Assertio to be acquired by Garda Therapeutics in $18.00/share cash tender offer plus CVRs

Assertio Holdings, Inc.

Acquisition by Garda Therapeutics at $18.00/share cash plus one CVR per share; tender offer to commence within 10 business days.
Asset sale to Cosette Pharmaceuticals for $35M cash upfront plus up to $32M in milestone payments and SPRIX-related CVR payments.
Equity commitment of $17M from Joseph Limber and Brett Lund; debt commitment of $87M from Colbeck Capital Management.
Termination fee: $4.8M standard, reduced to $1.75M for a Qualified Bidder prior to Window Shop End Time.
CEO Mark Reisenauer's non-compete extended to 18 months post-termination in connection with the merger.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.99

Assertio Holdings, Inc. entered into Agreement and Plan of Merger with Garda Therapeutics, Inc. valued at $18.00 per share of Common Stock in cash, plus one contingent value right per share (effective 2026-04-08).

Action: entry
Agreement: merger
Counterparty: Garda Therapeutics, Inc.
Value: $18.00 per share of Common Stock in cash, plus one contingent value right per share
Effective: 2026-04-08

Exact text from the filing

On April 8, 2026, Assertio Holdings, Inc. (the " Company " or " Assertio ") entered into an Agreement and Plan of Merger (the " Merger Agreement ") with Garda Therapeutics, Inc., a Delaware corporation (" Parent "), and Audi Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (" Purchaser ").

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Assertio Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-26-041569

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