Eli Lilly to acquire Centessa for $38/share plus up to $9 in CVRs

Centessa Pharmaceuticals plc

Centessa shareholders receive $38.00 per share cash plus CVRs worth up to $9.00 per share on milestone achievement.
CVR milestones: $2 for first US NDA of ORX750/ORX142 by Dec 31, 2029; $5 for IH approval within 5 yrs; $2 for NT2 approval within 5 yrs.
Supporting shareholders owning ~20% of shares agreed to vote in favor of the scheme.
Transaction expected to close by Sept 30, 2026, extendable to March 31, 2027 for HSR clearance.
Termination fee of ~$63M payable by Centessa under certain circumstances.

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