Eli Lilly and Company and Verve Therapeutics, a Boston-based clinical-stage biotechnology company, announced a definitive agreement under which Lilly will acquire Verve to advance groundbreaking gene editing treatments for cardiovascular disease.
Verve Therapeutics is pioneering a pipeline of gene editing medicines aimed at addressing the root causes of atherosclerotic cardiovascular disease (ASCVD). Its lead candidate, VERVE-102, is a potential first-in-class in vivo gene editing therapy targeting PCSK9, a gene strongly associated with cholesterol regulation and cardiovascular risk. VERVE-102 is being evaluated in a Phase 1b clinical trial and has received Fast Track designation from the U.S. Food and Drug Administration. The therapy is designed for patients with heterozygous familial hypercholesterolemia (HeFH), a genetic disorder that affects roughly 1 in 250 individuals, as well as certain patients with premature coronary artery disease.
“VERVE-102 has the potential to shift cardiovascular disease treatment from chronic, lifelong management to a one-time therapy,” said Ruth Gimeno, Lilly’s Group Vice President of Diabetes and Metabolic Research and Development. “We are excited to welcome the Verve team to Lilly as we work to bring these innovative therapies to patients worldwide.”
Founded with the goal of transforming cardiovascular care, Verve has rapidly advanced three in vivo gene editing programs, two of which are already in clinical trials. “In just seven years, Verve has made significant strides in gene editing for heart disease,” said Sekar Kathiresan, M.D., Verve’s Co-Founder and CEO. “Partnering with Lilly, who shares our vision, will allow us to accelerate development and bring one-time treatments to patients who need them most.”
Under the terms of the agreement, Lilly will launch a tender offer to acquire all outstanding shares of Verve for $10.50 per share in cash, totaling approximately $1.0 billion. In addition, each Verve shareholder will receive a non-tradable contingent value right (CVR), potentially worth up to $3.00 per share, contingent upon the first patient being dosed in a U.S. Phase 3 trial for VERVE-102 within 10 years. This brings the total potential transaction value to approximately $1.3 billion. The purchase price represents a 113% premium over Verve’s 30-day volume-weighted average stock price prior to the announcement.
The transaction, which is not subject to financing conditions, is expected to close in Q3 2025 following regulatory approvals and customary closing conditions. Verve’s Board of Directors unanimously recommends shareholders tender their shares. Significant shareholders, including CEO Sekar Kathiresan, Andrew Ashe, and GV, have already agreed to tender approximately 17.8% of Verve’s outstanding stock.