Ani Pharmaceuticals, Inc. has announced its acquisition of Alimera Sciences, Inc. for $5.50 per share in cash at closing, as well as one non-tradable contingent value right (CVR) representing the right to receive up to $0.50 per share upon the achievement of certain net revenue targets in 2026 and 2027. This transaction values Alimera at approximately $381 million in upfront consideration and is expected to close late in the third quarter of 2024.
The acquisition is expected to significantly impact Ani Pharmaceuticals' financials. It is anticipated to add approximately $105 million in highly durable branded revenue, with the rare disease segment expected to account for about 45% of pro forma 2024 revenues. Additionally, the transaction is expected to drive high single-digit to low double-digit accretion in adjusted non-GAAP EPS in 2025 and substantial accretion thereafter.
Furthermore, the addition of Alimera's two commercial assets, Iluvien and Yutiq, is expected to contribute to this growth. These products are anticipated to add approximately $105 million in pro forma 2024 revenues to Ani Pharmaceuticals. Additionally, the company expects to generate an additional $35 * $38 million in 2025 adjusted non-GAAP EBITDA, inclusive of approximately $10 million in identified cost synergies.
The transaction also aims to expand Ani Pharmaceuticals' geographic diversification, with Alimera's established ex-US footprint, including direct operations in Europe. This expansion is expected to create substantial shareholder value through high single-digit to low double-digit accretion in adjusted non-GAAP EPS in 2025 and an increase in accretion thereafter.
The company plans to finance the transaction using a combination of cash on hand and debt financing, having obtained $280 million of committed financing from J.P. Morgan and Blackstone Credit & Insurance.
Following these announcements, the company's shares moved 5.8%, and are now trading at a price of $61.9. Check out the company's full 8-K submission here.
