurings | 2 | ~$330M cost reduction |
Mergers and Acquisitions
Eight M&A transactions either announced or closed during the reporting period, ranging from the BD/Waters $18.8 billion spin-off combination to several healthcare services deals. The week's defining theme was the acceleration of platform acquisitions—buyers sought manufacturing infrastructure, circular RNA, proteomics, lipid nanoparticle delivery, and AI capabilities rather than single-asset purchases.
| Date | Acquirer | Target | Asset / Indication | Financial Terms | Stage | Advisors | Source |
|---|---|---|---|---|---|---|---|
| Feb 9 | BD / Waters | Augusta SpinCo (Biosciences & Diagnostic Solutions) | Diagnostics, life sciences instruments | $18.8B EV; $4.0B cash to BD; 0.135343 Waters shares per BD share | Commercial | BD: Citi, Evercore; Waters: Barclays, Kirkland & Ellis | SEC 8-K |
| Feb 9 | Eli Lilly | Orna Therapeutics | oRNA circular RNA platform; ORN-252 (CD19 in vivo CAR-T, autoimmune) | Up to $2.4B cash (~$1.5B upfront) | Preclinical / IND-ready | Lilly: Paul Weiss; Orna: Lazard, Goodwin Procter | Lilly IR |
| Feb 12 | Alkermes | Avadel Pharmaceuticals | LUMRYZ (sodium oxybate, narcolepsy); valiloxybate | $21.00 + $1.50 CVR (~$2.37B) | Approved + Ph3 | Alkermes: JPM, McCann FitzGerald, Cleary; Avadel: MS, GS, Arthur Cox | BusinessWire |
| Feb 10 | Sanofi | Dynavax Technologies | HEPLISAV-B (HepB vaccine); Z-1018 (shingles, Ph1/2) | $15.50/share (~$2.2B); 39% premium | Approved + Ph1/2 | Sanofi: Weil Gotshal; Dynavax: Centerview, Goldman, Cooley | GlobeNewswire |
| Feb 13 | CenterWell (Humana) | MaxHealth | 82 primary care clinics, 120K patients (FL) | ~$1B (per Bloomberg) | Commercial | MaxHealth: Guggenheim, MS, Sidley; CenterWell: JPM, Latham | BusinessWire |
| Feb 9 | XOMA Royalty | Generation Bio | ctLNP delivery platform; Moderna collaboration | $4.29/share + CVR | Platform | XOMA: Gibson Dunn; GenBio: TD Cowen, WilmerHale | XOMA IR |
| ~Feb 13 | Illumina | SomaLogic (from Standard BioTools) | SomaScan proteomics platform (~250 employees) | Up to $425M ($350M + $75M earnout) | Commercial | Not disclosed | BizWest |
BD / Waters Reverse Morris Trust Spin-off (Closed February 9)
Becton, Dickinson and Company completed its Reverse Morris Trust transaction with Waters Corporation on February 9, 2026, representing the largest transaction of the week at $18.8 billion enterprise value. BD transferred its Biosciences & Diagnostic Solutions business to Augusta SpinCo, distributed SpinCo shares pro rata to BD shareholders (record date February 5), then merged SpinCo into Waters. SpinCo survives as a wholly owned Waters subsidiary.
The transaction delivered $4.0 billion in cash to BD, with post-distribution conversion of SpinCo shares into approximately 0.135343 Waters shares per BD share. Waters issued 38,541,851 shares to BD record-date shareholders, resulting in BD shareholders owning 39.2% of the combined company post-merger.
BD disclosed its intended deployment of the $4.0 billion cash distribution: $2.0 billion in accelerated share repurchases and $2.0 billion in debt repayment. The company also launched $1.6 billion in debt tender offers on February 10, targeting multiple note series with early tender deadline of February 24, 2026 and final expiration on March 11, 2026. The Reverse Morris Trust was not primarily a valuation story but a balance sheet optimization—BD immediately converted the $4.0 billion into shareholder return and deleveraging, reflecting disciplined capital allocation following transformational events.
Advisors: BD financial: Citi (lead), Evercore. Waters financial: Barclays. Waters legal: Kirkland & Ellis LLP.
Eli Lilly / Orna Therapeutics Acquisition (Announced February 9)
Eli Lilly announced a definitive agreement to acquire Orna Therapeutics for up to $2.4 billion in cash, including an upfront payment and clinical development milestones. Market sources indicate an upfront valuation of approximately $1.5 billion per MPM BioImpact.
The acquisition centers on Orna's proprietary oRNA circular RNA platform and lead candidate ORN-252, an in vivo CAR-T therapy targeting CD19 for autoimmune diseases currently at preclinical/IND-ready stage. The platform aims to produce CAR-T cells directly inside the body, potentially reducing manufacturing costs from $300,000–$500,000 per patient to an order of magnitude lower. Current ex vivo CAR-T manufacturing requires harvesting patient T cells, shipping them to centralized facilities for genetic modification, expanding the modified cells, and shipping them back—a process taking weeks and creating significant logistical and cost barriers. Orna's circular RNA approach would enable direct injection, with the RNA instructing the patient's own T cells to express chimeric antigen receptors in situ.
This is Lilly's sixth acquisition in roughly twelve months, reflecting a sustained capital deployment strategy funded by obesity franchise cash flows. The deal positions Lilly in the emerging in vivo CAR-T space, following BMS's $1.5 billion Orbital Therapeutics deal and similar moves by AbbVie and Gilead.
Advisors: Lilly legal: Paul, Weiss, Rifkind, Wharton & Garrison LLP. Orna financial: Lazard. Orna legal: Goodwin Procter LLP.
Alkermes / Avadel Acquisition (Closed February 12)
Alkermes plc completed its acquisition of Avadel Pharmaceuticals at $21.00 per share plus a $1.50 CVR, representing up to $22.50 per share and approximately $2.37 billion total value. The Irish High Court sanctioned the scheme on February 10, and the Court Order was delivered to the Registrar of Companies on February 12, making that the effective date.
The acquisition brings LUMRYZ (sodium oxybate) for narcolepsy and the valiloxybate pipeline. LUMRYZ is an approved once-nightly formulation that differentiates from Jazz Pharmaceuticals' Xyrem/Xywav, which require twice-nightly dosing. The $1.50 CVR is contingent on FDA approval of LUMRYZ for idiopathic hypersomnia by year-end 2028—a binary event with meaningful risk given that the Phase 3 REVITALYZ trial data are not expected until Q2 2026.
