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Apellis Pharmace 8-K Filings

APLS NASDAQ

Every 8-K that Apellis Pharmace (APLS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow APLS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full APLS filings page.

Rhea-AI Summary

Apellis Pharmaceuticals has completed its acquisition by Biogen through a tender offer and follow‑on merger, giving stockholders $41.00 in cash per share plus one contingent value right (CVR) worth up to an additional $4.00 in cash upon future milestones. The tender offer closed with 105,687,831 shares validly tendered, representing about 82.4% of outstanding shares, satisfying the minimum condition for closing.

After the merger, Apellis became a wholly owned Biogen subsidiary and its common stock will be delisted from Nasdaq, with SEC registration and reporting to be terminated. All Apellis equity awards were converted into cash and CVRs or into contingent rights tied to continued service. Holders of Apellis’ 3.500% Convertible Senior Notes due 2026 can either require cash repurchase at approximately $1,008.46 per $1,000 principal on June 30, 2026, or convert during the make‑whole period to receive $1,080.77 in cash plus 26.3411 CVRs per $1,000 principal. The aggregate cash paid for shares in the offer and merger is about $5.3 billion, excluding fees and any CVR payments.

Rhea-AI Summary

Apellis Pharmaceuticals, Inc. reported that its compensation committee approved an amendment and restatement of the Apellis Pharmaceuticals, Inc. Executive Separation Benefits and Retention Plan in connection with its previously announced Agreement and Plan of Merger with Biogen Inc. and Aspen Purchaser Sub, Inc.

The amended and restated Executive Separation Benefits and Retention Plan will become effective on, and is subject to the occurrence of, the Closing Date as defined in the Merger Agreement. The filing indicates this change is part of the broader transaction structure related to the planned merger.

Rhea-AI Summary

Apellis Pharmaceuticals agreed to be acquired by Biogen through a cash tender offer and follow‑on merger. Biogen will offer Apellis stockholders $41.00 in cash per share plus a non‑transferable contingent value right (CVR) that can pay up to an additional $4.00 per share in cash if specified SYFOVRE® annual global net sales milestones are met. The implied upfront transaction value is approximately $5.6 billion. A tender offer will run for 20 business days, subject to customary conditions including a majority tender, antitrust clearance under the HSR Act and other standard closing conditions. Apellis’ board unanimously approved the deal and recommends stockholders tender their shares. Certain directors, executives and a major stockholder holding about 14% of Apellis shares signed a tender and support agreement to back the transaction.

Rhea-AI Summary

Apellis Pharmaceuticals appointed Mikael Dolsten, M.D., Ph.D., to its Board of Directors as a Class I director, effective March 1, 2026. He will serve until the 2027 annual stockholder meeting or until a successor is elected and qualified.

The Board determined that Dr. Dolsten is independent under Nasdaq rules. Upon joining, he received an option grant with a Black‑Scholes value of $300,000, vesting in three equal annual installments, and RSUs valued at $300,000 that vest after one year, all subject to continued service and full acceleration upon a change in control.

Rhea-AI Summary

Apellis Pharmaceuticals, Inc. furnished an update on its recent performance by issuing a press release with preliminary unaudited U.S. net product revenues for the fourth quarter and full year ended December 31, 2025. The update covers revenues for its products SYFOVRE and EMPAVELI, along with the company’s cash and cash equivalents as of December 31, 2025. These figures are management’s estimates, remain subject to completion of normal year-end closing procedures, and have not been audited or reviewed by the company’s independent registered public accounting firm. The press release containing the detailed numbers is included as an exhibit to this report.

Rhea-AI Summary

On 1 July 2025, Apellis Pharmaceuticals (NASDAQ: APLS) filed an 8-K announcing a Royalty Buy-Down Agreement with Swedish Orphan Biovitrum (Sobi).

  • Up-front consideration: Sobi will pay Apellis $275 million in cash within five business days of closing.
  • Milestone: Up to $25 million becomes payable upon European Medicines Agency (EMA) approval of Aspaveli for C3G and IC-MPGN.
  • Royalty reduction: In exchange, Apellis will reduce Sobi’s royalty obligations under their October 2020 collaboration by 90 %, effective immediately.
  • Royalty cap: The discount lasts until cumulative reduced royalties equal 1.45× the total amounts paid under the new agreement; thereafter, the original royalty rates resume.
  • Lender consent: Sixth Street Lending Partners consented to the deal. As a condition, Apellis extended by one year the period during which prepayment premiums apply on its May 13 2024 credit facility.

The transaction delivers up to $300 million in non-dilutive liquidity, strengthening Apellis’ near-term cash position while delaying—but not eliminating—future royalty income from Aspaveli in Sobi territories. The 1.45× cap preserves long-term upside once Sobi recovers its investment. Investors should weigh immediate balance-sheet relief against the temporary 90 % royalty haircut and the extended prepayment-premium window on existing debt.