In a strategic move to bolster its position in the rare disease and ophthalmology markets, ANI Pharmaceuticals has announced its acquisition of Alimera Sciences for approximately $381 million. This transformative deal, expected to close in the third quarter of 2024, marks a significant step in ANI’s growth strategy and expansion into the global pharmaceutical landscape.
The acquisition terms include an upfront payment of $5.50 per share in cash, representing a substantial 75% premium over Alimera’s recent closing price. Additionally, Alimera shareholders will receive a contingent value right (CVR) of up to $0.50 per share, tied to the achievement of specific revenue targets in 2026 and 2027. This structure aligns the interests of both companies and incentivizes future growth.
At the heart of this acquisition are Alimera’s two key commercial products, ILUVIEN® and YUTIQ®, both targeting eye conditions such as diabetic macular edema and chronic non-infectious uveitis. These assets are expected to contribute significantly to ANI’s revenue stream, adding approximately $105 million in highly durable branded revenue. The integration of these products aligns with ANI’s recent strategic focus on ophthalmology, complementing its existing rare disease portfolio.
The deal is projected to have a substantial positive impact on ANI’s financial performance. The company anticipates high single-digit to low double-digit accretion in adjusted non-GAAP earnings per share (EPS) in 2025, with even more substantial accretion expected in subsequent years. Furthermore, ANI projects an additional $35-$38 million in adjusted non-GAAP EBITDA for 2025, including approximately $10 million in identified cost synergies.
Beyond the immediate financial benefits, this acquisition significantly expands ANI’s geographic footprint. Alimera’s established presence in European markets, including direct operations in Germany, the United Kingdom, Portugal, and Ireland, provides ANI with a springboard for international growth. The deal also brings valuable partnerships in Asia and the Middle East, further diversifying ANI’s global reach.
Strategically, this move strengthens ANI’s position in the rare disease sector, which is expected to become the company’s primary growth driver. Post-acquisition, the rare disease segment is projected to account for approximately 45% of ANI’s pro forma 2024 revenues, with robust growth potential. The transaction also leverages ANI’s existing rare disease infrastructure, creating operational efficiencies and expanding its reach to over 3,600 physicians in the ophthalmology field.
To finance the acquisition, ANI will utilize a combination of cash on hand and $280 million in committed debt financing from J.P. Morgan and Blackstone Credit & Insurance. The company anticipates a pro-forma leverage of 3.2x upon closing, with significant organic de-levering expected in 2025.
The boards of directors of both companies have approved the transaction, which now awaits customary closing conditions, including regulatory approvals and Alimera shareholder approval. Both companies have enlisted top-tier financial and legal advisors to navigate the complexities of the deal, underscoring its strategic importance.
This acquisition represents a pivotal moment for ANI Pharmaceuticals, positioning it as a stronger player in the rare disease and ophthalmology markets. By integrating Alimera’s products and expertise, ANI is set to enhance its market presence, diversify its revenue streams, and potentially accelerate the growth of its existing products, including Purified Cortrophin® Gel, in the ophthalmology sector.
As the pharmaceutical industry continues to evolve, with an increasing focus on specialized treatments for rare diseases, this strategic move by ANI Pharmaceuticals demonstrates its commitment to growth and innovation. The successful integration of Alimera Sciences could serve as a catalyst for ANI’s long-term success, benefiting patients, physicians, and shareholders alike in the rapidly advancing field of ophthalmology and rare disease treatment.