XOMA Royalty Corp (XOMA): M&A transaction — XOMA completes acquisition of Turnstone Biologics for $0.34 cash plus CVR per share

XOMA Royalty Corp

XOMA accepted 17,192,002 shares (~74% of outstanding) at $0.34 plus one CVR per share.
Merger completed under Section 251(h) of DGCL; no stockholder vote held.
Outstanding shares not tendered converted to $0.34 and one CVR; options cancelled for no consideration.
CVR Agreement dated Aug 11, 2025, with Broadridge as rights agent.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

XOMA Royalty Corp completed an acquisition involving Turnstone Biologics Corp. for $0.34 per share plus one non-transferable contractual contingent value right (closed 2025-08-11).

Action: acquisition
Counterparty: Turnstone Biologics Corp.
Consideration: $0.34 per share plus one non-transferable contractual contingent value right
Closing: 2025-08-11

Exact text from the filing

2025, XOMA completed a tender offer to purchase all of Turnstone’s outstanding shares of common stock, par value $0.001 per share (the “ Shares ”), for a price per Share of (i) $0.34 (the “ Cash Amount ”), payable subject to any applicable tax withholding and without interest, plus (ii) one non-transferable contractual contingent value right (“ CVR ”), which

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Source: SEC EDGAR

accession 0001193125-25-181840

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