The M&A team advised Centessa Pharmaceuticals plc (Nasdaq: CNTA), a clinical-stage company focused on pioneering orexin receptor 2 (OX2R) agonists for sleep-wake disorders, in its definitive agreement to be acquired by Eli Lilly and Company (NYSE: LLY). Under the terms of the agreement, Lilly will acquire all outstanding shares of Centessa for $38.00 per share in cash plus a contingent value right of up to $9.00 per share, for a total potential consideration of $47.00 per share. The transaction, structured as a scheme of arrangement under UK law, represents a total potential transaction value of up to $7.8 billion. The deal is expected to close in the third quarter of 2026, subject to customary closing conditions.
Centessa Pharmaceuticals plc is a clinical-stage pharmaceutical company with a mission to discover, develop, and ultimately deliver medicines that are transformational for patients. The company is pioneering a new class of potential therapies within our orexin receptor 2 (OX2R) agonist program for the treatment of excessive daytime sleepiness, impaired attention, cognitive deficits, and fatigue across neurological, neurodegenerative, and neuropsychiatric disorders.
The Goodwin team was led by Mitchell Bloom, Stuart Cable, Lisa Haddad, Blake Liggio, Caitlin Tompkins, and Jean Lee.