Newsletter
Published: 2 Dec 2025, 18:57 IST

Contingent value rights are increasingly used in biotech deals, bridging price gaps amid market turbulence.

• Contingent value rights see increased use in biotech deals.
• They help bridge price gaps in turbulent markets.
• Uptick driven by market volatility and deal complexity.

Contingent value rights (CVRs) have become a pivotal tool in the biotech industry, facilitating the closure of complex deals amid market volatility. As reported by BioPharma Dive, these financial instruments are increasingly employed to bridge valuation gaps between buyers and sellers.

Strategic Shift

CVRs are not a new concept; they have been part of the financial landscape for decades. However, their recent resurgence is noteworthy. In the current biotech market, characterized by fluctuating valuations and investor caution, CVRs offer a way to align interests and mitigate risks. They allow buyers to defer part of the acquisition cost until certain milestones are achieved, thus reducing upfront financial commitments.

This strategic shift is particularly relevant in an environment where traditional valuation methods may not fully capture a company’s potential. By tying payments to future performance, CVRs provide a mechanism for buyers to pay for actual results rather than projections.

Market Context

The biotech sector has experienced significant turbulence, with many companies facing challenges in securing funding and achieving desired valuations. This has led to an increase in the use of CVRs as a means to facilitate transactions that might otherwise stall. According to industry analysts, the use of CVRs has grown by an estimated 20% over the past year.

Moreover, the complexity of biotech products, which often involve lengthy development timelines and regulatory hurdles, makes CVRs an attractive option. They allow sellers to potentially receive higher payouts if their products succeed, while buyers can limit their exposure if outcomes are less favorable.

Pipeline Expansion

For companies looking to expand their pipelines through acquisitions, CVRs offer a flexible solution. They enable acquirers to pursue strategic assets without overextending financially. This is particularly important for smaller biotech firms that may lack the resources to compete with larger players in outright cash deals.

Additionally, CVRs can be structured in various ways to suit specific deal requirements. Common milestones include regulatory approvals, sales targets, or clinical trial results. This flexibility makes them a versatile tool in deal-making.

Competitive Dynamics

The increasing use of CVRs also reflects broader competitive dynamics within the biotech industry. As companies vie for promising assets, CVRs provide a way to differentiate offers and secure favorable terms. This is especially true in competitive bidding situations where multiple parties are interested in the same target.

Furthermore, CVRs can enhance deal attractiveness by offering sellers the potential for additional compensation based on future success. This can be a compelling proposition for companies with high-risk, high-reward profiles.

Investor Perspective

From an investor standpoint, CVRs offer both opportunities and challenges. On one hand, they can enhance returns if milestones are met. On the other hand, they introduce additional complexity and uncertainty into deal valuations. Investors must carefully assess the likelihood of milestone achievement and the associated risks.

Despite these challenges, the growing acceptance of CVRs suggests that investors are increasingly comfortable with their use. As the biotech landscape continues to evolve, CVRs are likely to remain a key component of deal-making strategies.

For more insights on M&A and Licensing trends, visit our M&A and Licensing section.