Novo Nordisk announced that it will not raise its offer for Metsera, keeping its final proposal at $65.60 per share in cash plus contingent value rights up to $20.65 per share. The company’s decision came after a bidding war with Pfizer, whose final offer matched Novo Nordisk’s terms but was deemed more compliant with U.S. antitrust regulations.
The company stated that the decision is consistent with its commitment to financial discipline and shareholder value. Novo Nordisk will continue to evaluate acquisitions that meet its return criteria, but it will not pursue the Metsera deal at the current valuation.
Metsera’s preference for Pfizer was driven by concerns from the Federal Trade Commission about the structure of Novo Nordisk’s proposal. The FTC raised potential antitrust risks that could have delayed or blocked the transaction, whereas Pfizer’s offer was viewed as less likely to trigger regulatory hurdles.
Novo Nordisk’s Q3 2025 earnings showed revenue of $11.74 billion, a 15% year‑over‑year decline. The drop was largely due to a 10% decline in sales of its core GLP‑1 products Ozempic and Wegovy, offset by modest gains in other therapeutic areas. Gross margin fell to 81% from 84.6% in 2024, reflecting higher cost of goods sold and restructuring charges of DKK 9 billion.
The company cut its full‑year 2025 sales guidance to 8‑11% from 8‑14% and operating profit guidance to 4‑7% from 4‑10%. The guidance reduction reflects management’s concern about slowing GLP‑1 growth, increased competition from Eli Lilly, and the impact of illegal compounding on sales.
Novo Nordisk completed acquisitions of Embark Biotech and Forma Therapeutics, underscoring its continued M&A activity. The company also announced a restructuring plan that includes 9,000 job cuts, aimed at improving operational efficiency and focusing on its core obesity and diabetes portfolio.
Analysts noted that the market reaction to the Q3 results was driven by the revenue miss, guidance cut, and concerns over slowing GLP‑1 growth, rather than the Metsera bid outcome.
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