1. XOMA Royalty acquires Generation Bio for $4.2913 per share. 2. Acquisition includes potential milestone and royalty payments from Moderna collaboration. 3. Stockholders will receive contingent value rights for future payments. 4. Acquisition expected to close in February 2026. 5. 15% of Generation Bio stockholders support the merger.
FAQ
Why Bullish?
The acquisition price reflects a premium over current valuations, indicating investor confidence. Historical mergers often boost stock prices for acquired firms when strategic synergies are evident.
How important is it?
The article details a significant merger directly affecting GBIO, influencing its market position and shareholder value. The terms of the deal, including contingent payments, heighten investment interest and market speculation.
Why Long Term?
The merger will solidify potential revenues in the long run and the contingent rights offer upside opportunities. Historical data shows mergers with solid financial projections can lead to sustained stock price appreciation.
XOMA Royalty Corporation to Acquire Generation Bio Co.
EMERYVILLE, Calif. and CAMBRIDGE, Mass., Dec. 15, 2025 – XOMA Royalty Corporation (“XOMA Royalty”) (NASDAQ: XOMA) has announced its agreement to acquire Generation Bio Co. (“Generation Bio”) (NASDAQ: GBIO) for a purchase price of $4.2913 per share. This acquisition promises significant milestone and royalty payments, particularly under Generation Bio's collaboration with Moderna, facilitating the advancement of their innovative delivery platform.
Details of the Acquisition
The terms of the acquisition stipulate that Generation Bio shareholders will not only receive cash but also one non-transferable contingent value right (“CVR”) per share. This CVR will entitle holders to potential payments from:
- 100% of any amount exceeding $29 million in net cash at closing.
- 90% or 100% of savings from XOMA Royalty on the Cambridge office lease obligations, depending on resolution timing.
- A share of proceeds from Generation Bio’s current license agreement with Moderna, which includes potential development and commercial milestones.
- 70% of payments from any out-license or sale of Generation Bio’s cell-targeted lipid nanoparticles (ctLNP) delivery platform.
Approval and Support from Shareholders
Generation Bio's board of directors has reviewed the proposal with legal and financial advisors and has determined that the acquisition aligns with the best interests of its shareholders, leading to a unanimous approval of the Merger Agreement. Approximately 15% of Generation Bio’s shareholders have already signed support agreements to tender their shares in the upcoming offer.
This acquisition is expected to close in February 2026, pending conditions such as the tender of at least a majority of outstanding shares.
Strategic Advisors Involved
XOMA Royalty has enlisted the services of Gibson, Dunn & Crutcher LLP as legal representation, while TD Cowen acted as the financial advisor. For Generation Bio, legal counsel was provided by Wilmer Cutler Pickering Hale and Dorr LLP.
About XOMA Royalty Corporation
XOMA Royalty is a prominent biotechnology royalty aggregator dedicated to enhancing human health through the acquisition of royalty rights. The company facilitates funding for biotech firms by acquiring future economic rights associated with therapeutic candidates developed by pharmaceutical companies. These transactions provide sellers with non-dilutive funding for further development of their drug candidates.
About Generation Bio
Generation Bio focuses on advancing treatments for T cell-driven autoimmune diseases using its unique ctLNP delivery platform, which selectively administers small interfering RNA (siRNA) to targeted cells. This strategic acquisition by XOMA Royalty aims to leverage Generation Bio’s technological innovations for further benefit and growth.
Forward-Looking Statements
Both companies have made forward-looking statements regarding the merger's timeline and financial implications. These projections carry inherent uncertainties, and actual results may differ. XOMA Royalty advises against undue reliance on these statements, highlighting risks associated with achieving anticipated net cash and the successful integration of Generation Bio’s assets post-acquisition.