Genmab to acquire Merus for $97 per share in cash; tender offer to commence

Merus N.V.

Genmab subsidiary to launch tender offer for all Merus common shares at $97.00 cash per share.
Minimum condition requires at least 80% of Merus outstanding shares tendered; may be reduced to 75%.
Merus board unanimously recommends shareholders accept offer and vote in favor of back-end transactions.
Merus termination fee of $240M payable in certain circumstances; regulatory termination fee of $416M payable to Merus if antitrust conditions not met.
Transaction expected to close by April 29, 2026, subject to regulatory approvals and shareholder approval.

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