Under the deal terms, Lilly will begin a tender offer to purchase all outstanding shares of DICE for an acquisition price of $48 per share in cash, which translates to a total of about $2.4bn that is payable at closing of the deal.
This deal has secured approval from the boards of directors of both the companies.
Anticipated to be closed in the third quarter this year, the transaction is subject to customary closing conditions that includes receipt of antitrust clearance as well as the tender of a majority of the outstanding shares of common stock of DICE.
A biopharmaceutical company, DICE taps its proprietary DELSCAPE technology platform to develop novel oral therapeutic candidates, including oral IL-17 inhibitors, for treating chronic immunological diseases. IL-17 is currently under clinical development.
Lilly Immunology executive vice president, president and Lilly US chief customer officer Patrik Jonsson 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.”
After completion of the tender offer, Lilly will buy any shares of DICE that are not tendered in the tender offer via a second-step merger at the same price as paid in the tender offer.
DICE Therapeutics CEO Kevin Judice 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.”
Kirkland & Ellis is serving a legal counsel for Lilly. Centerview Partners is the exclusive financial advisor and Fenwick & West is the legal counsel for DICE.