July 21, 2026 | Health Care | North America | Active
Crinetics Pharmaceuticals / Vertex Pharmaceuticals : Deal Insight
On 6-Jul-26, Crinetics Pharmaceuticals, an endocrine disease-focused biopharma, agreed to be acquired by Vertex Pharmaceuticals, a dominant biotech in cystic fibrosis (CF) drugs. Under the terms of this $10bn all-cash agreed deal, Vertex is offering $85.00 per Crinetics share, representing a 102.2% one-day premium. Vertex will fund the deal through it existing cash and debt, and it has secured fully committed bridge financing for $4.5bn from Bank of America and Morgan Stanley. The deal is subject to Crinetics shareholder approval (50%) and regulatory clearances, including HSR and unspecified foreign regulatory approvals. To date, the companies have filed with German and Austrian antitrust regulators on 10-Jul-26 and 14-Jul-26, respectively, implying an EU-wide notification may not be required. The merger agreement’s MAC contains carve-outs for force majeure events, including tariffs, war, and pandemic, as well as drug trial outcomes. A standard non-solicitation restriction with a fiduciary-out exemption applies only to Crinetics. Both parties agree to use reasonable best efforts to take all actions necessary to obtain regulatory approvals and close the deal, and the burdensome condition restricts offering any remedies relating to businesses of Vertex or, in the case of remedies relating to the business or assets of Crinetics, if such remedy would be material and adverse to Crinetics. Any remedy that is offered must, in any event, be conditioned on completion of the merger. A preliminary proxy as well as an HSR notification will be filed within ...
July 15, 2026 | Health Care | North America | Active
Bio-Techne / Merck KGaA : Deal Insight
On 25-Jun-26, German drugmaker Merck agreed to acquire US life science tools maker Bio-Techne for $11.3bn in an all-cash deal. The $73.00 per share offer represents a 24.0% premium to Bio-Techne’s 24-Jun-26 close and 35.2% over its 14-Jun-26 undisturbed price, the last close before Bloomberg reported that Ananym Capital Management had built a stake and written to the board urging a strategic review that could include a sale. Through completion, Bio-Techne may continue to pay regular quarterly dividends consistent with past practice, subject to a cap set out in a non-public Company Disclosure Letter. Bio-Techne’s board and the relevant corporate bodies of Merck have approved the deal, which Merck will fund from its existing cash and new debt, all while preserving its strong investment-grade rating. Closing conditions include Bio-Techne shareholder approval (50%) and regulatory clearances, including HSR. Foreign regulatory jurisdictions are not disclosed, although Bio-Techne must give Merck its revenue breakdown, by jurisdiction, by 31-Jul-26. Merck will then determine whether approvals beyond those in the Company Disclosure Letter are needed. The merger agreement contains standard representations, warranties and covenants. The MAC definition appears standard, with carve-outs for force majeure events including tariffs, war and pandemic. Bio-Techne has agreed to non-solicitation provisions with a standard fiduciary-out exception. Both parties have agreed to use reasonable best efforts to secure regulatory approvals, yet a Burdensome Condition means neither ...
July 14, 2026 | Health Care | North America | Active
Apogee Therapeutics / AbbVie : Deal Insight
On 22-Jun-26, AbbVie agreed to acquire Apogee Therapeutics for $10.9bn to bolster its drug pipeline in inflammatory and immunological (I&I) diseases such as atopic dermatitis and asthma. AbbVie will pay $135.11 per Apogee share, representing a 49.5% one-day premium. Both boards have unanimously approved the transaction, which requires the approval of the two classes of Apogee shareholders, being (i) 50% of the voting common stock (APGE US), and (ii) 50% of non-voting common stock (unlisted). Fairmount Funds Management and Venrock Associates, the two founding venture capital firms, together hold 100% of the non-voting shares, and Apogee co-founder Nimish Shah is a partner at Venrock. The funds have entered into voting agreements covering all unlisted non-voting shares and approximately 3.3% of Apogee’s outstanding voting shares. The companies filed a preliminary merger proxy on 2-Jul-26 and very shortly thereafter, a definitive, on 13-Jul-26, which has scheduled the shareholder meeting for 11-Aug-26. Closing is also conditional on regulatory approvals, including US and international antitrust clearances, and the definitive proxy confirmed that HSR notification was made on 6-Jul-26, implying the 30-day waiting period will expire on 5-Aug-26. Outside the US, the companies have notified the German Federal Cartel Office (FCO) and the Austrian Federal Competition Authority on 7-Jul-26. The statutory review period will expire on 7-Aug-26 (FCO) and on 4-Aug-26 (FCA). Additionally, the companies disclosed that they have initiated a pre-notification review with the ACCC. With regards to potential CMA and EC reviews, the companies will only make requisite filings if these regulators notify AbbVie in writing of their intention to formally investigate the combination. With the FCO and FCA notified, we expect the deal to ...
