Biopharmaceutical company Alumis and ACELYRIN have agreed to an all-stock merger to create a late-stage clinical biopharma company focused on immune-mediated diseases.
Under the agreement, ACELYRIN stockholders will get 0.4274 shares of Alumis common stock for each ACELYRIN share owned.
After the transaction closes, Alumis stockholders will hold about 55% of the combined company, while ACELYRIN stockholders will own approximately 45%, on a fully diluted basis.
The transaction was unanimously approved by the disinterested directors of Boards of both Nasdaq-listed companies.
After the merger, the combined company will be led by Alumis’ current executive team.
The combined company will operate under the Alumis name, with its headquarters remaining in South San Francisco.
The enlarged entity will have a differentiated late-stage therapy portfolio and enhanced resources to develop life-changing medicines. The company will use key genetic and translational insights to optimise patient outcomes.
ACELYRIN CEO Mina Kim said: “This merger brings together two complementary organisations and pipelines, enabling the company to leverage the benefits of combined development and commercial expertise, as well as catalyst diversification, to achieve even more together.”
Alumis is developing ESK-001, an oral TYK2 inhibitor currently in the Phase 3 trial for plaque psoriasis (PsO) and Phase 2b trial for systemic lupus erythematosus (SLE).
ESK-001 has shown strong clinical responses and safety, with Phase 2 PsO data expected in 2025.
The biopharma is also developing A-005, a CNS-penetrant TYK2 inhibitor for multiple sclerosis (MS) and Parkinson’s, with Phase 2 trials expected to begin in 2025 for MS.
ACELYRIN is developing lonigutamab for thyroid eye disease, currently in Phase 2 trials.
After the merger, Alumis will continue advancing lonigutamab, optimising its development within the combined company’s broader portfolio.
As of 31 December 2024, Alumis and ACELYRIN had cash, cash equivalents, and marketable securities of approximately $289m and $448m, respectively.
With a combined cash position of about $737m as of 31 December 2024, Alumis expects this will fund the company’s pipeline through key data readouts and cover operating expenses and capital requirements through 2027.
Alumis president, CEO and chairman Martin Babler said: “Through this combination with ACELYRIN, Alumis will have the financial flexibility and runway to advance an expanded late-stage pipeline, now including lonigutamab, and build commercial capabilities.”
The deal is expected to conclude in Q2 2025, pending stockholder approval and satisfaction of customary closing terms.
