In the buyout, Eli Lilly picks up Centessa Pharmaceuticals’ lead asset cleminorexton, which could go toe-to-toe with Takeda’s oveporexton, currently under FDA review with a decision expected in the third quarter.
Looking to further expand its expertise beyond the cardiometabolic and neurology arenas, Eli Lilly is taking over Centessa Pharmaceuticals and its pipeline of sleep disorder drugs—a move that could put the pharma in direct competition with Takeda.
Under the terms of the acquisition agreement, announced Tuesday morning, Lilly will snap up Centessa for $38 per share or $6.3 billion upfront. The pharma has also offered a contingent value right that entitles stockholders to $9 more per share if the deal hits certain milestones, including one of two FDA approvals before a certain period of time lapses. This contingent offer could add $1.5 billion more to the total buyout value.
Lilly and Centessa expect to close the transaction in the third quarter of 2026. The boards of directors of both companies have approved the deal.
At the heart of the acquisition agreement is Centessa’s lead asset cleminorexton, an oral orexin receptor 2 (OX2R) agonist being trialed for narcolepsy type 1, narcolepsy type 2 and idiopathic hypersomnia. Orexin is a key neuropeptide that regulates the sleep-wake cycle, according to the biotech’s website, in turn promoting wakefulness. Drugs that activate this pathway could help address excessive daytime sleepiness as well as improve attention, cognition and fatigue.
In April 2025, Centessa released Phase 1 data showing that a 5-mg oral dose of cleminorexton delayed sleep by an average of 37.9 minutes compared to 15.3 minutes in placebo recipients, resulting in a “statistically significant” treatment effect of 22.6 minutes, the biotech said at the time.
This readout “reinforces ORX750 as a potentially best-in-class OX2R agonist relative to competitors,” Leerink analysts wrote an April 7, 2025 note.
With the Centessa pickup, Lilly will go toe-to-toe with Takeda, which is far ahead in the narcolepsy race with its late-stage oveporexton, also an OX2R agonist. In July 2025, Takeda announced that oveporexton significantly improved excessive daytime sleepiness, attention, quality of life, functioning and cataplexy in two Phase 3 studies. The FDA accepted Takeda’s approval submission for the candidate last month, with a decision out in the third quarter of this year.
Also in the narcolepsy game is Alkermes, which in November last year announced that its own OX2R agonist alixorexton aced Phase 2 and would move into late-stage development. The drug improved wakefulness and eased daytime sleepiness in patients with narcolepsy type 2, according to results presented at the time.
Aside from cleminorexton, Lilly will also come into possession of Centessa’s broader pipeline of OX2R agonists, which includes additional preclinical assets with therapeutic potential “across a broader range of neurological, neurodegenerative, and neuropsychiatric conditions,” the pharma said Tuesday.
