Merck completes $5.8 billion acquisition of Terns Pharmaceuticals

Merck (known as MSD outside the U.S. and Canada) has announced the successful completion of its acquisition of Terns Pharmaceuticals. The deal brings TERN-701, a novel investigational oral therapy, into Merck’s portfolio, potentially setting a new standard for chronic myeloid leukemia (CML) treatment.

Financial transaction highlights

  • Purchase price: Merck completed a cash tender offer at $53.00 per share for all outstanding Terns common stock.

  • Transaction structure: Following the tender offer, which secured approximately 86.36% of Terns’ shares, Merck finalized the acquisition through a merger, making Terns a wholly-owned subsidiary. Terns’ stock will no longer be traded on the Nasdaq.

  • Financial impact: The transaction is accounted for as an asset acquisition, resulting in a one-time R&D charge of approximately $5.8 billion in Merck’s 2026 financial results.

TERN-701: A breakthrough in oncology The centerpiece of the acquisition is TERN-701, an investigational oral allosteric BCR::ABL1 tyrosine kinase inhibitor (TKI).

  • Regulatory success: The drug recently received FDA Breakthrough Therapy Designation for adult patients with chronic-phase CML who have previously failed two or more TKIs.

  • Mechanism of action: Designed to bind to the ABL myristoyl pocket, TERN-701 aims for a best-in-disease profile to improve outcomes for patients with Philadelphia chromosome-positive CML.

Merck’s hematology strategy The addition of Terns aligns with Merck’s strategy to broaden its hematology pipeline, which currently features several Phase 3 candidates like bomedemstat and nemtabrutinib. Merck leadership emphasized that acquiring Terns reflects a continued focus on science-driven business development to deliver meaningful innovation to cancer patients worldwide.

Source: https://www.contractpharma.com/breaking-news/merck-agrees-to-acquire-terns-for-6-7b/

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