Alkermes financed the deal with approximately $775 million in cash plus $1.525 billion in term loans, with J.P. Morgan providing fully committed financing.
Advisors: Alkermes financial: J.P. Morgan. Alkermes legal: McCann FitzGerald / Cleary Gottlieb. Avadel financial: Morgan Stanley, Goldman Sachs. Avadel legal: Arthur Cox.
Sanofi / Dynavax Acquisition (Closed February 10)
Sanofi completed its acquisition of Dynavax Technologies through an all-cash tender offer at $15.50 per share, representing approximately $2.2 billion total equity value and a 39% premium to the December 23, 2025 closing price. The tender offer expired February 9 at 11:59 PM EST with approximately 73.92% of shares (84,680,752) validly tendered. Dynavax common stock ceased trading on Nasdaq effective February 10.
The acquisition brings Sanofi two key vaccine assets. HEPLISAV-B is an approved adult hepatitis B vaccine with a differentiated two-dose regimen versus competitors' three-dose schedule, representing a meaningful commercial advantage in patient compliance and clinic economics. Z-1018 is a shingles vaccine candidate currently in Phase 1/2 development, providing pipeline optionality in a large market where Shingrix (GSK) dominates with over $4 billion in annual sales.
Advisors: Sanofi legal: Weil, Gotshal & Manges LLP. Dynavax financial: Centerview Partners LLC, Goldman Sachs & Co. LLC. Dynavax legal: Cooley LLP.
XOMA Royalty / Generation Bio Acquisition (Closed February 9)
XOMA Royalty Corporation completed its acquisition of Generation Bio through a cash tender offer plus contingent value rights. The tender offer expired February 6 with approximately 70% of shares (4,722,533) tendered, satisfying the minimum tender condition. Generation Bio became a wholly owned XOMA subsidiary and delisted from Nasdaq.
Shareholders received $4.2913 per share in cash plus one non-tradeable contingent value right (CVR) per share. The CVR entitlements include: excess net cash above $29 million; 90–100% of Cambridge office lease savings; up to 90% of Moderna collaboration milestones and royalties; and up to 70% of proceeds from ctLNP platform out-licensing or sale.
The primary asset is Generation Bio's cell-targeted lipid nanoparticle (ctLNP) delivery platform for siRNA and other nucleic acid therapies, plus existing Moderna collaboration rights. The CVR structure allows XOMA to close control quickly via tender offer while shifting uncertain future value into a discrete contingent instrument—structurally aligned with royalty-aggregator business models where value realization depends on future cash flows rather than present operating scale.
Advisors: XOMA legal: Gibson, Dunn & Crutcher LLP. Generation Bio financial: TD Cowen. Generation Bio legal: Wilmer Cutler Pickering Hale and Dorr LLP.
CenterWell / MaxHealth Acquisition (Closed February 13)
CenterWell Senior Primary Care (Humana) completed its acquisition of MaxHealth from Arsenal Capital Partners, comprising 82 primary care clinics and over 120,000 patients in Florida. The transaction value is approximately $1 billion per Bloomberg, though terms were officially undisclosed. The deal expands CenterWell's value-based primary care footprint in one of the largest Medicare Advantage markets in the country.
Advisors: MaxHealth financial: Guggenheim Securities, Morgan Stanley. MaxHealth legal: Sidley Austin. CenterWell financial: J.P. Morgan. CenterWell legal: Latham & Watkins.
Illumina / SomaLogic Acquisition (Completed ~January 30; Reported February 13)
Illumina completed its acquisition of SomaLogic from Standard BioTools for up to $425 million ($350 million at closing plus $75 million in milestones and royalties). The deal brings SomaLogic's proteomics platform and approximately 250 employees in Boulder, Colorado. Note: The acquisition reportedly closed on or around January 30, 2026; the completion was publicly reported February 13.
SomaLogic's SomaScan platform uses modified DNA aptamers (SOMAmer reagents) to measure thousands of proteins simultaneously from small sample volumes. The technology complements Illumina's genomics dominance by adding proteomic capabilities, enabling multi-omic analysis combining genomic sequencing with protein-level data.
Strategic Collaborations and Licensing
The week's licensing activity was anchored by two Eli Lilly transactions and Madrigal's continued MASH platform build-out. Cross-border deals between U.S. and Chinese biotechs continued to accelerate, with three of the six largest licensing deals involving China-originated assets or partners.
| Date | Licensee / Partner | Licensor / Partner | Asset / Indication | Financial Terms | Stage | Source |
|---|---|---|---|---|---|---|
| Feb 8 | Eli Lilly | Innovent Biologics (HKEX: 01801) | Multiple oncology & immunology programs | $350M upfront; ~$8.5B milestones; tiered royalties ex-Greater China | Discovery–Ph2 | PR Newswire |
| Feb 11 | Madrigal Pharmaceuticals | Suzhou Ribo / Ribocure | Six siRNA programs (GalSTAR platform) for MASH | $60M upfront; $4.4B milestones; royalties | Preclinical | GlobeNewswire |
| Feb 9 | Takeda | Iambic Therapeutics | AI platforms (NeuralPLexer, Enchant); oncology, GI programs | Undisclosed upfront; >$1.7B milestones; royalties | Discovery | Iambic |
| Feb 10 | Chugai Pharmaceutical | Araris Biotech (Taiho subsidiary) | AraLinQ ADC linker-payload platform (one target) | Upfront undisclosed; up to ~$780M total | Platform | Chugai |
| Feb 9 | CSL Limited | Memo Therapeutics | DROPZYLLA recombinant polyclonal IgG platform | R&D funding; up to CHF 265M (~$328M) milestones; royalties | Preclinical | GlobeNewswire |
| Feb 10 | Biocodex | THX Pharma (Theranexus) | Batten-1 (CLN3); TX01 (Gaucher/Niemann-Pick) | €12M upfront; €161M milestones; double-digit royalties | Ph3 prep | ActusNews |
| Feb 9 | Bristol Myers Squibb | Evinova (AstraZeneca) | AI clinical development platform (Study Designer, Cost Optimizer) | Undisclosed | Commercial platform | Evinova |
| Feb 10 | Insilico Medicine | China Medical System Holdings | CNS and autoimmune programs (AI-enabled discovery) | Tens of millions HKD per program | Discovery | EurekAlert |
| Feb 9 | Helsinn Healthcare | ESTEVE | AKYNZEO, ALOXI (CINV) — Austria territory extension | Undisclosed | Approved | FinanzNachrichten |
Eli Lilly / Innovent Biologics Strategic Collaboration (Announced February 8)
Eli Lilly and Innovent Biologics announced a strategic collaboration covering multiple programs in oncology and immunology, representing the largest licensing transaction of the week by headline value and the seventh collaboration between the two companies.
