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BioMarin completes Alesta Therapeutics acquisition

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BioMarin Pharmaceutical Inc. (BMRN) has completed the previously announced acquisition of Alesta Therapeutics B.V. under a Share Purchase Agreement. The transaction closed on August 31, 2026, resulting in Alesta becoming a wholly owned subsidiary of BioMarin.

The Share Purchase Agreement was originally entered into on August 18, 2026 among BioMarin, Alesta’s shareholders, Anaheim SpinCo B.V., and Shareholder Representative Services LLC, acting as representative of the Alesta equityholders.

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Acquisition closing date August 31, 2026 Date the Share Purchase for Alesta Therapeutics B.V. was completed
Share Purchase Agreement date August 18, 2026 Date BioMarin entered into the Share Purchase Agreement for Alesta
Common Stock par value $0.001 per share Par value of BioMarin Pharmaceutical Inc. common stock
Share Purchase Agreement financial
"entered into a Share Purchase Agreement (the “Purchase Agreement”) with (i) Alesta"
A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.
wholly owned subsidiary financial
"completed the Share Purchase and, as a result, Alesta is now a wholly owned subsidiary"
A wholly owned subsidiary is a company whose entire ownership is held by another company (the parent), so the parent controls decisions, operations, and finances. Think of it as a fully controlled branch that runs as its own legal entity but whose results flow straight into the parent’s financial statements; investors watch these structures because they affect consolidated revenue, risk exposure, and how profits, liabilities, and cash flow are allocated across the corporate group.
Share Purchase financial
"providing for BioMarin’s acquisition of Alesta via a share purchase transaction (the “Share Purchase”)"
Company Participating Equityholders financial
"representative and attorney-in-fact of the Company Participating Equityholders"
The Nasdaq Global Select Market financial
"Common Stock, par value $0.001 | | BMRN | | The Nasdaq Global Select Market"

FAQ

What transaction did BMRN complete involving Alesta Therapeutics B.V.?

BioMarin Pharmaceutical Inc. completed a share purchase transaction to acquire Alesta Therapeutics B.V.. The deal was structured under a Share Purchase Agreement and, upon closing, Alesta became a wholly owned subsidiary of BioMarin.

When did BioMarin (BMRN) close the acquisition of Alesta Therapeutics?

The acquisition of Alesta Therapeutics B.V. by BioMarin closed on August 31, 2026. From that date, Alesta is a wholly owned subsidiary of BioMarin.

When did BioMarin (BMRN) sign the Share Purchase Agreement for Alesta?

BioMarin entered into the Share Purchase Agreement for the acquisition of Alesta Therapeutics B.V. on August 18, 2026, with Alesta, its shareholders, Anaheim SpinCo B.V., and Shareholder Representative Services LLC as representative of the equityholders.

What is the post-transaction relationship between BioMarin (BMRN) and Alesta Therapeutics?

Following completion of the share purchase on August 31, 2026, Alesta Therapeutics B.V. is now a wholly owned subsidiary of BioMarin Pharmaceutical Inc.

Who represented the Alesta equityholders in the BioMarin (BMRN) transaction?

In the Share Purchase Agreement for Alesta Therapeutics B.V., Shareholder Representative Services LLC acted solely as the representative and attorney-in-fact of the Company Participating Equityholders.

On which market is BioMarin (BMRN) common stock listed?

BioMarin Pharmaceutical Inc.’s common stock, par value $0.001 per share, trades under the symbol BMRN on The Nasdaq Global Select Market.

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BIOMARIN PHARMACEUTICAL INC false 0001048477 0001048477 2026-08-31 2026-08-31
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 1, 2026 (August 31, 2026)

 

 

BioMarin Pharmaceutical Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-26727   68-0397820

(State or other jurisdiction

of incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

770 Lindaro Street   San Rafael   California    94901
(Address of Principal Executive Offices)        (Zip Code)

(415) 506-6700

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.001   BMRN   The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 8.01

Other Events.

As previously reported in the Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (“SEC”) on August 18, 2026, BioMarin Pharmaceutical Inc., a Delaware corporation (“BioMarin”), entered into a Share Purchase Agreement (the “Purchase Agreement”) with (i) Alesta Therapeutics B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) (“Alesta”), (ii) each of the holders of shares of Alesta identified on Schedule 1.1(a) to the Purchase Agreement, (iii) Anaheim SpinCo B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid), and (iv) Shareholder Representative Services LLC, solely in its capacity as the representative and attorney-in-fact of the Company Participating Equityholders (as defined in the Purchase Agreement), providing for BioMarin’s acquisition of Alesta via a share purchase transaction (the “Share Purchase”).

On August 31, 2026, the parties to the Purchase Agreement completed the Share Purchase and, as a result, Alesta is now a wholly owned subsidiary of BioMarin.

The foregoing description of the Purchase Agreement and the transactions contemplated thereby (including the Share Purchase) does not purport to be complete and is subject to, and qualified in its entirety by, the text of the Purchase Agreement, a copy of which is filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 18, 2026 and the terms of which are incorporated herein by reference.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

      BIOMARIN PHARMACEUTICAL INC.,
Date: September 1, 2026     By:  

/s/ G. Eric Davis

      G. Eric Davis
      Executive Vice President, Chief Legal Officer

Filing Exhibits & Attachments

3 documents