Merck KGaA to Acquire Silence Therapeutics in $1.3 Billion Cash Deal

Silence Therapeutics plc (Nasdaq: SLN) has entered into a definitive agreement to be acquired by Merck KGaA, Darmstadt, Germany, in an all-cash transaction with an equity value of approximately $1.3 billion. The deal, subject to customary closing conditions, will see Silence shareholders receive $20.00 per American Depositary Share (ADS). Each ADS represents three ordinary shares of Silence, equating to $6.6667 per ordinary share. The transaction carries an enterprise value of $1.1 billion.

The all-cash consideration represents a 130% premium to the Silence ADS closing price on Friday, October 16, 2026. It also reflects an 82% premium to the 30-day volume-weighted average price of $10.99. Iain Ross, Interim Principal Executive Officer and Chairman of the Silence Board, stated that the agreement resulted from a competitive sale process and provides immediate cash value to shareholders. Ross noted that the deal follows Phase 2 polycythemia vera data for the company's lead candidate, Divesiran.

Kai Beckmann, Chairman of the Executive Board and Group CEO of Merck KGaA, Darmstadt, Germany, said the planned acquisition will strengthen the company's capabilities in targeted specialty and rare diseases. He described the move as part of a continued transformation of the pipeline toward areas of high specialization and unmet medical need. Beckmann cited Merck KGaA's strategic priority to address attractive end markets through mergers and acquisitions.

The transaction is structured as a U.K. scheme of arrangement under Part 26 of the UK Companies Act 2006. It is expected to close in the first quarter of 2027, pending shareholder approval, sanction by the High Court of Justice of England and Wales, and regulatory approvals. The Silence Board of Directors unanimously approved the deal. Securityholders representing approximately 14% of Silence's voting power have signed a voting and support agreement with Merck KGaA.

Divesiran is an siRNA product candidate developed from Silence's proprietary mRNAi GOLD platform. It targets TMPRSS6 expression in the liver to increase hepcidin production, thereby restricting iron availability to the bone marrow and reducing red blood cell production in polycythemia vera (PV) patients. Divesiran holds FDA Fast Track and Orphan Drug designations for PV. The current standard of care for PV includes repeated phlebotomies and cytoreductive agents, but no approved therapies specifically target red blood cells and hematocrit.

Morgan Stanley & Co. LLC and Centerview Partners are serving as financial advisors for the transaction. Cooley LLP is acting as legal counsel, and Joele Frank, Wilkinson Brimmer Katcher is handling strategic communications.