Novo Nordisk has presented an unsolicited acquisition proposal to Metsera, Inc. that values the company at up to $77.75 per share, or roughly $9 billion in total. The offer consists of an immediate cash payment of $56.50 per share and a contingent value right that could add up to $21.25 per share, contingent on future regulatory and development milestones.
Metsera’s board has declared the proposal a “Superior Company Proposal” under its existing merger agreement with Pfizer, which had agreed to acquire the company at $47.50 per share. The declaration triggers a four‑business‑day period for Pfizer to negotiate adjustments to its offer. The new proposal therefore directly challenges the previously agreed $4.9 billion transaction with Pfizer.
Metsera’s pipeline, centered on GLP‑1 receptor agonists and amylin analogs, has attracted significant interest from both Novo Nordisk and Pfizer. The company’s lead candidate, MET‑097i, achieved a mean placebo‑subtracted weight loss of 14.1% after 28 weeks in Phase 2b trials, positioning it as a potential best‑in‑class obesity therapy with monthly dosing. The high valuation reflects the strategic importance of these assets to both parties in the rapidly expanding obesity drug market, projected to reach $150 billion by the early 2030s.
Financially, Metsera reported a 2024 revenue of $120 million and a net loss of $45 million, driven largely by research and development expenses. The company’s cash position of $350 million provides a cushion for continued development while the acquisition offers a significant liquidity event for shareholders. Novo Nordisk’s offer includes a preferred‑stock component that would be issued after regulatory approval, providing additional upside if Metsera’s programs meet milestones.
The competitive dynamics of the obesity market intensify with this bid. Novo Nordisk, already a leader with Wegovy and Ozempic, seeks to secure a broader portfolio of GLP‑1 and amylin therapies. Pfizer, which had previously faced setbacks in obesity drug development, views Metsera as a critical asset to strengthen its pipeline. The board’s decision to consider Novo Nordisk’s proposal superior signals a potential shift in ownership and strategic direction for Metsera.
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