GSK (GSK) M&A announcement summary

Deal rationale and strategic fit

• Acquisition accelerates entry into lung cancer with two late-stage, precision oncology assets targeting ALK and ROS1 mutations, addressing unmet needs in defined NSCLC subpopulations.

• Both assets are designed for superior efficacy and tolerability, supporting a strategy of acquiring external innovation with validated targets and multi-blockbuster potential.

• The deal builds critical mass in oncology, leveraging a global footprint and targeted commercial approach to maximize commercial and development opportunities.

• Anchors a position in lung cancer and expands the portfolio globally, including a B7-H3 ADC in phase III.

• Both lead assets have received FDA Breakthrough Therapy and Orphan Drug Designations, supporting a de-risked precision oncology franchise.

Financial terms and conditions

• Purchase price is $124 per share, a 40% premium to prior close and 26% premium to 30-day VWAP, totaling $10.6 billion equity value ($9.4 billion net of cash).

• Funded through existing and new debt facilities and cash resources, with no expected impact on credit rating.

• Tender offer to commence within 10 business days; transaction expected to close in Q3 2026, subject to regulatory approval.

• Remaining shares to be acquired via second-step merger under Delaware law.

• No change to 2026 guidance; expected low single-digit EPS dilution through 2028.

Synergies and expected cost savings

• Anticipated synergies in SG&A, R&D, and contracting, including portfolio reprioritization and integration efficiencies.

• Acquisition expected to be accretive to sales and operating profit in 2027, and to EPS in 2029, inclusive of synergies.

• Ongoing internal reviews to optimize return on investment and technical success probability.

• Low single-digit percentage dilution to core EPS from 2026–2028.