Novartis Launches $48 Per Share Tender Offer To Acquire Tourmaline Bio

Novartis announced that its indirect wholly owned subsidiary, Torino Merger Sub Inc., has launched a tender offer to acquire all outstanding shares of Tourmaline Bio, Inc. at $48 per share in cash. The offer, outlined in the Offer to Purchase and Letter of Transmittal dated September 29, 2025, follows the previously announced merger agreement signed on September 8, 2025.

The tender offer will expire at 11:59 p.m. New York City time on October 27, 2025, unless extended or terminated in accordance with the merger agreement. Novartis has filed a tender offer statement on Schedule TO with the SEC, while Tourmaline’s board of directors has filed a Schedule 14D-9 recommending that its shareholders accept the offer and tender their shares.

Completion of the transaction is subject to customary conditions, including regulatory clearance under the Hart-Scott-Rodino Antitrust Improvements Act and the tender of a majority of outstanding Tourmaline shares. The offer is not subject to financing. Innisfree M&A Incorporated is serving as information agent, and Computershare Trust Company, N.A. as depositary and paying agent.