The deal includes $350 million upfront with up to approximately $8.5 billion in development, regulatory, and commercial milestones plus tiered royalties on net sales outside Greater China (rates undisclosed). The 24:1 milestone-to-upfront ratio reflects extreme risk-sharing with most value contingent on clinical and commercial success.
Under the structure, Innovent leads development from concept through proof-of-concept (Phase 2 completion) in China. Lilly receives an exclusive license for territories outside Greater China, while Innovent retains Greater China rights. This territory carving enables China-based clinical execution advantages—faster enrollment, lower trial costs, efficient regulatory pathways through NMPA—while preserving US/EU commercial scale for global partners. The deal validates a cross-border licensing model where Chinese R&D generates pipeline assets that are co-developed and scaled globally—a structure that produced 157 China out-licensing transactions totaling $135.6 billion in 2025.
Madrigal Pharmaceuticals / Suzhou Ribo Life Science / Ribocure License (Announced February 11)
Madrigal Pharmaceuticals secured an exclusive global license to develop, manufacture, and commercialize six preclinical siRNA compounds for MASH (metabolic dysfunction-associated steatohepatitis) using Ribo's GalSTAR platform technology.
The deal includes $60 million upfront with cumulative milestones up to $4.4 billion and royalties on net sales (rates undisclosed). The 73:1 milestone-to-upfront ratio represents one of the most heavily back-loaded deal structures in the period—but the structure makes sense when viewed as six independent option-value bets rather than a single asset valuation.
Madrigal's lead product Rezdiffra (resmetirom) became the first FDA-approved treatment for MASH with liver fibrosis in March 2024. The Ribo deal reflects Madrigal's strategy to build the most comprehensive MASH franchise in the industry, now adding genetically targeted siRNA therapies that silence hepatocyte genes identified as MASH risk factors. This follows the $50 million Pfizer DGAT2 inhibitor acquisition in January 2026 and a $120 million CSPC GLP-1 deal in July 2025, giving Madrigal 10+ MASH molecules addressing distinct disease drivers. The GalSTAR platform uses GalNAc conjugation for liver-targeted siRNA delivery, the same approach underlying Alnylam's commercial products (Onpattro, Givlaari, Oxlumo, Amvuttra). IND-enabling activities for the Ribo programs are expected to begin in 2026.
Takeda / Iambic Therapeutics AI Discovery Collaboration (Announced February 9)
Takeda and Iambic Therapeutics announced a multi-year collaboration for AI-enabled drug discovery, with success-based payments that could exceed $1.7 billion plus royalties on net sales. Upfront, research cost, and technology access payments were undisclosed.
Initial programs target oncology and gastrointestinal/inflammation indications. Takeda gains access to Iambic's NeuralPLexer and Enchant AI-enabled drug discovery platforms for small molecule design. NeuralPLexer is a generative AI model for protein-ligand complex structure prediction, while Enchant integrates multiple AI tools for hit identification, lead optimization, and ADMET prediction—enabling weekly design-make-test-analyze cycles that represent a dramatically compressed timeline versus traditional medicinal chemistry.
The deal explicitly preserves royalties on net sales for products arising from the collaboration, indicating that even where the "product" is discovery throughput rather than specific molecules, counterparties are still using the familiar upfront + success payments + royalties template rather than pure fee-for-service.
Chugai Pharmaceutical / Araris Biotech ADC Platform License (Announced February 10)
Chugai Pharmaceutical exercised a previously agreed option to license the AraLinQ linker-payload platform from Araris Biotech (a Taiho Pharmaceutical subsidiary) for one target selected by Chugai. The deal includes an immediate upfront payment (amount undisclosed) with additional milestones and royalties, and total potential consideration up to approximately $780 million.
AraLinQ is an antibody-drug conjugate (ADC) linker-payload platform designed to improve therapeutic index through more stable linker chemistry and optimized payload release kinetics.
CSL Limited / Memo Therapeutics Collaboration (Announced February 9)
CSL entered a collaboration and option-to-license agreement with Memo Therapeutics for the DROPZYLLA recombinant polyclonal IgG platform targeting rare and serious diseases. The deal includes R&D funding plus technology access, with option exercise triggering up to CHF 265 million (~$328 million) in milestones plus single-digit royalties.
DROPZYLLA uses a proprietary B cell immortalization and selection process to generate recombinant polyclonal antibodies—mixtures of multiple antibody clones targeting different epitopes on the same antigen or multiple antigens. This approach aims to provide broader coverage and reduced resistance risk compared to monoclonal antibodies.
Biocodex / THX Pharma (Theranexus) License (Announced February 10)
Biocodex secured exclusive license rights from THX Pharma for three rare disease programs: Batten-1 (CLN3 Batten disease) worldwide and TX01 (Gaucher/Niemann-Pick) in US/Canada. The deal includes €12 million upfront with up to €161 million in milestones and tiered double-digit royalties. Stage is Phase 3 preparation/reformulation. Batten disease (neuronal ceroid lipofuscinosis) is a group of fatal inherited neurodegenerative disorders primarily affecting children, with no approved disease-modifying treatments for CLN3 type.
Evinova / Bristol Myers Squibb Clinical Development Partnership (Announced February 9)
Bristol Myers Squibb will deploy Evinova's AI-native clinical development platform across its global portfolio. Tools include Study Designer and Cost Optimizer modules to optimize trial design and improve efficiency. Financial terms undisclosed.
Insilico Medicine / China Medical System Holdings R&D Collaboration (Announced February 10)
Insilico Medicine and China Medical System Holdings announced co-development of at least two R&D programs in CNS and autoimmune disease areas using Insilico's AI-enabled discovery capabilities. Insilico will receive R&D funding support of up to several tens of millions of HKD per program. Aggregate and downstream economics undisclosed.
