M&A - Elevation Oncology, Inc.

Form Type: 8-K

Filing Date: 2025-06-09

Corporate Action: Merger

Type: New

Accession Number: 000110465925057620

Filing Summary: On June 8, 2025, Elevation Oncology, Inc. entered into an Agreement and Plan of Merger with Concentra Biosciences, LLC and Concentra Merger Sub VI, Inc. Under this agreement, Concentra will acquire all outstanding shares of Elevation's common stock through a cash tender offer priced at $0.36 per share, along with contingent value rights (CVRs). The merger agreement allows for Concentra to commence the offer no later than 10 business days from the signing date. The merger will take place with the Company surviving as a wholly owned subsidiary of Concentra, and does not require additional stockholder approvals. The agreement also includes conditions for acceptance of shares tendered, representations and warranties, as well as customary termination rights for both parties. Additionally, Elevation has made changes in executive leadership; Joseph J. Ferra, Jr. will leave his role as CEO effective June 30, 2025, being succeeded by Tammy Furlong, previously CFO. Further, a transaction bonus of $600,000 has been approved for Ms. Furlong contingent on her employment at the time of the merger completion.