Clinical development is inherently capital intensive. As programs move from early-stage studies into Phase 2 and Phase 3 trials, costs typically rise due to expanded enrollment, multi-site coordination, manufacturing scale-up, and regulatory preparation.
Companies such as Eledon Pharmaceuticals, which is advancing immune-modulating therapies, and Cardiff Oncology, focused on targeted oncology treatments including onvansertib, illustrate the type of clinical-stage businesses navigating these funding dynamics. As programs mature, capital planning becomes increasingly tied to milestone timing.
Similarly, Ocugen, with gene therapy and ophthalmology-focused programs, and Cocrystal Pharma, which develops antiviral therapeutics, operate in segments where development timelines and regulatory pathways can require sustained financial flexibility.
Even companies earlier in commercialization strategy development, such as Nutriband, which is advancing transdermal pharmaceutical technologies, must balance product advancement with capital market realities.
These examples reflect a broader sector pattern: advancing innovation requires consistent access to funding.
The Importance of the Catalyst Calendar
Biotech financing windows often open around meaningful clinical or regulatory catalysts. Positive data can strengthen negotiating leverage. But waiting until after results are announced can introduce risk — particularly if broader market conditions shift.
With 2026 shaping up to include a number of anticipated data readouts across the industry, companies are evaluating whether to raise capital ahead of milestones, opportunistically during periods of sector strength, or in response to results.
Preparation matters.
Management teams that establish investor visibility and maintain consistent communication before catalysts emerge may find themselves better positioned if and when market windows open.
M&A Activity Is a Tailwind — Not a Strategy
Large pharmaceutical companies continue to evaluate external pipelines to supplement internal research efforts. Periodic acquisition activity can improve sentiment across small-cap biotech and help reset valuation benchmarks.
However, M&A remains selective and unpredictable. Most clinical-stage companies must plan under the assumption that equity or structured financing will remain the primary funding path.
For investors, that distinction is important.
Why Capital Strategy Matters for Shareholders
In small-cap biotech, capital access influences more than just cash runway. It can affect development pace, trial continuity, partnership leverage, and dilution levels.
A company that secures funding under stable market conditions may retain greater operational flexibility. One that is forced to raise under pressure may encounter less favorable terms.
As 2026 approaches, the differentiator may not simply be who generates data — but who manages capital strategy effectively alongside clinical execution.
Biotech remains data-driven and inherently volatile. Yet improving sector sentiment and a growing milestone calendar suggest that capital formation decisions could play a defining role in shaping outcomes over the next 12–18 months.
For small-cap investors, understanding both the science and the financing strategy may be equally important in the year ahead.
Robert LeBoyer, Senior Vice President, Equity Research Analyst, Biotechnology, Noble Capital Markets, Inc.
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Cadrenal Announced Phase 2 Data With End-of-Phase-2 Meeting Scheduled. Cadrenal announced data from the Phase 2 trial of its anti-thrombotic CAD-1005 (formerly known as VLX-1005) for HIT, or heparin-induced thrombocytopenia. Cadrenal has also been granted an End-of-Phase 2 meeting with the FDA to discuss the trial results and design of a Phase 3 trial. These are important milestones in the development of CAD-1005.
Phase 2 Produced Unexpected Findings. The Phase 2 trial tested safety and efficacy of CAD-1005 in patients receiving standard anticoagulant therapy. Its Primary Endpoint was designed to show CAD-1005 improved platelet recovery, testing platelet count recovery as a biomarker for thrombosis and outcome. This Primary Endpoint did not meet statistical significance, and did not find a correlation between platelet count normalization and thrombotic events.
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V2X builds innovative solutions that integrate physical and digital environments by aligning people, actions, and technology. V2X is embedded in all elements of a critical mission’s lifecycle to enhance readiness, optimize resource management, and boost security. The company provides innovation spanning national security, defense, civilian, and international markets. With a global team of approximately 16,000 professionals, V2X enables mission success by injecting AI and machine learning capabilities to meet today’s toughest challenges across all operational domains.
Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.
