Novartis meets all tender offer conditions to acquire MorphoSys

Novartis BidCo AG, an indirect wholly owned subsidiary of Novartis AG (NVS), announced the result of its voluntary public takeover offer for the shares of MorphoSys AG (MOR), including all shares represented by MorphoSys American Depositary Shares, or “ADS.”. As of the expiry of the acceptance period at 24:00 hours CEST on May 13, the offer has been accepted by approximately 79.6% of the total share capital of MorphoSys, including purchases by Novartis BidCo AG outside the offer for approximately 11.6% of the share capital. All conditions of the offer, including the minimum acceptance threshold of 65%, were fulfilled by the end of the acceptance period. The settlement of the shares tendered during the initial acceptance period is scheduled for May 23. “With all offer conditions fulfilled, Novartis can now begin the necessary steps to progress the integration of MorphoSys, including full access to pelabresib (CPI-0610), a novel BET inhibitor in combination with ruxolitinib for patients with myelofibrosis. The integration also allows full access to tulmimetostat (CPI-0209), an early-stage investigational dual inhibitor of EZH1 and EZH2 currently being tested in patients with solid tumors or lymphomas, as well as a broad portfolio of partnered assets, some of which are in partnership with Novartis, including ianalumab (VAY736). In the context of the integration Novartis continues to progress the workstreams for implementation of both a delisting of MorphoSys and a domination and profit and loss transfer agreement with MorphoSys,” the company stated.