The deal amount consists of $22.50 per share in cash or a total of $880m, which is payable at closing and one non-tradable contingent value right (CVR) worth up to $4.00 per share in cash or a total of around $160m.
Under the agreement, CVR has to be paid on getting first regulatory approval for commercial sale of a product from Prevail’s pipeline.
This approval can be from one of several countries such as the US, the UK, Japan, Germany, France, Italy or Spain.
The latest deal will establish a gene therapy programme at Lilly and be anchored by Prevail’s neuroscience asset portfolio.
Prevail has two gene therapies, PR001 and PR006, in the clinical development stage.
PR001 is being developed for patients with Parkinson’s disease with GBA1 mutations (PD-GBA) and neuronopathic Gaucher disease (nGD) while PR006 is for frontotemporal dementia with GRN mutations (FTD-GRN).
In addition, Prevail’s preclinical pipeline includes PR004 and other potential gene therapies for Alzheimer’s disease, Parkinson’s disease, amyotrophic lateral sclerosis (ALS) and other neurodegenerative disorders.
Eli Lilly pain and neurodegeneration research vice president Mark Mintun said: “The acquisition of Prevail will bring critical technology and highly skilled teams to complement our existing expertise at Lilly, as we build a new gene therapy programme anchored by well-researched assets.”
The transaction is anticipated to close in the first quarter of next year.
Prevail Therapeutics founder and CEO Asa Abeliovich said: “In just over three years, Prevail has advanced two first-in-class gene therapy programmes into clinical development for PD-GBA, nGD, and FTD-GRN, established two manufacturing platforms, and developed a broad pipeline with great potential to impact patients in need of disease-modifying treatment options.”
In October, Lilly entered a definitive agreement to acquire biotech firm Disarm Therapeutics for an upfront payment of $135m.