ANI Pharmaceuticals, Inc. has announced that ANI will acquire Alimera for USD 5.50 per share in cash at closing and one non-tradable contingent value right (CVR) representing the right to receive up to USD 0.50 per share upon the achievement of certain net revenue targets in 2026 and 2027.

The transaction, which values Alimera at approximately USD 381 million in upfront 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, as further described below.

Alimera is a global pharmaceutical company whose mission is to be invaluable to patients, physicians and partners concerned with maintaining better vision longer. Alimera’s two commercial products treat diabetic macular edema (DME) and chronic non-infectious uveitis affecting the posterior segment (NIU-PS) of the eye. ILUVIEN (fluocinolone acetonide intravitreal implant 0.19 mg) 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. YUTIQ (fluocinolone acetonide intravitreal implant 0.18 mg) is available in the U.S. only and is indicated for the treatment of chronic NIU-PS.

Nikhil Lalwani, President and CEO of ANI, stated, “We believe this is a transformational acquisition for ANI and one that aligns with our strategy to expand our Rare Disease business and deliver on our 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.

Alimera represents what we believe is a highly synergistic complement to this newly established specialty and will leverage our existing Rare Disease infrastructure. We believe ANI’s proven commercial execution capabilities can further unlock ILUVIEN and YUTIQ, two growing and durable assets that would add approximately USD 105 million in pro forma 2024 revenues to our Company. The transaction is expected to drive substantial shareholder value creation through high single-digit to low double-digit accretion in adjusted Non-GAAP EPS in 2025 and a substantial increase in accretion thereafter.”

Rick Eiswirth, President and CEO of Alimera, commented, “We are pleased to have reached this agreement with ANI, which we believe recognizes the value we have created at Alimera and creates compelling value for our 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. 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.”