Collaboration Termination
| Date | Party A | Party B | Asset / Program | Action | Details | Source |
|---|---|---|---|---|---|---|
| Feb 9 | Genentech (Roche) | Adaptive Biotechnologies | TCR-based personalized cancer therapy | Collaboration termination | Original 2019 deal worth up to $2B ($300M upfront). Termination effective Feb 9, 2026. Genentech stated termination was not related to safety. Adaptive recognized $33.7M non-cash revenue. | SEC 8-K, BioSpace |
The Genentech/Adaptive collaboration termination became effective on February 9, 2026 (announced August 2025). The original December 2018 deal included $300 million upfront with potentially more than $2 billion in milestones and aimed to develop individualized cancer therapies by pairing Adaptive's immune repertoire sequencing with Genentech's cell therapy capabilities. Genentech confirmed the termination was unrelated to safety, suggesting commercial or technical feasibility concerns. Adaptive recognized $33.7 million in non-cash revenue from remaining amortization of previously received consideration and was released from exclusivity obligations in oncology cell therapies. This represents a strategic retreat from a once-hyped approach and may redirect capital toward more scalable cell therapy modalities—including the in vivo CAR-T platforms being pursued by Orna (Lilly), Orbital (BMS), and others.
Public Offerings and Equity Financings
IPO activity during the week was notably strong, with two successful Nasdaq debuts and a large follow-on offering. Venture capital activity remained robust with over $400 million raised across disclosed rounds.
| Date | Issuer | Type | Size | Price | Lead Asset / Focus | Underwriters / Investors | Source |
|---|---|---|---|---|---|---|---|
| Feb 9 | SpyGlass Pharma (SGP) | IPO | $172.5M | $16.00/share | BIM-IOL System (bimatoprost-eluting IOL, Ph3) | Jefferies, Leerink, Citi, Stifel | BioSpace |
| Feb 9 | Agomab Therapeutics (AGMB) | IPO | $200M | $16.00/ADS | Ontunisertib (ALK5 inhibitor, fibrostenosing Crohn's) | JPM, MS, Leerink, Van Lanschot Kempen | GlobeNewswire |
| Feb 12 | Galecto (GLTO) | Follow-on | $316.3M | $19.00/share | mut-CALR antibodies (MPNs) | Jefferies, Leerink, Evercore ISI, Guggenheim | Finviz |
| Feb 10 | Sutro Biopharma (STRO) | Underwritten offering | $110M | $13.98/share | Oncology ADCs (single- and dual-payload) | BVF Partners, Samsara BioCapital, Coastlands, Eventide, Perceptive | GlobeNewswire |
| Feb 11 | Aspire Biopharma (ASBP) | PIPE | $21M | $800/pref share | Series A Convertible Preferred | Institutional/accredited investors | Finviz |
| Feb 12 | iMDx | Registered direct | $26M | — | Diagnostics | Lake Street Capital (sole agent) | TaiwanNews |
| Feb 10 | iBio, Inc. (IBIO) | PIPE | $26M | — | IBIO-610 (activin E antibody for obesity, ~100-day half-life) | Frazier Life Sciences (lead) | GlobeNewswire |
| Feb 13 | Opus Genetics (IRD) | Private placement | $25M | — | Gene therapy | Not disclosed | ManilaTimesNewswire |
| Feb 10 | Nasus Pharma (NSRX) | Private placement | $15M | — | Intranasal delivery (Israel) | Not disclosed | TaiwanNews |
| Feb 10 | Avicanna (AVCN) | Private placement | C$1.55M | C$0.20/unit | Cannabis therapeutics | Non-brokered | TaiwanNews |
SpyGlass Pharma IPO (Closed February 9)
SpyGlass Pharma, a late-stage biopharmaceutical company developing long-acting drug delivery systems for chronic eye conditions, completed its initial public offering on Nasdaq under the symbol SGP. Trading began February 6.
The company sold 10,781,250 shares at $16.00 per share, including full exercise of the underwriters' 1,406,250 share option, generating gross proceeds of approximately $172.5 million.
SpyGlass's lead product is the BIM-IOL System, a bimatoprost drug-eluting intraocular lens currently in two Phase 3 trials. The device is designed to provide sustained glaucoma treatment integrated with cataract surgery—addressing the common co-occurrence of these conditions in elderly patients and eliminating the need for daily eye drops. Bimatoprost (the active ingredient in Allergan's Lumigan) is a prostaglandin analog that reduces intraocular pressure by increasing aqueous humor outflow.
Underwriters: Jefferies, Leerink Partners, Citigroup, Stifel (joint book-running managers). Company legal: Wilson Sonsini Goodrich & Rosati.
Agomab Therapeutics IPO (Closed February 9)
Agomab Therapeutics, a clinical-stage biopharmaceutical company focused on immunology and inflammatory diseases, completed its initial public offering on Nasdaq under the symbol AGMB. Trading began February 6.
The company sold 12,500,000 ADSs at $16.00 per ADS, generating gross proceeds of $200 million. Underwriters have a 30-day option to purchase up to 1,875,000 additional ADSs.
Agomab's lead candidate is ontunisertib, an ALK5 (TGF-β receptor type I) inhibitor targeting fibrostenosing Crohn's disease. Fibrostenosing CD is characterized by intestinal strictures caused by fibrosis, often requiring surgical resection. Current treatments address inflammation but do not reverse or prevent fibrosis. Ontunisertib aims to block TGF-β-driven fibrotic pathways. The pipeline extends to other fibrotic conditions including systemic sclerosis and idiopathic pulmonary fibrosis.
Underwriters: J.P. Morgan, Morgan Stanley, Leerink Partners, Van Lanschot Kempen (joint book-running managers). Underwriters' legal: Davis Polk.
Galecto Underwritten Public Offering (Closed February 12)
Galecto, a clinical-stage biotechnology company developing antibody therapeutics for hematological cancers, completed an underwritten public offering. The company sold 16,644,737 shares at $19.00 per share, including full exercise of the underwriters' 2,171,052 share option, generating gross proceeds of $316.3 million. The offering was initially priced at $275 million on February 10 before upsizing.
Mutant calreticulin (mut-CALR) is present in approximately 25–30% of patients with myeloproliferative neoplasms (MPNs) including essential thrombocythemia and primary myelofibrosis. The mutation creates a neoantigen on the cell surface that can be targeted with antibody therapies.
Underwriters: Jefferies, Leerink Partners, Evercore ISI, Guggenheim Securities (joint book-running managers).
