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Highlights
Novartis to acquire Tourmaline Bio for approximately $1.4 billion, or $48.00 per share in cash.
Transaction expected to close in Q4 2025, subject to regulatory approvals and tender conditions.
Tourmaline’s lead asset, pacibekitug, has been tested in 450 participants across six trials, targeting inflammatory and immune diseases.
Tourmaline Bio, Inc. (NASDAQ:TRML), a biotechnology company focused on late-stage development of therapies for inflammatory and immune diseases, has announced a definitive merger agreement with Novartis AG. Under the agreement, Novartis will acquire Tourmaline in a transaction valued at approximately $1.4 billion.
Transaction Overview
As part of the agreement, Novartis will purchase Tourmaline for $48.00 per share in cash at closing. This represents a 59% premium to Tourmaline’s closing share price on September 8, 2025, and a 127% premium to its 60-day volume-weighted average price as of the same date.
The Boards of Directors of both companies have unanimously approved the transaction. A subsidiary of Novartis will commence a tender offer to acquire all outstanding shares of Tourmaline. Closing is subject to regulatory approvals, a majority tender of outstanding shares, and customary conditions.
The deal is expected to be completed in the fourth quarter of 2025. Until then, Tourmaline will continue to operate independently. Leerink Partners is acting as exclusive financial advisor to Tourmaline, while Cooley LLP is serving as its legal counsel.
Tourmaline’s Lead Asset – Pacibekitug
Tourmaline’s leading therapeutic candidate is pacibekitug, a long-acting, fully human, anti-IL-6 monoclonal antibody. The therapy is being developed with the aim of addressing life-altering inflammatory and immune diseases.
Pacibekitug has demonstrated differentiated properties, including a naturally long half-life, low immunogenicity, and high binding affinity to IL-6. It has already been studied in around 450 participants across six completed clinical trials, including patients with autoimmune disorders.
The acquisition will bring pacibekitug into Novartis’ immunology and inflammation portfolio, providing a potential new treatment avenue for a range of immune-mediated conditions.
Company Background
Tourmaline Bio is a late-stage clinical biotechnology company with a mission to develop medicines that redefine standards of care for patients with serious inflammatory and immune diseases. Its pipeline is built around the advancement of pacibekitug, which the company views as a candidate with best-in-class potential.
Novartis, one of the world’s leading pharmaceutical companies, continues to expand its presence in immunology through acquisitions and strategic investments. The integration of Tourmaline’s programs is expected to complement Novartis’ existing portfolio in inflammatory diseases.
