Novo Nordisk (NVO.US) has decided not to submit a revised acquisition offer in the bidding war for biotech firm Metsera Inc. (MTSR.US), which was ultimately acquired by Pfizer (PFE.US) for approximately $10 billion. The deal serves as Pfizer's entry into the weight-loss drug market.
Last week, Novo Nordisk had proposed a $10 billion offer for Metsera, disrupting the initial merger process between Metsera and Pfizer. Subsequently, Pfizer sued Novo Nordisk and Metsera on antitrust grounds, but a U.S. judge dismissed the lawsuit, prompting Pfizer to revise its bid.
Late Friday, Metsera announced an amended merger agreement with Pfizer, under which Pfizer will acquire the company at up to $86.25 per share. The offer includes an initial cash payment of $65.60 per share, with potential additional payments of up to $20.65 per share upon achieving certain milestones. This final bid represents a 159% premium over Metsera's closing price of $33.32 on September 22, before Pfizer first expressed acquisition interest.
In its statement, Metsera noted that Novo Nordisk's proposal posed "unacceptable legal and regulatory risks" for the company and its shareholders, citing concerns raised by the U.S. Federal Trade Commission (FTC) regarding the transaction structure. In contrast, Pfizer's acquisition plan has already secured FTC approval, ensuring deal certainty.
Pfizer expects to complete the transaction shortly after Metsera's shareholder meeting on November 13. The victory in this bidding war provides Pfizer with a key entry into the weight-loss drug market. Metsera is developing a monthly injectable weight-loss treatment, positioning it to compete with Novo Nordisk and Eli Lilly's currently marketed weekly therapies.