Viatris Announces Definitive Agreement to Acquire Pacira BioSciences for $36.50 Per Share

Viatris Inc. has entered into a definitive merger agreement to acquire Pacira BioSciences, Inc. The acquisition will be executed through a cash tender offer for all outstanding shares of Pacira, after which Pacira will merge with a Viatris subsidiary and become a wholly owned subsidiary of Viatris.

Key Details

• Transaction Structure: Viatris will acquire Pacira through a tender offer for all outstanding shares, followed by a merger.
• Offer Price: The all-cash offer is for $36.50 per Pacira share, net of applicable withholding taxes.
• Termination Fee: Pacira BioSciences will be required to pay Viatris a termination fee of $62 million if the agreement is terminated under specific circumstances.
• Conditions: The tender offer is conditioned on, among other things, the tender of at least a majority of Pacira's outstanding shares and the expiration of the waiting period under the Hart-Scott-Rodino (HSR) Act. The transaction is not subject to a financing condition.