Assertio Holdings announced that it has agreed to be acquired by Zydus Worldwide DMCC, a subsidiary of Zydus Lifesciences, 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 deal represents a 30.6% premium to the previously announced $18.00-per-share transaction with Garda Therapeutics disclosed on April 8, 2026, and a 7.8% premium to the revised $21.80-per-share Garda agreement announced on May 4, 2026. The offer also reflects 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 its prior merger agreement with Garda Therapeutics and authorized termination of the Garda transaction in favor of the Zydus agreement.
The company said the board considered several factors in approving the transaction, including pricing, execution certainty, financing structure, and transaction terms. According to Assertio, the Zydus offer contains no financing contingencies, requires no third-party financing, and is fully guaranteed by a Zydus entity.
Under the agreement, Zydus will commence a tender offer to acquire all outstanding shares of Assertio stock. Following completion of the tender offer, any remaining shares will be acquired through a second-step merger at the same $23.50-per-share price. Upon closing, Assertio’s shares will no longer trade on the Nasdaq exchange.
The transaction is expected to close during the second quarter of 2026, subject to customary closing conditions, including the tender of a majority of the company’s outstanding shares. Assertio said no regulatory approvals are expected to be required for the deal.
Support: Moelis & Company is serving as financial advisor to Assertio, while Gibson, Dunn & Crutcher is acting as legal counsel and Longacre Square Partners is serving as strategy and communications advisor.
KEY QUOTE:
“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 Board Of Directors, Assertio Holdings
