Core Viewpoint - Kahn Swick & Foti, LLC is investigating the proposed sale of Apellis Pharmaceuticals, Inc. to Biogen Inc. to assess the adequacy of the price and process involved in the transaction [1]. Summary by Relevant Sections - **Proposed Transaction Details** - Apellis shareholders are set to receive $41.00 per share in cash along with a nontransferable contingent value right for two additional payments of $2.00 per share, contingent on meeting specific annual global net sales thresholds for SYFOVRE [1]. - **Investigation Purpose** - The investigation aims to determine whether the proposed consideration undervalues Apellis Pharmaceuticals and whether the process leading to this valuation was adequate [1]. - **Contact Information for Investors** - Investors who believe the transaction undervalues the company can contact Kahn Swick & Foti, LLC for further discussion regarding their legal rights [2].

Core Viewpoint - Biogen is conducting a business update call to discuss the proposed acquisition of Apellis [1] Group 1 - The conference is being recorded, indicating a formal communication process [1] - Tim Power, Head of Investor Relations, is leading the conference call [1]

Core Viewpoint - Biogen Inc is acquiring Apellis Pharmaceuticals Inc for $41 per share in cash, totaling approximately $5.6 billion, with potential additional value through contingent value rights based on sales milestones for SYFOVRE [1][2]. Group 1: Acquisition Details - The acquisition includes two approved complement C3 therapies: EMPAVELI for rare kidney diseases and SYFOVRE for geographic atrophy secondary to age-related macular degeneration [2][3]. - Apellis shareholders will receive a nontransferable contingent value right (CVR) worth up to $4 per share if certain global sales milestones for SYFOVRE are achieved [1]. Group 2: Financial Implications - Jefferies expects the transaction to be non-GAAP EPS accretive starting in 2027 and anticipates Biogen will de-lever by year-end 2027 [5]. - The acquisition is projected to diversify Biogen's revenue base, potentially adding $700 million to $1 billion annually through 2028 [5][6]. Group 3: Strategic Positioning - The deal is viewed as a strategic move to strengthen Biogen's portfolio in immunology, rare disease, and nephrology, particularly supporting the development of felzartamab, which is in Phase III trials for multiple kidney diseases [3][4]. - The acquisition provides immediate revenue from the two commercialized therapies while positioning Biogen for long-term growth through pipeline opportunities [4][6]. Group 4: Market Reaction - Following the announcement, shares of Apellis surged over 135% to about $40, while Biogen's stock fell 5% to $178 [1]. Group 5: Transaction Timeline - The transaction is expected to close in the second quarter of 2026 [7].

Core Insights - Biogen's shares increased by 2% following FDA approval of a higher dose for its SMA drug Spinraza [1][8] Drug Approval and Dosing Regimen - The new dosing regimen simplifies administration with two initial 50 mg doses spaced 14 days apart, followed by a 28 mg maintenance dose every four months, reducing frequency compared to the previous low-dose version [2] - FDA approval was based on the phase II/III DEVOTE study, which showed significant improvement in motor function in infants treated with the higher dose [3] Potential Benefits and Market Strategy - The higher dose regimen may slow neurodegeneration more effectively through greater reductions in neurofilament levels, with patients showing improved motor function after transitioning from the low-dose version [4] - Biogen plans to launch the high-dose regimen in the coming weeks, which is expected to help counter competition and drive future growth [10] Competitive Landscape - Spinraza faces competition from Novartis' Zolgensma and Roche's Evrysdi, both of which have negatively impacted Spinraza's sales in the U.S. market [9] - Sales of Spinraza declined nearly 2% year over year in 2025, totaling $1.55 billion, highlighting the competitive pressures in the SMA treatment market [9] Stock Performance - Biogen's stock has outperformed the industry year to date, indicating positive market sentiment following the recent developments [5]

Group 1 - Apellis Pharmaceuticals' shares increased by 135.69 percent to $40.28 following Biogen's agreement to acquire all outstanding shares for $41.00 each, valuing the deal at approximately $5.6 billion [1] - The acquisition will include Apellis' therapies EMPAVELI and SYFOVRE, which are projected to generate combined net sales of $689 million in 2025, with expected growth in the mid-to-high teens through 2028 [3] - The stock opened at $40.39 and traded within a narrow range of $40.25 to $40.45, with a trading volume of 40.81 million shares, significantly higher than the average daily volume of 2.78 million [2] Group 2 - Apellis' 52-week stock price range is between $16.10 and $40.45 [4]

