Novo Nordisk (NYSE:NVO) has attempted to gatecrash Pfizer Inc's (NYSE:PFE, ETR:PFE) deal to buy obesity drug developer Metsera Inc (NASDAQ:MTSR), with an unsolicited offer of $6.5 billion, rising to a potential $9 billion.
The Danish drugmaker became Europe's largest company after being first to market with anti-obesity drugs, but has lost its lead and its crown after being usurped by rival products.
US biotech Metsera agreed to an offer from Pfizer earlier this month of $4.9 billion upfront cash, rising to a potential $7.3 billion.
Novo’s proposal values Metsera at $6.5 billion in cash (or an enterprise value of about $6 billion), plus up to $2.5 billion in contingent value rights tied to future clinical and regulatory milestones. The offer is under review by Metsera’s board of directors.
Pfizer responded to Novo's offer, calling it a "reckless and unprecedented proposal" and saying it would be "prepared to pursue all legal avenues to enforce its rights" under its own takeover deal with the biotech.
The US drug giant called it "an attempt by a company with a dominant market position to suppress competition in violation of law by taking over an emerging American challenger".
"It is also structured in a way to circumvent antitrust laws and carries substantial regulatory and executional risk.
"The proposal is illusory and cannot qualify as a superior proposal under Pfizer’s agreement with Metsera", it added.
Pfizer pointed to Metsera's proxy filings that the board rejected Novo Nordisk’s proposal due to "a variety of risks" in its deal structure, chosing Pfizer as it believed no others could complete an acquisition "with the same level of certainty or on the same expected timeline as Pfizer".
Novo looks to strengthen obesity and diabetes portfolio
The Danish pharmaceutical company said acquiring Metsera, which develops incretin and non-incretin analogue peptide therapies, would strengthen its portfolio in obesity and diabetes treatments and align with its long-term growth strategy of advancing innovative and differentiated medicines.
Metrsera's most advanced candidate is designed to be injected once a month rather than weekly, a potential advantage over current market leaders such as Eli Lilly and Novo.
IP Group PLC (LSE:IPO), the London-listed investor in breakthrough science ventures, retains financial exposure to several of Metsera’s obesity drug programmes through its former portfolio company Zihipp, which was acquired by Metsera in 2023.
Shares in Metsera jumped almost 18% to $61.46 in premarket trading on Thursday, while Novo Nordisk's were down 2.6% in Copenhagen and Pfizer's were little moved.
** UPDATE: Pfizer response and share price moves added **