bluebird bio Inc (BLUE)

blue a dead duck?

BLUE.......................................................................p/m

Now it should go thru with majority!!!

Carlyle, SK Capital Partners and bluebird bio Amend Merger
Agreement
Business Wire 08:30AM ET, 05/14/2025
Stockholders may elect to receive either $3.00 per share plus CVR of $6.84 per share in cash payable upon achievement of a net sales milestone or $5.00 per share with no CVR
SOMERVILLE, Mass.--(BUSINESS WIRE) -
-May 14, 2025--bluebird bio, Inc.
(NASDAQ: BLUE) ("bluebird"), Carlyle (NASDAQ: CG) ("Carlyle") and SK Capital Partners, LP ("SK Capital") today announced they have amended their definitive agreement pursuant to which Carlyle and SK Capital will purchase all of the outstanding shares of bluebird. Under the terms of the amended agreement bluebird stockholders can elect to receive either (x) the original offer of $3.00 per share in cash plus a contingent value right ("CVR") of $6.84 per share in cash payable upon achievement of a net sales milestone or (y) $5.00 per share in cash.
The amended offer price

https://www.carlyle.com/media-room/news-release-archive/carlyle-and-sk-capital-partners-announce-extension-bluebird-bio-2

Carlyle has extended the offer - I believe for the 4th time. As always, someone correct me if I'm wrong. I'm fairly sure the OG offer indicated that Carlyle reserved the right to cancel after the 3rd extension, but they are not doing as such - yet.

2,502,927 have been validly tendered and not withdrawn as of this PR - 25.57%, and according to this PR, Carlyle does need a majority of shares to be tendered (50% + 1 share), which would be 4,895,036.

IF I am correct about the limit on extension periods, we can see that Carlyle wants the deal to close, and that Blue is at risk of losing out to Hercules if the deal doesn't close before end of June. Carlyle knows this is undervalued and the CRV is a carrot on a stick to get SHs to tender; and Bluebird knows they are worth more, but is using this CRV carrot to entice shareholders to completely desert fiduciary they are owed for private capital severely undervaluing the acquisition AND Blue board giving Carlyle a sweet-heart deal.

This is serious ***kery.

yes to first paragraph, but my understanding( after speaking with Schwab/Fidelity/Robin that they will tender irrespective of our doing) will receive $3 cash, and CVR Rights journal( no value will show) but if milestone achieved, broker will inform of receipt...

sorry, just saw this.....Yes, if majority tendered, irrespective of whether you Accept or Not, broker will ....at his point, I don't care either way if close or not, I could use tax loss for harvesting ;)

I never saw that.

What I have seen is that all regulatory issues have been resolved, and that a majority of shareholders must tender in order for the deal to close.

I.E., the issue of appraisal rights is only relevant if a majority of shares are tendered, and anyone who does not tender (with a majority of shares tendered) risks receiving less or more than $3.

BLUE hasn't reported on time in ages!

BLUE, reports May 15 according to Seeking Alpha

even if we do not 'accept' the tender offer?

If the deal closes, your broker will Tender shares on your behalf , don’t need to do ‘paperwork’…a cash credit to your acct, and a CVR will show in account( with no value, yet if any)

My question is, what happens to our shares (in brokerage account),if we do NOT tender our shares, and the Carlyle deal still goes through?
(a) Do we lose our shares?
(b) Will we have the hassle of paperwork later to claim our part?
(c) Will the shares disappear from our brokerage account?

Spoke to the Carlyle-contracted third party regarding tender offer this past Friday. As of Friday May 2, under 1 million shares have been tendered, ~ 10%, and the deadline has been extended to Monday May 12. I asked why the deal hasn't closed, and was told that Carlyle was "giving an extension for shareholders to tender", and NO other reason.

Someone correct me if I am wrong: Those who tender give up the right to receive any increased adjudicated value.

I see one glaring thing. Carlyle is afraid of closing the deal without a significant % of shares tendered bc they are afraid an adjudicated value will see a significant increase from $3, a vast majority of holders believe the up-front payment should be significantly more, and internally, Carlyle knows it should be more. In my mind, this is all the more proof that Carlyle has no intention of even trying to reach $600mm in sales for any 12 month period.

The way things are going, it really seems like Carlyle is prepared to drive Bluebird into dust.

