Xoma Royalty to Acquire Lava Therapeutics in Strategic Move

XOMA Royalty Corporation and LAVA Therapeutics N.V. have entered into a definitive share purchase agreement, setting the stage for a strategic acquisition that underscores the growing importance of biotech royalties in the pharmaceutical industry. Under the terms of the agreement, XOMA Royalty will acquire LAVA for between $1.16 and $1.24 per share in cash, plus a non-transferable contingent value right (CVR) per share. This CVR entitles shareholders to 75% of the net proceeds from LAVA's partnered assets and unpartnered programs, highlighting the potential for significant future returns.

The transaction, expected to close in the fourth quarter of 2025, is subject to customary closing conditions, including the tender of at least 80% of LAVA's outstanding shares. The deal reflects XOMA Royalty's strategy to expand its portfolio of biotech royalties, offering non-dilutive funding to companies like LAVA while securing future economic benefits. LAVA's Board of Directors has unanimously approved the agreement, citing its alignment with the company's long-term success and shareholder interests.

LAVA Therapeutics, known for its innovative Gammabody® platform, has developed clinical-stage bispecific gamma delta T cell engagers, including partnerships with Johnson & Johnson and Pfizer. The acquisition will see XOMA Royalty taking over these promising assets, with plans to discontinue LAVA's Phase 1 clinical trial of LAVA-1266 for acute myeloid leukemia and myelodysplastic syndrome. This move underscores the strategic prioritization of partnered programs with higher potential for patient impact and shareholder value.

Advisors from Gibson, Dunn & Crutcher LLP and Loyens & Loeff N.V. represented XOMA Royalty, while Leerink Partners, Cooley LLP, and NautaDutilh N.V. advised LAVA. The transaction not only highlights the vibrancy of the biotech sector but also the critical role of strategic acquisitions in fostering innovation and delivering value to shareholders. For more information on XOMA Royalty, visit https://www.xoma.com, and for details on LAVA Therapeutics, visit https://www.lavatherapeutics.com.