Trio of firms guide GSK's $10.6bn US cancer drug maker buy

Davis Polk and Slaughter and May advise GSK as Ropes & Gray counsels target Nuvalent
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A trio of firms have scored roles in GSK's $10.6bn acquisition of US cancer drug developer Nuvalent, one of the British drugmaker’s biggest deals yet. 

Davis Polk & Wardwell and Slaughter and May are serving as legal counsel to GSK on the deal, which represents its largest transaction since an asset swap with Novartis in 2014 that was valued at about $21bn. 

Meanwhile, a Ropes & Gray team led by M&A partner Emily Oldshue and counsel Nicholas Roper is serving as legal counsel to Nuvalent. Sidley Austin is counsel to the Boston-based biotech and represented the company in its IPO last November, but did not advise on the transaction with GSK. 

The all-cash deal values Nuvalent at about $124 per share, a 40% premium to its last closing price.

Reuters reported that GSK's new boss, Luke Miels, said the Nuvalent deal offered "significant new ​treatment options" for lung cancer patients and created a platform to grow its experimental antibody-drug conjugate Ris-Rez, which is currently in late-stage testing.

Nuvalent's two lead lung cancer drugs – zidesamtinib and neladalkib – could launch this year, and GSK believes the drugs have multi-blockbuster potential. Bank of America said the ​drugs could bring in ⁠peak annual sales of $3bn to $4bn combined, Reuters reported. 

The Davis Polk team is led by New York corporate partners William Chudd, co-head of the firm's private equity practice, and Daniel Brass. They previously advised GSK on its collaboration with life sciences VC firm Flagship Pioneering and its $3.3bn acquisition of vaccine developer Affinivax in 2022.  

The ⁠deal will be funded primarily from new and existing debt facilities ​plus cash and could result in a low single-digit percentage dilution to core earnings per share between 2026 and 2028, GSK said. It is expected to ​close in the third quarter of 2026. 

Leerink Partners and Citigroup are acting as financial advisors to GSK on the deal. Centerview Partners is serving as financial advisor to Nuvalent. Jefferies also provided financial advice to Nuvalent.

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