MorphoSys to Acquire Constellation Pharma at $34/Share; Enters $2B Strategic Funding with Royalty Pharma

• MorphoSys AG (NASDAQ: MOR) has agreed to acquire Constellation Pharmaceuticals Inc (NASDAQ: CNST) for $34/share in cash, representing a total equity value of $1.7 billion.

• The transaction is expected to close in the third quarter of 2021.

• The purchase price of $34.00 per share in cash represents a premium of approximately 70% to Constellation's volume-weighted average price for the last five trading days.

• Constellation is a clinical-stage biopharmaceutical company using its expertise in epigenetics to discover and develop novel therapeutics for cancer.

• Constellation's two lead product candidates, pelabresib (CPI-0610), a BET inhibitor, and CPI-0209, a second-generation EZH2 inhibitor, are in mid-to late-stage clinical trials.

• MorphoSys has also entered into a long-term strategic funding partnership with Royalty Pharma plc (NASDAQ: RPRX) for an upfront payment of $1.425 billion.

• The proceeds will be used to support the financing of the Constellation transaction and the development of the combined pipeline.

• Royalty Pharma will also provide MorphoSys with access to up to $350 million in Development Funding Bonds with the flexibility to draw over one year.

• MorphoSys will receive additional payments of up to $150 million in milestone payments.

• MorphoSys will host a conference call and webcast to discuss the transaction today at 8:00 a.m. ET.

• Price Action: CNST shares are up 66.7% at $33.73, while MOR shares are down 14.4% at $18.91 during the premarket session on the last check Wednesday.

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