Eli Lilly and Company (NYSE: LLY) has announced its definitive agreement to acquire Verve Therapeutics, Inc. (NASDAQ: VERV) for a purchase price of $10.50 per share in cash, totaling approximately $1.0 billion, plus one non-tradeable contingent value right (CVR) per share that entitles the holder to receive up to an additional $3.00 per share, bringing the potential total consideration to up to approximately $1.3 billion. The transaction is expected to close in the third quarter of 2025, subject to customary closing conditions.
Verve Therapeutics is a clinical-stage company developing genetic medicines for cardiovascular disease, with its lead program, Verve-102, being a potential first-in-class in vivo gene editing medicine targeting pcsk9, a gene linked to cholesterol levels and cardiovascular health. This treatment, currently in a phase 1b clinical trial study and granted fast track designation by the U.S. Food and Drug Administration, aims to deliver lifelong cardiovascular risk reduction with a single dose.
The purchase price payable at closing represents a premium of approximately 113% to the 30-day volume-weighted average trading price of Verve’s common stock ended on June 16, 2025, the day before the announcement of the transaction. Verve’s board of directors unanimously recommends that Verve’s stockholders tender their shares in the tender offer.
To demonstrate their commitment to the transaction, key individuals and entities affiliated with Verve have signed tender and support agreements, representing approximately 17.8% of Verve’s outstanding common stock.
Lilly will determine the accounting treatment of this transaction in accordance with generally accepted accounting principles (GAAP) upon closing, and this transaction will thereafter be reflected in Lilly’s financial results and financial guidance.
Upon closing, Verve Therapeutics will be integrated into Lilly’s operations, and its pipeline of gene editing medicines will be further developed with Lilly’s global research, clinical, regulatory, and commercial capabilities.
These developments signify a significant step for Lilly in advancing its capabilities in cardiometabolic disease and genetic medicines, as well as furthering its mission to improve outcomes for patients with cardiovascular disease. Today the company's shares have moved 1.79% to a price of $6.27. For more information, read the company's full 8-K submission here.
