Eli Lilly & Co. (LLY) Acquire Versanis

Eli Lilly and Company (NYSE: LLY) and Versanis Bio today announced a definitive agreement for Lilly to acquire Versanis, a private clinical-stage biopharmaceutical company focused on the development of new medicines for the treatment of cardiometabolic diseases.

Versanis' lead asset is bimagrumab, a monoclonal antibody that binds activin type II A and B receptors to block activin and myostatin signaling. Bimagrumab is currently being assessed in the BELIEVE Phase 2b study alone and in combination with semaglutide in adults who are overweight or obese. Combining incretins with bimagrumab has the potential to further reduce fat mass while preserving muscle mass and may lead to better outcomes for people living with obesity and obesity-related complications.

"Lilly is committed to investigating potential new medicines to fight cardiometabolic diseases, including obesity, a chronic disease that affects over 100 million Americans," said Ruth Gimeno, Ph.D., group vice president, diabetes, obesity and cardiometabolic research at Lilly. "By unifying the knowledge and expertise in incretin biology at Lilly with the deep understanding of activin biology at Versanis, we aim to harness the potential benefits of such combinations for patients."

Mark Pruzanski, M.D., Versanis chairman and CEO, added: "It has been a privilege for our team to advance bimagrumab to address one of the greatest health crises of our time. As a global leader developing life-changing medicines, Lilly is ideally positioned to realize the potential of bimagrumab in combination with its incretin therapies to benefit people living with cardiometabolic diseases."

Under the terms of the agreement, Versanis shareholders could receive up to $1.925 billion in cash, inclusive of an upfront payment and subsequent payments upon achievement of certain development and sales milestones. The transaction is subject to customary closing conditions. Lilly will determine the accounting treatment of this transaction as a business combination or an asset acquisition, including any related acquired in-process research and development charges, according to Generally Accepted Accounting Principles (GAAP) upon closing. This transaction will thereafter be reflected in Lilly's financial results and financial guidance.

For Lilly, Kirkland & Ellis LLP is acting as legal counsel. For Versanis, Goodwin Procter LLP is acting as legal counsel, Cooley LLP is advising as to patent matters, and J.P. Morgan and Company is acting as financial advisor.

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