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Viatris logoViatris VTRS

The company said it entered into a merger agreement with Pacira BioSciences on October 8, 2026 and will launch a tender offer to acquire all of Pacira's common stock for $36.50 per share in cash. The press release said the total equity value is $1.65 billion.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it entered into a merger agreement with Pacira BioSciences on October 8, 2026 and will launch a tender offer to acquire all of Pacira's common stock for $36.50 per share in cash. The press release said the total equity value is $1.65 billion.

  2. The company said the tender offer is conditioned on holders tendering more than 50% of Pacira's outstanding shares (the Minimum Condition) and on expiration of the HSR Act waiting period. It said the deal has no financing condition. If the merger agreement is terminated, including in connection with a Superior Offer, Pacira must pay Viatris a termination fee of $62,000,000.

  3. The company said the tender offer will remain open for 10 business days, subject to extension under certain circumstances. It said either party may terminate the agreement if the offer is not completed by April 8, 2027, and that the deadline will automatically extend once to July 8, 2027 1 if specified conditions are satisfied on that date.

  4. In the press release, the company said Pacira generated approximately $746 million in total revenue and approximately $177 million in adjusted EBITDA in the last 12 months ended June 30, 2026. Pacira's GAAP net income for the same 12 months was $14.6 million.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Viatris agrees to acquire Pacira for $36.50 per share in cash

The company said it entered into a merger agreement with Pacira BioSciences on October 8, 2026 and will launch a tender offer to acquire all of Pacira's common stock for $36.50 per share in cash. The press release said the total equity value is $1.65 billion.

Source · Based on the filing body and exhibits

Tender offer conditions and $62,000,000 termination fee

The company said the tender offer is conditioned on holders tendering more than 50% of Pacira's outstanding shares (the Minimum Condition) and on expiration of the HSR Act waiting period. It said the deal has no financing condition. If the merger agreement is terminated, including in connection with a Superior Offer, Pacira must pay Viatris a termination fee of $62,000,000.

Source · Based on the filing body and exhibits

Tender offer period and closing deadline

The company said the tender offer will remain open for 10 business days, subject to extension under certain circumstances. It said either party may terminate the agreement if the offer is not completed by April 8, 2027, and that the deadline will automatically extend once to July 8, 2027 1 if specified conditions are satisfied on that date.

Source · Based on the filing body and exhibits

Pacira revenue and adjusted EBITDA for the last 12 months

In the press release, the company said Pacira generated approximately $746 million in total revenue and approximately $177 million in adjusted EBITDA in the last 12 months ended June 30, 2026. Pacira's GAAP net income for the same 12 months was $14.6 million.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.