Merck Sharp & Dohme LLC entered into an agreement to acquire Harpoon Therapeutics, Inc. (NasdaqCM:HARP) for $410 million on January 7, 2024. Under the terms of the agreement, Merck, will acquire all outstanding shares of Harpoon Therapeutics, Inc. for a price per share of $23 in cash. Upon termination of the agreement under certain specified circumstances, Harpoon Therapeutic would be required to pay Merck a termination fee of $23.86 million.

The board of directors of Harpoon has unanimously approved the transaction. The board of directors of Merck Sharp & Dohme has approved the transaction. The transaction is subject to certain conditions, including approval of the merger by Harpoon?s stockholders, the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, and other customary conditions. The transaction is expected to close in the first half of 2024.

Catherine J. Dargan, Andrew M. Fischer and Michael J. Riella of Covington & Burling LLP acted as its legal advisor and Evercore Group L.L.C. acted as financial advisor to Merck. Stuart M. Cable, Lisa R. Haddad, Jean A. Lee, Amanda Gill, Maggie L. Wong, Marianne C. Sarrazin, Alex Apostolopoulos, Arman Oruc, Jacob R. Osborn, Christopher J. Denn, Julie Tibbets, Nathan J. Brodeur, Jacqueline Klosek, Lore Leitner, Robert M. Hale, Alexandra S. Denniston, Andrew C. Sucoff, Matt Wetzel, Deborah S. Birnbach, Alicia Tschirhart, Simone Waterbury, Brian H. Mukherjee and Christina Ademola of Goodwin Procter LLP acted as legal advisor and Centerview Partners LLC acted as financial advisor and fairness opinion provider to Harpoon.