GSK's tender offer for Nuvalent expires with 91.3% of shares tendered, clearing the way for a merger without a stockholder vote

summarizeSummary

GSK's tender offer for Nuvalent expired with 91.3% of shares tendered, satisfying all conditions. The merger will close without a stockholder vote, and Nuvalent shares will be delisted.

check_boxKey Events · M&A and Partnerships · NUVL

• Tender Offer Expires with 91.3% Tendered

  By the July 14, 2026 expiration, 72,518,967 shares had been validly tendered, representing 91.3% of outstanding shares and comfortably satisfying the Minimum Tender Condition.

• Purchaser Accepts Shares; Merger to Close

  The purchaser irrevocably accepted all tendered shares and, now holding enough to approve the merger, will complete it under Section 251(h) of the DGCL without a stockholder meeting.

• Delisting and Deregistration Planned

  Once the merger closes, Nuvalent shares will be delisted from Nasdaq and deregistered under the Exchange Act, ending public reporting obligations.

• Deal Premium Near 52-Week High

  The $124.00 per share offer price represents a premium to the pre-announcement price and sits near the 52-week high of $123.99, reflecting strong value for shareholders.

auto_awesomeAnalysis · NUVL · Life Sciences

With 91.3% of shares tendered, GSK's $124.00 per share all-cash offer for Nuvalent sailed past the minimum threshold, removing the last hurdle. The purchaser has irrevocably accepted the shares and will complete the merger under Delaware's Section 251(h), bypassing a stockholder meeting. Nuvalent shares will be delisted from Nasdaq and deregistered, marking the final step in the $10.6 billion acquisition and eliminating any remaining uncertainty. The overwhelming tender rate and board recommendation highlight the deal's appeal at a premium near the 52-week high.