Neurocrine Biosciences (NASDAQ: NBIX) announced it has entered into a definitive agreement to acquire Soleno Therapeutics (NASDAQ: SLNO) for $53.00 per share in cash, representing a total equity value of approximately $2.9 billion. The offer reflects a premium of roughly 34% to Soleno’s April 2 closing price and 51% to its 30-day volume-weighted average price.
The acquisition adds VYKAT™ XR (diazoxide choline), the first and only FDA-approved treatment for hyperphagia in Prader-Willi syndrome (PWS), to Neurocrine’s growing portfolio of first-in-class therapies. The transaction is expected to close within 90 days, subject to customary conditions and regulatory approvals.
Expanding a High-Growth Portfolio
With the addition of VYKAT XR, Neurocrine will have three marketed, first-in-class therapies:
- INGREZZA® (valbenazine) – a VMAT2 inhibitor for tardive dyskinesia and Huntington’s chorea, generating $2.51 billion in 2025 revenue
- CRENESSITY® (crinecerfont) – approved in late 2024 for congenital adrenal hyperplasia, with $301 million in 2025 revenue
- VYKAT XR – approved in March 2025 for PWS, delivering $190 million in 2025 revenue
Together, these therapies position Neurocrine for sustained revenue growth and portfolio diversification through the end of the decade.
A Transformative Therapy in a High-Unmet-Need Market
VYKAT XR addresses hyperphagia, the defining and life-threatening symptom of Prader-Willi syndrome, a rare genetic disorder affecting approximately 10,000 patients in the U.S. The condition leads to persistent hunger, compulsive food-seeking behavior, and significant metabolic and behavioral challenges.
Since its U.S. launch in the second quarter of 2025, VYKAT XR has seen strong early adoption, including $92 million in fourth-quarter revenue alone. The therapy is expected to generate approximately $450 million in revenue this year and is supported by intellectual property protection extending into the mid-2040s.
“This transaction will advance Neurocrine’s mission to deliver life-changing treatments while accelerating our revenue growth and portfolio diversification strategy,” said Kyle W. Gano, Ph.D., Chief Executive Officer of Neurocrine. “We look forward to expanding VYKAT XR’s reach and strengthening our leadership in delivering transformative medicines.”
Strategic Entry Into Metabolic Disease
The acquisition also marks Neurocrine’s entry into metabolic disorders, complementing its existing endocrinology focus. This comes as the broader market sees heightened competition following the success of GLP-1 drugs such as Eli Lilly’s Zepbound and Novo Nordisk’s Wegovy.
Neurocrine believes its expertise in CRF1 receptor antagonists and endocrine pathways may offer differentiated approaches, particularly in addressing concerns around muscle loss associated with current obesity treatments.
Analysts suggest the deal provides a more immediate and practical pathway into metabolic disease compared to earlier-stage internal programs, which still face regulatory and competitive hurdles.
Financial and Transaction Details
Under the agreement, Neurocrine will launch a tender offer to acquire all outstanding Soleno shares. Following completion, a subsidiary will merge with Soleno, converting remaining shares into the same $53.00 per share cash consideration.
The transaction will be funded through a combination of cash on hand and a modest amount of pre-payable debt. Notably, the deal is not subject to financing conditions.
Both companies’ boards have approved the transaction.
Market Reaction
Shares of Soleno surged approximately 34.5% in premarket trading following the announcement, reflecting investor confidence in the deal’s premium and strategic rationale.
Outlook
The acquisition is expected to:
- Strengthen Neurocrine’s leadership in rare disease and endocrinology
- Expand its commercial footprint with a durable, first-in-class therapy
- Enhance long-term revenue visibility and growth profile
- Deliver operational synergies through integration
With VYKAT XR as a foundational asset and continued pipeline progress, Neurocrine is positioning itself for sustained value creation in both rare disease and metabolic markets.