Core Viewpoint - Biogen is pursuing the acquisition of Apellis for approximately $5.6 billion to enhance its portfolio with two key products, Syfovre and Empaveli, aimed at driving near-term commercial growth and expanding into immunology and rare diseases [4][7]. Acquisition Rationale - The acquisition aligns with Biogen's strategic focus on neurology, immunology, and rare diseases, while maintaining a deal size around $5 billion to $6 billion to avoid excessive balance sheet strain [2]. - Biogen's President and CEO emphasized the importance of avoiding high-risk phase III trials due to the existing late-stage pipeline, which is expected to contribute to growth starting in 2028 [3]. Financial Expectations - Biogen anticipates combined revenue from Syfovre and Empaveli to grow in the mid- to high-teens percentage range for at least two years, with the deal becoming increasingly accretive starting in 2027 [5][15]. - The acquisition will be financed through cash, revolver borrowings, and a bank term loan, with plans to repay transaction-related borrowings by the end of 2027 [13][14]. Product Details - Syfovre is the first FDA-approved therapy for geographic atrophy, targeting a U.S. patient population of approximately 1.5 million, which is currently underpenetrated [6][7]. - Empaveli is approved for treating rare kidney diseases and is the only FDA-approved therapy for certain pediatric indications, with significant patient burden as 50% may reach end-stage kidney disease within 10 years [8]. Strategic Synergies - The acquisition is expected to accelerate Biogen's nephrology capabilities, particularly in relation to its own kidney program, felzartamab, with significant overlap in physician targets [9][10]. - Early launch indicators for Empaveli show promising growth across various patient demographics, suggesting a favorable adoption trajectory [11]. Pipeline Evaluation - Biogen is also assessing Apellis' complement-related pipeline and early-stage programs for potential future indications, although evaluations are still in the early stages [12][16].

Market Overview - The U.S. stock market opened with significant bullish momentum on March 31st, 2026, driven by cooling geopolitical tensions and a major acquisition in the pharmaceutical sector [1] - The "fear gauge" VIX dropped nearly 10% to 27.57, indicating a renewed appetite for risk among investors [1] Market Indexes Performance - Major market indexes showed broad-based strength, with the NASDAQ rising 415.24 points, or 2.00%, to 21,209.88 [2] - The S&P 500 climbed 1.56% to 6,442.45, surpassing the 6,400 threshold [2] - The Dow Jones Industrial Average increased by 599.64 points, or 1.33%, to 45,815.78 [2] - Small-cap stocks outperformed larger counterparts, with the Russell 2000 jumping 2.07% to 2,464.03 [3] Commodities Market - Gold Futures gained 1.60%, trading at $4,630.50 per ounce, continuing its historic run [3] - Crude Oil Futures stabilized at $102.48, down 0.39%, amid reports of potential de-escalation in Middle Eastern hostilities [3] Economic Indicators - The February Job Openings and Labor Turnover Survey (JOLTS) reported job openings at 6.9 million, while the hires rate dipped to 3.1%, the lowest since early 2020 [4] - Investors are awaiting the Consumer Confidence index for March and Nike's third-quarter fiscal 2026 financial results [5] Corporate Developments - Biogen announced a definitive agreement to acquire Apellis Pharmaceuticals for approximately $5.6 billion, paying $41.00 per share, leading to a 136.4% increase in Apellis' stock price to $40.40 [6] - The acquisition is expected to enhance Biogen's portfolio in rare diseases and immunology [6] - The Biotech ETF rose by 6.47% following the acquisition news, with Centessa Pharmaceuticals increasing by 45.2% [7] - McCormick & Company reported Q1 2026 earnings meeting expectations with an EPS of $0.61 [8] Market Sentiment - The market sentiment remains "risk-on" despite a 1.60% decline in the energy sector, as investors focus on the Federal Reserve's next moves and the impact of stabilizing oil prices on inflation [9]

