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SAN CARLOS, Calif. - CARGO Therapeutics, Inc. (NASDAQ:CRGX), a biotechnology company focused on CAR T-cell therapies, announced Tuesday it has entered into a definitive merger agreement with Concentra Biosciences, LLC, which will acquire CARGO for $4.379 in cash per share plus one non-transferable contingent value right (CVR). The deal comes as CARGO’s stock has declined over 70% in the past year, according to InvestingPro data.
The CVR entitles shareholders to receive 100% of CARGO’s closing net cash exceeding $217.5 million and 80% of net proceeds from any disposition of certain CARGO product candidates within two years following the closing. InvestingPro analysis shows CARGO maintains a strong liquidity position with a current ratio of 6.3, holding more cash than debt on its balance sheet.
CARGO’s board of directors unanimously approved the transaction after conducting a strategic review process. Under the agreement, Concentra will commence a tender offer by July 21 to acquire all outstanding CARGO shares. The offer price represents a significant premium to CARGO’s recent trading levels, with the stock trading at a price-to-book ratio of 0.72 as of the latest data from InvestingPro, which offers additional insights through its comprehensive financial analysis tools.
The closing of the offer requires that shareholders tender at least a majority of outstanding shares, the availability of at least $217.5 million in cash at closing, and other customary conditions.
CARGO officers, directors, and certain stockholders, collectively holding approximately 17.4% of the company’s common stock, have agreed to tender their shares and support the transaction.
The acquisition is expected to close in August 2025.
TD Cowen is serving as exclusive financial advisor to CARGO, with Latham & Watkins LLP acting as legal counsel. Gibson, Dunn & Crutcher LLP is providing legal counsel to Concentra.
The announcement noted that the transaction is subject to various closing conditions, including regulatory approvals and the percentage of stockholders tendering their shares.
This information is based on a press release statement issued by CARGO Therapeutics.
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