Assertio Holdings has announced that following an engagement process outlined under the revised merger agreement (the Garda Merger Agreement) with Garda Therapeutics, Inc., the company’s Board of Directors approved a definitive agreement with Zydus Worldwide DMCC, a subsidiary of Zydus Lifesciences to acquire all outstanding shares of Assertio common stock for USD 23.50 per share in cash, representing total consideration of approximately USD 166.4 million. The Board determined that the Zydus offer constituted a ‘Superior Proposal’ under the Garda Merger Agreement and authorised the company to terminate the Garda agreement announced on May 4, 2026 and enter into the transaction with Zydus.
The Zydus offer of USD 23.50 per share in cash represents a 30.6 percent premium to the USD 18.00 per share all-cash transaction with Garda announced on April 8, 2026, a 7.8 percent premium to the USD 21.80 per share all-cash transaction with Garda announced on May 4, 2026, and a 75.8 percent premium to the company’s unaffected closing stock price on March 20, 2026–the day before significant share price and trading volume movement.
In making its determination that the Zydus offer represented a superior proposal, the Board considered Zydus’ strong execution profile, including that the Zydus offer has no financing contingencies, requires no third-party financing, and is fully guaranteed by a creditworthy Zydus entity, providing Assertio with direct recourse in the event of a breach or failure to close.
Heather Mason, Chair, Assertio Board of Directors, stated, “We are pleased that the comprehensive and disciplined strategic review process undertaken by the Board has yielded this outcome. After carefully evaluating all relevant factors, including price, certainty of value, execution risk and overall transaction terms, the Board determined that the Zydus offer represents the best path available to Assertio shareholders. I want to thank everyone involved for their continued dedication throughout this process.”
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