Carlyle and SK Capital Partners Announce Expiration of bluebird bio Tender Offer

Carlyle and SK Capital Partners announce the successful completion of their tender offer to acquire bluebird bio. The offer, which began on March 7, 2025, allows shareholders to choose either $5.00 per share in cash or $3.00 per share plus a contingent value right (CVR) that could pay an additional $6.84 if bluebird’s product portfolio reaches $600 million in sales by the end of 2027.
Carlyle and SK Capital Partners Announce Expiration of bluebird bio Tender Offer
All conditions of the Offer have been satisfied and the parties expect to consummate the acquisition on June 2, 2025

WASHINGTON, DC and NEW YORK, NY—May 30, 2025—Carlyle (NASDAQ: CG) (“Carlyle”), SK Capital Partners, LP (“SK Capital”) and Beacon Parent Holdings, L.P. (“Parent”) today announced that the tender offer commenced on March 7, 2025 to acquire all of the outstanding common stock of bluebird bio, Inc. (NASDAQ: BLUE) (“bluebird”) for either (x) $3.00 per share in cash and a contingent value right per share, entitling the holder to a payment of $6.84 in cash per contingent value right (“CVR”) if bluebird’s current product portfolio achieves $600 million in net sales in any trailing 12-month period prior to or ending on December 31, 2027 or (y) $5.00 per share in cash (the “Offer”), expired as scheduled at one minute after 11:59 p.m. New York City time on May 29, 2025 (the “Expiration Time”) and was not extended.

Equiniti Trust Company, LLC, the depositary for the Offer, has advised Beacon Merger Sub, Inc. (“Merger Sub”) that as of the Expiration Time, a total of 5,868,196 shares, representing approximately 59.8% of the outstanding shares of common stock of bluebird, were validly tendered and not validly withdrawn. Accordingly, all of the conditions to the Offer have been satisfied, and Merger Sub has accepted for payment, and will as promptly as practicable pay for, all shares validly tendered and not properly withdrawn in the Offer.

The parties expect to consummate the acquisition on June 2, 2025 through a merger of Merger Sub with and into bluebird in accordance with Section 251(h) of the General Corporation Law of the State of Delaware without a vote of bluebird stockholders, in accordance with, and subject to the terms of, the Agreement and Plan of Merger, dated as of February 21, 2025 (as amended from time to time, the “Merger Agreement”), by and among bluebird, Parent and Merger Sub.

About bluebird bio, Inc.
Founded in 2010, bluebird has been setting the standard for gene therapy for more than a decade—first as a scientific pioneer and now as a commercial leader. bluebird has an unrivaled track record in bringing the promise of gene therapy out of clinical studies and into the real-world setting, having secured FDA approvals for three therapies in under two years. Today, we are proving and scaling the commercial model for gene therapy and delivering innovative solutions for access to patients, providers, and payers.

With a dedicated focus on severe genetic diseases, bluebird has the largest and deepest ex-vivo gene therapy data set in the field, with industry-leading programs for sickle cell disease, ß-thalassemia, and cerebral adrenoleukodystrophy. We custom design each of our therapies to address the underlying cause of disease and have developed in-depth and effective analytical methods to understand the safety of our lentiviral vector technologies and drive the field of gene therapy forward.

bluebird continues to forge new paths as a standalone commercial gene therapy company, combining our real-world experience with a deep commitment to patient communities and a people-centric culture that attracts and grows a diverse flock of dedicated birds.

About Carlyle
Carlyle (NASDAQ: CG) is a global investment firm with deep industry expertise that deploys private capital across its business and conducts its operations through three business segments: Global Private Equity, Global Credit and Carlyle AlpInvest. With $453 billion of assets under management as of March 31, 2025, Carlyle’s purpose is to invest wisely and create value on behalf of its investors, portfolio companies and the communities in which we live and invest. Carlyle employs more than 2,300 people in 29 offices across four continents. Further information is available at www.carlyle.com. Follow Carlyle on X @OneCarlyle and LinkedIn at The Carlyle Group.

About SK Capital 
SK Capital is a transformational private investment firm with a disciplined focus on the life sciences, specialty materials, and ingredients sectors. The firm seeks to build resilient, sustainable, and growing businesses that create substantial long-term value. SK Capital aims to utilize its industry, operating, and investment experience to identify opportunities to transform businesses into higher performing organizations with improved strategic positioning, growth, and profitability, as well as lower operating risk. SK Capital’s portfolio of businesses generates revenues of approximately $12 billion annually, employs more than 25,000 people globally, and operates more than 200 plants in over 30 countries. The firm currently has approximately $9 billion in assets under management. For more information, please visit www.skcapitalpartners.com. 

Investors & Media Contacts 
Bluebird 
Investors: 
Courtney O’Leary 
(978) 621-7347 
Jess Rowlands 
(857) 299-6103 
Media: 
Brittany Berliner 
(212) 813-4839 
Ben Dillon 
(646) 278-1353  
LikeDiscussion
Share

Discussion

You are commenting on Carlyle and SK Capital Partners Announce Expiration of bluebird bio Tender Offer

You must be logged in to add a comment

There are no comments

Be the first to add to the discussion

Carlyle Group
Carlyle Group
Washington, DC, United States
Carlyle (NASDAQ: CG) is a global investment firm with deep industry expertise that deploys private capital across three business segments: Global Private Equity, Global Credit, and Global Investment Solutions. With $441 billion of assets under management as of December 31, 2024, Carlyle’s purpose is to invest wisely and create value on behalf of its investors, portfolio companies, and the communities in which we live and invest. Carlyle employs more than 2,300 people in 29 offices across four continents.
buyoutprivate equityinfrastructureprivate debt

Related news