Viatris, the drugmaker formed in 2020 from the generics company Mylan and Pfizer's Upjohn division, has agreed to buy Pacira BioSciences for $1.65 billion in cash. It will pay $36.50 a share, the companies announced on Thursday, a premium of about 45 per cent to Pacira's closing price of $25.20 on Wednesday, according to Barron's.
Pacira sells two pain treatments that do not contain opioids. Exparel is a long-acting local anaesthetic used to control pain after surgery. Zilretta is an extended-release steroid injection for osteoarthritis pain in the knee. Both are new formulations of old drugs that are already available as generics, bupivacaine and triamcinolone, BioPharma Dive noted. Together they had net product sales of about $692 million in 2025, $575 million from Exparel and $117 million from Zilretta, Reuters reported.
Pacira's shares rose 44 per cent on Thursday to close at $36.39, just below the offer price. During the day Barron's, citing Dow Jones Market Data, said they were on course for their largest one-day percentage gain on record. They had been in a multiyear decline, and the company cut its annual sales outlook in August, Barron's reported. Viatris shares slipped nearly 2 per cent in morning trading, according to Reuters, but closed down only 0.3 per cent.
What Viatris is paying for
Pacira generated about $746 million in revenue and about $177 million in adjusted EBITDA in the twelve months to 30 June, according to the announcement. At $1.65 billion, Viatris is paying about 2.2 times that revenue and about 9.3 times that EBITDA for the equity, by this publication's arithmetic.
Scott A. Smith, Viatris's chief executive, said the two drugs fit with a product Viatris is waiting to launch, a fast-acting form of the anti-inflammatory meloxicam. The Food and Drug Administration is due to decide by 27 December whether to approve it.
"The addition of EXPAREL, for acute postsurgical pain, and ZILRETTA, for osteoarthritis knee pain, are synergistic with our fast-acting meloxicam market opportunity and position us as a leader in non-opioid pain management therapies, an area where patients and healthcare providers continue to seek more treatment options," Smith said.
Viatris plans to pay mainly from cash on hand, with the rest from short-term borrowing. Paul Campbell, its interim chief financial officer, said he expected the deal to have minimal impact on the company's gross leverage ratio and to add to its financial guidance metrics immediately.
The clock on the patents
The catch is that Pacira's drugs will not stay protected for long. Under patent settlements Pacira reached last year with Fresenius Kabi and a subsidiary of Hengrui Pharma, those companies can begin selling generic Exparel in early 2030, starting at a high-single-digit percentage of U.S. volume and rising to around 30 per cent within three years, BioPharma Dive reported. Manufacturing patents won in 2024 extend Exparel's listed protection to 2044, but two other manufacturers are challenging them. Zilretta's patents expire in 2031.
Viatris says that is its speciality. It said it plans to use its intellectual property expertise, and what it called a proven ability to extend product lifecycles and keep sales going after competitors arrive, to get the most from the Pacira portfolio. It also plans to sell the drugs in selected markets outside the United States. Viatris knows the other side of that process well: generics are the core of its business, and it already sells older brands such as Lipitor and EpiPen, according to Barron's.
Daniel Clark, an analyst at Leerink, wrote that the deal fitted Viatris's strategy of buying medicines already on the market and should help grow earnings into the 2030s, BioPharma Dive reported. He also noted that Exparel's growth has been held back by hospitals reluctant to add it to their standard post-surgical protocols.
Clark said he did not expect the deal to change the drugs' near-term trajectory much, but liked that Viatris was carrying out its strategy for deploying capital.
The race for non-opioid pain
The deal is also a bet on a part of the market that drugmakers have struggled to crack. Many companies are looking for alternatives to opioids, but such drugs have been hard to bring to market, Barron's noted. Vertex Pharmaceuticals won approval for its non-opioid pill Journavx in January 2025, and Eli Lilly bought 4E Therapeutics in June for its pipeline of pain drugs. Overdose deaths in the United States have been falling, though, as this publication has reported, nobody can yet prove why.
Viatris is buying products that are already selling, rather than a pipeline. Pacira does have one: its most advanced candidate, a gene therapy for knee osteoarthritis called PCRX-201, is in Phase 2 trials, according to the announcement.
"As we enter this next chapter, we are confident that Viatris' shared vision, substantial resources, and global scale will accelerate the impact of our mission and help bring our transformative therapies to even more patients," said Frank D. Lee, Pacira's chief executive.
Viatris will make a tender offer for Pacira's shares, followed by a merger for any shares not tendered. The deal needs a majority of Pacira's shares to be tendered and the expiry of the regulatory waiting period. Both boards approved it unanimously, and Pacira's board recommends that shareholders accept. Viatris will discuss the deal with its third-quarter results on 5 November.
It is the second sizeable health deal of the week, after McKesson agreed to buy half of Option Care. What Viatris is buying is a pair of products with steady sales and a known end date for their exclusivity. The price will be judged on how much of Exparel's revenue it is still collecting after 2030.
The terms of the deal, the price, the equity value, Pacira's trailing revenue and adjusted EBITDA, the funding, the expected closing, the advisers, the description of the two products and the quotations from Scott A. Smith, Paul Campbell and Frank D. Lee are from the companies' joint announcement of 8 October 2026. The premium, the previous closing price, the record share price gain, Pacira's sales outlook, Viatris's history and the meloxicam decision date are as reported by Barron's on 8 October 2026. The 2025 net product sales of Exparel and Zilretta and Viatris's morning share price move are as reported by Reuters on 8 October 2026. Thursday's closing share prices are from Yahoo Finance market data. The patent settlements and expiry dates, and the remarks of Leerink's Daniel Clark are as reported by BioPharma Dive on 8 October 2026. The deal multiples are this publication's arithmetic. The analysis is our own.
Topics businesspharmaceuticalsmergers and acquisitionsgenericspatents
