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XOMA Royalty Announces Closing of Tender Offer for HilleVax, Inc.
Globenewswire· 2025-09-17 13:00
Core Viewpoint - XOMA Royalty Corporation has successfully completed its tender offer to acquire HilleVax, Inc. for $1.95 per share in cash, along with a contingent value right, resulting in HilleVax becoming a wholly owned subsidiary of XOMA Royalty [1][3]. Group 1: Tender Offer Details - The tender offer expired on September 15, 2025, with 39,214,689 shares of HilleVax common stock validly tendered, representing approximately 77.48% of the outstanding shares [2]. - All conditions of the tender offer were satisfied or waived, and XOMA Royalty accepted for payment all validly tendered shares immediately after the expiration [2]. Group 2: Merger and Delisting - Following the tender offer, XRA 4 Corp., a subsidiary of XOMA Royalty, merged with HilleVax, converting all non-tendered shares into the right to receive the offer price [3]. - HilleVax common stock will cease trading on Nasdaq and will be delisted and deregistered under the Securities Exchange Act of 1934 [3]. Group 3: Company Overview - XOMA Royalty is a biotechnology royalty aggregator that helps biotech companies by acquiring future economic rights associated with therapeutic candidates, providing non-dilutive funding for their development [5].
XOMA Royalty Announces Closing of Tender Offer for Turnstone Biologics
Globenewswire· 2025-08-11 13:00
Core Points - XOMA Royalty Corporation has successfully completed its tender offer to acquire all outstanding shares of Turnstone Biologics Corp for $0.34 per share in cash, plus a contingent value right [1][2] - A total of 17,192,002 shares of Turnstone common stock were validly tendered, representing approximately 74% of the outstanding shares as of the expiration date [2] - Following the tender offer, Turnstone was merged into a subsidiary of XOMA Royalty, making it a wholly owned subsidiary [3] Company Overview - XOMA Royalty Corporation operates as a biotechnology royalty aggregator, assisting biotech companies in improving human health by acquiring future economic rights associated with therapeutic candidates [5] - The company provides non-dilutive, non-recourse funding to sellers, enabling them to advance their drug candidates or for general corporate purposes [5] - XOMA Royalty has a growing portfolio of assets related to the advancement of therapeutic candidates [5]
HilleVax Enters into a Definitive Agreement to be Acquired by XOMA Royalty for $1.95 in Cash per Share Plus a Contingent Value Right
GlobeNewswire News Room· 2025-08-04 11:00
Core Viewpoint - HilleVax, Inc. and XOMA Royalty Corporation have entered into a definitive merger agreement, where XOMA Royalty will acquire all outstanding shares of HilleVax [1] Summary by Sections Merger Agreement Details - HilleVax stockholders will receive $1.95 in cash per share at the closing of the merger, along with a non-transferable contingent value right (CVR) for potential future payments [2] - The CVR includes rights to any remaining HilleVax cash exceeding $102.95 million, a portion of savings from XOMA Royalty's Boston office lease obligations, and 90% of net proceeds from the sale or licensing of HilleVax's norovirus vaccine programs within five years post-closing [2] Board Approval - HilleVax's Board of Directors has unanimously approved the merger agreement, determining it to be in the best interests of all stockholders [3] Tender Offer Process - XOMA Royalty will commence a tender offer by August 18, 2025, to acquire all outstanding shares of HilleVax common stock, with the closing expected in September 2025 [4] - The tender offer is contingent upon certain conditions, including the tender of a majority of HilleVax's outstanding shares and a minimum cash balance at closing [4] - Approximately 22.9% of HilleVax's common stockholders have signed support agreements to tender their shares in the offer [4] Advisory Roles - Leerink Partners is serving as the exclusive financial advisor to HilleVax, while Latham & Watkins LLP is providing legal counsel to HilleVax; Gibson, Dunn & Crutcher LLP is acting as legal counsel to XOMA Royalty [5] Company Profiles - HilleVax is a clinical-stage biopharmaceutical company focused on developing and commercializing novel vaccines [6] - XOMA Royalty is a biotechnology royalty aggregator that acquires potential future economics associated with therapeutic candidates licensed to pharmaceutical or biotechnology companies [7]