GSK plc (LSE:GSK) entered a definitive agreement to acquire RAPT Therapeutics, Inc. (NasdaqGM:RAPT) for $1.7 billion on January 19, 2026. Under the terms of the agreement, GSK plc will pay RAPT Therapeutics shareholders $58 per share at closing for an estimated aggregate equity value of $2.2 billion. Net of cash acquired, GSK plc's estimated upfront investment is $1.9 billion. The transaction gives GSK the global rights to the ozureprubart programme, excluding mainland China, Macau, Taiwan and Hong Kong. GSK plc will also be responsible for success-based milestone and royalty payments for ozureprubart owed to RAPT's partner, Shanghai Jeyou Pharmaceutical Co., Ltd. Under the terms of the agreement, GSK Plc's subsidiary is obligated to commence a tender offer to acquire all outstanding shares of RAPT Therapeutics, Inc.'s common stock for $58 per share in cash within 10 business days of signing. Promptly following the closing of the tender offer, GSK plc will acquire any shares of RAPT Therapeutics, Inc. that are not tendered in the tender offer through a second-step merger under Delaware law at the tender offer price, GSK plc will account for the transaction as a business combination. The offer will be funded from cash on hand and at borrowings at prevailing effective rates under commercial paper programs. In case of termination RAPT Therapeutics, Inc will pay $78.4 million and GSK plc will pay $100.8 million.

The transaction is subject to customary closing conditions, including the tender of a majority of RAPT's outstanding shares of common stock in the tender offer, both board approvals, approval by the regulatory board and expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Act in the US. The transaction is expected to close in the first quarter of 2026. On February 23, 2026, the waiting period under the HSR Act expired, effective February 23, 2026.

Evercore Inc. acted as exclusive financial advisor to GSK plc. Larry Crouch, Jessica Bowring, Jessica Delbaum, Jill Ge, Alexander Touma, Nigel Parker, Brian Jebb, Beth Troy, Matthew Appleton and George Karafotias of Allen Overy Shearman Sterling LLP acted as legal advisor to GSK plc. J.P. Morgan Securities LLC acted as exclusive financial advisor and fairness opinion to RAPT Therapeutics, Inc. Jamie Leigh, Bill Roegge, Lindsey O?Crump and Courtney Tygesson of Cooley LLP acted as legal advisor to RAPT Therapeutics, Inc. Charles Ruck and Brian Umanoff of Latham & Watkins LLP represents J.P. Morgan Securities LLC as financial advisor to RAPT Therapeutics. Innisfree M&A Incorporated acted as information agent, Citibank, N.A. acted as depository bank, and Equiniti Trust Company, LLC acted as transfer agent to RAPT Therapeutics, Inc.

GSK plc (LSE:GSK) completed the acquisition of 93.4% stake in RAPT Therapeutics, Inc. (NasdaqGM:RAPT) for $1.7 billion on March 3, 2026. 30,137,567 shares of RAPT Therapeutics had been validly tendered and not validly withdrawn pursuant to the Offer, representing approximately 93.4% of the issued and outstanding Shares of RAPT as of the Expiration Time.