Acquisition Overview - Genmab is set to acquire Merus to deliver the next decade of sustainable growth[1, 5] - The offer price is $97 per share in cash, reflecting approximately $8 billion transaction value[24] - The tender offer for 100% of Merus' common shares is expected to close by early Q1 2026, subject to customary conditions[24] Strategic Rationale - The acquisition aligns with Genmab's 2030 Vision and capital allocation priorities[7] - It advances the shift to a wholly-owned model, positioning Genmab for sustainable long-term growth[7] - The deal is expected to be accretive to EBITDA by the end of 2029, with sustained revenue growth into the next decade[24] Petosemtamab Asset - Petosemtamab has two FDA Breakthrough Therapy Designations (BTDs) in 1L & 2L+ r/m HNSCC[7] - Topline readout of one or both 1L & 2/3L r/m HNSCC Phase 3 trials is expected in 2026[9, 15] - First launch is planned for 2027, with high confidence in multi-billion-dollar annual peak sales potential[7] Financial Impact - Genmab expects to fund the acquisition with a mix of cash on the balance sheet and $5500 million of new non-convertible debt[24] - The company anticipates returning to meaningful growth in 2027[24] - Genmab targets gross leverage of less than 30x within two years post-close[24]