Pharmaceutical corporation Eli Lilly has announced a definitive agreement to acquire biotechnology company Centessa Pharmaceuticals. The total potential value of the deal is up to $7.8 billion. The primary goal of the acquisition is to expand Lilly’s neuroscience portfolio with treatments for sleep disorders.
Asset Portfolio and Drug Profile
Centessa’s key asset is the investigational drug cleminorexton (formerly ORX750), an orexin-2 receptor (OX2R) agonist. The drug’s mechanism of action targets the neurobiological system that plays a critical role in regulating the sleep-wake cycle.
In Phase 2a clinical studies, the drug demonstrated high potential efficacy in treating narcolepsy types 1 and 2, as well as idiopathic hypersomnia (excessive daytime sleepiness). Furthermore, the company’s portfolio of OX2R agonists includes assets that could potentially find utility in the therapy of other neurological, neurodegenerative, and neuropsychiatric conditions.
Deal Structure and Terms
Under the terms of the agreement, Eli Lilly will pay Centessa shareholders $6.3 billion in cash upfront (at $38 per share). The remaining portion, amounting to approximately $1.5 billion (up to $9 per share), will be paid in the form of contingent value rights (CVRs). Receipt of these funds is strictly tied to achieving specific regulatory goals.
Strategic Significance and Closing Timeline
The deal continues Eli Lilly’s strategy to diversify assets and strengthen its presence in the neurology segment, where the company already possesses a number of drugs (including therapy for Alzheimer’s disease).
“Orexin receptor biology represents one of the most compelling mechanistic opportunities in neuroscience. Joining forces with Centessa colleagues means we can now pursue that potential at the speed and scale it deserves.”
— Carole Ho, Executive Vice President and President, Lilly Neuroscience
Centessa CEO Mario Alberto Accardi added that combining Eli Lilly’s research base and commercial capabilities will accelerate the launch of innovative therapy into the global market.
The legal closing of the deal is expected in the third quarter of 2026, following approval by Centessa shareholders, sanction by the High Court of Justice of England and Wales, and completion of standard regulatory procedures. Analysts note forming high competition in the market for orexin drugs—in particular, the pharmaceutical company Takeda is also actively conducting similar developments.
