Eli Lilly and Company has officially entered the ophthalmology sector through a definitive agreement to acquire Adverum Biotechnologies, gaining access to a promising gene therapy candidate for wet age-related macular degeneration (wAMD), known as Ixo-vec.
Strategic Acquisition to Advance Gene Therapy in Ophthalmology
As part of the agreement, Lilly will launch a tender offer to acquire all outstanding shares of Adverum common stock for $3.56 per share in cash at closing, totaling approximately $74.7 million. In addition, shareholders will receive a non-transferable contingent value right (CVR) that could yield up to an additional $8.91 per share, depending on the achievement of specific regulatory and commercial milestones. This brings the total potential consideration to $12.47 per share.
Ixo-vec: A One-Time Gene Therapy Candidate for Wet AMD
Ixo-vec is an intravitreal, single-administration gene therapy developed for the treatment of wet age-related macular degeneration. Unlike existing anti-VEGF treatments that require regular injections, Ixo-vec is designed to deliver continuous intraocular expression of aflibercept through a single treatment. This approach could significantly reduce treatment burden while potentially improving long-term visual outcomes.
Currently, Ixo-vec is being evaluated in the ARTEMIS Phase 3 clinical trial, which has completed patient screening. The therapy has also received several key regulatory designations that highlight its innovation and clinical promise. These include Fast Track and Regenerative Medicine Advanced Therapy (RMAT) designations from the U.S. Food and Drug Administration (FDA), a PRIME designation from the European Medicines Agency (EMA), and an Innovation Passport from the UK Medicines and Healthcare Products Regulatory Agency (MHRA).
Contingent Value Rights Linked to Regulatory and Commercial Milestones
The CVR structure outlines two milestone-based payouts:
• Up to $1.78 per CVR if Ixo-vec receives U.S. regulatory approval before the seventh anniversary of the closing date
• Up to $7.13 per CVR if annual worldwide net sales exceed $1 billion before the tenth anniversary
Leadership Comments on the Acquisition
Andrew Adams, Lilly’s Group Vice President of Molecule Discovery, stated:
“Ixo-vec has the potential to transform wet AMD 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.”
Adverum President and CEO Laurent Fischer, MD, added:
“We are excited about the potential to join Lilly, with a proven track record in developing and commercializing innovative medicines for chronic and age-related conditions. 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.”
Deal Timeline and Funding
The transaction, which has been unanimously approved by Adverum’s Board of Directors, is expected to close in Q4 2025, pending regulatory and customary closing conditions. Following the tender offer, Lilly will acquire any remaining untendered shares through a second-step merger, offering the same financial terms.
To support Adverum’s ongoing operations and ensure uninterrupted clinical progress during the transition, the company has entered into a Promissory Note agreement with Lilly. This agreement provides up to $65 million in secured funding, which will help maintain momentum in Ixo-vec’s registrational and clinical activities ahead of closing.
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