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Overview. In the fourth quarter, V2X drove record quarterly revenue, adjusted EBITDA, and adjusted cash flow. These results reflect the strength of the Company’s strategy and alignment with national security priorities for readiness and modernization. V2X continues to see momentum across the business coming through contract wins in key growth areas, and we are encouraged by the ongoing demand for the Company’s mission solutions.
4Q25 Results. Revenue increased 5% y-o-y to a record $1.22 billion. Adjusted EBITDA was $88.7 million for the quarter, also a record for the Company. and exceeding management’s expectations. Adjusted net income was $49.3 million and adjusted EPS was $1.56, both representing double-digit year-over-year growth. We were at $1.19 billion, $81 million, and $1.33, respectively.
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Patrick McCann, CFA, Research Analyst, Noble Capital Markets, Inc.
Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.
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Q4 results. Perfect reported Q4 revenue of $18.1 million, up 14.2% Y/Y and largely in line with our estimate of $18.2 million, while adj. EBITDA of $1.4 million exceeded our forecast of $1.0 million, representing 8% margins. Excluding a one-time goodwill write-off, the company would have generated operating income, underscoring improving cost discipline and operating leverage.
B2C momentum the primary growth driver. Management noted that strong demand for AI-powered content creation is driving engagement across the YouCam app portfolio. Generative AI photo and video tools remain key contributors, and we believe Perfect’s expertise with these technologies positions it well to benefit from sustained demand for personalized, AI-enabled digital experiences.
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InPlay Oil is a junior oil and gas exploration and production company with operations in Alberta focused on light oil production. The company operates long-lived, low-decline properties with drilling development and enhanced oil recovery potential as well as undeveloped lands with exploration possibilities. The common shares of InPlay trade on the Toronto Stock Exchange under the symbol IPO and the OTCQX Exchange under the symbol IPOOF.
Mark Reichman, Managing Director, Equity Research Analyst, Natural Resources, Noble Capital Markets, Inc.
Hans Baldau, Associate Analyst, Noble Capital Markets, Inc.
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2026 guidance. InPlay approved a C$66 to C$74 million capital program targeting average production of 18,600 to 19,200 boe/d (~61% light oil and NGLs), representing approximately 11% growth over the estimated 2025 production of ~17,000 boe/d. Management forecasts adjusted funds flow (AFF) of C$122 to C$129 million and free adjusted funds flow (FAFF) of C$48 to C$63 million, implying an 11% to 15% FAFF yield. Year-end net debt is guided to C$199 to C$206 million, reflecting continued deleveraging.
Estimate revisions. We have adjusted our 2026 estimates to average production of 18,900 boe/d, revenue of C$338.3 million, and AFF of C$125.2 million, or C$4.45 per share. For Q1 2026, we have assumed production of 18,605 boe/d, revenue of C$79.0 million, and AFF of C$26.6 million, or C$0.95 per share. The first quarter carries heavier drilling activity, with five wells drilled and completed, most coming onstream late in the period, marking Q1 as the lightest production quarter of the year. We forecast 2026 capital expenditures of C$70 million.
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As European manufacturing and logistics firms solidify their North American foundations, a parallel wave of strategic acquisition is transforming the U.S. service and retail landscape. For the European acquirer, the U.S. “Service Economy” represents more than just a massive consumer base; it is a gateway to specialized talent pools, cutting-edge digital platforms, and a resilient commercial ecosystem that can de-risk a global portfolio.
Navigating this transition from “Industrial Footprint” to “Commercial Dominance” requires a nuanced understanding of the U.S. consumer and the specialized expertise that defines American business services.
Accelerating Market Penetration in U.S. Retail
Acquiring an established U.S. retail asset offers European firms an immediate bridge to a vast and diverse consumer demographic. Rather than attempting the long, capital-intensive process of organic brand building, an acquisition provides instant access to existing customer loyalty and multi-channel distribution networks.
In 2026, the value of these assets is increasingly found in their “Omni-channel” readiness. European buyers are targeting U.S. firms that have successfully integrated physical brick-and-mortar stores with sophisticated e-commerce and mobile app platforms. This dual presence allows European owners to introduce their own innovations into a pre-established American “customer journey,” creating immediate revenue synergies.