Venture Capital
| Date | Company | Round | Amount | Lead Investor(s) | Therapeutic Focus | Source |
|---|---|---|---|---|---|---|
| Feb 10 | ILiAD Biotechnologies | Series B | $115M | RA Capital, Janus Henderson, BNP Paribas AM | Infectious disease; BPZE1 oral pertussis vaccine | FierceBiotech |
| Feb 9 | QuantX Biosciences | Series B | $85M | LAV, Sanofi Ventures, Hongshan | Immunology; oral STAT6 inhibitor (asthma/AD), oral IL-17 inhibitor (psoriasis/HS) | FierceBiotech Tracker |
| Feb 9 | Aerska | Undisclosed | $39M | Not disclosed | Neuroscience; brain shuttle gene silencing platform | STAT News |
| Feb 12 | Galux | Series B | $29M | InterVest, DAYLI Partners, PATHWAY; new: Yuanta, KDB, SL Investment, NCORE, Mirae Asset | AI de novo protein design; partnerships with Celltrion, LG Chem, Boehringer Ingelheim | TechStartups |
| Feb 9 | Pandorum Technologies | Series B | $18M | Protons Corporate (lead) | 3D bioprinted tissues (India) | Entrackr |
The QuantX Biosciences raise is strategically notable because Sanofi Ventures co-led the round—Sanofi's participation signals interest in oral small molecules that could challenge injectable biologics in the immunology space. QuantX plans to take its oral STAT6 inhibitor into human trials by end of 2026 and its oral IL-17 inhibitor into Phase 1 by early 2027, targeting the asthma, atopic dermatitis, psoriasis, and hidradenitis suppurativa markets where injectable biologics generate tens of billions in annual revenue.
ILiAD's $115 million oversubscribed Series B addresses a genuine public health gap. Pertussis (whooping cough) cases have surged globally due to declining vaccination rates, and current acellular vaccines do not prevent nasal colonization. ILiAD's BPZE1 is a live attenuated oral vaccine designed to block pathogen spreading in adult nasal passages, potentially providing indirect protection to infants who are most vulnerable to severe disease.
European Life Sciences Coalition Formation (February 12)
The European Life Sciences Coalition (ELSC) launched in Brussels on February 12 in association with Invest Europe, the continent's largest private capital trade association. The coalition brings together nine founding members—Novo Holdings, Sofinnova Partners, Forbion, HealthCap, Omega Funds, Van Lanschot Kempen, Cooley, Covington & Burling, and the Flanders Institute for Biotechnology (VIB)—that collectively manage over €24 billion ($28.6 billion) in life sciences-specific assets and have invested in or helped found more than 1,400 companies.
The ELSC responds to a structural financing crisis in European biotech. European life sciences VC funds currently account for just 7% of the global market, compared with 63% in the United States and 14% in China. The most striking data point: of the 67 EU-based biotech companies that went public over the past six years, 66 listed outside the EU—overwhelmingly on Nasdaq. UK equity financing and VC dropped 49% and 13% respectively in 2025 vs. 2024 (BioIndustry Association data).
The coalition is advocating for structural reform rather than subsidies. Key proposals under discussion include a dedicated European biotech fund-of-funds structure, deeper capital market integration, and what ELSC chair Cédric Moreau (Sofinnova Partners) described as "a single European capital market, with one dedicated stock exchange for listing high-growth companies—the EU equivalent of Nasdaq." The ELSC's geographic scope covers the entire European Economic Area plus the UK and Switzerland.
The timing is notable: while the EU's December 2025 Biotech Act and the European Investment Bank's €150 million initiative represent policy progress, the ELSC's formation signals that the investor community views these as insufficient without deeper structural changes to how European institutional capital flows into life sciences.
Royalty market implications. Europe's inability to scale biotech financing domestically means that royalty investors and non-dilutive financing providers like Capital for Cures have a structural opportunity: European biotechs starved of traditional VC scale-up capital may be more receptive to royalty-backed financing as an alternative to dilutive equity rounds on US exchanges or premature licensing of European-originated assets to US pharma at below-intrinsic value.
Debt and Liability Management
| Date | Issuer | Type | Size | Terms | Source |
|---|---|---|---|---|---|
| Feb 12 | BioMarin Pharmaceutical | Senior Notes 5.500% due 2034 | $850M | 100% issue; special mandatory redemption if Amicus deal fails by Dec 19, 2026 | StockTitan |
| Feb 12 | BioMarin Pharmaceutical | Term Loan B + Term Loan A + Revolver | $2.0B + $800M + $600M | Senior secured facilities for Amicus acquisition | TipRanks |
| Feb 10 | BD | Debt tender offers | $1.6B cap | Early tender Feb 24; expiration Mar 11 | BD IR |
| Feb 9–10 | NexGel Inc. (NXGL) | Convertible Note Facility | Up to $56.7M | 10% OID; 10% coupon; variable conversion with floor; secured by all assets | TipRanks |
BioMarin Debt Package ($3.65 billion)
BioMarin's $3.65 billion total debt package is the week's largest single financing event and represents one of the largest acquisition-related debt raises in mid-cap biopharma history. The $850 million senior notes closed on February 12, with proceeds placed in escrow pending completion of the Amicus Therapeutics acquisition. The indenture contains a poison pill provision: if the Amicus deal is not consummated by December 19, 2026, BioMarin must redeem all notes at par plus accrued interest. Combined with the $2.0 billion Term Loan B, $800 million Term Loan A, and $600 million revolving credit facility, the debt package reflects BioMarin's confidence in closing the transaction following the March 3 stockholder vote. BioMarin's gross leverage will reach approximately 4.5x EBITDA pro forma, a meaningful increase for a company with roughly $2.8 billion in 2025 revenue. Morgan Stanley Senior Funding is sole arranger; U.S. Bank Trust Company is trustee.
BD Debt Tender Offers (Commenced February 10)
Becton, Dickinson and Company launched issuer debt tender offers with an aggregate offer cap of $1.6 billion as part of its capital redeployment following the $4.0 billion cash receipt from the Waters combination. The Offer to Purchase documentation details early tender deadline of February 24, 2026, final expiration of March 11, 2026, acceptance priority mechanics, and proration procedures.
