Wachtell, Paul Weiss guide Pfizer’s $7.3bn buy of weight loss drugmaker Metsera

Wachtell advises Pfizer as it scrambles to win slice of booming obesity drug market with Paul Weiss-repped Metsera
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Wachtell Lipton Rosen & Katz is guiding Pfizer in its up to $7.3bn acquisition of weight loss drugmaker Metsera, repped by Paul Weiss. 

The deal is the largest yet by a large pharmaceutical company trying to gain a foothold in the lucrative market, according to the Financial Times, and will see Pfizer pay an initial $47.50 a share in cash for Metsera for an enterprise value of $4.9bn. 

It also includes a contingent value right worth up to $22.50 per share tied to Metsera hitting certain clinical and regulatory milestones, meaning the deal could be worth up to $7.3bn. 

The Wachtell team guiding Pfizer is led by corporate partners David Lam and Steven Green. 

Lam, who co-chairs the firm’s M&A practice, has advised Pfizer on numerous multibillion-dollar deals, including its $11.4bn acquisition of Array BioPharma in 2019 and the $48bn combination of its off-patent drugs unit Upjohn with Mylan to form Viatris in 2020. 

More recently, he co-led the Wachtell team that guided Pfizer’s $48bn buy of cancer drugmaker Seagen alongside Zach Podolsky, who defected to Latham & Watkins in June in a rare lateral move away from the storied New York firm. 

Meanwhile, the Paul Weiss team counselling Metsera is led by New York corporate partners Benjamin Goodchild and Andrew Krause and corporate department chair Scott Barshay. 

The deal gives Pfizer a chance to compete in the battle to develop the next generation of anti-obesity drugs. The pharmaceutical giant has suffered setbacks in the space, scrapping the treatment it was developing in-house, danuglipron, in April over safety concerns and discontinuing a different pill in 2023 due to elevated liver enzymes in patients who received it. 

Albert Bourla, Pfizer’s chief executive, said the Metsera acquisition “propels Pfizer into this key therapeutic area”, noting obesity “is a large and growing space with more than 200 associated health conditions”.

Metsera is among a host of companies researching next-generation obesity treatments to compete with Novo Nordisk’s Wegovy and Eli Lilly’s Zepbound. 

The New York-based company went public earlier this year in one of the largest biotech listings of 2025, advised by Latham & Watkins, according to an SEC filing. Goodwin Procter acted for the underwriters on the matter. 

The booming weight loss drug market – which could be worth around $150bn at its peak in 2035, according to Morgan Stanley Research – is proving a rich seam of work for law firms. 

Swiss pharma company Roche has been an aggressive dealmaker, calling in WilmerHale in March for its $5.3bn partnership deal with Zealand Pharma, repped by Goodwin Procter, to develop the obesity drug petrelintide. Meanwhile, in 2023 Sidley Austin counselled the company in its $3.1bn acquisition of US biotech Carmot Therapeutics, which was advised by Cooley. 

Goodwin and Cooley also counselled Versanis Bio in 2023 when it was bought by weight loss drug market leader Eli Lilly, which was counselled by Kirkland & Ellis, while late last year a clutch of firms, including Skadden, Goodwin and Davis Polk, were brought in for the $16.5bn acquisition of American drug manufacturer Catalent by the controlling shareholder of Novo Nordisk. 

The Metsera deal is expected to close in the fourth quarter of 2025. Citi is acting as Pfizer’s financial advisor for the transaction, while Goldman Sachs, Guggenheim Securities, BofA Securities and Allen & Company are acting for Metsera.

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