Metsera (NASDAQ:MTSR) announced that it has entered into an amended merger agreement with Pfizer Inc (NYSE:PFE, ETR:PFE), under which Pfizer will acquire the biotech company for up to $86.25 per share, valuing it at about $10 billion.
The offer consists of $65.60 per share in cash and a contingent value right (CVR) for additional payments of up to $20.65 per share based on clinical and regulatory milestones.
The acquisition follows a competitive process in which Pfizer outbid Novo Nordisk (NYSE:NVO) in a series of proposals that included cash and contingent value rights.
Metsera’s board unanimously recommended that stockholders approve the amended merger agreement, stating that the revised terms represent the best transaction in terms of value and certainty of closing.
The board cited potential regulatory risks with the alternative offer from Novo Nordisk, who said on November 8 that it would not increase its offer for Metsera and continue to develop its own obesity treatments independently.
Pfizer will acquire Metsera’s pipeline of obesity treatments, which are still in development, as part of its broader efforts in the obesity and metabolic health market. The market for obesity treatments is projected to reach $150 billion by the early 2030s.
The deal is expected to close shortly after Metsera’s shareholder meeting on November 13.
Shares of Metsera fell 15.2% to about $70.50 on the announcement, while Pfizer shares fell 2% to $24, and Novo Nordisk stock was flat at about $45.