美国投资级制药行业：并购意愿评估——未来一年的消化期

Sizing M&A Appetite: A Year ofDigestion Ahead SIGNATURE We expect M&A to be a key theme for the Pharma sector in2026, driven by upcoming patentcliffs.We highlight the top10 issuers in the IG Pharma index and rank them based onlikelihood to pursue M&A. We downgrade IG Pharma toMarket Weight, given M&A risk, issuance overhang, and tight Afsah Quadri+1 212 412 2343afsah.quadri@barclays.com Walker Hayes+1 212 526 2260walker.hayes@barclays.com •Downgrade U.S. HG Pharmaceuticals to Market Weight from Overweight •Most likely to pursue aggressive M&A:PFE (UW), BMY (OW), MRK (Not Covered) Could still pursue M&A, but needs are more modest:JNJ (Not Covered), AMGN (MW), Least likely to pursue aggressive M&A:NVS/NOVNVX (Not Covered), AZN (Not Covered),LLY (Not Covered), GILD (MW) Trade Ideas:Buy ABBV 5.5% 2064s against selling BMY 3.9% 2062s, sell PFE 4.2% 2048s,and buy GILD 5.65% 2041s. Investment Summary We are downgrading the U.S. HG Pharmaceuticals sector to Market Weight, given growingM&A risk/issuance overhang, significant upcoming LOEs, and tight valuations.The U.S. HGPharmaceutical sector has tightened 9bp on an LTM basis, now at a spread of 54bp. The indexstarts the year at its tightest level in 10 years and just 2bp wide of its all-time tight, and we seelimited room for additional tightening. It now trades 18bp tight to the IG Index, vs. its long-termaverage of 19bp, and we think this relationship can reset to 20-25bp. We think growing issuance Open in Barclays Live Chart SpreadSource:Bloomberg Indices- Bloomberg Relative Value and Trades The IG index and IG Pharma index remain at some of the tighest levels in recent history, and wethink it is a good time to rotate to names that are more defensive and better positioned for apotential M&A cycle.Names we view as better positioned include GILD, LLY, NOVNVX, andAZN while names we view as weaker positioned include PFE, BMY, and MRK. Moderately Open in Barclays Live Chart G-SpreadSource:Credit- Barclays Trading, S&P Global Market Intelligence M&A Outlook Afterseveral years of modestly increasing M&A activity in the Pharmaceutical industry, weexpect an uptick in 2026, given significant upcoming LOE's, strong balance sheetpositioning, and a heavy dependence on new innovative drug pipelines, notably GLP-1's.M&A activity picked up towards the end of 2025, and the momentum has continued thus far into2026, with a few notable headlines, although none has beenofficiallyannounced. Recent dealsinclude Pfizer's acquisition of Metsera for nearly $10bn in November (see here and here), JNJ While there has not been any large-scale YTD (which we classify as over $25bn), reports surfacedof MRK acquiring Revolution Medicines for ~$30bn (see article here), an oncology focusedpharmaceutical company. Additionally, La Lettre reported on January 12 that LLY was in talks toacquire French Biotech company Abivax for ~€15bn, although the French government statedthat it had no contact with LLY about this, indicating the deal may be dead, as it would be For the purpose of this note, we focus on the 10 largest weighted issuers in the IGpharmaceutical index: PFE, ABBV, AMGN, MRK, LLY, BMY, JNJ, GILD, AZN, and NOVNVX (NVS), of18 total issuers. See Figure 5 for the index weighting. In Figure 6, we rank the 10 issuers 1-10based on the need for M&A (and subsequent issuance), based on LOEs, balance sheet FIGURE 5. The top 10 weighted issuers make up 86% of the IG Pharmaceutical Index Note: Data as of January 15, 2025Source: Bloomberg, Barclays Research Note: Includes North American Healthcare M&A. 2026 values are YTD through January 20, 2026.Source: Bloomberg, Barclays Research M&A Perspectives for Our Coverage Bristol-Myers Squibb (BMY) - Overweight M&A Likelihood: High Bristol Myers Squibb’s M&A needs remain elevated as the company approaches a stacked LOEcycle, with erosion across Revlimid already underway and majorcliffslooming for Eliquis andOpdivo later in the decade. Management is positioning 2026 as a decisive year, with sixregistrational readouts, including milvexian, iberdomide, and mezigdomide, which willdetermine the extent to which external assets are required to sustain growth. CEO Christopher products expected to decline 15–17% in 2026, BMY remains, in our view, one of the names most Pfizer (PFE) - Underweight M&A Likelihood: High Pfizer faces the most quantifiable LOE exposure in the peer group, with management projecting~$17bn in revenue erosion in 2026-28, driven by expirations of Eliquis, Ibrance, Vyndaqel,Xeljanz, and Xtandi. While leadership hasshiftedfocus toward “maximizing the value” of recentacquisitions such as Seagen, Biohaven, and Metsera, the upcoming LOE window createsstructural pressure for additional pipeline reinforcement. The company’s balance sheet remainsconstrained, with leverage expected to remain above the 2.7x target through 2026 and Merck (MRK) -Not Covered M&A Likelihood: High Merck’s M&A need remains elevated as the compan