July 01, 2026 | All | All | Active
Global Risk Arbitrage Report / Monthly Update : July 2026
What’s inside: This 68-page report covers latest deal developments, key catalysts, regulatory risks, risk arbitrage spread context, and our independent views across every live situation in our coverage universe. All situations covered in the July 2026 issue are listed below.
July 01, 2026 | Industrials | Europe | Active
Intertek Group / EQT-led Consortium : Deal Insight
On 18-Jun-26, British product testing company Intertek agreed to be taken private by Swedish private equity firm EQT for £10.9bn, including debt, after months of negotiations. The headline consideration is 6,107.7p per Intertek share, but this includes the target’s 107.7p of FY’25 final dividend, which has already been paid to shareholders (ex-date: 28-May-26, paid: 24-Jun-26). Any subsequent dividends will result in EQT reducing the cash consideration proportionately. Inclusive of the final dividend, the total offer consideration represents 40.0% takeover premium to the Intertek’s undisturbed share price on 15-Apr-26, the last business day before the approach was made public. EQT is joined by Abu Dhabi Investment Authority and Mubadala, sovereign funds of Abu Dhabi (ADIA’s stake is held through its wholly owned subsidiary Luxinva). Per the agreement, the acquiring entity Bidco will be majority owned by EQT (76%), while ADIA and Mubadala will own 16% and 8%, respectively. Morgan Stanley, the lead financial advisor, confirmed the sufficiency of funds available to fund the deal. The deal is structured as a court-sanctioned scheme of arrangement and thus requires shareholder approvals at the Court Meeting (75% in number of shareholders) and General Meeting (75% of votes cast). Intertek directors, consider the offer terms to be “fair and reasonable”, and accordingly, unanimously recommend shareholders to vote in favour of the deal. Directors holding 0.42% of Intertek have offered irrevocable undertakings. A scheme document will be published within 28 days (by 16-Jul-26), and the shareholder meetings will be held ...
June 25, 2026 | Media | North America | Active
On 15-Jun-26, Fox announced a bet on live sports and news streaming by agreeing to acquire Roku for $22bn. Fox will pay $96.00 in cash plus 0.9693 Class A shares for each Roku share, worth $160 per share at announcement and representing a 33.7% premium to Roku’s undisturbed price on 11-Jun-26. Roku doesn’t pay dividends and, through completion, Fox is permitted to distribute “normal semi-annual cash dividends… consistent with past practice.” Fox shareholders will own 73% of the new entity, with Roku shareholders owning the remaining 27%. Both boards approve the deal, and Fox plans to fund the cash portion with cash and debt, supported by $12bn of fully committed bridge financing from Morgan Stanley. Fox’s pro forma net leverage is expected to be 2.8x at closing, including a 50% credit for run-rate cost synergies. Roku’s founder and CEO Anthony Wood will retain “an ongoing role” and join Fox’s board. Conditions include approvals from both sets of shareholders: 50% of Roku Class A and Class B shares, voting together as a single class, and 50% of Fox Class B votes. Wood and related entities (“Sellside VSA Stockholders”), which hold 55% of the Roku votes, have signed a voting agreement; Wood owns 98.7% of Roku’s higher-vote Class B shares (10 votes per share) and 2.0% of Class A shares (one vote per share). On the acquirer side, LGC Holdco (“Buyside VSA Stockholder”) has also signed a voting agreement that covers ...