Expanding Expertise through Business Services
The U.S. professional services sector—encompassing everything from IT consulting and marketing agencies to HR solutions—offers a deep well of specialized capabilities. For a European company, these acquisitions are less about physical equipment and more about acquiring Intellectual Capital and established client portfolios.
A U.S.-based service arm provides the “local eyes” necessary to interpret complex market shifts in real-time. By integrating these specialized talent pools, European firms can deepen their industry-specific insights, ensuring that their service delivery model is tuned to the unique expectations of American clients.
The Technology Bridge: Harnessing Digital Transformation
The U.S. remains a global leader in the adoption of customer-facing technologies. A primary driver for modern M&A is the desire to “import” U.S. digital capabilities—such as advanced CRM systems, cloud-based logistics solutions, and AI-driven data analytics—back into the European parent organization.
Leveraging these tools allows European acquirers to personalize offerings and refine marketing spend with a level of precision that is often more advanced in the U.S. market. This cross-pollination of digital strategies doesn’t just improve the U.S. subsidiary; it enhances the operational insights of the entire global enterprise.
Securing the Human Element: Talent and Culture
In the service and retail sectors, the “product” is the people. Consequently, securing key management and sales talent is a critical component of the due diligence process. European buyers must evaluate U.S. talent pools not just for technical skill, but for cultural alignment with the parent company’s values. Moreover, European buyers need to conduct thorough due diligence as part of the M&A process to understand the employee culture of the potential U.S. target, the employment practices of the U.S. target, federal and state labor laws, laws and regulations impacting benefits, potential pension plan liabilities and other risks and liabilities inherent in any acquisition of employees. Such deep understanding of U.S. work culture is also critical to avoid the common pitfall of imposing the parent company culture, which can be detrimental to employee morale, increase turnover, and lower productivity.
Initial considerations must include a thorough review of U.S. employment agreements, non-compete clauses, non-solicitation provisions, confidentiality protections, equity incentive plans, severance provisions and other such agreements, which may differ significantly from European standards. Understanding these “at-will” dynamics early ensures that the “Human Capital” of the target remains incentivized and engaged throughout the integration process.
Conclusion: Cultivating New Growth Avenues
Strategic M&A in the U.S. business services and retail sectors is a powerful engine for global expansion. By combining European innovation with American market scale and digital expertise, firms can establish a resilient, customer-centric presence that is built for enduring success.
Having explored the strategic opportunities, we now dive into the “Rulebook.” In our next article, we decode the multi-layered U.S. legal, tax, and regulatory landscape that every European acquirer must master.
ABOUT THE AUTHORS:
Nico Pronk is Managing Partner, CEO, and Head of Investment Banking at Noble Capital Markets. Nico has over 35 years of experience working with IPOs, Secondary Offerings, Private Placements and Mergers and Acquisitions including complex cross-border transactions. During his career he has served as Director or Advisor to numerous privately held and publicly traded companies.
Bruce C. Rosetto is a Senior Partner and Shareholder at Greenberg Traurig LLP and represents private and public companies, private equity funds, hedge funds, investment banks, and entrepreneurial clients in a wide variety of industries. He has broad experience in domestic and international mergers and acquisitions, raising capital, securities work, private placement financings, corporate governance, alternate assets, and projects qualifying for investment under the EB-5 Entrepreneur Investment Visa Program. He also forms private equity funds and family offices and represents affiliated portfolio companies.
Fred Campos is a Managing Director atCBIZ with more than 20 years of experience in accounting and finance and more than 300 executed buy-side and sell-side M&A engagements. Prior to joining CBIZ, Fred founded and led a boutique advisory services firm focused on mergers and acquisitions and exit readiness. Earlier in his career, he was part of the cross-border practice at Ernst & Young (EY) where he assisted EY’s global clients on cross-border deals. Fred also established and led the regional transaction advisory services practice for a global top tier public accounting firm.
Mark Chaves, Managing Director with CBIZ, assists companies with domestic and international tax planning and structuring, mergers and acquisitions, and business reorganizations. Mark has focused his career on working with multinational corporations to manage cross-border direct and indirect tax issues, foreign tax credit and repatriation planning, reorganization of expatriate and inpatriate tax matters, and ASC 740 reporting. Additionally, Mark assists individuals with international estate planning, inbound tax structuring of investments in U.S. real property, and pre-immigration planning as well as with cross-border tax issues and filings for FINCEN compliance.
