Merck hires top US firms for a multibillion acquisition of Cidara as its flu drug pipeline expands
Merck has turned to Gibson Dunn and Crutcher for legal advice on its multibillion purchase of Cidara Therapeutics, while Cooley is representing the San Diego based biotech company throughout the process. The agreement sets the price at two hundred and twenty one dollars and fifty cents per share, valuing Cidara at nine point two billion dollars. The company is focused on drug Fc conjugate therapeutics that are intended to address serious illnesses including viral infections and tumours.
The proposed transaction is contingent on a majority of Cidara’s equity holders tendering their shares. It is also subject to conditions that include the expiration of the waiting period required under the Hart Scott Rodino Antitrust Improvements Act. Merck has indicated that it expects the deal to complete in the first quarter of next year if all requirements are met.
The Gibson Dunn team advising Merck is led by New York based M and A co head Saee Muzumdar. She is supported by partner Sebastian Fain and associates Tracey Tomlinson and Kira Dennis. Further input is being provided by partners Pamela Lawrence Endreny on tax matters, Michael Collins on benefits, Karen Spindler on life sciences issues, Meghan Hungate on intellectual property matters and Steve Weissman and Bradley Smith on antitrust. Weissman has also worked with Merck on previous transactions.
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Cooley is acting as counsel to Cidara. Its team is primarily drawn from the firm’s San Diego office and is led by senior counsel Barbara Borden. The group includes partners Rama Padmanabhan, Charles Bair, Jane Adams and Rowook Park, along with special counsel Julia Kim. The firm has acted for Cidara before and advised on financing and acquisition matters including a two hundred and forty million dollar private placement and the reacquisition of rights to CD three eight eight from Janssen Pharmaceuticals. The product is designed to protect against seasonal and pandemic influenza A and B and is central to Merck’s acquisition strategy.
Merck has been active in the biotechnology sector this year. Gibson Dunn also advised the company on its ten billion dollar purchase of Verona Pharma which specialises in respiratory disease treatments. Earlier transactions included the acquisition of EyeBio in May twenty twenty four which could reach a total value of up to three billion dollars. Muzumdar also worked on that transaction.
Robert Davis, chair and chief executive of Merck, said the acquisition forms part of an ongoing science led strategy to build the company’s development pipeline. He described CD three eight eight as a potentially first in class antiviral product that is intended to provide long lasting protection against influenza for individuals who face a higher risk of complications. He also said that Merck plans to work with Cidara’s existing team to continue advancing its research and development plans. According to Davis, the product has the potential to support the company’s growth over the next decade and provide lasting value for its shareholders.
The transaction reflects the growing interest among major pharmaceutical companies in next generation antiviral treatments. Cidara’s focus on drug Fc conjugate platforms has attracted attention as the industry seeks new approaches for the prevention and treatment of widespread viral conditions. If approved, the acquisition will add another specialist product line to Merck’s expanding portfolio in the infectious disease sector.
The acquisition is subject to regulatory review and the completion of all closing conditions. Both companies have stated that they expect the process to proceed according to the usual timetable for transactions of this type. If tender offers and regulatory steps are completed without delay, the deal will transition to integration planning during the early part of next year.