Merck Closes Tender Offer To Buy Cubist Pharma - Quick Facts

(RTTNews) - Merck & Co. Inc. (MRK) announced the successful completion of the tender offer for all of the outstanding shares of common stock of Cubist Pharmaceuticals Inc. (CBST) at a purchase price of $102.00 per share.

As of the tender offer expiration on Tuesday, 58.04 million shares of common stock of Cubist were validly tendered and not properly withdrawn from the tender offer, representing about 75.7 percent of the outstanding common stock of Cubist on a fully diluted basis. All of such shares have been accepted for payment in accordance with the terms of the tender offer, and Merck expects to promptly pay for all such shares.

Up on consummation of the tender offer, Merck expects to complete the acquisition of Cubist later today through a merger of Merck's wholly owned subsidiary with and into Cubist without stockholder approval.

Upon completion of the merger, all outstanding shares of common stock of Cubist, other than shares held by Cubist in treasury or shares held by Cubist's stockholders who are entitled to and properly exercise appraisal rights under Delaware law, will be canceled and converted into the right to receive cash equal to the $102.00 offer price per share without interest, less any applicable withholding taxes.

In addition, upon completion of the merger, Cubist will become a wholly owned subsidiary of Merck and the common stock of Cubist will cease to be traded on the NASDAQ Stock Market.

In December 2014, Healthcare giant Merck had agreed to acquire biotechnology company Cubist Pharmaceuticals for an equity value of $8.4 billion. Including $1.1 billion in net debt based on projected cash balances, the total transaction value was about $9.5 billion.