Novartis Enhances Oncology Portfolio Through Acquisition of MorphoSys AG at EUR 68 Per Share, Totaling EUR 2.7 Billion in Cash

Novartis has announced its intent to initiate a voluntary public takeover offer for the acquisition of MorphoSys AG (FSE: MOR; NASDAQ: MOR), a global biopharmaceutical company headquartered in Germany, specializing in innovative oncology medicines. The proposed acquisition, contingent upon customary closing conditions, including regulatory approvals and a minimum acceptance threshold of 65% of outstanding shares tendered, expands Novartis’ oncology pipeline—a key therapeutic focus area—and strengthens its global presence in hematology.

Following the completion of the acquisition, Novartis will gain ownership of pelabresib (CPI-0610), an innovative and potentially transformative treatment option with a well-tolerated safety profile. When used in combination with ruxolitinib, pelabresib exhibits promise for patients with myelofibrosis (MF). The acquisition will also include tulmimetostat (CPI-0209), an early-stage dual inhibitor of enhancer of zeste homolog 1 and 2 (EZH1 and EZH2) proteins currently undergoing investigation in patients with solid tumors or lymphomas.

Pelabresib, in combination with ruxolitinib, recently achieved positive results in the Phase 3 MANIFEST-2 study, meeting its primary endpoint of spleen volume reduction in JAK inhibitor-naive MF patients. The combination also demonstrated favorable trends in symptom improvement, addressing key secondary endpoints such as absolute and 50% change in total symptom score (TSS) at week 24 compared to baseline. The clinical hallmarks of myelofibrosis—splenomegaly, disease-associated symptoms, anemia, and bone marrow fibrosis—showed improvement with the pelabresib and ruxolitinib combination. A regulatory filing with the U.S. FDA is anticipated in the second half of 2024.

Shreeram Aradhye, M.D., President, Development, and Chief Medical Officer of Novartis, expressed excitement about the prospect of bringing pelabresib, a potential next-generation treatment, to individuals grappling with myelofibrosis. The acquisition of MorphoSys is seen as an opportunity to fortify Novartis’ leading pipeline in oncology, adding capabilities and expertise. Novartis aims to continue the development partnership with MorphoSys to maximize the impact and value of their investigational medicines, addressing the unmet needs of patients.

Pelabresib is an investigational small molecule designed to inhibit bromodomain and extra-terminal domain (BET) proteins selectively, promoting anti-tumor activity by reducing the expression of abnormally expressed genes in cancer. Ongoing studies are also exploring pelabresib in patients with essential thrombocythemia (ET), currently in Phase 2 as a second-line treatment. MorphoSys’ broader pipeline includes partnered assets, some in collaboration with Novartis, such as ianalumab (VAY736), being studied across various immunological diseases and in hematology.

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