Regulus Therapeutics Inc. (RGLS)

Novartis AG (SWX:NOVN) submitted a written non-binding indication of interest to acquire Regulus Therapeutics Inc. (NasdaqCM:RGLS) for approximately $200 million on April 4, 2025. Novartis AG (SWX:NOVN) entered into an agreement and plan of merger to acquire Regulus Therapeutics Inc. (NasdaqCM:RGLS) for approximately $540 million on April 29, 2025. Novartis submitted a written non-binding indication of interest to acquire the Company for $3.00 per share in cash and a CVR of $1.50 per share. Under the terms of the merger agreement, Novartis, through a subsidiary, will initiate a tender offer to acquire all of Regulus' outstanding shares for an initial payment of $7.00 per share in cash at closing, or $0.8 billion. The upfront cash portion of the consideration represents a premium of 274 percent to Regulus' 60-day volume-weighted average stock price and 108 percent to Regulus' closing price on April 29, 2025. In addition, Regulus shareholders will receive a contingent value right (CVR) providing for payment of $7.00 per share, contingent upon the achievement of a milestone with respect to regulatory approval of Regulus' lead product candidate, farabursen. Total consideration including the CVR, if the milestone is achieved, would be approximately $1.7 billion. Upon the successful completion of the tender offer, a subsidiary of Novartis will be merged with and into Regulus and any remaining shares of common stock of Regulus will be cancelled and converted into the right to receive the same merger consideration (including the contingent value right) per share payable in the tender offer. Following completion of the tender offer, Novartis plans to merge the acquiring subsidiary with Regulus, making Regulus an indirect, wholly-owned subsidiary of Novartis. Until closing, Novartis and Regulus will continue to operate as separate and independent companies. The termination fee of $27.293938 million is payable by Regulus and $41.990674 million is payable by Novartis. The closing of the tender offer will be subject to certain conditions, including the tender of shares representing at least a majority of the total number of Regulus' outstanding shares, HSR act and other customary closing conditions and regulatory clearance. The transaction has been unanimously approved by the Boards of Directors of both companies. As of April 29, 2025, Expiration of the waiting period under the HSR Act satisfies one of the conditions necessary for the consummation of the transactions contemplated by the Agreement and Plan of Merger. As on May 27, 2025, Novartis has commenced a tender offer to acquire all of the outstanding shares of common stock,The Offer will expire at one minute past 11:59 p.m., New York City time, on June 24, 2025, unless the Offer is otherwise extended or earlier terminated. As of June 24, 2025, 56,374,397 Shares were validly tendered and not validly withdrawn pursuant to the Offer, representing approximately 74.49% of the issued and outstanding Shares immediately prior to the Expiration Time. The parties expect the transaction to close on June 25, 2025, promptly following the acceptance of all Shares validly tendered and not validly withdrawn pursuant to the Offer. Bradley Wolff, Francois Maisonrouge, Bobby Bal, Robert Fields of Evercore is serving as exclusive financial advisor and fairness opinion provider, and Charles Ruck, Daniel Rees, Betty Pang, Chad Jennings, Michelle L.C. Carpenter, Andrea Ramezan-Jackson, Heather Deixler, Steven Chinowsky, Robert Yeh, Paul Rosen, Nathan Seltzer and Joshua Holian of Latham & Watkins LLP is serving as legal counsel to Regulus. Innisfree M&A Incorporated acted as information agent and Computershare Trust Company, National Association acted as transfer agent to Novartis. Novartis AG (SWX:NOVN)completed the acquisition of Regulus Therapeutics Inc. (NasdaqCM:RGLS) on June 25, 2025.

Basel, June 25, 2025 – Novartis today announced that it has successfully completed its acquisition of Regulus Therapeutics Inc. (“Regulus”). With the completion of the acquisition, shares of common stock, par value $0.001 per share (the “Shares”), of Regulus, have ceased trading on the Nasdaq Stock Market LLC and Regulus is now an indirect wholly owned subsidiary of Novartis.

Basel, May 27, 2025 - Novartis today announced that Redwood Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Novartis (“Purchaser”), has commenced a tender offer to acquire all of the outstanding shares of common stock, par value $0.001 per share (the “Shares”), of Regulus Therapeutics Inc., a Delaware corporation (“Regulus”), in exchange for (i) $7.00 in cash per Share, subject to any applicable withholding and without interest thereon, plus (ii) one contingent value right (each, a “CVR”) per Share, representing the right to receive one contingent payment of $7.00 in cash, subject to any applicable withholding and without interest thereon, upon the achievement of a regulatory milestone. Such offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase, dated May 27, 2025, and the related Letter of Transmittal (together, the “Offer”) and pursuant to the terms of the previously announced Agreement and Plan of Merger, dated as of April 29, 2025 (the “Merger Agreement”), among Novartis, Purchaser and Regulus.

