Lilly to expand into cardiovascular gene editing with Verve Therapeutics acquisition

Eli Lilly and Company (NYSE: LLY) announced on June 17, 2025, that it has signed a definitive agreement to acquire Verve Therapeutics, Inc. (NASDAQ: VERV), a clinical-stage American biotech company developing in vivo gene editing treatments for atherosclerotic cardiovascular disease (ASCVD). The acquisition is valued at approximately $1.3 billion, combining a $1 billion upfront cash payment with an additional contingent value right (CVR) of up to $3.00 per share, payable upon the achievement of a key clinical milestone.

The CVR component is tied to the successful dosing of a patient in a U.S. Phase 3 clinical trial of VERVE-102, Verve Therapeutics’ lead gene editing therapy, within ten years of the transaction’s close. The acquisition, which is expected to close in Q3 2025, is subject to customary conditions, including majority shareholder approval. The move positions Eli Lilly to accelerate its investment in genetic medicine, especially in cardiometabolic disease.

What makes VERVE-102 a potential breakthrough in cardiovascular treatment strategy?

Verve Therapeutics’ VERVE-102 is a clinical-stage, first-in-class in vivo gene editing therapy targeting the PCSK9 gene, which is implicated in cholesterol regulation. The therapy is being evaluated in a Phase 1b clinical trial and holds Fast Track designation from the U.S. Food and Drug Administration. If approved, VERVE-102 could shift treatment paradigms by offering a single-dose, lifelong intervention for patients with heterozygous familial hypercholesterolemia (HeFH) and premature coronary artery disease—a subset of ASCVD that affects roughly 1 in 250 people globally.

The therapy works by permanently switching off the PCSK9 gene in the liver, potentially eliminating the need for chronic statin use or monoclonal antibody-based PCSK9 inhibitors. Eli Lilly’s interest in this approach aligns with its broader ambitions to move from chronic disease management to “one-and-done” treatments, particularly within its cardiometabolic portfolio.

How does Verve Therapeutics’ full pipeline strengthen Eli Lilly’s gene editing platform?

Beyond VERVE-102, Verve Therapeutics is advancing two additional gene editing candidates—VERVE-201 and VERVE-301. VERVE-201 targets ANGPTL3, aiming to treat refractory hypercholesterolemia and homozygous familial hypercholesterolemia, by lowering LDL cholesterol in patients who remain unresponsive to traditional therapies. VERVE-301, still in preclinical development, targets LPA, a gene responsible for lipoprotein(a) levels—another major, genetically validated risk factor for ASCVD, ischemic stroke, and aortic stenosis.

All three programs focus on different lipid pathways contributing to atherosclerosis: low-density lipoproteins (LDL), triglyceride-rich lipoproteins, and lipoprotein(a). This aligns with Eli Lilly’s existing work in cardiometabolic disease, where it has been expanding rapidly through internal development and strategic partnerships. The acquisition of Verve Therapeutics, therefore, offers both immediate clinical-stage value and long-term innovation potential in cardiovascular genetic medicine.

What are the financial specifics of the Verve acquisition and how are shareholders reacting?

Eli Lilly will acquire Verve Therapeutics at $10.50 per share in cash, representing a 113% premium over Verve’s 30-day volume-weighted average stock price as of June 16, 2025. The aggregate upfront consideration stands at around $1 billion, with an additional potential payment of up to $3.00 per share via CVRs, contingent on future clinical progress. The CVR milestone is pegged to the initiation of a U.S. Phase 3 trial involving VERVE-102 on or before the tenth anniversary of the transaction close.

In a show of institutional support, Verve Therapeutics’ board of directors has unanimously recommended shareholders tender their shares. Several key stakeholders—including CEO Dr. Sekar Kathiresan, co-founder Andrew Ashe, and entities affiliated with GV (formerly Google Ventures)—have signed tender and support agreements, covering approximately 17.8% of outstanding shares.

Institutional analysts have largely interpreted the deal as a calculated and innovation-forward move by Eli Lilly, with many emphasizing the relatively low risk due to the absence of financing conditions and the value of the diversified pipeline being acquired.

What institutional advisory and legal teams are managing the transaction?

To execute the acquisition, Kirkland & Ellis LLP is acting as legal counsel for Eli Lilly. Centerview Partners LLC and Guggenheim Securities, LLC are advising Verve Therapeutics on the financial front, while Paul, Weiss, Rifkind, Wharton & Garrison LLP serves as its legal advisor.

The acquisition will proceed through a tender offer, after which Eli Lilly will conduct a second-step merger to acquire all remaining Verve shares. Tender offer materials and shareholder recommendations will be filed with the U.S. Securities and Exchange Commission (SEC) before the formal process begins. Once approved and completed, Verve Therapeutics will be integrated into Eli Lilly’s growing genetic medicine unit.

What does this deal signal for the future of cardiovascular gene editing and investor strategy?

The acquisition of Verve Therapeutics positions Eli Lilly at the forefront of a rapidly maturing gene editing field, particularly in applications beyond rare diseases. While most gene editing firms have historically focused on oncology or monogenic disorders, Verve’s pipeline addresses large, prevalent populations with lifelong burden and high healthcare costs.

Market analysts suggest this could be the beginning of a wave of similar strategic transactions, as pharmaceutical majors compete to secure early-mover advantages in gene editing-based cardiovascular care. The commercial opportunity is significant: ASCVD remains the world’s leading cause of mortality, and a one-time therapeutic solution could command high pricing power, payer interest, and long-term market exclusivity.

Eli Lilly has already demonstrated a willingness to spend aggressively to reinforce its leadership in metabolic and cardiometabolic diseases, as evidenced by recent investments in obesity and diabetes drugs. By integrating Verve Therapeutics’ platform, Lilly aims to create a robust pipeline that transitions from daily disease management to durable, genetic interventions.

What milestones should investors and analysts monitor ahead of the expected transaction close?

As the transaction moves toward its expected closing in Q3 2025, stakeholders will monitor regulatory filings and tender participation rates closely. If the CVR milestone—initiation of a Phase 3 U.S. trial of VERVE-102—is met within the decade, additional upside could be realized for investors holding the contingent rights. However, the milestone’s 10-year horizon and uncertainty over timing mean its valuation is likely being discounted by short-term traders.

Looking forward, analysts expect Eli Lilly to outline an updated R&D roadmap that incorporates Verve’s gene editing therapies, possibly during its next investor day or earnings cycle. Regulatory progress for VERVE-102 and VERVE-201 in particular will be key focus areas, as will any strategic synergies realized from clinical and commercial platform integration.