Thoughts?

I rescinded tender at both Schwab & Fidelity over the phone( didn’t trust written confirmation)…not losing my shares to low ball offer, total shareholder screw over!! Small position, but it’s the principle of it!! Hopefully Ayrmid files w/ SEC next week with its offer ;)

Check with your brokerage! My brokerage is stating I must tender online by April 15, or over the phone by April 16th. They're saying they reserve the right to demand action before the cut-off dates of the 18th - which is a bunch of malarkey.

I was certain the tendered shares # would be small, but was still surprised to see it that miniscule. It must've been a larger #,but most have rescinded their shares back after the new offer

No PR about it, leaving SH in the dark.

Gina Wang lodged an $8 target on 3/28/25, and I don't find such a small number of tenders surprising. Given my obvious disaffection here on the BOD, I'll double-down there - why wouldn't anyone wait to tender until the last minutes?

There's also SEC filing today(surprised that only 65K shares been tendered so far):
"On April 3, 2025, Carlyle, SK Capital and Parent announced that Merger Sub extended the expiration date of the Offer to one minute after 11:59 p.m., New York City time, on April 18, 2025. The Offer was previously scheduled to expire one minute after 11:59 p.m., New York City time, on April 4, 2025.

The depository for the Offer has advised Merger Sub that as of the close of business on April 2, 2025, approximately 65,120 Shares have been validly tendered and not properly withdrawn pursuant to the Offer."

https://www.sec.gov/Archives/edgar/data/1293971/000119312525071865/d907579dsc14d9a.htm

So the ONLY evidence of this that I see is a PR by Carlyle dated today. Where the F is the BOD for us here?

Extension until 4/18…bod needs to accept ( or at least comment whether new offer is bonafide and legit) ….i rescinded my tender @ $3, will tender to Newco if filed with SEC

I'm more concerned about the legitimacy of the BLUE BOD at this point. Tender offer expires tomorrow at midnight, and they haven't issued any guidance about this competing offer.

I'm more concerned about the legitimacy of the BLUE BOD at this point. Tender offer expires tomorrow at midnight, and they haven't issued any guidance about this competing offer.

BLUE.......................................https://stockcharts.com/h-sc/ui?s=BLUE&p=W&b=5&g=0&id=p86431144783

BLUE..........................https://stockcharts.com/h-sc/ui?s=BLUE&p=W&yr=1&mn=3&dy=0&id=p96837884856

Higher tender, but can’t confirm legitimacy of newbie:


Ayrmid Pharma Ltd

BLUE..............................................a/h

To answer my own question, lmao:

BRIEF-Bluebird Bio Confirms
Receipt Of An Unsolicited Non-Binding Proposal From Ayrmid
Reuters 04:24PM ET, 03/28/2025
March 28 (Reuters) - bluebird bio Inc:
* BLUEBIRD BIO CONFIRMS RECEIPT OF AN UNSOLICITED NON-BINDING
PROPOSAL FROM AYRMID
* RECEIVES UNSOLICITED PROPOSAL FROM AYRMID FOR $4.50 PER SHARE
* AYRMID DID NOT SUBMIT ANY PROPOSAL TO BLUEBIRD AS PART OF ITS REVIEW OF STRATEGIC
ALTERNATIVES
* BOARD REVIEWING AYRMID PROPOSAL
WITH ADVISORS
* NOT CHANGED ITS RECOMMENDATION IN SUPPORT OF CARLYLE AND SK CAPITAL PARTNERS DEAL Source text:
Further company coverage:

Why the pop?? 10k filed and speculation of new player(s), higher bid?? Tang Capital ??

Ha!

BLUE 10Q due TUESDAY 3/4

Join and share https://www.businesswire.com/news/home/20250221446809/en/BLUE-Stock-Alert-Halper-Sadeh-LLC-Is-Investigating-Whether-the-Sale-of-bluebird-bio-Inc.-Is-Fair-to-Shareholders

That's when Blue announced acceptance of it.

Best hope now beyond $600mm in a 12 month period is a hostile take-over before the close of the deal. I don't see that happening. Completely missing from Fridays news: ANY attempt to raise equity through share offering. Really - why do a RS and NOT make a statement about failure to find placement??

