XOMA Royalty Corporation acquisition of Generation Bio Co.

XOMA Royalty Corporation completed its acquisition of Generation Bio Co. on 2026-02-09, according to the Form 8-K Generation Bio Co. filed with the SEC on 2026-02-09. The filing states a price of $98 million. Generation Bio Co. filed the report because the deal made it part of XOMA Royalty Corporation.

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What the filing says

Parent completed the acquisition of the Company on February 9, 2026, by causing Merger Sub to merge with and into the Company (the "Merger") pursuant to the Merger Agreement without a vote of the Company stockholders in accordance with Section 251(h) of the General Corporation Law of the State of Delaware (the "DGCL").

The price, in the filing's words

At the Effective Time and pursuant to the Merger Agreement, XOMA Royalty acquired the cash remaining on Generation Bio's balance sheet, any remaining de minimis assets, approximately $98.0 million of tax deductions under Section 174 of the U.S. Internal Revenue Code of 1986, as amended, and certain legacy assets (the " Legacy Assets ") related to Generation Bio's lipid nanoparticle system (" LNP ").

More from the filing

As previously disclosed, the Company entered into an Agreement and Plan of Merger, dated December 15, 2025 (the "Merger Agreement"), with XOMA Royalty Corporation ("Parent") and Parent's wholly-owned subsidiary, XRA 7 Corp. ("Merger Sub").

Pursuant to the Merger Agreement, and upon the terms and subject to the conditions thereof, on January 9, 2026, Parent and Merger Sub commenced a tender offer (the "Offer") to acquire all of the issued and outstanding shares (the "Company Shares") of common stock, par value $0.0001 per share, of the Company (the "Company Common Stock") for (i) $4.2913 per Company Share, payable in cash, without interest and less any applicable tax withholding (such amount, the "Cash Amount"), plus (ii) one non-tradeable contingent value right per Company Share (each, a "CVR"), which represents the right to rec

The Offer and related withdrawal rights expired as scheduled at one minute after 11:59 p.m., Eastern time, on February 6, 2026 (such date and time, the "Expiration Time"), and the Offer was not extended.

Quoted from Generation Bio Co.'s Form 8-K; also reported in Form 8-K of 2026-02-09, Form 8-K/A of 2026-04-27.

This is the only completed acquisition XOMA Royalty Corporation reported under Item 2.01 in the last twelve months, as far as the filings of the companies it bought show.

Where this comes from

A public company must file a current report on Form 8-K with the SEC within four business days of completing a significant acquisition or disposition of assets, under Item 2.01 of the report. The acquired company sometimes files one too, when the deal makes it a subsidiary of the buyer.

Every fact on this page is taken from one of those filings and linked to it: which company acquired which, the date the filing gives for completion, and the price when the filing states one in dollars, shown next to the sentence that states it. A filing states what was bought and on what terms; it rarely states why, and neither does this page.

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