Matthew (Matt) Podowitz is the founder and Principal Consultant of Pathfinder Advisors LLC, bringing experience on 400+ global M&A engagements to his clients. Matt specializes in the critical operational and technology aspects of M&A transactions, providing due diligence, carve-out, integration, and value creation services. Leveraging his perspective as a dual US/EU citizen, he provides seamless support for cross-border M&A transactions through every step of the transaction lifecycle in both markets. His background includes leadership roles at firms like Ernst & Young, Grant Thornton, and CFGI.
Mark Reichman, Managing Director, Equity Research Analyst, Natural Resources, Noble Capital Markets, Inc.
Hans Baldau, Associate Analyst, Noble Capital Markets, Inc.
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Updated feasibility study. Century released the results of its 2026 NI 43-101 feasibility study for the 100%-owned Angel Island Lithium Project in Esmeralda County, Nevada. The updated study reflects engineering optimization and improvements that materially strengthen the project’s economic profile and highlight Angel Island as one of the most significant and economically robust sedimentary lithium developments in the United States.
Lower initial capital expenditures. Phase I initial capital expenditures are estimated to be $997 million, a significant reduction from the $1.5 billion outlined in the 2024 Study. The updated study streamlines development into a two-phase approach. Phase I contemplates 7,500 tonnes per day (tpd) of mill feed, expanding to 15,000 tpd in Phase II beginning in Year 5. Phase II expansion capital is estimated at $660 million. A previously planned third expansion phase has been eliminated, lowering overall capital requirements. The economic analysis is based on a 40-year production schedule, with planned life-of-mine average production of 26,500 tonnes per annum of battery-grade lithium carbonate.
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Great Lakes Dredge & Dock Corporation is the largest provider of dredging services in the United States. In addition, Great Lakes is fully engaged in expanding its core business into the rapidly developing offshore wind energy industry. The Company has a long history of performing significant international projects. The Company employs experienced civil, ocean and mechanical engineering staff in its estimating, production and project management functions. In its over 131-year history, the Company has never failed to complete a marine project. Great Lakes owns and operates the largest and most diverse fleet in the U.S. dredging industry, comprised of approximately 200 specialized vessels. Great Lakes has a disciplined training program for engineers that ensures experienced-based performance as they advance through Company operations. The Company’s Incident-and Injury-Free® (IIF®) safety management program is integrated into all aspects of the Company’s culture. The Company’s commitment to the IIF® culture promotes a work environment where employee safety is paramount.
Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.
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Overview. Great Lakes reported solid 4Q25 results in its likely last quarter as a public company. A full quarter of work from the Amelia Island and higher capital and offshore energy revenue drove the results. Offshore energy revenue rose to $24.1 million in the quarter, up from $6.1 million in 3Q25. Higher costs associated with the pending merger and increased incentive compensation impacted operating income, which rose to $32.6 million from $30 million in 4Q24.
4Q25 Results. Revenue was $256.5 million, up from $202.8 million in 4Q24 and above our $220.5 million estimate. Adjusted EBITDA totaled $44 million compared to $40.2 million last year and in-line with our $44.5 million estimate. Adjusted net income was $20.7 million, or $0.30/sh, compared to $19.7 million, or $0.29/sh, last year.
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Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.
Jacob Mutchler, Research Associate, Noble Capital Markets, Inc.
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Increases its stake in Veloce Media Group. SEGG Media increases its stake from 12.4% to over 51% in Veloce Media Group, a UK-based digital media and gaming company focused on esports, gaming content, and motorsport entertainment, valuing the company at $61 million. Veloce current management is expected to manage the business and the company has nominated Daniel Bailey, co-founder and CEO of Veloce, to the SEGG board.
Could own up to 75%. The purchase was for cash and stock, with the vast majority for stock. The company issued 2.52 million shares in the transaction, valuing the SEGG shares at $10 per share. SEGG extended the offer for a portion of the remaining interest in Veloce it does not own, and, as such, SEGG may control a larger percentage once the transaction is completed within the next few weeks.
