Viatris Pacira Acquisition Agreed
Viatris Pacira acquisition adds EXPAREL and ZILRETTA and sets a tender timetable prompting SEC filings, framing Nasdaq delisting and closing timing.
KEY TAKEAWAYS
- Deal priced at $36.50 per share, implying aggregate equity value of $1.65 billion.
- Transaction structured as a tender offer followed by a second-step merger; tender had not commenced.
- Adds EXPAREL and ZILRETTA and targets closing by end of 2026 with April 8, 2027 outside date.
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The Viatris Pacira acquisition was announced on Oct. 8, 2026, after Viatris (VTRS) agreed to buy Pacira BioSciences (PCRX), expanding Viatris’ pain-treatment business and projecting immediate accretion to its guidance metrics.
Deal Terms, Regulatory Timing, and Strategic Outlook
Viatris agreed to acquire all outstanding Pacira common shares for $36.50 per share in cash, valuing the deal at $1.65 billion, the companies said in a joint press release. The transaction will proceed as a tender offer followed by a second-step merger at the same price. The tender offer had not yet begun at the announcement, with Viatris planning to file a Schedule TO and Pacira a Schedule 14D-9. Both boards unanimously approved the deal, and Pacira’s board recommended that stockholders tender their shares. Upon completion, Pacira is expected to become a wholly owned Viatris subsidiary, and its common stock will cease trading on Nasdaq.
Closing depends on tendering a majority of Pacira’s shares and the expiration of regulatory waiting periods. The parties agreed to file under the Hart-Scott-Rodino Act within 15 business days and plan to use Section 251(h) of Delaware law to complete the second-step merger without a separate stockholder vote. The merger agreement sets an April 8, 2027 outside termination date, extendable to July 8, 2027 if only antitrust approvals or legal restraints remain.
The acquisition adds EXPAREL and ZILRETTA, marketed, patent-protected, high-margin non-opioid pain medicines in the U.S., to Viatris’s portfolio. Viatris said the deal advances its innovative medicines strategy and expands its non-opioid pain-therapy business. It plans to leverage its intellectual property, commercial, market-access, medical-affairs, and global infrastructure to broaden the products’ reach in selected markets. The transaction is expected to be immediately accretive to Viatris’s financial guidance. The company will report third-quarter 2026 results on Nov. 5, 2026, without revising its full-year guidance in the announcement.
