Kirkland & Ellis is representing Eli Lilly and Company (NYSE: LLY), which today announced a definitive agreement to acquire Morphic Holding, Inc. (NASDAQ: MORF), a biotechnology company that is developing oral integrin therapies for treatment of serious chronic diseases.
Lilly plans to commence a tender offer to acquire all outstanding shares of Morphic for a purchase price of $57 per share in cash (an aggregate of approximately $3.2 billion) payable at closing. The transaction is not subject to any financing condition and has been approved by the boards of directors of both companies. The deal is expected to close in the third quarter of 2024, subject to customary closing conditions. Following the successful closing of the tender offer, Lilly will acquire any shares of Morphic that are not tendered in the tender offer through a second-step merger at the same consideration as paid in the tender offer.
The Kirkland team is being led by corporate partners Keri Schick Norton, Sarkis Jebejian and Steven Choi and associates Inhae Song, Molly Kaleya, Victor Simonte and Prince Oroke; capital markets partners Sophia Hudson and Sharon Freiman, and associates Lia-Michelle Keane, Soo Kyung Chae and Ryan Paulish; antitrust & competition partners Andrea Murino and Samantha Morelli; technology & IP transactions partner Shellie Freedman and associates Ben Kovach and Andy White; executive compensation partner Rob Fowler and associates Annemarie Mierzejewski and Diana Soriano; and healthcare partner Kate Hardey.