Distribution and Supply Agreements
Six distribution and supply agreements were announced, reflecting the growing importance of specialized supply chain infrastructure in oncology, cell therapy, and supportive care.
| Date | Party A | Party B | Product / Technology | Territory | Financial Terms | Source |
|---|---|---|---|---|---|---|
| Feb 11 | Novartis | Niowave Inc. | Actinium-225 radioisotope for radioligand therapies | Global | Not disclosed | PR Newswire |
| Feb 11 | Citius Oncology (CTOR) | Uniphar | LYMPHIR (denileukin diftitox-cxdl) for CTCL | Western and Eastern Europe | Not disclosed | PR Newswire |
| Feb 12 | BioLife Solutions (BLFS) | Qkine Limited | Cytokine/growth factor products + CellSeal Connect vial integration | Worldwide (exclusive CGT) | Not disclosed | PR Newswire |
| Feb 12 | Tilray / CC Pharma | Smartway Pharmaceuticals | Parallel import and specialist pharma supply | United Kingdom (~£1B market) | Not disclosed | GlobeNewswire |
| Feb 9 | Helsinn Healthcare | ESTEVE | AKYNZEO, ALOXI (CINV) | Austria (extension) | Not disclosed | FinanzNachrichten |
| Feb 11 | Helsinn Healthcare | MagnaPharm | AKYNZEO, ALOXI (CINV) | Poland, Romania, Czech Republic, Slovakia, Hungary | Not disclosed; long-term license, distribution, and supply agreement | Helsinn |
The Novartis/Niowave Actinium-225 supply agreement is strategically significant. Ac-225 is the critical bottleneck radioisotope for next-generation targeted alpha therapy (TAT) in oncology, and global supply has historically been measured in grams per year. Niowave's approach—using proprietary superconducting linear accelerator technology to produce Ac-225 from radium-226—offers a scalable production pathway. Niowave plans to begin construction of a new manufacturing facility in Lansing, Michigan in early 2026. Novartis's radioligand therapy portfolio, anchored by Lutathera and Pluvicto, generated over $2 billion in 2025 revenue, and the company has publicly stated that Ac-225 supply is the primary constraint on its next-generation TAT pipeline. Niowave also holds a 10-year Ac-225 supply agreement with AstraZeneca, expanded in December 2025.
Manufacturing and Technology Collaborations
| Date | Party A | Party B | Focus Area | Financial Terms | Key Details | Source |
|---|---|---|---|---|---|---|
| Feb 12 | CARsgen Therapeutics (2171.HK) | Shanghai Jingong Enterprise | CAR T-cell commercial manufacturing base in Jinshan, Shanghai | Total investment ≤RMB 370M (~$51M); repurchase mechanism | Supports zevorcabtagene autoleucel (approved), CT041 (NDA), allogeneic pipeline | PR Newswire |
| Feb 11 | WuXi Vaccines (WuXi Biologics) | Instituto Butantan | Butantan-DV single-dose dengue vaccine manufacturing | Not disclosed; ~60M doses over two years | WuXi Suzhou DP17 received ANVISA GMP; 74.7% efficacy, 91.6% against severe dengue | PR Newswire |
| Feb 12 | Ubie, Inc. | Mayo Clinic | AI-powered patient triage and chronic disease management | Not disclosed | 30-week pilot in Mayo Platform Accelerate; Ubie has 13M+ monthly users | PR Newswire |
| Feb 9 | Fresenius Kabi | Phlow Corp. | First all-US end-to-end epinephrine injection manufacturing | Not disclosed | Phlow API in Virginia; Fresenius formulation; hospital availability ~2027 | PharmTech |
| Feb 9 | Fresenius Kabi | TQ Therapeutics | Cell therapy manufacturing technology | Not disclosed | Proprietary cell selection technology | PharmTech |
CARsgen's deal with Shanghai Jingong is structured to minimize capital expenditure for the biotech: the local government enterprise provides the manufacturing platform infrastructure while CARsgen establishes the advanced manufacturing capability, with a contractual repurchase mechanism allowing CARsgen to ultimately acquire full control of the asset. This model—wherein municipal development entities subsidize biomanufacturing infrastructure for cell therapy companies—is increasingly common in China's Yangtze River Delta biotech corridor.
Regulatory Milestones
| Date | Parties | Milestone | Product | Details | Source |
|---|---|---|---|---|---|
| Feb 11 | Novocure | FDA approval | Optune Pax (Tumor Treating Fields) | First new FDA-approved treatment for locally advanced pancreatic cancer in ~30 years; PANOVA-3 Phase 3: median OS 16.2 vs. 14.2 months (HR 0.82, P=0.039); NVCR +30–37% | Novocure IR |
| Feb 13 | STADA / Bio-Thera | EC marketing authorization | Gotenfia (BAT2506) — golimumab biosimilar (ref: Simponi) | First golimumab biosimilar approved in EU; covers RA, PsA, AS, UC. Original deal: $10M upfront + up to $147.5M milestones | PR Newswire |
| Feb 12 | FDA | Labeling changes | Six menopausal hormone therapy products | Removed boxed warnings for cardiovascular disease, breast cancer, and dementia from multiple HRT products (Pfizer, Upsher-Smith, others); significant public health policy change | FDA |
| Feb 12 | Clinigen / Prolacta Bioscience | Japan pharmaceutical approval | PreemieFort Enteral Solution | World's first prescription drug approval for a human milk-based nutritional fortifier; JASMINE Phase III in VLBW infants | PR Newswire |
| Feb 10 | Moderna | FDA Refuse-to-File | mRNA-1010 (seasonal influenza vaccine, adults 50+) | RTF letter dated Feb 3 (CBER Director Vinay Prasad); FDA claimed standard-dose Fluarix comparator inadequate for 65+ population; MRNA ~−10%; applications accepted in EU, Canada, Australia | STAT News |
| Feb 9 | REGENXBIO | FDA Complete Response Letter | RGX-121 (gene therapy BLA for Hunter syndrome / MPS II) | CRL cited concerns on eligibility criteria, natural-history comparability, and CSF biomarker endpoint; PDUFA had been Feb 8 | REGENXBIO IR |
| Feb 13 | MetaVia Inc. / Dong-A ST | IP portfolio announcement | DA-1726 (GLP-1R/GCGR dual agonist, obesity) | 39 granted/pending patents through 2041; Phase 1 MAD complete (~9% weight loss at 48mg); 16-week titration data Q4 2026 | PR Newswire |
| Feb 12 | NewcelX Ltd. (NCEL) | Licensing discussions ongoing | Mazindol ER (narcolepsy, ADHD, substance use disorders) | CVR framework; Phase 2 complete in narcolepsy; Orphan Drug Designation US/EU | PR Newswire |
The Novocure Optune Pax approval was arguably the week's most significant regulatory event. The FDA approved this wearable Tumor Treating Fields device for locally advanced pancreatic cancer—an indication that had not seen a new FDA-approved treatment in approximately 30 years. The Phase 3 PANOVA-3 trial demonstrated a statistically significant ~2-month improvement in median overall survival (16.2 vs. 14.2 months, HR 0.82, P=0.039). NVCR shares surged 30–37% on the news, making it one of the week's largest biotech stock moves.
