Gilead Sciences has entered into a definitive agreement to acquire Tubulis, a Germany-based biotechnology firm, in a transaction valued at up to $5 billion. The deal structure includes $3.15 billion in upfront cash consideration, supplemented by up to $1.85 billion in contingent milestone payments. The acquisition, expected to close in the second quarter of 2026, follows a two-year strategic collaboration between the two organizations.
The transaction centers on specialized antibody-drug conjugate (ADC) technology, including a lead asset currently in Phase 1b/2 development. Following the close, Tubulis will operate as a dedicated research subsidiary within the Gilead organization, with its Munich site serving as a hub for ADC discovery and manufacturing. This structure is designed to preserve the target’s innovation culture while leveraging Gilead’s global development and regulatory scale.
From a financing perspective, U.S.-based Gilead intends to fund the acquisition through a combination of cash on hand and the issuance of senior unsecured notes. The deal remains subject to customary closing conditions, including the expiration of applicable regulatory waiting periods.
Legal counsel for the transaction includes Covington & Burling, Arnold & Porter, and Venable representing Gilead, while Goodwin Procter and CMS Hasche Sigle served as counsel to Tubulis. J.P. Morgan Securities acted as the exclusive financial advisor to the target, with Centerview Partners and Allen & Company advising Gilead.
