Assertio Holdings announced that it has entered into a definitive agreement to be acquired by Zydus Worldwide DMCC, a subsidiary of Zydus Lifesciences Limited, in an all-cash transaction valued at approximately $166.4 million.
Under the terms of the agreement, Zydus will acquire all outstanding shares of Assertio common stock for $23.50 per share in cash. The transaction follows a strategic review process conducted by Assertio’s Board of Directors after receiving competing acquisition proposals from Garda Therapeutics.
The $23.50 per share offer represents a 30.6% premium to the original $18.00 per share agreement with Garda Therapeutics announced in April, a 7.8% premium to the revised $21.80 per share Garda offer announced earlier this month, and a 75.8% premium to Assertio’s unaffected closing stock price on March 20, 2026.
Assertio’s Board determined that the Zydus proposal constituted a “Superior Proposal” under the terms of the Garda merger agreement and approved terminating the Garda transaction in favor of the Zydus deal.
Heather Mason, Chair of Assertio’s Board of Directors, said the Board concluded that the Zydus proposal offered the strongest overall value and certainty for shareholders after evaluating price, execution risk, and transaction terms.
The company noted that the Zydus transaction includes no financing contingencies, requires no third-party financing, and is fully guaranteed by a Zydus entity.
The acquisition will be completed through a tender offer in which Zydus will seek to acquire all outstanding Assertio shares. Following completion of the tender offer, Zydus will acquire any remaining shares through a second-step merger at the same $23.50 per share price.
The transaction is expected to close during the second quarter of 2026, subject to customary closing conditions, including the tender of a majority of Assertio’s outstanding shares. The companies stated that no regulatory approvals are expected to be required.
Upon completion of the acquisition, Assertio’s common stock will no longer trade on the Nasdaq Stock Market.
Assertio is a pharmaceutical company focused on commercializing differentiated products primarily targeting oncology patients.
KEY QUOTES:
“We are pleased that the comprehensive and disciplined strategic review process undertaken by the Board has yielded this outcome. After carefully evaluating all relevant factors, including price, certainty of value, execution risk and overall transaction terms, the Board determined that the Zydus offer represents the best path available to Assertio shareholders. I want to thank everyone involved for their continued dedication throughout this process.”
Heather Mason, Chair of the Assertio Board of Directors
