Biogen offers to buy out wilting Sage for $442 million
Biogen has offered to buy all the shares in Sage Therapeutics that it doesn't already own, taking control of their novel antidepressant Zurzuvae.
The $7.22-per-share deal for 89.8% of Sage is a 30% premium on the company's share price on Friday and is estimated by Reuters to be worth around $442 million. Biogen has a longstanding alliance in place with Sage and co-markets Zurzuvae (zuranolone), which is FDA-approved for post-partum depression (PPD).
The offer comes during a period of weakness for Sage, whose shares have plummeted almost 80% in the last year after a series of setbacks in 2024 that kicked off with a narrower-than-hoped FDA approval last year for Zurzuvae in PPD, but not the larger indication of major depressive disorder (MDD), pegging back sales prospects.
That was followed by failed trials of dalzanemdor in Alzheimer's, Parkinson's, and Huntington's disease, Biogen's decision to opt out of a partnered programme in essential tremor, and a decision to give up on the MDD indication for Zurzuvae.
Towards the end of 2024, Sage announced sweeping job losses and a winnowing of its R&D programmes to cut costs, and also decided to discontinue older PPD therapy Zulresso (brexanolone), whose sales have been in decline.
The company decided to abandon dalzanemdor after the Huntington's setback, a decision that left it with a pipeline limited to a fairly speculative array of early-stage programmes, including candidates targeting NMDA and GABA neurotransmitters for indications including epilepsy and neurodevelopmental disorders.
For Biogen – which has had a difficult time of things itself in the last couple of years and is struggling with a slow rollout of Eisai-partnered Alzheimer's therapy Leqembi (lecanemab) – the offer could be viewed as a way to add a new revenue stream whilst bolstering its early-stage pipeline.
Sage confirmed Biogen's "unsolicited, nonbinding proposal" in a stock exchange filing, adding that it will "carefully review and evaluate the proposal made by Biogen to determine the course of action that it believes is in the best interest of the company and all Sage shareholders."
It stressed that there was no guarantee that a transaction will result from Biogen's offer.
Zurzuvae was once tipped as a potential blockbuster, but its limited label has pegged back sales growth, with sales booked by Biogen reaching $22 million in the third quarter, generating $11 million for Sage in collaboration revenue.
After news of the offer emerged, Sage's share price rose from its close of $5.55 on Friday to $8.11 in pre-market trading, while Biogen slipped a little under 2%.
Photo by Fernanda Arias on Unsplash
