Assertio Announces Completion of Merger with Zydus Lifesciences and Fundamental Change and Make-Whole Fundamental Change Relating to its Outstanding 6.50% Convertible Senior Notes due 2027
Assertio Holdings, Inc. (Nasdaq: ASRT) (“Assertio” or the “Company”) today announced the successful completion of its previously announced merger (the “Merger”) with Zydus Lifesciences Ltd. (“Zydus Lifesciences”) pursuant to the terms of the Agreement and Plan of Merger, dated as of May 13, 2026 (the “Merger Agreement”), between, among others, the Company, Zydus Worldwide DMCC, a limited liability company incorporated under the laws of the United Arab Emirates and a wholly-owned subsidiary of Zydus Lifesciences (“Zydus”) and Zara Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Zydus and Zydus Lifesciences (“Purchaser”). Assertio will continue to operate as a wholly-owned subsidiary of Zydus Lifesciences. Effective today, Assertio common stock has been delisted from the Nasdaq Stock Exchange. Assertio stockholders are receiving $23.50 per share in cash in connection with the acquisition.
Assertio also today announced that it has delivered a notice to holders of its 6.50% Convertible Senior Notes due 2027 (the “Notes”), pursuant to the Indenture, dated as of August 25, 2022, between the Company and U.S. Bank Trust Company, National Association, as Trustee (as supplemented from time to time, the “Indenture”), notifying holders of the Notes that, as a result of the consummation of the Merger, pursuant to the terms of the Merger Agreement, a “Fundamental Change,” a “Make-Whole Fundamental Change” and a “Merger Event,” each as defined in the Indenture, occurred effective as of June 16, 2026 (the “Effective Date”).
