Overview
- Pfizer filed a second lawsuit in U.S. District Court in Delaware accusing Novo Nordisk and Metsera of violating the Clayton and Sherman Acts and seeking injunctive relief to block the rival proposal.
- A separate Delaware Court of Chancery case and motion for a temporary restraining order aim to prevent Metsera from terminating Pfizer’s merger agreement, which has received early HSR clearance and could close after a Nov. 13 stockholder vote.
- Novo Nordisk on Nov. 4 submitted an updated offer of $62.20 per share in cash at signing plus up to $24 in CVRs, valuing Metsera at as much as about $10 billion, and Metsera’s board declared it superior to Pfizer’s revised bid of up to $70 per share.
- Pfizer argues Novo’s plan—including a 30‑month outside date, upfront payments and a special dividend—creates excessive regulatory and competitive risk, while Novo and Metsera reject the allegations and say the offer complies with the law.
- Vice Chancellor Morgan Zurn scheduled an expedited hearing Tuesday, as Metsera’s short response window for Pfizer and the Nov. 13 shareholder meeting set the timeline for whether the existing Pfizer deal holds or a new agreement proceeds.