On October 18, 2025 XOMA Royalty Corporation and LAVA Therapeutics N.V. announced that they had reached an amendment to their previously announced definitive share purchase agreement. The amendment was made public by XOMA on the same day, confirming the new terms that will govern the pending acquisition of LAVA shares.
Under the amended agreement, LAVA shareholders who tender their shares will receive a cash amount of $1.04 per share, a reduction from the original $1.16‑$1.24 range. The contingent value right (CVR) terms were also updated: shareholders will receive 75 % of the net proceeds from LAVA’s two partnered assets and 75 % of any net proceeds from out‑licenses or sales of unpartnered programs, plus an additional right to receive up to approximately $0.23 per CVR depending on post‑closing liabilities. The net‑cash closing condition was lowered to $24.5 million from the prior $31.5 million.
The amendment extends the tender offer deadline to 11:59 p.m. ET on November 12, 2025, and the parties expect the transaction to close in the fourth quarter of 2025. These changes alter the financial and timing profile of the deal for both XOMA and LAVA shareholders, making the announcement a material event for investors and stakeholders.
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