Novo Nordisk has thrown a curveball at Pfizer by attempting to outbid the U.S. pharma for obesity biotech Metsera.
Until this morning, Pfizer’s acquisition of Metsera had appeared done and dusted, with the Big Pharma announcing more than a month ago that the biotech’s board had “unanimously approved” the sale of the company for $4.9 billion, with a further $2.4 billion also on the table in relation to certain milestones.
Metsera is advancing a pipeline led by MET-097i, a phase 2b injectable GLP-1 receptor agonist that could support monthly dosing. The biotech’s clinical-phase pipeline also features a monthly injectable amylin analog, which could be combined with MET-097i, and an oral GLP-1 that is designed to drive more weight loss than small molecules and avoid the scalability challenges of other oral peptides.
Now, Novo has decided to shake things up by offering Metsera shareholders an equity value of $6.5 billion for the biotech, with another $2.5 billion tied to milestones.
Pfizer came out fighting this morning, branding Novo’s offer a “reckless and unprecedented proposal.”
“It is an attempt by a company with a dominant market position to suppress competition in violation of law by taking over an emerging American challenger,” Pfizer claimed in its own Oct. 30 release.
“The proposal is illusory and cannot qualify as a superior proposal under Pfizer’s agreement with Metsera, and Pfizer is prepared to pursue all legal avenues to enforce its rights under its agreement,” the U.S. Big Pharma added.
Pfizer claimed that Metsera had previously turned down an offer by Novo and instead opted for Pfizer as its purchaser due to the greater degree of certainty that the U.S. pharma could buy 100% of the biotech’s equity.
“The Pfizer transaction creates real, certain and immediate value for Metsera’s stockholders and ensures Metsera’s important drug candidate can emerge as a key competitor available to all Americans in this important therapeutic area,” Pfizer concluded.
Metsera appears to hold a different view. The biotech described Novo's offer as “superior,” explaining that, combined with the related milestone payments, it would reach an equity value of about $9 billion.
Metsera explained it has now told Pfizer the pharma has four business days to come up with a more attractive offer—but Pfizer has argued that Metsera doesn’t have the option to pull out of the existing deal.
“Metsera disagrees with Pfizer's view,” the biotech said in its own release.
This morning’s unexpected announcement comes at a sensitive moment for both Big Pharmas. For Pfizer, it threatens to upend the company’s high-profile return to the obesity space after a series of clinical setbacks cleared out its original weight loss portfolio.
For Novo, it marks the boldest move yet for recently appointed CEO Maziar Mike Doustdar. In response to a slowdown in sales growth for its blockbuster obesity drug Wegovy, Doustdar has already announced plans to lay off about 9,000 employees worldwide and shutter the company’s cell therapy R&D work.
Explaining its surprise offer in a Oct. 30 release, Novo said buying Metsera would provide the pharma with “the opportunity to maximise the potential of Metsera’s complementary portfolio and capabilities.”
“An acquisition would be in line with Novo Nordisk’s long-term strategy of developing innovative and differentiated medicines and treating millions more people living with obesity and diabetes and their associated comorbidities,” the pharma added.