Soleno Therapeutics, Inc. was acquired by Neurocrine Biosciences Inc on May 18, 2026, according to the Form 8-K Neurocrine Biosciences Inc filed with the SEC. The filing states a price of $2.9 billion. The deal closed under a merger agreement dated April 5, 2026. It is the only completed acquisition Neurocrine Biosciences Inc reported under Item 2.01 in the last twelve months (Form 8-K, May 18, 2026).
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Neurocrine Biosciences Inc completed its acquisition of Soleno Therapeutics, Inc. on 2026-05-18, according to the Form 8-K Neurocrine Biosciences Inc filed with the SEC on 2026-05-18. The filing states a price of $2.9 billion.
| Acquirer | Neurocrine Biosciences Inc |
|---|---|
| Acquired | Soleno Therapeutics, Inc. |
| Completed | 2026-05-18 |
| Price stated in the filing | $2.9 billion |
| Reported by | Neurocrine Biosciences Inc (NBIX), the buyer |
| Filing | Form 8-K, filed 2026-05-18 |
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What the filing says
The Company completed the acquisition of Soleno on May 18, 2026, by causing Purchaser to merge with and into Soleno (the " Merger ") pursuant to the Merger Agreement without any action by Soleno stockholders in accordance with Section 251(h) of the General Corporation Law of the State of Delaware (the " DGCL ").
How much did Neurocrine Biosciences Inc pay for Soleno Therapeutics, Inc.?
The aggregate cash paid by the Company and Purchaser in the Offer and the Merger was approximately $2.9 billion, plus related fees and expenses, which was funded by the Company from its available cash on hand.
More from the filing
As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the " SEC ") by Neurocrine Biosciences, Inc., a Delaware corporation (the " Company "), on April 6, 2026, the Company entered into an Agreement and Plan of Merger, dated as of April 5, 2026 (the " Merger Agreement "), with Sigma Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (" Purchaser "), and Soleno Therapeutics, Inc., a Delaware corporation (" Soleno ").
Pursuant to the Merger Agreement, on April 20, 2026, the Company, through Purchaser, commenced a tender offer to purchase all the outstanding shares of Soleno's common stock, par value $0.001 per share (the " Soleno Shares "), at a price of $53.00 per Soleno Share (the " Offer Price "), in cash, without interest and subject to any required withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated April 20, 2026 (together with any amendments or supplements thereto, the " Offer to Purchase ") and in the related Letter of Transmittal (together with
The Offer and related withdrawal rights expired as scheduled at one minute following 11:59 p.m.
Quoted from Neurocrine Biosciences Inc's Form 8-K; also reported in Form 8-K of 2026-05-18.
This is the only completed acquisition Neurocrine Biosciences Inc reported under Item 2.01 in the last twelve months.
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Look up Neurocrine Biosciences IncWhere this comes from
A public company must file a current report on Form 8-K with the SEC within four business days of completing a significant acquisition or disposition of assets, under Item 2.01 of the report. The acquired company sometimes files one too, when the deal makes it a subsidiary of the buyer.
Every fact on this page is taken from one of those filings and linked to it: which company acquired which, the date the filing gives for completion, and the price when the filing states one in dollars, shown next to the sentence that states it. A filing states what was bought and on what terms; it rarely states why, and neither does this page.