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Patrick McCann, CFA, Research Analyst, Noble Capital Markets, Inc.
Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.
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BTM 1-for-7 reverse stock split. On February 23, 2026, the company’s Class A common stock began trading on a split-adjusted basis on Nasdaq. The action had been previously authorized by shareholders and approved by the Board and did not reflect any change in operating performance or strategy.
No alteration to economic ownership or fundamentals. Every seven shares outstanding were consolidated into one share, with fractional shares cashed out based on the pre-split VWAP. Authorized shares and par value remained unchanged, while public warrants, equity awards, and other convertible securities were adjusted proportionally, including a mechanical increase in the BTMWW warrant exercise price.
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CECO Environmental Corp. (Nasdaq: CECO) and Thermon Group Holdings, Inc. (NYSE: THR) have entered into a definitive agreement to combine in a stock and cash transaction valued at approximately $2.2 billion, creating a scaled industrial platform focused on mission-critical environmental and thermal solutions.
The combined company will operate under the CECO Environmental name and continue to be led by CEO Todd Gleason. Upon closing, CECO and Thermon shareholders are expected to own roughly 62.5% and 37.5% of the combined company, respectively.
The transaction adds Thermon’s industrial process heating, heat tracing, and temperature management technologies to CECO’s portfolio of environmental, emissions control, industrial air quality, and water treatment solutions. The result is a broader, more diversified platform serving energy, power generation, industrial, and infrastructure markets.
Thermon brings established capabilities in process heating systems that are widely used in energy infrastructure and industrial facilities. By integrating these technologies, CECO meaningfully expands its exposure to thermal management applications—an area tied to long-term trends such as energy transition, industrial reshoring, infrastructure buildout, and decarbonization initiatives.
Management from both companies emphasized the complementary nature of their offerings. CECO’s existing footprint in emissions control, air quality, and water treatment aligns with Thermon’s temperature management solutions, creating opportunities to serve customers across more components of their industrial systems.
The combined platform is expected to provide customers with integrated solutions designed to protect people, equipment, processes, and the environment—an increasingly important value proposition as regulatory standards tighten globally.
Under the terms of the agreement, Thermon shareholders may elect to receive a mix of cash and CECO stock, all-cash consideration, or all-stock consideration, subject to proration limits. The mixed consideration implies a per-share value of approximately $63.13 based on CECO’s February 23, 2026 closing price, representing a 26.8% premium to Thermon’s closing price the same day.
The companies expect to generate approximately $40 million in annual cost synergies within 36 months following the close of the transaction. In addition to cost efficiencies, the combined company is anticipated to benefit from a more balanced revenue mix, including greater exposure to short-cycle and aftermarket service revenues.
Scale also plays a central role. Larger industrial customers increasingly prefer suppliers capable of delivering comprehensive engineered solutions across multiple technical disciplines. The merger positions CECO to compete for larger, more complex projects while maintaining participation in recurring service and maintenance markets.
The transaction has been unanimously approved by both companies’ boards of directors and is expected to close in mid-2026, subject to customary closing conditions. Jason DeZwirek, Chairman of CECO, and related holders representing approximately 15.2% of CECO’s voting power have agreed to vote in favor of the deal, subject to certain exceptions.
Following completion, CECO’s board will include two members from Thermon’s current board, while executive leadership will remain under Gleason.
If completed, the transaction marks a significant step in CECO’s evolution into a broader industrial technology platform, combining environmental and thermal management capabilities under one publicly traded entity.
Gilead Sciences (Nasdaq: GILD) is doubling down on cell therapy. The Foster City–based biopharma announced it will acquire Arcellx (Nasdaq: ACLX) in a transaction valued at approximately $7.8 billion in equity value, giving Gilead full control of anitocabtagene autoleucel (anito-cel), an investigational BCMA-directed CAR T-cell therapy for multiple myeloma.
Kite, a Gilead company, has partnered with Arcellx since 2022 to co-develop and co-commercialize anito-cel. Under the new agreement, Gilead will acquire all outstanding shares of Arcellx it does not already own for $115 per share in cash, plus one non-transferable contingent value right (CVR) worth $5 per share if cumulative global net sales of anito-cel reach $6.0 billion from launch through year-end 2029.
