Eli Lilly and Company has announced a definitive agreement to acquire Adverum Biotechnologies, a clinical-stage biotechnology firm pioneering intravitreal gene therapy for ocular diseases. The deal is centered around Adverum’s lead product candidate, Ixo-vec, a Phase 3 gene therapy designed to treat wet age-related macular degeneration (wAMD) with a single intravitreal injection.
The deal strengthens Lilly’s growing presence in genetic medicine and aligns with its broader mission to develop durable, one-time treatments for chronic and age-related conditions. For Adverum, the acquisition offers access to Lilly’s global scale, research depth, and commercialization capabilities to accelerate Ixo-vec’s development and potential market entry.
Under the terms of the merger, Lilly will initiate a tender offer to acquire all outstanding shares of Adverum for $3.56 per share in cash at closing, plus a contingent value right (CVR) that could add up to another $8.91 per share if certain milestones are met — for a maximum potential per-share value of $12.47. That translates to a deal value of up to roughly $260.4 million, if all milestones are achieved.
The payments under the CVR structure include up to $1.78 per share upon U.S. approval of Ixo-vec within seven years of closing and up to $7.13 per share if annual global sales surpass $1 billion within ten years of closing. The acquisition, expected to close in the fourth quarter of 2025, remains subject to customary conditions, including a majority tender of Adverum’s outstanding shares.
Adverum’s Ixo-vec is designed as a one-time treatment that delivers sustained intraocular aflibercept levels, potentially eliminating the need for ongoing anti-VEGF injections currently required for managing wAMD. The program has received multiple regulatory designations, including Fast Track and Regenerative Medicine Advanced Therapy (RMAT) status from the U.S. Food and Drug Administration (FDA), PRIME designation from the European Medicines Agency, and the Innovation Passport from the U.K. Medicines and Healthcare Products Regulatory Agency.
To support ongoing operations and the continued development of Ixo-vec prior to closing, Lilly has extended Adverum a secured $65 million promissory note. The financing ensures continuity of clinical activities for the ARTEMIS Phase 3 study, which has completed patient screening and is preparing for final execution.
The transaction follows a thorough strategic review by Adverum’s board of directors, which evaluated multiple partnership and funding alternatives before unanimously approving the merger. For Lilly, the acquisition provides an opportunity to expand its genetic medicine capabilities and accelerate entry into ophthalmology through a platform that could transform care for millions of people affected by retinal diseases.
The companies expect the merger to drive long-term innovation and improve access to potentially curative therapies, advancing the goal of using genetic medicine to reduce treatment burdens for patients with chronic conditions.
KEY QUOTES:
“Ixo-vec has the potential to transform wAMD treatment from a paradigm of chronic care with repeated intravitreal injections to a convenient one-time therapy. We are eager to welcome Adverum colleagues to Lilly and to help accelerate this innovative medicine to patients.”
Andrew Adams, Group Vice President, Molecule Discovery, Eli Lilly and Company
“We are excited about the potential to join Lilly, with a proven track record in the discovery, development, and commercialization of innovative medicines for chronic and age-related conditions. We share Lilly’s commitment to healthy aging and genetic medicines innovation. Their scientific depth and global reach offer the opportunity to accelerate our vision to deliver a transformative One and Done therapy that can potentially restore and preserve vision for millions of patients living with wAMD. My deepest appreciation goes out to the entire Adverum team for their expertise, creativity and commitment. We are also grateful to the investigators, patients and caregivers who have contributed to the success of Ixo-vec thus far.”
Laurent Fischer, M.D., President and Chief Executive Officer, Adverum Biotechnologies
