Lilly to acquire biopharma company DICE Therapeutics in $2.4bn deal

Eli Lilly and Company (Lilly) has agreed to acquire US-based biopharmaceutical company DICE Therapeutics, listed on the Nasdaq, in an all-cash deal worth $2.4 billion.

DICE Therapeutics has developed the DELSCAPE technology platform for developing novel oral therapeutic candidates, including oral IL-17 inhibitors currently in clinical development, to address chronic diseases in immunology.

Patrik Jonsson — Lilly executive vice president said: “In combination with its novel technology and expertise in drug discovery, DICE’s talented workforce and passion for innovation will enhance our efforts to make life better for people living with devastating autoimmune diseases.

“We welcome DICE colleagues to Lilly and, together, we can tackle the challenges ahead in finding new treatments for patients with significant unmet medical needs.”

Under the terms of the agreement, Lilly will initiate a tender offer to acquire all outstanding shares of DICE Therapeutics at a purchase price of $48 per share in cash, which aggregates to approximately $2.4 billion payable at closing. This purchase price reflects a premium of approximately 40% to the 30-day volume-weighted average trading price of DICE Therapeutics’ common stock that ended on June 16, 2023, the last trading day before the transaction announcement.

Both companies’ boards of directors have approved the transaction.

DICE Therapeutics’ DELSCAPE platform is specifically designed to discover selective oral small molecules with the potential to modulate protein-protein interactions (PPIs) as effectively as systemic biologics.

The company’s lead therapeutic candidates are oral antagonists of the pro-inflammatory signaling molecule, IL-17, implicated in a variety of immunology indications. DICE Therapeutics is also progressing with the development of oral therapeutic candidates targeting the integrin α4ß7 for treating inflammatory bowel disease.

DICE Therapeutics to be acquired by Lilly. Photo courtesy of Momoneymoproblemz/Wikimedia Commons.

Kevin Judice — DICE Therapeutics CEO said: “We’re eager to see our pipeline, including our oral IL-17 inhibitors, DC-806 and DC-853, benefit from Lilly’s resources and global reach and I’m excited by the prospect of watching these two talented teams in a united quest for scientific innovation.

“Our novel approach to discovering and advancing oral, small molecules against validated protein-protein interaction targets has even greater potential with Lilly’s industry-leading clinical development capabilities to get these medicines to patients suffering from autoimmune diseases.”

The transaction, not contingent on any financing conditions, is anticipated to conclude in the third quarter of 2023, subject to customary closing conditions. These include the receipt of the required antitrust clearance and the tender of a majority of the outstanding shares of DICE Therapeutics’ common stock.

Post the successful closing of the tender offer, Lilly will proceed to acquire any shares of DICE Therapeutics that have not been tendered in the tender offer through a second-step merger, at an identical consideration as paid in the tender offer.

DICE Therapeutics’ board of directors has unanimously recommended that the company’s stockholders tender their shares in the tender offer.