In vivo CAR-T and circular RNA at the core of the agreement
Eli Lilly and Company has announced a definitive agreement to acquire Orna Therapeutics, a biotechnology company focused on engineering immune cells directly inside the human body. The transaction could be worth up to $2.4 billion in cash, including an upfront payment and additional milestone-based payments tied to clinical development progress.
The acquisition reflects Lilly’s strategic push into next-generation genetic medicines and cell therapies, particularly for patients with autoimmune diseases who currently have limited treatment options.
Orna’s circular RNA platform explained
Orna Therapeutics is developing a new class of therapeutics based on fully engineered circular RNA combined with proprietary lipid nanoparticle delivery systems. Unlike traditional messenger RNA approaches, circular RNA is designed to produce more durable and sustained protein expression within the body.
This technology enables the body itself to generate therapeutic cell responses, potentially eliminating the need for complex and costly ex vivo cell manufacturing. Preclinical and early experimental data suggest this approach could unlock treatments that are not feasible with current RNA or cell therapy platforms.
Focus on autoimmune diseases with in vivo CAR-T
Orna’s lead program, ORN-252, is a clinical trial-ready CD19-targeting in vivo CAR-T therapy designed to treat B cell-driven autoimmune diseases. Early autologous CAR-T studies have already demonstrated the promise of cell therapy in autoimmune conditions, but widespread adoption has been limited by logistical and financial barriers.
By enabling CAR-T generation directly inside the patient, Orna’s platform aims to dramatically simplify delivery while expanding access to a broader patient population.
Strategic rationale for Lilly
Lilly views the acquisition as an opportunity to potentially establish an entirely new class of genetic medicines. According to company leadership, integrating Orna’s circular RNA and lipid nanoparticle technologies could accelerate the development of scalable, patient-centric therapies across immunology and beyond.
Following the close of the transaction, Lilly will determine the accounting treatment under Generally Accepted Accounting Principles, and the deal will be reflected in its financial results and guidance.
Transaction details and outlook
Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel to Lilly, while Lazard is acting as financial advisor to Orna Therapeutics. Goodwin Procter LLP is providing legal counsel to Orna.
While the companies expressed optimism about the potential of the combined technologies, the transaction remains subject to the inherent risks of drug research, development, and commercialization, with no guarantee of future commercial success.