The Moderna refuse-to-file for mRNA-1010 (seasonal influenza vaccine) is notable both for its substance and process. STAT News reported that CBER Director Vinay Prasad overruled career FDA staff who were prepared to accept the application. The FDA took the position that Moderna's Phase 3 comparator (standard-dose Fluarix) did not reflect best-available standard of care for the 65+ population, preferring a high-dose comparator. Moderna has filed the same application in Europe, Canada, and Australia, where regulators accepted it for review—creating a rare divergence between the FDA and peer agencies on the same dataset.
The FDA's removal of boxed warnings from six menopausal hormone therapy products (February 12) represents a major shift in regulatory posture on HRT, affecting products from multiple manufacturers including Pfizer and Upsher-Smith. The removed warnings covered cardiovascular disease, breast cancer, and dementia risks that had been in place since the early 2000s following the Women's Health Initiative study.
Restructurings
Both Seres Therapeutics and Ultragenyx Pharmaceutical announced significant restructurings on February 12, in a reminder that late-stage clinical failures and funding constraints continue to reshape the biotech landscape.
Seres Therapeutics (MCRB) announced a ~30% workforce reduction (approximately 31 of 103 employees) and halted investment in its planned Phase 2 study of SER-155, a microbiome therapy for bloodstream infections in allogeneic stem cell transplant patients. The company had finalized its FDA protocol, completed study site evaluation with its CRO, and manufactured Phase 2 drug substance, but could not secure funding to initiate the trial. Seres is pivoting to earlier-stage inflammatory and immune disease programs, particularly SER-603 targeting ulcerative colitis, Crohn's disease, and immune checkpoint-related enterocolitis. Cash on hand was $47.6 million as of Q3 2025, with runway now extended through Q3 2026. This is Seres' second layoff in five months—the company cut 25% of staff in September 2025. Shares fell 25–37% in pre-market trading. Seres developed Vowst, the first oral microbiome FDA therapeutic, whose rights were sold to Nestlé Health Science in 2024.
Ultragenyx Pharmaceutical (RARE) cut approximately 130 employees (10% of headcount) following the failure of two Phase 3 studies for setrusumab in osteogenesis imperfecta. Neither the Phase 2/3 nor Phase 3 trial met the primary endpoint of annualized fracture rate reduction. Restructuring charges of approximately $50 million are expected in H1 2026. The company is targeting R&D expense reductions of 38% (~$280 million) by 2027 relative to 2025 levels. Ultragenyx maintains a path to GAAP profitability in 2027, with 2026 revenue guidance of $730–760 million driven by Crysvita and Dojolvi. On the same day, the company received an Incomplete Response Letter from the FDA for its UX111 gene therapy BLA resubmission (MPS IIIA), requesting additional CMC documentation. Shares fell approximately 10% on February 13.
Sanofi CEO Change (February 11–12)
Sanofi's board decided on February 11 and announced on February 12 the removal of CEO Paul Hudson (last day February 17), to be replaced by Belén Garijo, previously CEO of Merck KGaA. Garijo will formally take office after Sanofi's AGM on April 29, 2026; Olivier Charmeil serves as interim CEO. Garijo will be Sanofi's first female CEO. Hudson's departure was attributed to underwhelming R&D pipeline results and an approximately 25% share price decline over the prior year. The CEO change adds context to Sanofi's broader strategic reorientation during the week, which also included the closing of the $2.2 billion Dynavax acquisition (February 10) to bolster its vaccine adjuvant capabilities.
Bankruptcy and Court Developments
Prospect Medical Holdings (Court Filing ~February 10)
Prospect Medical Holdings, in Chapter 11 bankruptcy proceedings since January 2025 in the Northern District of Texas (Amended Joint Plan confirmed December 15, 2025; cases administered via Omni Agent Solutions claims portal), saw a filing reclassify approximately $127.8 million of Connecticut hospital tax debt as general unsecured claims. Per Connecticut reporting, the reclassification is tied to the closing mechanics of a $13 million sale of Waterbury Hospital to UConn Health, which includes assumption of approximately $22 million in debt and some tax obligation forgiveness. A February 17, 2026 deadline applies for professional fee applications.
No new Chapter 11 filings were identified for biotech or pharmaceutical companies during the week. The Omega Therapeutics bankruptcy case (filed February 10, 2025) remains in active wind-down under the name OMGA Liquidating, Inc., with claims objection deadline extended to May 5, 2026 and no distributions yet made. Lyra Therapeutics continues its wind-down process after halting development of LYR-210 on January 12, 2026.
SEC Filings
| Company | CIK | Filing | Date | Items | Summary |
|---|---|---|---|---|---|
| BioMarin Pharmaceutical (BMRN) | 1048477 | 8-K | Feb 12 | 1.01, 2.03, 8.01 | Closing of $850M Senior Notes due 2034; Indenture with U.S. Bank; funding $4.8B Amicus acquisition |
| Madrigal Pharmaceuticals (MDGL) | 1157601 | 8-K (expected) | ~Feb 11 | 1.01, 8.01 | Exclusive global license with Ribo/Ribocure; $60M upfront, up to $4.4B milestones |
| Amicus Therapeutics (FOLD) | 764195 | DEFM14A | ~Feb 2 | Merger proxy | Definitive proxy for March 3 stockholder vote on $4.8B BioMarin merger ($14.50/share) |
| Aardvark Therapeutics | 1774857 | 8-K | ~Feb 12 | 5.02, 8.01 | Established Ardia Therapeutics subsidiary (dermatology spin-out); leadership restructuring |
Direct access to the EDGAR Full-Text Search API was limited during the reporting period. Additional 8-K filings related to material definitive agreements may exist for companies including Eli Lilly (Orna acquisition), Citius Oncology (Uniphar distribution), and BioLife Solutions (Qkine agreement). A manual search at EDGAR Full-Text Search is recommended for complete coverage.
