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Highlights

  • Genmab to acquire Merus at USD 97 per share, valuing the deal at approx. USD 8B.
  • Petosemtamab, a late-stage therapy with two FDA Breakthrough Therapy Designations, added to Genmab’s portfolio.
  • Acquisition expected to contribute positively to EBITDA by 2029.

Genmab A/S (NASDAQ:GMAB) and Merus N.V. (NASDAQ:MRUS) have signed an agreement under which Genmab will acquire all outstanding Merus shares in an all-cash deal at USD 97 per share, representing a total transaction value of roughly USD 8B. The deal has secured the Boards of Directors approval (from both companies).

The subsidiary of Genmab will launch a tender offer to acquire Merus’ shares. The acquisition is forecasted to close in early Q1 2026.

Pipeline Expansion and Strategic Fit

Through this acquisition, Merus’ late-stage asset, Petosemtamab, will be integrated into Genmab’s pipeline. Petosemtamab, an EGFRxLGR5 bispecific antibody, is in Phase 3 development for head and neck cancer and has received two FDA Breakthrough Therapy Designations. Merus is currently conducting two Phase 3 trials in first- and second/third-line treatments, with interim topline results expected in 2026.

Jan van de Winkel, Ph.D., President and CEO of Genmab, said:
 "The proposed acquisition of Merus clearly aligns with our long-term strategy. It has the potential to significantly accelerate our evolution into a global biotechnology leader by providing durable growth for the company well into the next decade. Petosemtamab has the potential to be a transformational therapy for patients living with head and neck cancer. With our proven track record of success, both in clinical development and in commercialization, we are confident that we will be able to unlock the promise of petosemtamab."

Deal Structure and Financing

The USD 97 per share offer represents a premium of about 41% over Merus’ closing price on September 26, 2025, and roughly 44% above its 30-day VWAP. The transaction does not rely on financing conditions and will be funded using a combination of cash on hand and approximately USD 5.5B of non-convertible debt, supported by Morgan Stanley Senior Funding, Inc.

Genmab expects the acquisition to be accretive to EBITDA by 2029, with the initial potential launch of petosemtamab in 2027, contingent on clinical and regulatory outcomes.

Next Steps and Shareholder Process

The tender offer requires acceptance of a minimum of 80% of Merus shares, which Genmab may reduce to 75% if other closing conditions are met. Shareholders who do not participate will either receive the same offer or a fair value determined by a Dutch court.