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Lake Street Raises Assertio Price Target to $23.50
Lake Street raised the firm's price target on Assertio to $23.50 from $21.80 and keeps a Hold rating on the shares after the company announced that its board terminated the amended Garda agreement and entered into a definitive agreement with Zydus Worldwide to acquire all outstanding shares of Assertio for $23.50 per share in cash.
Assertio Holdings Enters $166.4M Acquisition Agreement with Zydus
Assertio Holdings announced that, following an engagement process outlined under the revised merger agreement with Garda Therapeutics, 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 $23.50 per share in cash, representing total consideration of approximately $166.4M. The Board determined that the Zydus Offer constituted a "Superior Proposal" under the Garda Merger Agreement and authorized the Company to terminate the Garda agreement announced on May 4, 2026 and enter into the transaction with Zydus. The Zydus Offer of $23.50 per share in cash represents a 30.6% premium to the $18.00 per share all-cash transaction with Garda announced on April 8, 2026, a 7.8% premium to the $21.80 per share all-cash transaction with Garda announced on May 4, 2026, and a 75.8% 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. Under the terms of the Zydus Transaction, Zydus will promptly commence a tender offer to acquire all outstanding shares of Assertio common stock for $23.50 per share in cash, without interest, representing total cash consideration of approximately $166.4M. The Board unanimously recommends that Assertio stockholders tender their shares into the Zydus Transaction. The Zydus Transaction is expected to close in the second quarter of 2026, subject to customary closing conditions, including the tender of a majority of the Company's outstanding shares. No regulatory approvals are expected to be required. Following the successful completion of the tender offer, Zydus will acquire any remaining shares through a second-step merger at the same price of $23.50 per share in cash. Upon completion of the transaction, Assertio's common stock will no longer be listed on Nasdaq.
Assertio and Garda Agree to Delay Acquisition Offer to May 14, 2026
Assertio Holdings has reached a mutual agreement with Garda Therapeutics to delay the launch of the previously announced tender offer to acquire all outstanding shares of Assertio to May 14, 2026. As previously announced on May 4, 2026, Assertio has entered into an amended and restated merger agreement to be acquired by Garda for $21.80 per share in cash, or total cash consideration of $153.2M. The Company expects to file a Schedule 14D-9 in connection with the tender offer on May 14, 2026. In addition, Assertio will delay the launch of the previously announced tender offer for all outstanding Convertible Senior Notes until May 14, 2026.
Assertio and Garda Agree to Postpone Acquisition Offer to May 8, 2026
Assertio Holdings has reached a mutual agreement with Garda Therapeutics to postpone the commencement of the previously announced tender offer to acquire all outstanding shares of Assertio to May 8, 2026. As previously announced on May 4, 2026, Assertio has entered into an amended and restated merger agreement to be acquired by Garda for $21.80 per share in cash, or total cash consideration of $153.2M. The Company expects to file a Schedule 14D-9 in connection with the tender offer on May 8, 2026. In addition, Assertio will postpone the commencement of the previously announced tender offer for all outstanding Convertible Senior Notes until May 8, 2026.
Assertio and Garda Reach Merger Agreement, Acquisition Price Raised to $21.80 per Share
Assertio Holdings announced that, on May 1, 2026, Assertio and Garda Therapeutics entered into an Amended and Restated Agreement and Plan of Merger pursuant to which Garda has increased its offer to acquire all outstanding shares of Assertio to $21.80 per share in cash with no contingent value right. The increased offer represents a 21.1% premium to Garda's original offer on April 8, 2026, and a 63.1% premium to the Company's unaffected stock price on March 20, 2026 - the day before a significant share price and trading volume movement. The revised offer follows engagement with multiple parties during the Company's "window-shop" period, including the receipt of a Superior Proposal, after which the Company negotiated in good faith with Garda as required by the terms of the merger agreement. The increased consideration and the revised Merger Agreement with Garda provides greater cash consideration to Assertio's stockholders, and includes increased and fully-committed equity and debt financing commitments. After careful consideration, Assertio's Board of Directors determined that Garda's increased offer represents the most favorable outcome for Assertio's stockholders. Under the terms of the amended agreement, Garda will acquire all outstanding shares of Assertio for $21.80 per share in cash. The Merger Agreement does not include a contingent value right. The transaction is expected to close in the second quarter of 2026 and remains subject to customary closing conditions, including the tender of a majority of Assertio's outstanding shares. Following the successful completion of the tender offer, Garda will acquire any remaining shares through a second-step merger at the same price of $21.80 per share in cash. Upon completion of the transaction, Assertio's common stock will no longer be listed on Nasdaq. Assertio will file a current report on Form 8-K with the U.S. Securities and Exchange Commission containing a summary of terms and conditions of the Merger Agreement. The Company also expects to file a Schedule 14D-9 with the SEC in connection with the tender offer, which will include additional information regarding the transaction and the strategic review process. On April 8, 2026, Assertio completed the previously announced sale of its non-Rolvedon assets to Cosette Pharmaceuticals, further streamlining the Company and supporting the transaction with Garda. In light of the announced transaction, Assertio will not host a conference call and webcast to discuss the Company's financial and operating results for the first fiscal quarter of 2026. The call is not expected to be rescheduled. In addition, the Company is withdrawing its previously disclosed 2026 guidance in connection with the transaction. Assertio expects to file its Form 10-Q for the first quarter of 2026 on or before May 11, 2026.
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