Novo Nordisk has issued a revised unsolicited offer to acquire Metsera, Inc., valuing the clinical‑stage biopharmaceutical at up to $10 billion. The proposal includes $62.20 per share in cash and up to $24.00 per share in contingent value rights, representing a 159 % premium to Metsera’s September 19 closing price.
Metsera’s board has declared the proposal a “Superior Company Proposal” under its merger agreement with Pfizer, triggering a two‑business‑day window for Pfizer to negotiate adjustments. Pfizer’s most recent offer, made on November 3, values Metsera at $70.00 per share ($60.00 cash plus $10.00 CVRs).
The two‑step structure of Novo Nordisk’s deal involves an immediate cash payment and dividend, followed by milestone‑based CVRs. If Metsera’s board determines the proposal remains superior after Pfizer’s adjustments, the company will terminate its merger agreement with Pfizer and proceed with the Novo Nordisk transaction.
The bidding war underscores the competitive landscape in obesity and diabetes therapeutics. Novo Nordisk seeks to strengthen its pipeline against rivals such as Eli Lilly, while Pfizer aims to accelerate its obesity drug development. Legal disputes have arisen, with Pfizer alleging breach of contract and antitrust concerns over Novo Nordisk’s offer structure.
Metsera remains a development‑stage company with no commercial products. Its valuation is driven by its pipeline of potential treatments for obesity and cardiometabolic diseases, and the proposed acquisition could accelerate the development and commercialization of these assets.
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