Pending Transactions with Developments
| Target | Acquirer | Value | Status | Key Date |
|---|---|---|---|---|
| Amicus Therapeutics | BioMarin | $4.8B ($14.50/share) | Stockholder vote pending | Mar 3, 2026 |
| Avidity Biosciences | Novartis | ~$12B | Regulatory review | H1 2026 expected |
BioMarin / Amicus Therapeutics ($4.8 billion). Originally announced December 19, 2025. The definitive proxy statement (DEFM14A) was mailed around February 2, and the special stockholder meeting is scheduled for March 3, 2026. Amicus shareholders would receive $14.50 per share in cash, representing a 33% premium to pre-announcement close and 46% premium to the 30-day average. The $175 million termination fee provides breakup protection. BioMarin's $850 million notes and $3.4 billion credit facilities closed February 12. Amicus's board unanimously recommends approval. Amicus's lead product Galafold (migalastat) is approved for Fabry disease, and the company has a late-stage gene therapy pipeline. The combination would give BioMarin expanded presence in lysosomal storage disorders.
Novartis / Avidity Biosciences (~$12 billion). Announced Q4 2025, this RNA-based therapeutics acquisition is expected to close H1 2026 and remains in regulatory review. Avidity's proprietary Antibody Oligonucleotide Conjugate (AOC) platform enables targeted delivery of RNA therapeutics to specific tissues, with lead programs in myotonic dystrophy type 1 and facioscapulohumeral muscular dystrophy.
Royalty Market Context
No new pharmaceutical royalty monetization transactions were announced during the February 8–14 window, despite robust activity earlier in the quarter. The broader royalty market reached a record approximately $6.5 billion in aggregate deal value in 2025, per Gibson Dunn analysis. Key participants including Royalty Pharma, DRI Healthcare, XOMA, HealthCare Royalty Partners, and Blackstone Life Sciences did not announce new transactions during the reporting period—though XOMA's Generation Bio acquisition adds another platform to its royalty aggregation portfolio.
Royalty economics remain visible across the week's licensing activity. Both the Iambic-Takeda and Chugai-Araris transactions explicitly preserve royalties on net sales despite the "product" being AI-enabled discovery throughput rather than specific molecules. The industry continues to apply the upfront + milestones + royalties template even for platform licensing, rather than pure fee-for-service arrangements. The CSL/Memo deal includes single-digit royalties on option exercise, and Biocodex/THX Pharma includes tiered double-digit royalties—demonstrating that royalty structures remain the standard mechanism for aligning long-term economic interests across licensing counterparties.
Market Analysis and Deal Structure Observations
The week's transaction activity exhibited four structural patterns relevant to royalty and deal professionals.
Milestone-heavy structures dominate licensing. The Innovent-Lilly deal (24:1 milestone-to-upfront ratio) and Madrigal-Ribo transaction (73:1 ratio) reflect an industry-wide preference for shifting risk onto licensors. Real cash upfront remains modest while headline values are driven by contingent payments that may never vest. Territory carving (ex-Greater China licensing) enables China-based clinical execution while preserving US/EU commercial optionality for global partners. Madrigal's back-loaded structure is defensible when understood as six independent option-value bets rather than a single asset commitment.
CVRs enable clean control transactions. Both XOMA's Generation Bio acquisition and Alkermes' Avadel deal used CVR structures, albeit for different purposes. XOMA combined fixed cash consideration with a non-tradeable CVR to close control quickly while shifting uncertain future value (Moderna collaboration proceeds, platform disposition) into a discrete contingent instrument. Alkermes used a $1.50 CVR contingent on a binary FDA approval event (LUMRYZ in idiopathic hypersomnia by year-end 2028) to bridge a valuation gap on pipeline optionality. Both structures align with a trend toward more precise risk allocation in M&A rather than blunt premium negotiations.
China-originated assets drive cross-border pipeline. Three of the week's six largest licensing and collaboration transactions by headline value involved China-originated assets or partners (Lilly/Innovent, Madrigal/Ribo, Insilico/CMS). The cross-border deal pipeline from China continues to accelerate despite geopolitical headwinds, with 2025 producing an unprecedented $137.7 billion in aggregate out-licensing value across greater China (Pharmcube data), nearly tenfold the 2021 level. A Reuters analysis published February 13 projects this total value is "on track to double again over the next 18–24 months." China now accounts for nearly 90% of all global ADC licensing activity (Vision Lifesciences). With 38 out-licensing deals already announced in 2026 (vs. 186 in all of 2025), the pace is accelerating. The Lilly/Innovent collaboration—the seventh between the two companies—represents the maturation of a model where Chinese R&D generates pipeline assets that are co-developed and scaled globally.
Tax and capital structure engineering. The BD-Waters Reverse Morris Trust was not primarily a valuation story but a balance sheet optimization. BD immediately earmarked the $4.0 billion cash distribution for shareholder return ($2.0 billion ASR) and deleveraging ($2.0 billion debt repayment, plus $1.6 billion in concurrent tender offers). BioMarin's $3.65 billion debt package for Amicus—comprising senior notes with a special mandatory redemption provision, plus $3.4 billion in credit facilities—represents one of the most aggressive acquisition financings in mid-cap biopharma, with pro forma leverage reaching approximately 4.5x EBITDA.
Conclusion
Three themes defined the February 8–14 transaction landscape.
Eli Lilly's $10.8+ billion in combined deal value across the Orna acquisition and Innovent collaboration represents the single most aggressive capital deployment week by any individual pharmaceutical company since early 2024. Lilly is now simultaneously building franchises in obesity, autoimmune disease, oncology, immunology, and in vivo cell therapy—a diversification strategy that reflects both the strength of its GLP-1 cash flows and an implicit hedge against the concentration risk they create.
China-originated assets accounted for three of the week's six largest licensing and collaboration transactions by headline value. The cross-border deal pipeline from China continues to accelerate, with the Lilly/Innovent collaboration alone representing $8.5 billion in potential milestone value. The structural template—Chinese R&D through proof-of-concept, global partner commercialization ex-China—has matured from novel to default for cross-border licensing.
The simultaneous restructurings at Seres and Ultragenyx highlight the bifurcation in biotech valuations. Companies with approved products and clear revenue trajectories (Alkermes, Madrigal, BioMarin) execute billion-dollar transactions, while clinical-stage companies face existential funding challenges after trial failures. The contrast between Madrigal's $4.4 billion deal expansion and Seres' inability to fund a Phase 2 study could not be sharper. For investors and dealmakers, the signal is consistent: platform value and commercial traction command premium multiples, while single-asset clinical-stage stories face an unforgiving capital market.
All information in this report was accurate as of the research date and is derived from publicly available sources including company press releases, SEC filings, regulatory announcements, and financial news reporting. Information may have changed since publication. This content is for informational purposes only and does not constitute investment, legal, or financial advice.
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