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Novo Nordisk Tries to Snatch a Weight-Loss Biotech From Pfizer. There Are Political Risks.

Oct 30, 2025 07:11:00 -0400 by Josh Nathan-Kazis | #M&A

Novo Nordisk is a leader in the weight-loss drug market alongside Eli Lilly. (AFP via Getty Images)

Key Points

The chaos at Danish Big Pharma Novo Nordisk is spilling across the Atlantic as the drugmaker launches a risky bid to snatch the anti-obesity biotech Metsera out of Pfizer’s grip.

Novo has suffered repeated convulsions amid a dramatic selloff that has sent shares down by more than 60% since the middle of last year. Early this year the company booted its CEO, and last week it said that all the independent directors on its board will step down.

Thursday morning offered another shock: Novo is offering $6 billion in cash to acquire Metsera a month after Metsera accepted a $4.9 billion cash offer from Pfizer. Both offers include potential milestone payments that could boost the overall price.

The Novo offer appears to reflect a new level of aggression, or perhaps desperation, on the part of its new leadership. The company is already a market leader in obesity, and Metsera’s main asset, MET-097i, is similar to Novo’s Wegovy, but it is injected monthly rather than weekly. In its response early Thursday, Pfizer painted Novo as a would-be monopolist in terms that seemed chosen to catch the eye of the White House.

“It is an attempt by a company with a dominant market position to suppress competition in violation of law by taking over an emerging American challenger,” Pfizer said in a statement.

In squaring off with Pfizer, Novo is picking a fight with the Big Pharma rival that has perhaps the best relationship with the Trump administration. CEO Albert Bourla has made a point of noting that he is friends with the president.

The offer seems destined to turn up the heat on Novo. Earlier this month, President Donald Trump said he intended to cut prices of branded weight-loss medicines to “about $150,” a fraction of Wegovy’s current list price, in a sign that the White House is seeking steep concessions in its ongoing negotiations with Novo over drug pricing and tariffs.

With the Metsera offer, Novo risks being painted as a foreign, would-be monopolist seeking to expand its grasp over the U.S. weight-loss market. That’s precisely the line that Pfizer took early Thursday.

Metsera said it thinks the Novo offer is better than the Pfizer offer, and it is giving Pfizer four days to negotiate a superior offer. Pfizer called Novo’s offer “illusory” and said it shouldn’t trigger a renegotiation of its existing agreement.

Novo’s offer incorporates an unusual structure that could leave it open to attacks from a Trump administration that is narrowly focused on the price of weight-loss medicines. Under the terms of Novo’s offer, the company would pay $6 billion in cash once accepted by Metsera but before any review by regulators. In return, Novo would receive stock representing half of Metsera’s share capital.

That cash would be distributed to shareholders immediately. Later, once the deal is approved by shareholders and regulators, Novo would give shareholders a so-called contingent-value right for each share held, entitling them to up to $21.25 per share if the company hits certain milestones.

Pfizer said that the structure is designed to “circumvent antitrust laws.”

This fight, meanwhile, is a puzzling one for Novo to have picked. Novo likely already had a chance to buy Metsera: Metsera’s securities filings show that it discussed a possible acquisition with seven different companies, including Pfizer, and at least three made offers. The securities filings do not name any of the companies aside from Pfizer.

Metsera’s anti-obesity assets, meanwhile, are far from the only ones available to interested Big Pharma acquirers. On Thursday, other obesity-focused biotech stocks rose: Structure Therapeutics was up 6.0%, while Viking Therapeutics was up 10.6%.

Novo’s American depositary receipt was down 1.9%.

Write to Josh Nathan-Kazis at josh.nathan-kazis@barrons.com and Adam Clark at adam.clark@barrons.com