June 16, 2026 | Real Estate | North America | Active
AvalonBay / Equity Residential : Deal Insight
On 21-May-26, AvalonBay Communities and Equity Residential agreed to combine through an all-stock merger-of-equals to create the largest US-listed apartment real estate investment trust (REIT). The agreed terms are structured such that AVB shareholders will receive 2.793 EQR shares for each AvalonBay share, at announcement valuing AvalonBay at $185.12 per share, a -0.8% discount to its previous day’s closing price. At closing, AvalonBay shareholders will own 51.2% of the combined company, while Equity Residential shareholders will own the remaining 48.8%. The deal has been unanimously approved by the boards of both companies. Through completion, the companies will continue to pay their regular quarterly dividends, subject to caps: AvalonBay not exceeding $1.78 per share and Equity Residential not exceeding $0.7025 per share. The companies will coordinate dividend schedules, and beginning in 3Q’26, their quarterly dividends will share the same record and payment dates. Merger completion is subject to approvals from both sets of shareholders. Since the companies are REITs, HSR clearance is not needed. Separately, since the deal is expected to qualify as a tax-free reorganisation for US federal income tax purposes, accordingly, the parties each require favourable tax opinions, alongside REIT qualification opinions. The merger agreement contains standard clauses on ...
June 16, 2026 | Health Care | North America | Active
On 9-Jun-26, UK pharmaceutical group GSK announced its largest acquisition in more than a decade by agreeing to buy US cancer biotech Nuvalent for $10.6bn. Under the terms of the agreement, Nuvalent shareholders will receive $124 per share in cash, a 40.1% one-day takeover premium. The offer covers both Nuvalent’s Class A shares and unlisted Class B shares and is structured as a cash tender offer, with any shares not tendered subsequently acquired through a second-step merger under Delaware law at the same price per share. GSK intends to fund the deal primarily through new and existing debt facilities, plus cash, with no impact on its investment grade credit rating and with balance sheet capacity preserved for further business development. There is no financing condition. The Nuvalent board unanimously determined that the transaction is in the best interests of the company and recommends that shareholders tender their shares. The deal is conditional on a majority of Nuvalent’s outstanding Class A shares accepting the offer. Entities affiliated with Deerfield Management (Nuvalent’s sole founding investor, 23.7% of Class A, all of Class B), together with Nuvalent directors and certain officers, which collectively own 28% of the Class A shares, have entered into tender and support agreements. The companies also need to ...
June 01, 2026 | All | All | Active
Global Risk Arbitrage Report / Monthly Update : June 2026
What’s inside: This 66-page report covers latest deal developments, key catalysts, regulatory risks, risk arbitrage spread context, and our independent views across every live situation in our coverage universe. All situations covered in the June 2026 issue are listed below.
May 26, 2026 | Energy | North America | Active
Dominion Energy / NextEra Energy : Deal Insight
The relentless climb in AI-driven data centre power demand has pushed two US energy heavyweights together to form the world’s largest regulated electric utility. On 18-May-26, NextEra Energy agreed to acquire Dominion Energy in a $66.8bn all-stock deal, the largest energy transaction on record. The offer consideration is 0.8138 NextEra shares for each Dominion share, valuing Dominion at $75.98 per share and implying a 23.1% one-day takeover premium. Through completion, Dominion shareholders will continue to pay quarterly dividends, capped at a level defined in a non-public company disclosure letter. NextEra may continue its dividend “as has been done routinely in the ordinary course of business,” and the two have agreed to coordinate so no holder receives two dividends or misses one in any quarter. Importantly, the press release discloses that Dominion will additionally pay a “cash payment of $360m (which is taxable and is distributed equally across all outstanding Dominion Energy shares) at closing.” Pre-tax and based on 881.7m shares outstanding (879.5m common shares plus RSAs of 1.9m and shares underlying performance share awards), per the merger agreement, we calculate this to be worth $0.41 per share. Both boards have unanimously approved the deal and, post-completion, NextEra shareholders will own 74.5% of the combined company with Dominion shareholders owning the remaining 25.5%. The deal requires approval from both shareholder bases (50%). Regulatory clearances are required under HSR and from FERC and the NRC, alongside the public utility commissions of Virginia (VSCC), North Carolina (NCUC) and South Carolina (SCPSC). The merger agreement also mentions FCC approval, which appears in neither the announcement release nor the merger presentation. Notifications will ...