Tourmaline Bio has entered into a merger agreement with Novartis, pursuant to which Novartis will acquire Tourmaline for USD 48 per share in cash at closing, or a total equity value of approximately USD 1.4 billion. This represents a premium of 59 percent to Tourmaline’s closing stock price on 9 September, 2025, the last trading day before the announcement of the transaction, and 127 percent to Tourmaline's 60-day volume-weighted average stock price as of that same date. The transaction has been unanimously approved by the Boards of Directors of both companies.

“Our mission at Tourmaline has been to establish new standards of care in areas of high unmet medical need, and today’s transaction announcement both underscores our commitment to that focus and also delivers shareholder value. We are thrilled that Novartis, a company with deep roots and a commitment to innovation in the cardiovascular, renal and metabolic disease space, will continue to advance this mission. Novartis shares our conviction in the critical, but largely unaddressed, role of inflammation in driving cardiovascular diseases and will be an ideal partner to accelerate the development of pacibekitug. I want to extend my heartfelt thanks to our Tourmaline colleagues and advisers for their dedication and hard work, as well as to our investigators and clinical trial participants who have helped expand our understanding of cardiovascular inflammation,” said Sandeep Kulkarni, MD, Co-Founder and Chief Executive Officer, Tourmaline."

The closing of the tender offer will be subject to certain conditions, including the tender of shares representing at least a majority of the total number of Tourmaline's outstanding shares and receipt of regulatory approvals, and other customary closing conditions.

Completion of the transaction is expected in the fourth quarter of 2025, subject to the satisfaction or waiver of customary closing conditions. Until that time, Tourmaline will continue to operate as a separate and independent company.

“With no widely adopted anti-inflammatory therapies currently available for cardiovascular risk reduction, pacibekitug represents a potential breakthrough in addressing residual inflammatory risk in ASCVD with a differentiated mechanism of action targeting IL-6. Inflammation is a major driver of cardiovascular disease, and the team at Tourmaline has made significant progress with this asset. We are excited to bring pacibekitug into the Novartis portfolio and collaborate with the Tourmaline team to advance its development as we diversify our efforts in cardiovascular care,” said Shreeram Aradhye, President, Development and Chief Medical Officer, Novartis.