Akero Therapeutics’ progress in liver disease treatment helped draw Roche to 89bio and ultimately drove the companies toward a deal.
Although Roche and 89bio had been in touch for years, it was the strong Phase 2b results of Akero’s MASH candidate, efruxifermin, that significantly accelerated Roche’s interest in buying the company. This insight, along with a timeline of events leading up to the transaction, appears in regulatory filings made public on October 1 about Roche’s $3.5 billion takeover of 89bio.
Over the years, as many as six different companies had been monitoring 89bio’s development efforts with the possibility of pursuing a deal in the future.
In January, Akero announced that efruxifermin led to a 24% reduction in liver fibrosis versus placebo in the Phase 2b SYMMETRY trial. The regulatory filings note that the news intensified industry attention on FGF21-based treatments. Roche followed up with 89bio, indicating it believed the findings could translate across the therapeutic class.
In the ensuing months, Roche advanced its diligence efforts, which included visits to manufacturing facilities. Meanwhile, three other companies were also pursuing additional details about 89bio’s pipeline.
By March, Roche floated the idea of a licensing arrangement for pegozafermin and proposed pausing its diligence to prioritize work on a manufacturing strategy for the drug. Both sides agreed, and talks shifted toward a potential manufacturing partnership.
In June, 89bio signaled through its financial advisor that an outright acquisition would be preferable to a partnership. Later that month, at a meeting in Europe, CEO Rohan Palekar personally reinforced that message to Roche’s M&A Director Marc Buser.
The approach had an impact. In early July, Roche put forward a cash offer of $13 per share to acquire the company. At that point, 89bio stock was trading at $10.22. Palekar turned down the initial bid, emphasizing his belief that 89bio was capable of independently advancing pegozafermin. He also anticipated that Roche’s scheduled manufacturing site visits later in July might lead to a more attractive offer.
At the same time, 89bio’s advisors contacted five other companies to gauge acquisition interest. None chose to pursue a deal.
In late August, Roche came back with a new bid: $14.50 per share in cash upfront, plus three contingent value rights tied to regulatory and clinical achievements that added another $5. The package landed just under the $20-per-share target 89bio had been aiming for. Roche said the upfront payment was already at its ceiling but signaled flexibility around the CVR terms.
The board at 89bio declined the offer, maintaining that they wanted more cash upfront and at least an additional 50 cents for each CVR.
On August 29, Roche returned with what it called its “best and final” proposal: $14.50 per share in cash, plus a CVR of $2 payable if pegozafermin records its first commercial sale by March 31, 2030. The total amount, considering the other milestones, came out to be $20.50 per share.
After some more paperwork, the deal was officially announced on 18 September, with 89bio’s shares closing close to $15 that day.
