Novo tries to push Pfizer aside with $9bn bid for Metsera
Novo Nordisk has launched an audacious bid to elope with weight-loss therapy developer Metsera, before it can go ahead with a marriage to Pfizer.
The Danish group has made an unsolicited offer of $56.50 per share for New York-based Metsera, with another $21.25 per share in contingent value rights (CVRs) for meeting clinical and regulatory objectives, worth $6.5 billion and $2.5 billion, respectively.
That is a sizeable increase on Pfizer's September offer of $47.50 upfront and $22.50 in CVRs, which combined to give a deal value of $7.3 billion, and according to Novo Nordisk is now under review by Metsera's Board of Directors.
Pfizer has issued a statement accusing Novo Nordisk of attempting to "suppress competition in violation of law," adding that it is prepared to pursue all legal avenues to enforce its rights" under its agreement with Metsera.
Novo Nordisk's bid could be seen as an acknowledgement that it is at risk of falling behind its rivals in the obesity category after being the dominant player in the last few years with its injectable GLP-1 agonist drug Wegovy (semaglutide).
Its closest competitor at the moment is Eli Lilly, whose GLP-1/GIP agonist Zepbound (tirzepatide) outperformed Wegovy in a head-to-head trial, but many other large pharma groups and smaller biotechs are angling to join the two market leaders.
Pfizer was among them, but suffered setbacks in the clinical development of its own in-house obesity candidates and sees acquiring Metsera as a shortcut to restoring its presence in weight-loss therapies.
The CVRs in Novo Nordisk's offer have not been revealed as yet, but are expected to be similar to those in the agreement with Pfizer, i.e., the start of a phase 3 programme for a combination weight-loss regimen based on Metsera's GLP-1 agonist MET-097i and amylin analogue MET-233i – both given as a once-monthly injection – plus FDA approvals for MET-097i as a monotherapy and the two-drug regimen.
At the end of last month, Metsera reported positive topline data from two phase 2b trials of MET-097i, VESPER-1 and VESPER-3, which the company said cleared the way for phase 3 testing to start before the end of the year.
The start-up, which had not responded to news of Novo Nordisk's offer at the time of writing, is scheduled to hold a shareholder meeting on 13th November that will include a vote on the Pfizer acquisition.
Metsera went public earlier this year, raising $275 million for its obesity pipeline against a backdrop of a fairly lacklustre IPO market, with an oversubscribed offering that reflected the strong appetite among investors for companies developing weight-loss drugs.
Novo Nordisk's move comes at a time of turmoil for the group, which was briefly the most valuable company in Europe before competition hit its GLP-1 business and led to a near 50% reduction in its share price since the start of this year.
The company replaced its CEO and started a cost-reduction programme, but its main shareholder, the Novo Nordisk Foundation, has been pushing for faster and more radical changes.
Earlier this month, chairman Helge Lund and several other independent board members announced they would be standing down, with former CEO Lars Rebien Sørensen set to replace Lund alongside several other Foundation-nominated candidates.
Original image by Mohamed Hassan from Pixabay
