Merck KGaA Agrees to Acquire SpringWorks for $3.9 Billion
Merck KGaA is moving forward with the acquisition of SpringWorks Therapeutics, confirming a definitive agreement at $47 per share in cash, valuing the deal at approximately $3.9 billion in equity value and €3.0 billion ($3.4 billion) in enterprise value.
The Darmstadt-based science and technology company confirmed on April 28 that it will acquire the Stamford, Connecticut-based biopharmaceutical firm, strengthening Merck’s presence in the U.S. healthcare market and expanding its portfolio in rare tumors. The agreed price reflects a 26% premium over SpringWorks’ unaffected 20-day volume-weighted average share price of $37.38 as of February 7, 2025 — the day before market speculation around a potential deal first emerged.
Belén Garijo, Chair of the Executive Board and CEO of Merck, said:
“The agreed acquisition of SpringWorks is a major step in our active portfolio strategy to position Merck as a globally diversified, innovation and technology powerhouse. For our Healthcare sector, it sharpens the focus on rare tumors, accelerates growth, and strengthens our presence in the U.S. Beyond this planned transaction, we will continue to explore M&A opportunities across our three complementary business sectors, always with a firm focus on strategic fit, financial robustness, and long-term value creation.”
Merck noted that the planned acquisition will immediately add revenue and is expected to accelerate mid- to long-term growth within its Healthcare division. Upon closing, the deal is expected to be accretive to earnings per share pre (EPS pre) by 2027. The acquisition will be financed with available cash and new debt, with Merck emphasizing its commitment to maintaining a strong investment-grade credit rating.
The acquisition aligns with Merck’s strategic business development and M&A priorities, as outlined during the company’s Capital Markets Day in October 2024, including a focus on external innovation and selective acquisitions that offer early value creation. It also reflects the company’s broader ambition to bolster its footprint in the U.S. — the world’s largest pharmaceutical market.
SpringWorks brings a compelling portfolio to Merck, led by two FDA-approved, first-in-class therapies: OGSIVEO® (nirogacestat) for adults with progressing desmoid tumors requiring systemic treatment, and GOMEKLI™ (mirdametinib) for adults and children with NF1-associated plexiform neurofibromas (NF1-PN) not amenable to complete resection. SpringWorks’ marketing authorization applications for both therapies are under review by the European Medicines Agency (EMA), with potential approvals expected later in 2025.
Peter Guenter, Member of the Executive Board and CEO of Healthcare at Merck, stated:
“We have the unique opportunity with SpringWorks to establish a leadership position in rare tumors and build a strong foundation for further investments in this area, where a large unmet medical need exists. Together, Merck and SpringWorks are the perfect combination to improve outcomes for patients with rare tumors and bring therapeutic innovations to more patients worldwide while building on and reinforcing the early success of SpringWorks in the United States. For Merck, the planned acquisition will create long term, sustainable growth for our Healthcare business. Along with my successor Danny Bar-Zohar, we look forward to completing this strategic transaction and making a meaningful difference for patients whose lives are so profoundly affected by these complex and challenging tumors.”
The transaction will also allow SpringWorks to extend its reach beyond the U.S. market by leveraging Merck’s global infrastructure.
Saqib Islam, CEO of SpringWorks Therapeutics, commented:
“From the outset, our focus at SpringWorks has been to create transformative solutions for patients suffering from serious diseases. We have successfully launched two best-in-class medicines in the United States, and with the aspiration to deliver our therapies worldwide, our journey is at a pivotal juncture. It became clear during our discussions with the Merck team that we share many core values, including a commitment to help more patients with rare tumors live longer, better lives. We believe that by joining forces with Merck, we are not only creating significant, immediate value for our stakeholders, but we will also be able to leverage their resources and expertise to build a brighter future for the patient communities we seek to serve while also creating new opportunities for SpringWorks employees as part of a global organization.”
Merck also highlighted SpringWorks’ progress in expanding its rare tumor pipeline. The company recently secured a rare pediatric disease priority review voucher from the FDA following the approval of GOMEKLI. Additionally, Merck’s recent exercise of commercialization rights for pimicotinib — an investigational treatment for tenosynovial giant cell tumor (TGCT) developed by Abbisko Therapeutics — complements SpringWorks’ capabilities and further enhances Merck’s rare tumor portfolio.
The acquisition, unanimously approved by both companies’ Boards of Directors, is expected to close in the second half of 2025, subject to customary closing conditions, including shareholder and regulatory approvals.
J.P. Morgan served as exclusive financial advisor and Sullivan & Cromwell LLP as legal counsel to Merck. Centerview Partners LLC and Goldman Sachs & Co. LLC acted as joint financial advisors to SpringWorks, with Goodwin Procter LLP providing legal counsel.
For more info, please visit www.merckgroup.com
Original Source: Press Release, 28 Apr 2025 | Darmstadt, Germany, Merck KGaA: Merck to Acquire US Biopharma Company SpringWorks Therapeutics to Accelerate Sustainable Growth of Healthcare Business
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