Eli Lilly agreed on 7 January to acquire San Diego-based Ventyx Biosciences for $14.00 per share in cash, an equity value of about $1.2bn.
Why Eli Lilly and Company is buying Ventyx Biosciences, Inc.
Lilly said growing evidence links inflammation to many chronic diseases and that Ventyx's oral drugs would extend its work across cardiometabolic health, neurodegeneration and autoimmune disease. Ventyx's pipeline includes VTX2735, a peripherally restricted NLRP3 inhibitor in Phase 2 for recurrent pericarditis; VTX3232, a brain-penetrant NLRP3 inhibitor that completed a Phase 2 biomarker study in early Parkinson's disease; and tamuzimod and VTX958 for inflammatory bowel disease.
“There is increasing evidence that inflammation is a key driver of many chronic diseases”
Deal terms and financing
The all-cash price represented a premium of about 62% to Ventyx's 30-day volume-weighted average price ended 5 January 2026. The transaction carried no financing condition, and entities affiliated with New Science Ventures and all Ventyx directors and officers, holding about 10% of the stock, agreed to vote in favour.
Regulatory approvals and timing
The deal required Ventyx stockholder approval and regulatory clearances. According to Ventyx's Form 8-K, the merger closed on 4 March 2026; holders received $14.00 per share in cash and the stock was withdrawn from Nasdaq.
Market context
The agreement followed a Wall Street Journal report that a deal was imminent, which sent Ventyx shares up nearly 58% before the market opened, according to pharmaphorum. It came in the same week as the J.P. Morgan Healthcare Conference.
