Kirkland & Ellis represents Eli Lilly and Company (NYSE: LLY), which announced today its definitive agreement to acquire DICE Therapeutics, Inc. (NASDAQ: DICE). DICE is a biopharmaceutical company that leverages its proprietary DELSCAPE technology platform to develop novel oral therapeutic candidates, including oral IL-17 inhibitors currently in clinical development, to treat chronic diseases in immunology.
Lilly will commence a tender offer to acquire all outstanding shares of DICE for a purchase price of $48 per share in cash (an aggregate of approximately $2.4 billion) payable at closing. The transaction has been approved by the boards of directors of both companies, and is expected to close in the third quarter of 2023, subject to customary closing conditions, including receipt of required antitrust clearance and the tender of a majority of the outstanding shares of DICE’s common stock. Following the successful closing of the tender offer, Lilly will acquire any shares of DICE 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 was led by corporate partners Michael Brueck and Chelsea Darnell and associates Daniel Yip and Monica Ruiz; antitrust and competition partners Andrea Murino, Samantha Morelli and Thomas Wilson; executive compensation partners Rob Fowler and John Kleinjan; capital markets partners Sophia Hudson and Julia Danforth; debt finance partner Rachael Lichman; tax partners Dean Shulman and Adam Kool; and technology & IP transactions partner Matt Darch.