$FOLD·8-K

AMICUS THERAPEUTICS, INC. · Apr 27, 11:43 AM ET

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AMICUS THERAPEUTICS, INC. 8-K

Research Summary

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Amicus Therapeutics Completes Merger; Nasdaq Delisting and Leadership Changes

What Happened
Amicus Therapeutics, Inc. announced on April 27, 2026 that the previously disclosed merger closed (Agreement and Plan of Merger dated Dec 19, 2025 with BioMarin Pharmaceutical Inc. and Lynx Merger Sub 1, Inc.). At the Effective Time, all outstanding Amicus common shares were converted into the agreed merger consideration and former holders ceased to have rights as Amicus stockholders other than the right to receive that consideration. The company also repaid in full and terminated its Loan Agreement dated October 2, 2023 (the “Amicus Credit Agreement”) with Blackstone-related lenders and caused the related guarantees and liens to be released.

Key Details

  • Date of closing/filing: April 27, 2026 (Merger consummated and 8-K filed).
  • Credit facility: All indebtedness under the Amicus Credit Agreement repaid in full and commitments terminated; guarantees and liens discharged.
  • Delisting/registration actions: Amicus notified Nasdaq of the Merger, requested a trading halt effective before the open on April 27, 2026, and asked Nasdaq to file Form 25 to remove the common stock from listing; trading is expected to be suspended on Nasdaq on April 28, 2026. The company intends to file Form 15 to terminate registration under Section 12(g) and suspend reporting obligations under Sections 13 and 15(d) of the Exchange Act.
  • Leadership changes: As of the Effective Time, all Amicus directors and executive officers resigned. Directors Eric Davis and Brian Mueller (previously directors/officers of Merger Sub) became directors of the surviving company; Eric Davis became President and Secretary and Brian Mueller became Treasurer.

Why It Matters
For investors, this filing confirms Amicus is no longer operating as an independent publicly traded company: shareholders received the merger consideration and lost their rights as Amicus stockholders, public trading and SEC reporting are being terminated, and liquidity for former Amicus shares will end once delisted. The repayment and termination of the credit facility removes related debt and secured claims against the company. The change in board and officers reflects control passing to the acquirer’s nominees and the organizational changes contemplated by the merger agreement.

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