TERN: 8-K · acquisition merger
Merck Sharp & Dohme LLC has completed its acquisition of Terns Pharmaceuticals, Inc. for $53.00 per share in cash. The tender offer expired on May 4, 2026, with approximately 86.36% of outstanding shares validly tendered and not withdrawn. Following the expiration of the offer, Purchaser accepted the tendered shares, and the merger became effective on May 5, 2026. As a result of the transaction, Terns has become a wholly owned subsidiary of Merck. Terns has requested that Nasdaq file a Form 25 to delist its common stock and intends to file a Form 15 to suspend its reporting obligations. The company's certificate of incorporation and bylaws have been amended and restated to reflect the new ownership structure.
Terns Pharmaceuticals Announces FDA Breakthrough Therapy Designation Granted to TERN-701 for Certain Patients with Chronic Myeloid Leukemia