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Merck braces for Keytruda patent loss with $6.7 billion Terns bet

By Thomson Reuters Mar 25, 2026 | 5:54 AM

By Siddhi Mahatole

March 25 (Reuters) – Merck said on Wednesday it would buy biotech firm Terns Pharma for $6.7 billion, as the drugmaker races to bolster its cancer pipeline ahead of the looming patent loss for blockbuster therapy Keytruda later this decade.

The deal is the latest effort ​by the U.S. drugmaker to reduce reliance on the best-selling drug, which generated more ‌than $30 billion in 2025 and accounted for nearly half of its revenue.

Since 2021, Merck has expanded its late-stage pipeline through internal R&D and acquisitions including the $11.5 billion purchase of Acceleron Pharma and a string of $10 billion deals such as Cidara Therapeutics and Verona Pharma last year.

Merck has offered $53 per share for Terns, representing a premium of 6% to the stock’s last close. ‌Terns’ ​shares rose 5.4% while Merck was up 2.2%.

The deal, expected to ⁠close in the second quarter, will ⁠result in a charge of about $5.8 billion, or roughly $2.35 per share, which will be reflected in both quarterly and full-year results.

MULTI-BILLION-DOLLAR OPPORTUNITY

Merck gains control of Terns’ experimental drug, TERN-701, which is being tested to treat chronic myeloid leukemia (CML), a cancer that starts in the bone marrow and causes uncontrolled ​growth of leukemia cells.

In an early-stage study, TERN-701 showed a 75% major molecular response rate in previously treated leukemia patients, a result analysts signaled could position it as a potential successor to Novartis’ leukemia ⁠drug Scemblix.

RBC Capital Markets analyst Trung Huynh said if Terns ⁠delivers on efficacy and durability, multi-billion-dollar peak sales are “realistic”, as CML represents a ​large, durable market with a $20 billion global opportunity.

Updated early-stage data for TERN-701, which has the U.S. Food and ​Drug Administration’s orphan drug designation, is expected in the second half of this year.

Merck ‌Chief Financial Officer Caroline Litchfield said in a call with analysts if the drug is approved “we would expect to not be included in the Inflation Reduction Act nor in the most-favored-nation pricing framework.”

The Act and the pricing form a key part of the Trump administration’s efforts to tackle high U.S. prescription drug costs.

The ⁠company expects the drug’s intellectual property to extend “into the 2040s”.

Terns is also looking to develop therapies for obesity and metabolic liver diseases like NASH.

Merck struck a $2 billion deal in 2024 for Hansoh Pharma’s experimental obesity drug, ⁠becoming a late contender in the ‌race to offer a weight-loss pill. The drug is currently undergoing lab studies.

NO ⁠ANTITRUST ISSUES, MODEST PREMIUM

Merck faces intensifying pressure to diversify beyond Keytruda, as ​the treatment ‌approaches U.S. loss of exclusivity in 2028.

Last month, the company disclosed plans ​to create a ⁠separate division for its cancer business, anchored by Keytruda.

Leerink Partners analyst Andrew Berens said “overall, we believe many investors were hoping for a higher price, especially with a data update anticipated this year.”

Huynh said antitrust issues are unlikely due to minimal portfolio overlap and that the deal falls within Merck’s sub‑$15 billion M&A “sweet spot.”

But he cautioned the 6% premium could invite competing offers from AbbVie or Bristol Myers Squibb.

(Reporting by Siddhi Mahatole in ​Bengaluru; Editing by Sriraj Kalluvila)