Kezar Life Sciences to be acquired by Aurinia Pharma for $6.955 per share cash plus CVR

Kezar Life Sciences, Inc.

Aurinia Pharma U.S. will commence a tender offer at $6.955/share cash plus one contingent value right (CVR) per share.
Tang Capital Partners, holding ~9% of shares, agrees to tender in support of the deal.
CVR holders may receive payments from excess net cash above $50M, Enodia APA proceeds, and milestones/royalties from zetomipzomib.
Closing expected in Q2 2026; conditions include minimum tender >50% and net cash ≥$50M.
Termination fee of $1.2 million payable by Kezar under specified circumstances, including a superior proposal.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Kezar Life Sciences, Inc. entered into Agreement and Plan of Merger with Aurinia Pharma U.S., Inc. valued at $6.955 per Share (effective 2026-03-30).

Action: entry
Agreement: merger
Counterparty: Aurinia Pharma U.S., Inc.
Value: $6.955 per Share
Effective: 2026-03-30

Exact text from the filing

On March 30, 2026, Kezar Life Sciences, Inc., a Delaware corporation (the “ Company ” or “ Kezar ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among the Company, Aurinia Pharma U.S., Inc., a Delaware corporation (“ Parent ” or “Aurinia”), Aurinia Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ” and together with Parent, the “ Buyer Entities ”), and, solely for purposes of Section 10.13 of the Merger Agreement, Aurinia Pharmaceuticals Inc., a company incorporated under the laws of the Province of Alberta (“ Ultimate Parent ”), and the parent entity of Parent.

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Kezar Life Sciences, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-26-130486

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