Merck Completes Terns Acquisition at $53 Per Share, Gains CML Breakthrough
Merck paid $53 per share to acquire 100.1 million Terns shares, representing 86.36% of outstanding stock, making Terns a wholly owned subsidiary and delisting its Nasdaq listing. The deal triggers a $5.8bn R&D charge and 2026 EPS hit of $0.12 while securing FDA breakthrough therapy designation for TERN-701 in advanced CML.
1. Acquisition Completion
Merck & Co completed its cash tender offer by purchasing 100.1 million Terns shares at $53 per share, representing 86.36% of outstanding stock. Following the merger, Terns is now a wholly owned subsidiary of Merck and its shares will be delisted from the Nasdaq Global Select Market.
2. Financial Impact
The transaction is being treated as an asset acquisition, prompting a $5.8bn research and development charge in Merck’s Q2 and full-year 2026 results. Merck expects GAAP and non-GAAP earnings per share to be reduced by $0.12 in 2026 due to advancement and financing costs for TERN-701.
3. TERN-701 Breakthrough Therapy
The FDA granted breakthrough therapy designation to TERN-701 for adult patients with Philadelphia chromosome-positive chronic myeloid leukaemia in chronic phase without the T315I mutation after two or more tyrosine kinase inhibitor treatments. The designation is supported by ongoing Phase I/II CARDINAL trial data and highlights TERN-701’s potential as an allosteric BCR::ABL1 tyrosine kinase inhibitor.
4. Strategic Outlook
Merck views the Terns acquisition as a science-driven expansion of its oncology portfolio, aiming to bring differentiated CML therapies to market. Integration of TERN-701 is expected to bolster Merck’s competitive positioning in the haematology segment and drive long-term value creation.