Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Healthcare · Pharmaceutical Preparations

Novartis AG to acquire Regulus Therapeutics Inc.

Announced Apr 30, 2025 · Closed Jun 25, 2025

Deal value$800MEV $425M
Premium108.0%To unaffected price
EV / Adj. EBITDA—
ConsiderationAll cash$7.00 per share

Transaction

Acquirer
Novartis AG (NVS)
Target
Regulus Therapeutics Inc. (RGLS)
Buyer type
Strategic
Offer price per share
$7.00
Enterprise value
$425M
Status
Closed Jun 25, 2025

Deal protections

Break fee (target pays)
$27.3M · 3.4%
Reverse fee (buyer pays)
$42.0M · 5.2%
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
Not disclosed
To the target
Evercore

Sector context · Healthcare

Comparable deals
91 in the prior 24 months
Premium
108.0% vs. 66.0% sector median
EV / Adj. EBITDA
Sector median 13.8x
Break fee
3.4% vs. 3.5% sector median

Timeline

  1. AnnouncedApr 30, 2025
  2. Tender offerMay 27, 2025
  3. ClosedJun 25, 2025

Valuation · fairness opinions

Discounted cash flow$2.45$5.90
Analyst price targets$6.00$28.00
Premiums paid$5.20$7.10
Offer $7.00

Implied value per Regulus Therapeutics Inc. share by analysis, from Evercore · DCF discount rate 15.5%–18.5%.

Sources
  • 8-K (EX-99) · Apr 30, 2025
  • 8-K · Apr 30, 2025

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.