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Investing.com -- XOMA Royalty Corporation (NASDAQ:XOMA) stock rose 5% and Turnstone Biologics (NASDAQ:TSBX) stock jumped 8.4% after the companies announced a definitive merger agreement.
Under the terms of the deal, XOMA will acquire Turnstone for $0.34 in cash per share plus one non-transferable contingent value right (CVR). XOMA will commence a tender offer by July 11, 2025, to acquire all outstanding shares of Turnstone common stock.
The Turnstone Board of Directors has unanimously approved the merger agreement after conducting a thorough review process with legal and financial advisors. Approximately 25.2% of Turnstone stockholders have already signed support agreements to tender their shares in the offer.
The closing of the tender offer is subject to certain conditions, including the tender of Turnstone common stock representing at least a majority of the total number of outstanding shares, a minimum cash balance at closing, and other customary closing conditions.
Following the completion of the tender offer, Turnstone will be acquired by XOMA Royalty, with all remaining shares not tendered in the offer converted into the right to receive the same cash and CVR consideration per share. The transaction is expected to close in August 2025.
Leerink Partners is serving as exclusive financial advisor to Turnstone, with Cooley LLP acting as legal counsel. Gibson, Dunn & Crutcher LLP is acting as legal counsel to XOMA Royalty.
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