Biogen Business Update Call Summary Company and Industry Overview - **Company**: Biogen - **Acquisition Target**: Apellis Pharmaceuticals - **Industry**: Biotechnology, specifically focusing on immunology and rare diseases Key Points and Arguments Acquisition Rationale - Biogen is acquiring Apellis for approximately **$5.6 billion** in cash, with an additional contingent value tied to sales performance of Apellis' products [20][21] - The acquisition aligns with Biogen's strategy to expand beyond neuroscience into immunology and rare diseases, enhancing its growth portfolio [5][14] - Apellis' products, **Syfovre** and **Empaveli**, are seen as best-in-class therapies addressing significant unmet needs in immune-mediated retinal disease and rare hematology [14][15] Product Insights - **Syfovre**: First FDA-approved therapy for Geographic Atrophy, targeting a market of **1.5 million** diagnosed patients in the U.S., with less than **10%** currently treated [15][30] - **Empaveli**: Approved for PNH and two rare kidney diseases (C3G and ICMPGN), with significant growth potential as it is the only FDA-approved therapy for these conditions [16][17] - Biogen expects combined revenue growth from these products in the **mid- to high teens** percentage range over the next two years [21][22] Strategic Fit and Market Position - The acquisition is viewed as a strategic fit, enhancing Biogen's capabilities in nephrology and immunology, with a focus on leveraging Apellis' established commercial infrastructure [19][22] - Biogen aims to utilize Apellis' sales and marketing team to accelerate the launch of its own pipeline product, **felzartamab**, in kidney disease [19][22] Financial Considerations - The acquisition will be financed through cash on hand, revolver borrowings, and a bank term loan, with expected financing costs of **$120 million-$130 million** in 2026 and 2027 [20] - Biogen anticipates being able to repay the acquisition-related debt by the end of **2027**, maintaining strategic flexibility [20][23] - The deal is expected to be accretive starting in **2027**, significantly increasing Biogen's non-GAAP diluted EPS CAGR through the end of the decade [23] Competitive Landscape - Biogen acknowledges the competitive nature of the markets for both Syfovre and Empaveli, with ongoing investments from competitors like Astellas and Novartis [30][31] - Despite competition, Biogen believes Syfovre has a competitive advantage due to its best-in-class profile and the potential for increased patient engagement [30][31] Risks and Challenges - Potential risks include variability in patient activation and retention rates, particularly for Syfovre, where **50%** of patients may drop off treatment [45][66] - Long-term forecasts for both products are subject to uncertainties in epidemiology and market dynamics, particularly for IC-MPGN [66] Future Outlook - Biogen remains committed to its neuroscience portfolio while strategically expanding into immunology and rare diseases [81][84] - The company plans to update its full-year **2026** financial guidance in the upcoming earnings report [24] Additional Important Insights - The acquisition process involved extensive market research and due diligence, ensuring alignment with Biogen's strategic goals [25][70] - Biogen's leadership emphasizes the importance of patient education and engagement to improve treatment adherence and market penetration for both products [45][46] - The integration of Apellis' team is expected to enhance Biogen's capabilities in nephrology and support the launch of future products [19][90]

Core Insights - Biogen has acquired Apellis Pharmaceuticals for $5.6 billion, enhancing its drug portfolio with two approved medications [1] - The acquisition has significantly boosted Apellis' stock, which saw a triple-digit increase following the announcement [1] Company Overview - Biogen's acquisition of Apellis adds Empaveli and Syfovre to its pipeline, with Empaveli approved for treating three conditions, including two rare kidney diseases, and Syfovre targeting an eye disease [1] - Last year, the combined sales of Empaveli and Syfovre contributed to Apellis' revenue growth, indicating strong market potential for these drugs [1]

March 31, 2026 BIOGEN PROPOSED ACQUISITION OF APELLIS INVESTOR WEBCAST FORWARD-LOOKING STATEMENTS These statements speak only as of the date of this presentation and the discussions during this conference call and are based on information and estimates available to us at this time. Should known or unknown risks or uncertainties materialize or should underlying assumptions prove inaccurate, actual results could vary materially from past results and those anticipated, estimated or projected. Investors are cau ...