M&A Hunter, 10 Deals and Counting, CPRX Joins the 2026 Takeout Wave

Angelini Pharma announced this morning they are buying Catalyst Pharmaceuticals for $4.1 billion. Italian private pharma group, US rare disease commercial asset, $31.50 per share cash. That makes 10 announced biotech deals in 2026 so far, totaling $41.6 billion. The takeout tape is running hot.

But the CPRX deal has a wrinkle worth flagging.

The premium is too light, and the lawyers know it

$31.50 against a prior unaffected reference price near $26 works out to a 21 percent premium. Sounds fine on the surface. But Catalyst has $589 million in revenue and $296 million in EBITDA, so the enterprise value at deal price comes out to roughly 12 times EBITDA. Rare disease takeouts in 2024 and 2025 closed in the 20 to 25 times EBITDA range. This is well below the comp set.

Within hours of the announcement, Ademi LLP and Halper Sadeh LLC both filed shareholder fair-price investigations. These investigations always show up on takeouts, but they show up faster and louder when the premium looks soft. That is exactly what we are seeing here.

Hold this one for a topper, not the deal close

This is the part to focus on. When a US rare disease commercial asset gets taken out at 12 times EBITDA by a foreign private buyer, two things usually happen next. Either a topping bid shows up from a Sanofi, Jazz, Ipsen, Recordati, or Chiesi who can pay 15 percent more and still get a strategic asset cheap. Or the board gets pushed via shareholder pressure to negotiate a sweetened bid before close.

Either way, the right move is to hold for the next 30 to 60 days and watch for a counter offer. The arb spread between current price and announced deal price is essentially zero, so selling now into the deal locks in a small gain but gives up the topper option entirely. If a counter shows up at fair value, the price moves to the high $30s. If it does not, the deal closes at $31.50 in 6 to 9 months pending antitrust. The downside is opportunity cost, not capital loss.

The fair-price lawsuits are the institutional signal. Two firms publicly investigating means there is real expectation that more is coming. Hold for the topper.

The 2026 takeout scorecard, 10 deals, $41.6B

This is what consolidation looks like when it is real. Every one of these names was on the radar before the deal hit.

CNTA to Lilly, $7.8 billion. Radiopharmaceutical platform.

OGN to Sun Pharma, $6.8 billion. Women's health and biosimilars commercial portfolio, India-based acquirer.

TERN to Merck, $6.7 billion. Oral GLP-1 obesity asset.

APLS to Biogen, $5.6 billion upfront. Complement platform with SYFOVRE in geographic atrophy and EMPAVELI in PNH.

CPRX to Angelini Pharma, $4.1 billion. Rare disease commercial portfolio.

SLNO to Neurocrine, $2.9 billion. Prader-Willi syndrome rare disease asset.

DAWN to Servier, $2.5 billion. Oncology bispecific platform, French acquirer.

RAPT to GSK, $2.2 billion. Immunology and inflammation pipeline.

KALV to Chiesi, $1.9 billion. Hereditary angioedema oral therapy, Italian acquirer.

ESPR to ARCHIMED, $1.1 billion. Cardiovascular commercial NEXLETOL franchise.

Three themes driving the 2026 tape

European pharma is shopping aggressively in the US. Angelini, Servier, Chiesi, ARCHIMED have all closed deals this year. CPRX is the second Italian deal this week alongside KALV. The dollar economics work and orphan drug pricing is durable.

Rare disease and orphan drug commercial assets in the $1B to $8B range are the sweet spot. Angelini at $4.1B for CPRX, Chiesi at $1.9B for KALV, ARCHIMED at $1.1B for ESPR, Neurocrine at $2.9B for SLNO. Big pharma plus mid-cap European pharma plus PE-backed buyers all hunting in the same zone.

Big pharma is going large where strategic fit is right. Merck paid $6.7B for TERN to add to obesity, Lilly paid $7.8B for CNTA to add to radiopharm, Biogen paid $5.6B upfront for APLS to add to complement. These are franchise acquisitions, not tuck-ins.

The takeaway

Italian pharma got CPRX cheap. The market knows it. The fair-price lawsuits are filed. Hold for a topper and watch the next 30 days. If a counter does not materialize, the deal closes at $31.50. If it does, the price moves materially higher.

10 deals, $41.6 billion, 2026 is the year European pharma came shopping in the US.