Eli Lilly to Acquire Centessa for $7.8B Including $38 Cash, $9 CVRs

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Eli Lilly agreed to acquire Centessa Pharmaceuticals in a transaction valued up to $7.8B, offering $38.00 per share plus contingent value rights worth up to $9.00 per share tied to FDA approvals. Centessa shares jumped approximately 44–45% to a $40.00 all-time high, with volume exceeding 47 million shares.

1. Deal Terms

Eli Lilly signed a definitive agreement to acquire Centessa for up to $7.8 billion, including $38.00 per share in cash and non-transferable contingent value rights worth up to $9.00 per share tied to specific FDA approval milestones for cleminorexton. The upfront cash represents an equity value of approximately $6.3 billion and a 38–40.5% premium to pre-announcement levels.

2. Share Price Reaction

Following the announcement, Centessa shares soared 44–45% to an all-time high of $40.00, with trading volume surpassing 47 million shares, reflecting heightened investor interest in the deal’s terms and potential pipeline value.

3. Pipeline Value

The acquisition grants Eli Lilly rights to Centessa’s orexin receptor 2 agonist portfolio, led by cleminorexton in mid-stage trials for narcolepsy type 1, narcolepsy type 2 and idiopathic hypersomnia, enhancing Lilly’s neuroscience footprint in sleep-wake disorder treatments.

4. Analyst Outlook

Leerink Partners maintained a Market Perform rating on Centessa while boosting its price target to $40.00 from $36.00, aligning with the deal’s upfront valuation and signaling investor confidence around the transaction.

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