Nuvalent Tender Offer Closes with 91.3% of Shares Tendered; Merger Completion Imminent

summarizeSummary

GSK's tender offer for Nuvalent expired with 91.3% of shares tendered, satisfying all conditions. The merger will close imminently, and Nuvalent shares will be delisted.

check_boxKey Events · M&A and Partnerships · NUVL

• Tender Offer Expires with 91.3% Tendered

  At the July 14, 2026 expiration, 72,518,967 shares—representing 91.3% of the outstanding total—were validly tendered, exceeding the minimum tender condition.

• Merger to Close Without Stockholder Vote

  With sufficient shares now in hand, the purchaser can complete the merger under Section 251(h) of the DGCL, removing the need for a stockholder meeting.

• Delisting and Deregistration Imminent

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

• All-Cash Consideration of $124 Per Share

  Each remaining share will be converted into the right to receive $124.00 in cash, consistent with the original offer price.

auto_awesomeAnalysis · NUVL · Life Sciences

GSK's $124 per share all-cash tender offer for Nuvalent expired on July 14, 2026, drawing 91.3% of outstanding shares—comfortably clearing the minimum condition. The purchaser has irrevocably accepted the tendered shares and will complete the acquisition via a short-form merger under Delaware law, bypassing a stockholder vote. Closing is expected promptly, after which Nuvalent shares will be delisted from Nasdaq and deregistered. This final step in the $10.6 billion acquisition delivers a substantial premium to shareholders near the 52-week high.