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Pfizer has won a $10 billion deal to acquire the fast-rising obesity drug developer Metsera, ending a fierce bidding war with Danish rival Novo Nordisk.
Metsera accepted a sweetened offer from Pfizer late Friday, citing U.S. antitrust risks in Novo’s bid that it had previously called superior, according to Reuters. The Danish obesity-drug giant said Saturday it would exit the race.
The win gives Pfizer a foothold in the lucrative obesity-drug market, even though Metsera’s treatments remain years away from approval. The loss marked a setback for Novo as it tries to claw back ground from U.S. rival Eli Lilly.
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In a statement, Novo Nordisk confirmed it was walking away from its attempted acquisition after several offers, saying it judged the price and antitrust exposure too high.
Novo twice raised its bid for Metsera — first to about $10 billion, then again to roughly the same value with a higher cash payout and smaller performance bonuses. But after Metsera cited U.S. antitrust risks and leaned toward Pfizer’s counteroffer, Novo said it would withdraw and not raise its offer further, citing financial discipline and shareholder value.
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“We believe the structure of our potential merger agreement is compliant with antitrust laws,” Novo said in a statement. “Following a competitive process and after careful consideration, Novo Nordisk will not increase its offer to acquire Metsera, consistent with its commitment to financial discipline and shareholder value.”
Nova said it will continue to assess opportunities for business development and acquisitions that meet its criteria for returns and capital allocation.
Metsera, in its Friday statement, said Novo’s proposal presented “unacceptably high legal and regulatory risks” compared to the proposed merger with Pfizer, citing a call from the Federal Trade Commission to discuss potential antitrust concerns. The regulator sent a letter earlier in the week to Novo and Metsera, warning that their proposed deal risked violating U.S. antitrust laws.
Pfizer said it was pleased to have reached a revised agreement with Metsera and expects to close the merger soon after Metsera’s Nov. 13 shareholder meeting, per Reuters.
Bernstein analyst Courtney Breen said the $10 billion price rested on optimistic assumptions about Metsera’s future performance, estimating Pfizer would need to generate about $11 billion in revenue from the deal by 2040 — nearly double Metsera’s current projections.
She pointed to growing skepticism around long-term GLP-1 pricing, which could squeeze margins.
Metsera’s board recommended that shareholders approve the amended Pfizer offer. The biotech currently operates at a loss and analysts expect additional losses as its drugs remain in development.
Reuters contributed to this report.
