Merck KGaA, Darmstadt, Germany announced that it is acquiring SpringWorks Therapeutics, a Stamford, Connecticut-based commercial-stage biopharmaceutical company focused on severe rare diseases and cancer. The transaction is expected to close in the second half of 2025.
SpringWorks is developed and commercializing OGSIVEO® (nirogacestat) as the first and only FDA-approved medicine for adults with desmoid tumors and GOMEKLI™ (mirdametinib) as the first and only FDA-approved medicine for both adults and children with neurofibromatosis type 1 associated plexiform neurofibromas. It is also advancing a diverse portfolio of novel targeted therapy product candidates for patients with both solid tumors and hematological cancers.
According to its most recent annual report, SpringWorks generated revenues of nearly $191.6 million during full year 2024, while EBITDA was reported as a loss of $280.7 million.
Merck KGaA, Darmstadt, Germany, a leading science and technology company, operates across healthcare, life science and electronics. It employes roughly 62,000 people.
Upon closing, the business combination will immediately contribute to the revenues of Merck KGaA, Darmstadt, Germany, and is expected to be accretive to the company’s earnings per share in 2027. The acquisition will be funded with available cash and new debt. The agreed acquisition provides SpringWorks with an opportunity to expand its reach into markets beyond the United States and leverage the breadth of resources of the global Healthcare organization of Merck KGaA, Darmstadt, Germany.
J.P. Morgan is acting as exclusive financial advisor and Sullivan & Cromwell LLP is acting as legal counsel to Merck KGaA, Darmstadt, Germany. Centerview Partners LLC and Goldman Sachs are acting as joint financial advisors to SpringWorks, and Goodwin Procter LLP is acting as SpringWorks’ legal counsel.
The purchase price of $47 per share in cash represents an equity value of approximately $3.9 billion, or an enterprise value of $3.4 billion (€3.0 billion) based on SpringWorks’ cash balance as of December 31, 2024, and a premium of 26% to SpringWorks’ unaffected 20-day volume-weighted average price of $37.38 on February 7, 2025, the day prior to the first market speculation of a potential transaction between Merck KGaA, Darmstadt, Germany, and SpringWorks.
According to data in the LevinPro HC database, this marks the 40th Biotechnology transaction of 2025, as well as the second largest Biotechnology deal by purchase price announced so far in the year. The largest Biotechnology deal by purchase price in 2025 (so far) is Johnson & Johnson’s acquisition of Intra-Cellular Therapies for $14.6 billion. There were 135 Biotechnology acquisitions announced during 2024, and 160 announced during 2023.
