ANI Pharmaceuticals to expand footprint into ophthalmology with acquisition of Alimera Sciences

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ANI Pharmaceuticals Inc. today announced it has signed a definitive agreement to acquire Alimera.

The transaction, which values Alimera at approximately $381 million in up front consideration, has been approved by both the ANI and Alimera Boards of Directors and is expected to close late in the third quarter of 2024.¹

Alimera’s 2 commercial products treat diabetic macular edema (DME) and chronic non-infectious uveitis affecting the posterior segment (NIU-PS) of the eye. fluocinolone acetonide intravitreal implant 0.19mg (Iluvien) is indicated for DME in the U.S., Europe and the Middle East as well as for NIU-PS in Europe and the Middle East. Fluocinolone acetonide intravitreal implant 0.18mg (Yutiq) is available in the US only and is indicated for the treatment of chronic NIU-PS.

Nikhil Lalwani, president and CEO of ANI, noted in a news release the deal is a transformational acquisition for ANI, and one that aligns with the company’s strategy to expand its Rare Disease business and deliver on its purpose of “serving patients, improving lives,”

“Late last year, we identified ophthalmology as a key strategic therapeutic area for the Company and, in the first quarter of 2024, expanded our Rare Disease team to promote Purified Cortrophin Gel (Cortrophin Gel) to ophthalmologists,” Lalwani said in the news release. “Alimera represents what we believe is a highly synergistic complement to this newly established specialty and will leverage our existing Rare Disease infrastructure.”

Moreover, Lalwani pointed out in the news release the company believes its proven commercial execution capabilities can further unlock Iluvien and Yutiq, 2 growing and durable assets that would add approximately $105 million in pro forma 2024 revenues to the company.

“The transaction is expected to drive substantial shareholder value creation through high single-digit to low double-digit accretion in adjusted ,on-GAAP EPS in 2025 and a substantial increase in accretion thereafter,” he said in the news release.

Rick Eiswirth, president and CEO of Alimera, noted in the news release the company is pleased to have reached this agreement with ANI, which recognizes the value that has created at Alimera. He added it creates value for shareholders.

“ANI and Alimera share a common mission of putting patients first, and this complementary transaction creates a bigger platform to leverage our global infrastructure and outstanding team,” he sai din the news release. I would like to thank Alimera employees, past and present, for always finding a way to help patients maintain better vision longer. We look forward to working with ANI to complete this transaction and help grow its presence in the ophthalmology segment.”

According to the news release, the transaction will further strengthens ANI’s Rare Disease business as the largest driver of future growth, add 2 durable commercial products with significant growth potential that leverage the Company’s existing Rare Disease infrastructure, expand its foothold in ophthalmology and accelerates growth of Cortrophin Gel in this key therapeutic area, and has the potential for shareholder value creation.

Under the terms of the merger agreement, ANI will acquire all of the outstanding shares of Alimera for $5.50 per share, which represents a 75% premium to Alimera’s closing share price of $3.15 on June 21, 2024 and 82% premium to Alimera’s 30-day volume weighted average price of $3.03. ANI will also repay $72.5 million of Alimera debt.¹

According to the news release, Alimera investors will also be entitled to a CVR for up to $0.50 per share, based on achieving net revenue in excess of specified thresholds in 2026 and 2027:

This includes up to $0.25 per share upon achieving net revenues in excess of $140 million in 2026 (sliding scale for net revenues of up to $150 million). It also includes up to $0.25 per share upon achieving net revenues in excess of $160 million in 2027 (sliding scale for net revenues of up to $175 million).

The companies also noted the deal is not subject to a financing condition. ANI intends to finance the transaction using a combination of cash on hand and debt financing. ANI has obtained $280 million of committed financing from J.P. Morgan and Blackstone Credit & Insurance.¹

According to the news release, the deal also has been approved by the Boards of Directors of both companies. The transaction is expected to close late in the third quarter of 2024, subject to customary closing conditions, including receipt of required regulatory approvals and approval by Alimera’s shareholders.

Guggenheim Securities, LLC is acting as lead financial advisor to ANI and Raymond James & Associates, Inc. is also acting as financial advisor. Hughes Hubbard & Reed LLP is acting as legal advisor to ANI. Centerview Partners LLC is acting as lead financial advisor to Alimera, with Perella Weinberg Partners also acting as a financial advisor to Alimera. DLA Piper is acting as legal advisor to Alimera.¹

Reference

1. Inc AP. ANI Pharmaceuticals to Further Expand Rare Disease Business through Acquisition of Alimera Sciences. GlobeNewswire News Room. Published June 24, 2024. Accessed June 24, 2024. https://www.globenewswire.com/news-release/2024/06/24/2902835/0/en/ANI-Pharmaceuticals-to-Further-Expand-Rare-Disease-Business-through-Acquisition-of-Alimera-Sciences.html