GSK to acquire Rapt Therapeutics for $58.00 per share

GSK (GSK) announced that it has entered a definitive agreement to acquire Rapt Therapeutics (RAPT). The acquisition includes ozureprubart, an anti-immunoglobulin E monoclonal antibody, currently in phase IIb clinical development for prophylactic protection against food allergens. Under the terms of the agreement, GSK will pay Rapt Therapeutics shareholders $58.00 per share at closing for an estimated aggregate equity value of $2.2B. Net of cash acquired, GSK’s estimated upfront investment is $1.9B. The transaction gives GSK the global rights to the ozureprubart program, excluding mainland China, Macau, Taiwan and Hong Kong. GSK will also be responsible for success-based milestone and royalty payments for ozureprubart owed to Rapt’s partner, Shanghai Jeyou Pharmaceutical. Under the terms of the agreement, GSK’s subsidiary is obligated to commence a tender offer to acquire all outstanding shares of Rapt common stock for $58.00 per share in cash within 10 business days of signing. The transaction is subject to customary closing conditions, including the tender of a majority of Rapt’s outstanding shares of common stock in the tender offer and expiration or termination of the applicable waiting period under the under the Hart-Scott-Rodino Act in the U.S. Promptly following the closing of the tender offer, GSK will acquire any shares of RAPT that are not tendered in the tender offer through a second-step merger under Delaware law at the tender offer price. GSK will account for the transaction as a business combination. The transaction is expected to close in the first quarter of 2026.