Pfizer and Novo Nordisk Clash in High-Stakes Bidding War for Obesity Biotech Metsera

In a dramatic turn of events, the pharmaceutical industry is witnessing an unprecedented bidding war between two giants, Pfizer and Novo Nordisk, for the acquisition of Metsera, a promising obesity drug developer. This conflict has escalated to legal action, with Pfizer filing a lawsuit to protect its initial agreement with Metsera.

Novo Nordisk's Surprise Counteroffer

Novo Nordisk has made an unsolicited bid of $6.5 billion upfront for Metsera, with potential milestone payments bringing the total to $9 billion. This offer surpasses Pfizer's original deal of $4.9 billion upfront plus $2.4 billion in milestone payments, which was announced in September.

Metsera's board has deemed Novo Nordisk's proposal a "superior company offer," triggering a four-day window for Pfizer to counter. The Danish company's bid includes $56.50 per share in cash plus $21.25 in contingent value rights (CVRs) to be paid at the deal's close.

Pfizer's Legal Challenge

In response to Novo Nordisk's counteroffer, Pfizer has filed a lawsuit against both Metsera and Novo Nordisk in the Delaware Court of Chancery. The lawsuit alleges breach of contract, breach of fiduciary duty, and tortious interference with contract.

Pfizer claims that Novo Nordisk's proposal is "illusory" and "structured in a way to circumvent antitrust laws." The company argues that its deal with Metsera is binding and that Metsera does not have the option to terminate the existing agreement.

The Prize: Metsera's Obesity Drug Pipeline

At the heart of this high-stakes battle is Metsera's promising pipeline of obesity drugs. The biotech's lead candidate, MET-097i, is a phase 2b injectable GLP-1 receptor agonist that could support monthly dosing. Metsera is also developing a monthly injectable amylin analog and an oral GLP-1 agonist designed to drive more weight loss than small molecules while avoiding scalability challenges.

The acquisition of Metsera would significantly bolster either company's position in the rapidly growing obesity drug market. For Pfizer, it represents a chance to re-enter the obesity space after previous setbacks. For Novo Nordisk, already a leader in the field with its blockbuster drug Wegovy, the acquisition would further solidify its dominant market position.