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Metsera (NASDAQ: B) announced its board has declared an unsolicited proposal from Novo Nordisk a Superior Company Proposal under Metsera's merger agreement with Pfizer. Novo Nordisk's two-step proposal would pay $56.50 per share in cash at signing, issue Novo non-voting preferred stock representing 50% of Metsera's share capital, then pay a CVR up to $21.25 per share upon milestones, valuing Metsera at up to $77.75 per share (~$9 billion).
The proposal represents an approximate 133% premium to Metsera's close on Sept 19, 2025. Metsera notified Pfizer, triggering a four-business-day period for Pfizer to propose adjustments; Pfizer disputes Metsera's right to deliver the notice. The Pfizer merger agreement remains in effect and Metsera's board reaffirmed its recommendation to approve the Pfizer transaction; no shareholder action is required now.
