Pfizer rejects Novo Nordisk’s bid for Metsera as anti-competitive

NEW YORK - Pfizer Inc. (NYSE:PFE) announced Thursday that it opposes Novo Nordisk A/S’s (NYSE:NVO) proposal to acquire Metsera, Inc. (NASDAQ:MTSR), calling the move "reckless and unprecedented" and potentially anti-competitive. Metsera, currently valued at approximately $5.5 billion with shares trading at $52.21, has seen its stock price surge nearly 97% year-to-date.

In a statement, Pfizer characterized Novo Nordisk’s bid as an attempt by a market-dominant company to eliminate an emerging American competitor. The pharmaceutical giant claims the proposal is structured to circumvent antitrust laws and carries significant regulatory and execution risks.

According to Pfizer, Metsera’s board previously rejected Novo Nordisk’s proposal due to concerns about its deal structure. The board selected Pfizer over other bidders because of greater certainty in acquiring 100% of Metsera’s equity and a more favorable expected timeline. InvestingPro data shows Metsera is trading near its 52-week high of $54.47, with an impressive 116.5% price return over the past six months, suggesting investors are anticipating a successful acquisition.

Pfizer stated that its transaction with Metsera would provide "real, certain and immediate value" for Metsera’s stockholders while ensuring Metsera’s drug candidate can compete in the market. Despite Metsera’s strong financial position with more cash than debt and a current ratio of 5.26, the company remains unprofitable with a diluted EPS of -$5.89 for the last twelve months.

The company indicated it is prepared to pursue legal action to enforce its rights under its existing agreement with Metsera, asserting that Novo Nordisk’s proposal "cannot qualify as a superior proposal" under the terms of Pfizer’s agreement with Metsera.

Neither Metsera nor Novo Nordisk have issued public responses to Pfizer’s statement as of Thursday.

This information is based on a press release statement from Pfizer. The proposed acquisition remains subject to various regulatory approvals and satisfaction of closing conditions, including approval by Metsera stockholders.

In other recent news, Metsera, Inc. reported positive results from its Phase 2b trials for the weight loss drug MET-097i, showing a mean weight loss of up to 14.1% after 28 weeks. The drug, evaluated in trials named VESPER-1 and VESPER-3, demonstrated minimal side effects, with low rates of nausea and vomiting. Pfizer announced its acquisition of Metsera for $4.9 billion, with the total transaction value potentially reaching $7.3 billion, including contingent value rights. Goldman Sachs maintained a Neutral rating on Pfizer following this acquisition announcement. Wolfe Research reiterated an Underperform rating for Pfizer, pointing out the expected data release from the VESPER trials by September 2025. Meanwhile, Cantor Fitzgerald reiterated an Overweight rating on Metsera, emphasizing the potential of its oral GLP-1 treatments, with proof-of-concept data expected in late 2025. These developments highlight significant interest and activity in the obesity treatment market.

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