Pfizer has agreed to acquire Metsera, Inc. for up to $86.25 per share, comprising $65.60 in cash and a contingent value right (CVR) that could add up to $20.65 per share. The deal values Metsera at roughly $10 billion in equity, reflecting a premium over the company’s market value and the competing bid from Novo Nordisk.
The acquisition gives Pfizer immediate access to Metsera’s next‑generation obesity portfolio, notably the monthly injectable GLP‑1 agonist MET‑097i and the monthly amylin analog MET‑233i. These candidates offer a differentiated dosing schedule and potential efficacy advantages that could position Pfizer against Novo Nordisk’s Wegovy and Eli Lilly’s Zepbound in a market projected to reach $150 billion by the early 2030s.
Legal and regulatory dynamics played a key role in the final terms. Pfizer’s bid was challenged by Novo Nordisk, leading to a legal dispute and FTC scrutiny of Novo’s unconventional offer structure. Metsera’s board cited the lower regulatory risk and clearer path to closing as decisive factors in favoring Pfizer’s proposal, which has already received initial FTC clearance.
The CVR is tied to specific clinical and regulatory milestones, including the initiation of Phase 3 trials and FDA approvals for Metsera’s drug candidates. If these milestones are achieved, Pfizer would pay the additional $20.65 per share, potentially raising the total consideration to $86.25 per share.
Metsera’s board emphasized that the amended terms “represent the best transaction for shareholders,” underscoring the certainty and immediate value for investors. Pfizer’s Chairman and CEO Albert Bourla highlighted the strategic fit, noting that the acquisition “propels Pfizer into a key therapeutic area” and will leverage the company’s cardiometabolic expertise. Novo Nordisk’s CEO Maziar Mike Doustdar remarked that the bidding war was a direct competition with Pfizer, reflecting the high value placed on Metsera’s pipeline.
Analysts have noted that the premium paid by Pfizer reflects the competitive pressure in the obesity market and the strategic importance of monthly‑dosing candidates. The market reaction to the earlier September announcement was strong, with Metsera’s shares surging nearly 60% before the opening bell, illustrating investor enthusiasm for the pipeline and the premium offered.
The special meeting of Metsera shareholders is scheduled for November 13, after which the parties expect to close the transaction promptly, subject to customary regulatory and shareholder approvals.
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