Switzerland-headquartered Roche, the world’s largest biotech company and the global leader in in-vitro diagnostics, is acquiring Nasdaq-listed 89bio, a clinical-stage biopharmaceutical company pioneering the development of innovative therapies for the treatment of liver and cardiometabolic diseases in a deal representing a total value of up to US$3.5bn.
Roche is commencing a tender offer to acquire all of the outstanding shares of 89bio common stock at US$14.50 per share in cash at closing, plus a non-tradeable CVR to receive certain milestone payments of up to an aggregate of US$6.00 per share in cash, representing a total equity value of approximately US$2.4bn at closing and representing a total deal value of up to US$3.5bn.
The price payable represents a premium of approximately 52% to 89bio’s 60-day VWAP price on 17 September 2025.
89bio’s lead product candidate, Pegozafermin, a specifically engineered glycoPEGylated analog of FGF21.Pegozafermin is in late-stage development for Metabolic Dysfunction-Associated Steatohepatitis (MASH) in moderate and severe fibrotic patients (F2 and F3 stages) as well as cirrhotic patients (F4 stage). It offers a distinct mechanism of action that not only holds the potential for enhanced efficacy and tolerability but also unlocks opportunities for future combination development with incretins, creating synergies with Roche’s CVRM portfolio.
Acquiring 89bio fosters Roche’s activities to build a robust and differentiated pipeline that targets additional causes of metabolic disease.
“This acquisition strengthens our portfolio in cardiovascular, renal, and metabolic diseases and offers opportunities to explore combinations with existing programmes in our pipeline,” said Thomas Schinecker, Roche Group CEO. “We are highly encouraged by pegozafermin’s potential to become a transformative treatment option in MASH, one of the most prevalent comorbidities of obesity, and to meet diverse patient needs associated with this complex disease.”
The firm has made significant losses and negative cash flows from operations since inception and expects operating losses to continue and increase for the foreseeable future.
In the three months ended June 20, it reported a net lost of US$111.5m vs a loss of US$48m in the same period of 2024.
Citi is exclusive financial advisor to Roche and Sidley Austin is legal counsel to Roche. Moelis and Centerview Partners are financial advisors to 89bio and Gibson, Dunn & Crutcher is legal counsel.