As per the amended deal, LAVA shareholders will receive an initial cash payment of $1.04 per share, down from the range of $1.16 to $1.24 initially agreed upon.
XOMA Royalty Corporation (XOMA) and LAVA Therapeutics NV (LVTX) announced on Friday that they have agreed to amend their previous share purchase agreement and lowered the initial cash consideration to be received by LAVA shareholders.
As per the amended deal, LAVA shareholders will receive an initial cash payment of $1.04 per share, down from the range of $1.16 to $1.24 initially agreed upon. Shareholders will also receive a contingent value right (CVR) representing the right to certain cash payments, the companies said.
This includes the previously announced rights to receive 75% of the net proceeds related to LAVA’s two partnered assets and 75% of any net proceeds from any out-license or sale of LAVA’s unpartnered programs, in addition to a new right to receive up to approximately $0.23 per CVR.
LAVA and XOMA Royalty also agreed to amend LAVA’s minimum net-cash closing condition to be $24.5 million, compared to the previous minimum net-cash closing condition of $31.5 million. The amended agreement is in light of the most recent estimates of LAVA’s expected cash balance at closing, among other factors, the companies said. The proposed acquisition is expected to close in the fourth quarter of 2025, as announced previously.
LAVA said that it expects to convene a meeting of shareholders to approve matters related to the deal with XOMA Royalty on November 7, after postponing it from its previous date of September 30.
Last month, LAVA canceled its shareholder meeting to consider and approve matters related to the proposed transaction with XOMA. XOMA first announced that it would acquire LAVA in August.
LAVA shares fell 3% on Friday afternoon at the time of writing. On Stocktwits, retail sentiment around LVTX stayed within the ‘bearish’ territory over the past 24 hours, while message volume stayed at ‘low’ levels.
While LVTX shares have gained 56% this year, XOMA stock has risen 30%.
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