Silence Therapeutics plc (Nasdaq: SLN) has agreed to be acquired by Merck KGaA, Darmstadt, Germany, in an all-cash transaction that values the biotechnology company at approximately US$1.3 billion in equity value. The proposed deal will deliver US$20.00 in cash per American Depositary Share to Silence investors. The transaction represents a substantial premium and positions Silence's siRNA-based pipeline for further development.
Transaction Terms and Valuation
Under the definitive agreement, Merck KGaA, Darmstadt, Germany, will acquire all outstanding ordinary shares of Silence for US$20.00 per American Depositary Share, with each ADS representing three ordinary shares. The cash consideration equals US$6.6667 per ordinary share and reflects a 130% premium to Silence's closing ADS price on October 16, 2026, as well as an 82% premium to the 30-day volume-weighted average price of US$10.99. The transaction carries an enterprise value of US$1.1 billion and an equity value of approximately US$1.3 billion.
Strategic and Clinical Rationale
The acquisition follows Silence's report of potentially best-in-class Phase 2 data for Divesiran in polycythemia vera, a rare blood cancer. Merck KGaA, Darmstadt, Germany, views the deal as a way to strengthen its specialty and rare disease capabilities and to continue transforming its pipeline through external innovation. The transaction places Divesiran with a company that has the scale, resources, and commercial infrastructure to accelerate Phase 3 development.
Approval Process and Timeline
The transaction will be implemented through a U.K. scheme of arrangement under Part 26 of the UK Companies Act 2006. Completion is expected in the first quarter of 2027, subject to approval by Silence shareholders, sanction by the High Court of Justice of England and Wales, and other customary closing conditions including regulatory clearances. Certain securityholders representing approximately 14% of Silence's voting power have entered into a voting and support agreement to vote in favor of the transaction.
About Polycythemia Vera and Divesiran
Polycythemia vera is a rare myeloproliferative neoplasm characterized by excessive red blood cell production, which can lead to elevated hematocrit above 45% and a four times higher risk of death from cardiovascular and thrombotic events. Divesiran is Silence's wholly owned siRNA product candidate that silences TMPRSS6 to increase hepcidin production and restrict iron to the bone marrow. The therapy has received FDA Fast Track and Orphan Drug designations for polycythemia vera.
Company Profiles and Advisors
Silence Therapeutics is a global clinical-stage biotechnology company focused on silencing diseases through proprietary siRNA technology and its mRNAi GOLD platform. Merck KGaA, Darmstadt, Germany, is a leading science and technology company with more than 62,000 employees and 2025 sales of €21.1 billion across life science, healthcare, and electronics. Morgan Stanley & Co. LLC and Centerview Partners are serving as financial advisors to Silence, with Cooley LLP as legal counsel.
The all-cash acquisition provides immediate and certain value to Silence shareholders while positioning Divesiran for late-stage development and potential commercialization. The transaction was unanimously approved by the Silence Board of Directors and is the result of a competitive sale process. If completed as expected, the deal will integrate Silence's precision engineered siRNA medicines into Merck KGaA, Darmstadt, Germany's growing specialty and rare disease portfolio.