HilleVax Announces Merger Agreement with XOMA: Unlocking Potential with TipRanks Premium

HilleVax announced a merger agreement with XOMA, where XOMA will acquire all outstanding HilleVax shares for $1.95 per share in cash and a contingent value right for potential future payments. The merger is expected to close in September 2025 and aims to enhance HilleVax's market position by leveraging XOMA's resources. The deal is expected to provide cash returns and potential future earnings for stakeholders, while ensuring continuity of operations.

HilleVax, Inc. (NASDAQ: HLVX), a clinical-stage biopharmaceutical company, has entered into a definitive merger agreement with XOMA Royalty Corporation (NASDAQ: XOMA) to be acquired by the latter. Under the terms of the agreement, XOMA Royalty will acquire all of the issued and outstanding common shares of HilleVax for $1.95 in cash per share, along with a non-transferable contingent value right (CVR) [1].

The merger, expected to close in September 2025, aims to enhance HilleVax's market position by leveraging XOMA's resources. HilleVax's Board of Directors unanimously approved the agreement after a strategic review process. The acquisition is subject to certain conditions, including the tender of at least a majority of HilleVax's common stock, a minimum cash balance at closing, and other customary closing conditions [1].

XOMA Royalty, a biotechnology royalty aggregator, plays a distinctive role in helping biotech companies achieve their goals of improving human health. The acquisition of HilleVax will add to XOMA Royalty's growing portfolio of assets, which includes milestone and royalty rights associated with drug products in development [1].

The deal provides cash returns and potential future earnings for stakeholders while ensuring the continuity of HilleVax's operations. The CVR represents the right to receive potential payments following the closing of a pro-rata portion of certain savings realized by XOMA Royalty and any net proceeds from the sale or transfer of HilleVax's norovirus vaccine programs [1].

The merger is expected to close in September 2025, and certain HilleVax officers, directors, and stockholders have agreed to support the transaction. Leerink Partners is acting as the exclusive financial advisor to HilleVax, while Latham & Watkins LLP is serving as legal counsel. Gibson, Dunn & Crutcher LLP is acting as legal counsel to XOMA Royalty [1].

References:
[1] https://ir.hillevax.com/news-releases/news-release-details/hillevax-enters-definitive-agreement-be-acquired-xoma-royalty