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Merck’s $1.3 billion Silence Therapeutics deal: the price, approval gates and siRNA pipeline
The all-cash agreement offers $20 per ADS and values the equity at about $1.3 billion. A first-quarter 2027 close still requires shareholder, court and regulatory approvals, while the lead drug remains investigational.
Merck KGaA agreed on October 19 to acquire Silence Therapeutics in cash, assigning the UK biotech an enterprise value of $1.1 billion and an equity value of approximately $1.3 billion. The offer is $20 per ADS, with each ADS representing three ordinary shares.
The transaction has been signed but not completed. It is planned as a UK scheme of arrangement and targets the first quarter of 2027, subject to shareholder approval, court sanction, regulatory approvals and other conditions. The pipeline assets at the center of the deal remain investigational.
The $1.1 billion and $1.3 billion figures describe different values
Merck KGaA agreed to acquire all outstanding Silence Therapeutics ordinary shares in cash. The announcement gives an enterprise value of $1.1 billion and an equity value of approximately $1.3 billion. Enterprise value and equity value are different transaction measures, so the figures should not be added together. Silence holders are offered $20 for each American Depositary Share, and each ADS represents three ordinary shares, equivalent to $6.6667 per ordinary share.
The premium is large, but it does not remove closing risk
The $20 ADS price is 130% above Silence’s October 16 closing price and 82% above its 30-day volume-weighted average price of $10.99, according to the company announcement. Those comparisons explain the headline premium, not a completed payment. Until the scheme becomes effective, the ADSs remain market-traded securities and the proposed consideration remains subject to the transaction reaching completion.
The deal is structured as a UK scheme of arrangement
Silence is a UK company, so the acquisition is planned through a scheme of arrangement under Part 26 of the UK Companies Act 2006. The first-quarter 2027 target depends on Silence shareholder approval, sanction by the High Court of Justice of England and Wales, regulatory approvals and other customary conditions. Holders representing about 14% of voting power entered a voting and support agreement, but that support does not replace the required approvals.
Divesiran is the central pipeline asset, not an approved medicine
Merck identifies divesiran as the principal asset: an investigational siRNA candidate preparing for Phase 3 development in phlebotomy-dependent polycythemia vera. The companies describe the candidate as designed to silence TMPRSS6 and note FDA Fast Track and Orphan Drug designations. Those designations and Phase 2 results do not constitute marketing approval, and the primary announcement explicitly lists pharmaceutical development and clinical-success uncertainty among the transaction risks.
The wider siRNA pipeline adds optionality and uncertainty
Reuters also points to zerlasiran, an investigational candidate for elevated lipoprotein(a), and earlier programs in cholesterol, obesity and immune conditions. Merck says the acquisition would add RNA-silencing capability and a rare-disease pipeline. Whether those programs advance, win regulatory approval or generate commercial value remains uncertain; the transaction transfers development opportunities and risks rather than approved outcomes.
