PRESS-RELEASE ·Filed Mar 25, 2026

TERN

Terns Pharmaceuticals, Inc.
BULLISH
Impact 9/10
Horizonweeks Processed6mo ago WireGlobeNewswire
Press release: m_and_a
Actionable Insight ▲ Bullish

Traders should monitor the tender offer process and Hart-Scott-Rodino clearance timeline; TERN stock is likely to trade near the $53 offer price pending deal closure. The $2.35 per share earnings impact for Merck may pressure its near-term EPS, but long-term oncology pipeline diversification could support valuation. Watch for any competing bids or shareholder litigation risks.

DirectionBullish
Confidencehigh
Horizonweeks
Latest settled — T+20d
TERN ▼ -0.06% at T+20d
LONG call ✗ call lost -0.06% · α vs SPY -7.92% · entry $52.86 → $52.83
Next anchor: T+60d due 3mo ago
Latest observation: T+30 -13.42% FF3 residual α
Entry anchored
Mar 24, 03:59 PM ET
via exchange tick
T+1d
+0.59%
call +0.59% · α +2.36%
$53.17
settled 6mo ago
T+5d
-0.13%
call -0.13% · α +0.11%
$52.79
settled 6mo ago
T+20d
-0.06%
call -0.06% · α -7.92%
$52.83
settled 5mo ago
T+60d
—
call — · α —
—
due 3mo ago

Price Chart

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Executive Summary

Merck will acquire Terns Pharmaceuticals for $53.00 per share in cash, representing a total equity value of $6.7 billion and a 31-42% premium to Terns' recent trading prices. The deal is driven by Terns' lead oncology candidate, TERN-701, a novel allosteric BCR::ABL1 inhibitor in development for chronic myeloid leukemia (CML), which Merck sees as a potential best-in-class therapy. The transaction is expected to close in Q2 2026, subject to shareholder and regulatory approvals.

Key Financial Metrics

Deal Value
$6.7B

Key Facts

  • Merck is acquiring Terns for $53.00 per share in cash, a 31% premium to the 60-day and 42% to the 90-day volume-weighted average price.
  • Total equity value of the deal is $6.7 billion, with net value of $5.7 billion after adjusting for acquired cash.
  • TERN-701, Terns' lead asset, is an investigational oral allosteric BCR::ABL1 inhibitor in Phase 1/2 development for CML, with FDA Orphan Drug Designation granted in March 2024.
  • Clinical data show promising major and deep molecular responses by week 24, including in heavily pretreated patients, with a favorable safety profile.
  • The acquisition is structured as a tender offer and is expected to close in Q2 2026, subject to antitrust clearance and shareholder approval.
  • Merck will record a $5.8 billion charge in Q2 2026 related to the acquisition, impacting both GAAP and non-GAAP earnings by $2.35 per share.

Financial Impact

$6.7 billion total equity value, $5.8 billion charge to Merck in Q2 2026

dilutionepscashFlowdebt

Risk Factors

  • Deal may not close if a majority of Terns shareholders do not tender their shares.
  • Regulatory delays or objections under antitrust review could push closing beyond Q2 2026.
  • Clinical development risk: TERN-701 remains in early-stage trials and may not meet efficacy or safety endpoints in later studies.
  • Merck's $5.8 billion charge could impact investor sentiment on near-term profitability.

Market Snapshot

Exchange
Nasdaq

Investment Themes

Biotech & Drug Discovery

Documents Analyzed

This report is based on 1 press release from GlobeNewswire.

DocumentAccession Number
PRESS-RELEASE Data (Synthetic)press-3262042
8 reports for TERN
Performance horizon
0% Hit rate 0 of 3 directional calls best @ T+5· 0.00%Apr 27, 2026
Filters
Rows
Reports for TERN — sortable, filterable
TypeNow
May 15, 2026
20w ago
15-12G
BEARISH ★ 8/10
$52.97 awaiting T+1awaiting T+1——
May 8, 2026
21w ago
EFFECT
NEUTRAL ★ 4/10
$52.95 $52.95· 0.00%▼ −0.23%—
May 5, 2026
21w ago
8-K
NEUTRAL ★ 8/10
$52.95 $52.95· 0.00%▼ −1.38%—
May 5, 2026
21w ago
25-NSE
BEARISH ★ 9/10
$52.95 $52.95· 0.00%▲ +1.38%—
Apr 27, 2026
22w ago
8-K
BULLISH ★ 8/10
$52.95 $52.94▼ −0.02%▲ +0.47%—
Apr 27, 2026
22w ago
Press Release
BULLISH ★ 8/10
$52.95 $52.94▼ −0.02%▲ +0.47%—
Mar 25, 2026
27w ago
Press Release
BULLISH ★ 9/10
$52.86 $53.17▲ +0.59%▲ +2.36%—
Feb 28, 2026
30w ago
Institutional Cluster
MIXED ★ 5/10
$42.03 $41.51▼ −1.24%▼ −0.32%—
Showing 8 of 8

US Market Status

Market Closed — Opens Mon (38h 39m)

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Report published Mar 25, 2026