Legal battle erupts between Pfizer and Novo Nordisk for Metsera

$150B obesity market draws rival drugmaker

Legal battle erupts between Pfizer and Novo Nordisk for Metsera

Pfizer and Novo Nordisk have escalated their dispute over obesity-drug developer Metsera, with multiple lawsuits and competing takeover offers that could reshape competition in the fast-growing weight-loss treatment market.

According to Reuters, Pfizer filed a second lawsuit accusing Novo Nordisk of structuring its proposed $9 billion offer for Metsera to delay the biotech firm’s entry into the obesity-drug market rather than to complete an acquisition. The complaint, filed in Delaware federal court, followed an earlier suit in the state’s Court of Chancery that sought to block Metsera from accepting Novo’s bid.

Pfizer initially agreed in September to acquire Metsera for as much as $7.3 billion after a private bidding contest. Novo had repeatedly tried to buy Metsera but was turned down, with the biotech citing antitrust concerns over Novo’s dominant market position. Following a board overhaul by Novo’s top investor, the Danish company made a new unsolicited bid, which Metsera deemed superior and gave Pfizer until Tuesday to counter.

Bloomberg reported that Novo’s latest proposal includes an improved structure and value, with discussions between the companies said to be at an advanced stage. People familiar with the matter said a potential agreement could come as early as Thursday, though there is no assurance of a finalized deal.

In its federal lawsuit, Pfizer alleged that Novo’s 30-month “outside date” clause was designed to delay Metsera’s commercial progress and preserve Novo’s hold over the GLP-1 drug market, which it shares with Eli Lilly. Pfizer’s earlier agreement with Metsera had a nine-month completion timeline and already cleared antitrust review on Oct. 31. Novo rejected Pfizer’s claims, saying it complied with all merger terms and intended to use its expertise to advance Metsera’s drug candidates.

As reported by The Wall Street Journal, Pfizer’s court filing described Novo’s bid as a “catch and kill” tactic meant to block a rival and accused Metsera’s directors of acting in bad faith. Both Novo and Metsera said they would contest the allegations in court.

Metsera is developing long-acting amylin analogues, a class of obesity treatments that could offer monthly rather than weekly injections. Analysts estimate Metsera’s pipeline could generate $5 billion in annual sales in a market projected to reach up to $150 billion.

Metsera’s shares fell 3.7% to $60.73 on Monday, while Pfizer shares were unchanged and Novo’s stock declined less than 1%. The outcome of the Delaware hearings will determine which bidder gains access to one of the most closely watched assets in the weight-loss sector.