89bio, Inc.: M&A transaction — Roche completes acquisition of 89bio for $14.50/share + CVR; stock to be delisted

89bio, Inc.

Total cash consideration $14.50 per share plus one CVR worth up to $6.00 per share.
94.1M shares validly tendered (60.49%) plus 42.5M shares via guaranteed delivery (27.31%).
Merger closed October 30; company becomes wholly owned by Roche; Nasdaq delisting requested.
Loan agreement with K2 HealthVentures terminated and fully paid at closing.
Board and officers replaced; transaction bonuses for three executives: $75k, $250k, $300k.

item 1.02 item 2.01 item 3.01 item 3.03 item 5.01 item 5.02 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.99

89bio, Inc. completed an acquisition involving Roche Holdings, Inc. for $14.50 per share in cash plus one non-tradeable contingent value right (CVR) per share representing the right to receive contingent payments of up to an aggrega (closed 2025-10-30).

Action: acquisition
Counterparty: Roche Holdings, Inc.
Consideration: $14.50 per share in cash plus one non-tradeable contingent value right (CVR) per share representing the right to receive contingent payments of up to an aggrega
Closing: 2025-10-30

Exact text from the filing

1, 2025, Merger Sub commenced a tender offer to purchase all of the outstanding shares (the “ Shares ”) of common stock, par value $0.001 per share, of the Company, for (i) $14.50 per Share, in cash, without interest (the “ Closing Amount ”) less any required withholding taxes, plus (ii) one non-tradeable contingent value right (each, a “ CVR ”) per Share,

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Source: SEC EDGAR

accession 0001193125-25-257616

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