Entered into an agreement to be acquired by Novartis for $7.00 per share in cash, with potential to receive an additional $7.00 per share in cash through a contingent value right ("CVR") upon the achievement of a regulatory milestone, for a total equity value of up to approximately $1.7 billion; Expected to be completed in the second half of 2025, subject to customary closing conditions Positive topline data from the completed fourth cohort of patients in the Phase 1b multiple-ascending dose (MAD) study of farabursen (RGLS8429) for the treatment of autosomal dominant polycystic kidney disease (ADPKD) Company on track for initiation of Phase 3 single pivotal trial in the third quarter 2025 SAN DIEGO , May 8, 2025 /PRNewswire/ --  Regulus Therapeutics Inc. (Nasdaq: RGLS), a biopharmaceutical company focused on the discovery and development of innovative medicines targeting microRNAs (the "Company" or "Regulus"), today reported financial results for the first quarter ended March 31, 2025, and provided a corporate update.  "We recently announced that we have entered into an agreement to be acquired by Novartis, whose established global development and commercial capabilities will potentially bring farabursen to patients with ADPKD, who currently have limited treatment options," said Jay Hagan, CEO of Regulus Therapeutics.

NEW YORK CITY & NEW ORLEANS--(BUSINESS WIRE)--Former Attorney General of Louisiana Charles C. Foti, Jr., Esq. and the law firm of Kahn Swick & Foti, LLC (“KSF”) are investigating the proposed sale of Regulus Therapeutics Inc. (NasdaqCM: RGLS) to Novartis AG. Under the terms of the proposed transaction, shareholders of Regulus will receive $7.00 per share in cash and a contingent value right providing for payment of $7.00 per share, contingent upon the achievement of a milestone with respect.

NEW YORK , April 30, 2025 /PRNewswire/ -- Monteverde & Associates PC  (the "M&A Class Action Firm"), has recovered millions of dollars for shareholders and is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and are investigating Regulus Therapeutics Inc. (NASDAQ: RGLS ), relating to the proposed merger with Novartis AG.

U.S. stocks traded lower midway through trading, with the Nasdaq Composite falling over 1% on Wednesday.

Novartis AG NVS agreed to acquire Regulus Therapeutics Inc.  RGLS on Wednesday for an initial payment of $7.00 per share in cash or $0.8 billion.

NEW YORK--(BUSINESS WIRE)--Halper Sadeh LLC, an investor rights law firm, is investigating whether the sale of Regulus Therapeutics Inc. (NASDAQ: RGLS) to Novartis AG in cash is fair to Regulus shareholders. Under the terms of the proposed transaction, Regulus shareholders will receive $7.00 per share in cash and a contingent value right providing for payment of $7.00 per share, contingent upon the achievement of a milestone with respect to regulatory approval of Regulus' lead product candidate.

MILWAUKEE--(BUSINESS WIRE)--The Ademi Firm is investigating Regulus (Nasdaq: RGLS) for possible breaches of fiduciary duty and other violations of law in its transaction with Novartis. Click here to learn how to join our investigation and obtain additional information or contact us at gademi@ademilaw.com or toll-free: 866-264-3995. There is no cost or obligation to you. In the transaction, shareholders of Regulus will receive only $7.00 per share in cash at closing, or $0.8 billion. In addition.

Swiss drugmaker Novartis has agreed to buy Regulus Therapeutics for up to $1.7 billion to gain access to its experimental kidney disease drug, the California-based drug developer said on Wednesday.

Basel, April 30, 2025 – Novartis today announced that it has entered into an agreement to acquire Regulus Therapeutics, a San Diego-based, publicly traded (Nasdaq: RGLS) clinical-stage biopharmaceutical company focused on developing microRNA therapeutics. Regulus' lead asset, farabursen, is a potential first-in-class, next-generation oligonucleotide targeting miR-17 for the treatment of autosomal dominant polycystic kidney disease (ADPKD). The agreed deal is fully in line with the therapeutic area focus of Novartis and leverages our strength and expertise in renal disease.

Novartis to acquire Regulus for $7.00 per share in cash, with potential to receive an additional $7.00 per share in cash through a contingent value right, for a total equity value of up to approximately $1.7 billion Transaction is expected to be completed in the second half of 2025, subject to customary closing conditions SAN DIEGO , April 30, 2025 /PRNewswire/ -- Regulus Therapeutics Inc. (Nasdaq: RGLS), a biopharmaceutical company focused on the discovery and development of innovative medicines targeting microRNAs (the "Company" or "Regulus"), today announced that it has entered into an agreement and plan of merger with Novartis AG ("Novartis") and an indirectly wholly owned subsidiary of Novartis, pursuant to which Novartis will acquire Regulus for an initial payment of $7.00 per share in cash at closing, or $0.8 billion. The upfront cash portion of the consideration represents a premium of 274 percent to Regulus' 60-day volume-weighted average stock price and 108 percent to Regulus' closing price on April 29, 2025.

Regulus Therapeutics Inc. (RGLS) reached a significant support level, and could be a good pick for investors from a technical perspective. Recently, RGLS's 50-day simple moving average broke out above its 200-day moving average; this is known as a "golden cross.

SAN DIEGO , April 2, 2025 /PRNewswire/ -- Regulus Therapeutics Inc. (Nasdaq: RGLS), a biopharmaceutical company focused on the discovery and development of innovative medicines targeting microRNAs (the "Company" or "Regulus"), today announced that Jay Hagan, CEO, will participate in a presentation at the 2025 Oppenheimer Innovation on the Island Biotech Summit on Wednesday, April 9 th at 11:32 a.m. ET. The live event and replay of the presentation will be available under "Events and Presentations" through the investor relations section of the Company's website at https://ir.regulusrx.com/events and archived for 90 days following the presentation date.

Regulus Therapeutics Inc. RGLS released topline results from all patients in the fourth cohort in its Phase 1b MAD study of farabursen (RGLS8429) autosomal dominant polycystic kidney disease (ADPKD) on Thursday.