A&O Shearman advises Genmab on its proposed USD8 billion acquisition of Merus

A wholly-owned subsidiary of Genmab, an international biotechnology company headquartered in Copenhagen, Denmark, will commence a tender offer for 100% of Merus’ common shares. The transaction is expected to close early in the first quarter of 2026. The transaction will be funded through a combination of cash on hand and approximately USD5.5bn of new non-convertible debt financing.

The acquisition of Merus, headquartered in Utrecht, The Netherlands, is expected to meaningfully accelerate Genmab’s shift to a wholly owned model, expanding and diversifying the company’s revenue, driving sustained growth, and contributing to Genmab’s evolution into a biotech leader.

Capital Markets partner Harald Halbhuber commented: “At a time of enormous change in the global biotech industry, we look forward to continuing to support Genmab as it embarks on the next phase of its growth.”

The A&O Shearman team that is advising Genmab is led by M&A partners Clare O’Brien and Derrick Lott, capital markets partner Harald Halbhuber, debt finance partner Michael Chernick, M&A associate Jake Shaughnessy, capital markets associate Katya Bogdanov, debt finance associate Penelope Yan, antitrust partners Jessica Delbaum and Jonathan Cheng, compensation, employment, pensions and governance (CEPG) partner Doreen Lilienfeld, CEPG counsel Matthew Behrens and tax partner Matthew Brown.

Dutch and English law advice is being provided by M&A partners Christiaan de Brauw and Olivier Valk, and M&A associate Bas Sanders, tax partner Rens Bondrager in Amsterdam, and antitrust counsel Jessica Bowring in London.