Lisata Therapeutics (NASDAQ: LSTA) to be acquired by Kuva Labs

Lisata Therapeutics, Inc. (LSTA) announced it has entered into a binding term sheet to be acquired by privately held Kuva Labs, Inc. for $4.00 per share in cash through a tender offer, according to a company statement.

The acquisition price represents an 85% premium over Lisata’s most recent closing stock price. Stockholders will also receive two contingent value rights (CVRs) worth $1 per share each, potentially adding $2 per share if certain milestones are achieved.

The first CVR pays $1.00 per share within 12 months of rights to certepetide in the Greater China region reverting to Lisata from Qilu Pharmaceutical. The second CVR pays $1.00 per share upon filing of an NDA or similar registration document by Kuva for approval to commercialize certepetide in any indication in any jurisdiction.

Both companies’ boards of directors unanimously approved the term sheet. Lisata and Kuva expect to enter into a definitive purchase agreement before February 27, 2026.

In November 2024, Kuva had licensed Lisata’s certepetide product candidate to be used with Kuva’s NanoMark platform technology for developing magnetic resonance imaging agents for solid tumor cancer detection.