Viatris agrees to buy Pacira BioSciences for $1.65 billion in cash

Viatris is making a $1.65 billion bet on non-opioid pain medicine.

The drugmaker said Thursday it agreed to acquire Pacira BioSciences for $36.50 per share in cash, an aggregate equity value of $1.65 billion, according to a regulatory filing and press release. Both boards unanimously approved the deal, and Pacira's board is recommending that its stockholders tender their shares.

The prize is two marketed U.S. products: EXPAREL, a long-acting local analgesic for postsurgical pain, and ZILRETTA, an extended-release injection for osteoarthritis knee pain. Viatris described both as patent-protected and high-margin. Pacira generated about $746 million in total revenue and about $177 million in adjusted EBITDA over the 12 months ended June 30, 2026, the companies said.

CEO Scott A. Smith called the deal "an important step" in building Viatris' innovative medicines business and said the two drugs are synergistic with the company's fast-acting meloxicam opportunity. Viatris said it plans to expand the products' reach across select markets within its international infrastructure.

Interim CFO Paul Campbell said the transaction is expected to be "immediately accretive" to Viatris' financial guidance metrics. Viatris expects to pay for it primarily from excess cash, with the rest from short-term borrowings, and said it expects minimal impact on its gross leverage ratio.

The deal is structured as a tender offer that will stay open for 10 business days, subject to extension, followed by a second-step merger at the same price with no Pacira stockholder vote required. Closing requires a majority of Pacira's shares to be tendered and expiration of the Hart-Scott-Rodino antitrust waiting period. The offer has no financing condition.

If Pacira walks away under certain circumstances, including signing a superior offer or its board withdrawing its recommendation, it would owe Viatris a $62 million termination fee, the filing shows.

Viatris expects the deal to close by the end of 2026. Pacira would then become a wholly owned subsidiary and its stock would be delisted from Nasdaq. Viatris said it will discuss the transaction alongside third-quarter results on Nov. 5.

By the numbers

• $36.50 per Pacira share, in cash
• $1.65 billion aggregate equity value
• About $746 million in Pacira trailing-12-month revenue
• About $177 million in Pacira trailing-12-month adjusted EBITDA
• $62 million termination fee payable by Pacira in specified cases

Sources

1. Viatris Inc., Form 8-K (Items 1.01, 8.01, 9.01), dated October 8, 2026, accession 0001140361-26-039024
2. Viatris Inc., Exhibit 99.1 joint press release, October 8, 2026

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