Merck KGaA to Buy Silence Therapeutics for $1.3 Billion, More Than Doubling the Stock

Silence Therapeutics (NASDAQ: SLN) more than doubled after Merck KGaA agreed to buy it for $20 per ADS in cash, a 130% premium.

Silence Therapeutics plc (NASDAQ: SLN) shares more than doubled Monday morning after Germany’s Merck KGaA agreed to acquire the London-based RNA drug developer for $20 per American Depositary Share in cash. The deal values Silence at about $1.3 billion in equity and $1.1 billion in enterprise value. By 9:52 a.m. ET, the stock had jumped 125.7% to $19.59, just below the offer price, on volume of more than 36 million shares, about 94 times its daily average.

Key Points

  • Merck KGaA will pay $20 per ADS in cash, a 130% premium to Friday’s close of $8.68 and an 82% premium to the 30-day average price.
  • Silence’s lead drug, divesiran, cut the need for blood draws in a rare blood cancer in Phase 2, and it is now ready for Phase 3.
  • Silence’s board unanimously approved the deal, and holders of about 14% of voting power have agreed to support it.
  • The acquisition is expected to close in the first quarter of 2027, subject to shareholder, court and regulatory approvals.

Merck KGaA Pays Up for Silence Therapeutics (NASDAQ: SLN)

Each Silence ADS represents three ordinary shares, so the offer works out to about $6.67 per ordinary share. Merck KGaA will fund the deal with new debt and carry it out through a UK scheme of arrangement, a court-supervised process that requires approval from Silence shareholders and the High Court.

Silence’s interim principal executive officer and chairman, Iain Ross, said the deal came out of a competitive sale process and “delivers significant, immediate and certain value to our shareholders.”

Divesiran Is the Prize

The deal centers on divesiran, a small interfering RNA (siRNA) drug for polycythemia vera (PV). PV is a rare blood cancer in which the body makes too many red blood cells, and many patients need regular phlebotomy, or blood draws, to manage it. Divesiran works by silencing the TMPRSS6 gene, which raises the hormone hepcidin and limits the iron available to make red blood cells. Patients take it as an injection under the skin once every three months.

The Phase 2 SANRECO results were strong. 88% of patients on divesiran responded, compared with 19% on placebo. Patients on the drug also needed an average of just 0.2 phlebotomies over 36 weeks, versus 2.1 on placebo. The drug was well tolerated, with no new safety findings.

“The planned acquisition of Silence Therapeutics will strengthen our capabilities to serve patients,” said Kai Beckmann, chairman of the executive board and group CEO of Merck KGaA.

A Hematology Entry Point for Merck KGaA

For Merck KGaA, the deal builds on last year’s SpringWorks Therapeutics acquisition and expands its rare disease pipeline. It also gives the company its first foothold in hematology. Danny Bar-Zohar, CEO of Merck KGaA’s healthcare business, called the deal “a significant step forward in our strategy.” Silence has about 80 employees across the UK, the US and Germany.

Silence Therapeutics (NASDAQ: SLN) Leads the PRISM Global Health Index

Silence is a member of the PRISM Global Health Index, where it is by far today’s top gainer. The deal also highlights how much big pharma will pay for late-stage, small-cap biotech assets with strong mid-stage data. Elsewhere in the index, Fractyl Health (NASDAQ: GUTS) fell about 7% as it continued to slide after last week’s Revita results.

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