WTH is that?? Fiduciary nothing, IMO, save from going to $0.0001. Hard to believe that would happen. I think it's clear that the board can't wait to wash their hands entirely clean of Blue. 3 approved therapies is worth WAY more than $3/share, and the entire concept of this "contingent value right" is indeed an insult, passing off the fiduciary to PE that has zero accountability to the recipients. That's not even considering the insult to shareholders with losses that will be worth nothing at time of payment (if any premium payment is to be had at all).

9,722,217 outstanding. Current MC at time of posting: ~$37mm.

BLUE, new 52 week low

It is strange to make the buyout offer on Friday morning.

I am wondering if it happened such that it is announced to the public and to see if there is any other possible serious offer.

Any other serious offer could be settled upon over the weekend and announced on Monday.

Of course, there may be no other serious offer to be had.

Elsewhere, people are saying the offer is an insult ... well, if it is, someone would surely announce a better one.

We will know by 8am on Monday if there is anything better on the table.

Check this very rare otc stock on the verge of merger/acquisition.
https://investorshub.advfn.com/boards/read_msg.aspx?message_id=175821245

Once valued at $10B, bluebird bio sold to private equity firms for $29M

BLUE, new 52 week low

...

Probably, but what about Protara (Tara)-still loving it?? Looks like double digits after JPM Conf, eh??

Better opportunity elsewhere

Still? Would you
Buy if it breaks 9? Brand new to this game

BLUE under $9

And follow up data for Sickle Cell as well:

bluebird bio Presents Positive Long-Term Data On LYFGENIA™ (lovotobegligene autotemcel) Gene Therapy for Sickle Cell Disease at 66th American Society of Hematology (ASH) Annual Meeting and Exposition
December 08 2024 - 12:30PM

Stable production of anti-sickling adult hemoglobin (HBAT87Q) and elimination or significant reduction of vaso-occlusive events sustained through last follow-up for all evaluable patients (n=38), underscoring potentially transformative and durable clinical impact

Results from first and only focused analysis of patients with sickle cell disease with a history of overt or silent stroke (n=27) show no stroke recurrence through 9 years of follow-up (n=2)

bluebird bio, Inc. (Nasdaq: BLUE) today announced new and updated data from LYFGENIA™ (lovotobegligene autotemcel, or lovo-cel) gene therapy for patients with sickle cell disease who have a history of vaso-occlusive events (VOEs). The data will be presented at the 66th American Society of Hematology (ASH) Annual Meeting and Exposition in an oral presentation on Sunday, December 8 at 9:30 a.m. Pacific Time and a poster presentation on Sunday, December 8 at 6 p.m. Pacific Time. As of July 2024, 70 patients were treated across the full lovo-cel clinical development program, with follow-up beyond 9 years in the earliest treated patients.

https://ih.advfn.com/p.php?pid=nmona&article=95055524&_gl=1*re3woq*_gcl_au*ODQyNDIxNDQ1LjE3MjY0MjkyNjk.

Great follow up data presented today:

https://investor.bluebirdbio.com/news-releases/news-release-details/long-term-follow-data-continue-support-beti-cel-potentially

Let’s get the clock back and Cap raise behind us, then Blue Skies ahead for blueBIRD shareholders;)

happens when no biobucks....
$$$ goes where its treated best

Yes, I agree!! Was hoping that board would amend to 1:10 or worst case 1:15, but we now can move on from reverse and expect cap raise ( my guess ~$100mm raise) …then Hercules will increase credit facility or at least allow for additional draw ..GLTA

If I didn't believe, I would've taken some trades today. That being said, it's going to be quite some time (if ever) that I break even. I absolutely believe in the tech on all 3 therapies.

Whole lot of $ poured in well above the immediate After Hours price tank.

I think a lot of those dollars were betting against a 1:20, believing a 1:15 was possible. I hold that management dangled that with no intention of anything other than 1:20, and has absolutely F'ed up. But maybe not. We shall see....

I will admit that I'm somewhat positioned for a dead cat bounce. Today may have been that opportunity tho.

How many of us here believe that BLUE will finally succeed in spite of the R/S news?I sincerely do, so have been around this for a longish while. The ducks are lining up slowly on the medical side of the story thankfully. Once the stock price issues(& maybe stock raise) are behind us, we should get going.Good luck to all.

Thanks...🥳

Congrats!! Will add to current holdings post split, Cap raise