Eli Lilly has agreed to acquire Centessa Pharmaceuticals in a deal valued at approximately $6.3 billion upfront plus up to $1.5 billion in contingent payments, for a total potential value of $7.8 billion. The acquisition, announced on March 31, 2026, will strengthen Lilly’s neuroscience pipeline with Centessa’s promising orexin receptor 2 (OX2R) agonist candidates aimed at treating excessive daytime sleepiness and sleep wake disorders such as narcolepsy and idiopathic hypersomnia.
Glimpse:
Under the terms, Lilly will pay $38 in cash per Centessa share plus one non-transferable contingent value right (CVR) worth up to $9 per share tied to future FDA approvals. The lead candidate, cleminorexton (formerly ORX750), has shown strong potential in Phase 2a trials for narcolepsy type 1, type 2, and idiopathic hypersomnia. The deal is expected to close in the third quarter of 2026.
Eli Lilly and Company has announced a major acquisition to expand its presence in neuroscience and sleep medicine. The pharmaceutical giant will acquire Centessa Pharmaceuticals, a clinical stage biotech firm developing innovative orexin based therapies that target the brain’s master regulator of the sleep wake cycle. This move will help Lilly address unmet needs in treating excessive daytime sleepiness and related disorders.
The transaction, announced on March 31, 2026, offers Centessa shareholders $38 per share in cash, representing an equity value of approximately $6.3 billion and a 40.5% premium to the 30-day average trading price as of March 30, 2026. In addition, shareholders will receive one contingent value right (CVR) per share, providing potential additional payments of up to $9 per share or roughly $1.5 billion in total upon achieving specific FDA approval milestones for Centessa’s drug candidates by defined deadlines.
Centessa’s lead asset, cleminorexton (formerly known as ORX750), is an oral orexin receptor 2 (OX2R) agonist that has demonstrated a potential best in class profile in Phase 2a studies for narcolepsy type 1, narcolepsy type 2, and idiopathic hypersomnia. The pipeline also includes other clinical and preclinical candidates targeting broader neurological and neuropsychiatric conditions. By combining Centessa’s innovative assets with Lilly’s global research, clinical development, regulatory expertise, and commercial capabilities, the deal aims to accelerate the development and delivery of new treatment options to patients.
The acquisition will be implemented through a scheme of arrangement under English and Welsh law. It is subject to approval by Centessa shareholders, sanction by the High Court of Justice of England and Wales, and other customary regulatory approvals. The transaction is expected to close in the third quarter of 2026.
“Orexin receptor biology provides a direct intervention in the master switch of the sleep wake cycle. Combining Lilly’s global research, clinical, regulatory, and commercial capabilities with Centessa’s portfolio will accelerate the development of orexin-based therapies.”
By
HB Team
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