Gilead Embraces Cell Therapy Developer.. CEO Exits with Billions in Cash Compensation

US cell therapy developer Arcellx, Inc. (NASDAQ: ACLX) has been acquired by Gilead Sciences, Inc. (NASDAQ: GILD) via a tender offer and a Section 251(h) merger. Following the transaction, Arcellx was delisted from Nasdaq and became a wholly owned subsidiary of Gilead.

Under the transaction terms, Rami Elgendaur, Arcellx’s CEO and chairman, had his common shares, stock options, restricted stock units (RSUs), and performance stock units (PSUs) converted and settled in cash and contingent value rights (CVRs). He received approximately $460 million in cash (about KRW 600 billion).

According to regulatory filings, Gilead offered $115 per share in cash plus up to $5 per share in CVRs, valuing the deal at roughly $7.1–$7.8 billion (approximately KRW 9–11 trillion). The CVRs entitle holders to additional cash payments if Arcellx’s lead CAR T-cell therapy candidate, AnitoCell, achieves cumulative global sales of at least $6 billion by the end of 2029.

Arcellx is a clinical-stage oncology biotech company developing cell therapies such as the BCMA-targeted CAR T therapy CART-ddBCMA and the ARC-SparX platform, with primary indications in multiple myeloma and certain autoimmune diseases. Gilead, through its subsidiary Kite Pharma, has been expanding its CAR T-cell therapy business in hematologic cancers, and this acquisition further strengthens its cell therapy portfolio.