ARCHIMED to Buy Esperion for $1.1B at $3.16 per Share with $100M Milestones

ESPRESPR

ARCHIMED will acquire Esperion Therapeutics in a $1.1 billion go-private deal at $3.16 per share—a 58% premium—and contingent rights up to $100 million. Closing Q3 2026, $40 million payable if U.S. Nexletol and Nexlizet sales exceed $350 million in 2027 and $60 million if Enbumyst tops $160 million before end-2030.

1. Deal Terms

ARCHIMED will acquire Esperion in a $1.1 billion go-private transaction, paying $3.16 per share in cash—a 58% premium over the April 30 closing price.

2. Milestone Contingent Rights

Shareholders will receive non-tradable contingent value rights for up to $100 million, with $40 million payable if U.S. net sales of Nexletol and Nexlizet exceed $350 million in 2027 and $60 million if annual U.S. sales of Enbumyst surpass $160 million before end-2030.

3. Timeline and Financing

The transaction has unanimous board approval and is expected to close in the third quarter of 2026, pending shareholder and regulatory approvals. Debt financing is arranged by Pharmakon Advisors with no requirement for additional funding.

4. Company Background

Esperion, founded in 2008 and based in Ann Arbor, Michigan, markets oral non-statin therapies Nexletol and Nexlizet targeting LDL cholesterol. In 2025, the company generated $403.1 million in revenue, including $168.4 million in the fourth quarter, while ARCHIMED manages €9 billion across global funds.

Sources

BF