MorphoSys to Acquire Constellation Pharma at $34/Share; Enters $2B Strategic Funding with Royalty Pharma

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  • MorphoSys AG MOR has agreed to acquire Constellation Pharmaceuticals Inc CNST for $34/share in cash, representing a total equity value of $1.7 billion.
  • The transaction is expected to close in the third quarter of 2021.
  • The purchase price of $34.00 per share in cash represents a premium of approximately 70% to Constellation's volume-weighted average price for the last five trading days.
  • Constellation is a clinical-stage biopharmaceutical company using its expertise in epigenetics to discover and develop novel therapeutics for cancer.
  • Constellation's two lead product candidates, pelabresib (CPI-0610), a BET inhibitor, and CPI-0209, a second-generation EZH2 inhibitor, are in mid-to late-stage clinical trials.
  • MorphoSys has also entered into a long-term strategic funding partnership with Royalty Pharma plc RPRX for an upfront payment of $1.425 billion.
  • The proceeds will be used to support the financing of the Constellation transaction and the development of the combined pipeline.
  • Royalty Pharma will also provide MorphoSys with access to up to $350 million in Development Funding Bonds with the flexibility to draw over one year.
  • MorphoSys will receive additional payments of up to $150 million in milestone payments.
  • MorphoSys will host a conference call and webcast to discuss the transaction today at 8:00 a.m. ET.
  • Price Action: CNST shares are up 66.7% at $33.73, while MOR shares are down 14.4% at $18.91 during the premarket session on the last check Wednesday.
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