GSK to acquire Nuvalent for $124/share (~$10.6B); assets under FDA review for 2026 approval

Nuvalent, Inc.

All-share tender offer at $124.00 per share; aggregate equity value ~$10.6B; net cash investment ~$9.4B.
40% premium to last closing price; 26% premium to 30-day VWAP; no financing condition.
Deal includes late-stage ROS1 inhibitor zidesamtinib and ALK inhibitor neladalkib; FDA decisions due Sept/Nov 2026.
Supporting stockholders (~28% of Class A shares) have agreed to tender; termination fee $350.5M.
Transaction expected to close Q3 2026; GSK expects accretion to operating profit in 2027, EPS in 2029.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Nuvalent, Inc. entered into Agreement and Plan of Merger with GlaxoSmithKline LLC, Harmony Row Acquisition Co., and GSK plc valued at $124.00 per Share (effective 2026-06-09).

Action: entry
Agreement: merger
Counterparty: GlaxoSmithKline LLC, Harmony Row Acquisition Co., and GSK plc
Value: $124.00 per Share
Effective: 2026-06-09

Exact text from the filing

On June 9, 2026, Nuvalent, Inc., a Delaware corporation (the “ Company ” or “ Nuvalent ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with GlaxoSmithKline LLC, a Delaware limited liability company (“ Parent ”), Harmony Row Acquisition Co., a Delaware corporation and wholly owned subsidiary of Parent (“ Purchaser ”) and, solely for purposes of Section 9.14 thereof, GSK plc, a public limited company organized under the laws of England and Wales (“ Ultimate Parent ”).

View on SEC.gov

Browse all material agreements →

Nuvalent, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-26-262950

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.