The $115 cash component represents a 68% premium to Arcellx’s 30-day volume-weighted average share price as of February 20, 2026. Gilead already owns approximately 11.5% of Arcellx’s outstanding common stock. The transaction, approved by both companies’ boards, is expected to close in the second quarter of 2026, subject to customary conditions including the tender of a majority of outstanding shares, regulatory approvals and other standard closing requirements.
If completed, the acquisition would eliminate profit-sharing, milestone payments and royalty obligations tied to the existing collaboration, streamlining economics as Gilead prepares for potential commercialization.
The timing is notable. The U.S. Food and Drug Administration has accepted the Biologics License Application (BLA) for anito-cel as a fourth-line treatment for adult patients with relapsed or refractory multiple myeloma. The application is supported by results from a Phase 1 study and the pivotal Phase 2 iMMagine1 trial. The FDA has set a Prescription Drug User Fee Act (PDUFA) target action date of December 23, 2026.
In clinical studies to date, anito-cel has demonstrated deep and durable responses with a predictable and manageable safety profile, according to company disclosures. Multiple myeloma remains an area of high unmet need, particularly among heavily pretreated patients who often face diminishing responses, increasing toxicity and fewer therapeutic options over time.
Full ownership provides Gilead with greater flexibility to align development strategy, scale manufacturing through Kite, and potentially explore expansion into earlier lines of therapy, subject to clinical outcomes and regulatory review.
Beyond anito-cel, Gilead is also acquiring Arcellx’s D-Domain CAR platform, which has generated proprietary target-binding domains designed to improve specificity and binding affinity. The platform may support future CAR T-cell programs, bispecific constructs and in vivo cell therapy approaches, further strengthening Gilead’s oncology pipeline.
Management indicated that, upon FDA approval of anito-cel, the proposed transaction is expected to be accretive to earnings per share in 2028 and thereafter.
For investors, the acquisition highlights a broader trend in large-cap biotech capital deployment. Established companies are increasingly seeking full ownership of late-stage oncology assets to simplify economics, reduce long-term partnership obligations and consolidate strategic control ahead of potential commercialization milestones.
Cell therapy remains one of the most capital-intensive areas of oncology, requiring specialized manufacturing, logistics and commercial infrastructure. Gilead’s move signals confidence in both the asset and its ability to integrate development and commercialization within its existing cell therapy platform.
The next key inflection point will be the FDA’s review decision later this year, which will shape the commercial trajectory of anito-cel and the long-term impact of the acquisition.
Kratos Defense & Security Solutions, Inc. (NASDAQ:KTOS) develops and fields transformative, affordable technology, platforms, and systems for United States National Security related customers, allies, and commercial enterprises. Kratos is changing the way breakthrough technologies for these industries are rapidly brought to market through proven commercial and venture capital backed approaches, including proactive research, and streamlined development processes. At Kratos, affordability is a technology, and we specialize in unmanned systems, satellite communications, cyber security/warfare, microwave electronics, missile defense, hypersonic systems, training and combat systems and next generation turbo jet and turbo fan engine development. For more information go to www.kratosdefense.com.
Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.
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Acquisition. In a 424B3 filing, Kratos disclosed that it acquired Nomad Global Communication Solutions, Incorporated, for an initial amount of 972,136 KTOS shares or approximately $100 million. Nomad provides mobile command, control, and communications systems for space and satellite systems, UAVs, counter UAVs, and other systems, with clients including all branches of the U.S. armed forces, Homeland Security, and other Agencies, among others. We expect management to provide additional detail and color on the earnings call.
Drone Dominance. Kratos has been selected to participate in the initial Phase 1 Gauntlet for the Office of the Secretary of War’s Drone Dominance Program. This opportunity seeks to identify and evaluate platforms capable of demonstrating multiple one-way attack missions through a live competition. Upon successful completion of the Gauntlet, participants will be ranked and extended a prototype delivery award based on their performance and placement. The Drone Dominance Program represents a $1.1 billion investment in groundbreaking unmanned systems technologies. The program aims to procure approximately 350,000 units.
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