Merck KGaA to buy Silence Therapeutics in cash deal

Merck KGaA (MRKd) has agreed to acquire Silence Therapeutics plc in an all‑cash transaction announced on October 19, 2026. Under the terms of the deal, Merck will pay $20.00 in cash for each Silence American Depositary Share, with each ADS representing three ordinary shares. This consideration equates to $6.6667 per ordinary share of Silence. The transaction agreement is dated October 18, 2026.

At the agreed price, the acquisition implies an equity value for Silence of approximately $1.3 billion and an enterprise value of about $1.1 billion. The cash offer represents a premium of roughly 130% to Silence’s closing ADS price on October 16, 2026. It also reflects an approximately 82% premium to the company’s 30‑day volume‑weighted average ADS price of $10.99.

The acquisition will be implemented by means of a U.K. scheme of arrangement under Part 26 of the Companies Act 2006. Completion of the transaction is subject to several conditions, including approval by Silence shareholders. The scheme must also be sanctioned by the High Court of Justice of England and Wales. In addition, the deal requires customary regulatory approvals before it can close.

Both companies expect the transaction to close in the first quarter of 2027, provided the conditions are satisfied. Silence’s board of directors has unanimously approved the agreement. Certain securityholders of Silence, holding approximately 14% of the company’s voting power, have entered into voting and support agreements to vote in favour of the transaction. Some reports state that Merck intends to fund the acquisition with newly raised debt.

A key asset in the transaction is Silence’s lead small interfering RNA (siRNA) candidate, Divesiran (SLN124). Divesiran is described as a phase‑3‑ready investigational therapy for patients with phlebotomy‑dependent polycythemia vera. The therapy is administered subcutaneously once every three months. It has received Fast Track and Orphan Drug designations from the U.S. Food and Drug Administration.

Phase 2 SANRECO trial results cited in deal materials showed an 88% responder rate for patients receiving Divesiran, compared with 19% for those on placebo. The study also reported a reduction in mean therapeutic phlebotomies to 0.2 for Divesiran‑treated patients versus 2.1 for placebo over weeks 0 to 36. These data position Divesiran as a central element of the rationale for integrating Silence’s pipeline into Merck’s portfolio.

Silence Therapeutics has engaged multiple external advisors for the transaction process. Morgan Stanley & Co. LLC and Centerview Partners are serving as the company’s financial advisors. Cooley LLP is acting as legal counsel to Silence. Some reports also identify A&O Shearman as legal counsel to Merck and Joele Frank, Wilkinson Brimmer Katcher as a strategic communications advisor for the deal.

The combination of a substantial cash premium, defined closing conditions and a clear regulatory pathway frames the acquisition as a structured move to expand Merck’s capabilities in RNA‑based therapeutics. The support agreements from key securityholders and unanimous board approval at Silence provide additional procedural momentum toward the expected first‑quarter 2027 completion.