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Viatris Just Bought Four More Years of EXPAREL Before Its Generic Cliff Arrives

Viatris is paying $1.65 billion for Pacira, roughly 2.2 times trailing revenue. The price only makes sense if you count EXPAREL's early 2030 licensed generic cliff and the four years of runway before it.

3D rendering of multivesicular liposomes in blue and amber tones

On October 8, 2026, Viatris agreed to acquire Pacira BioSciences for $36.50 per share in cash, an aggregate equity value of $1.65 billion, through a tender offer followed by a second-step merger. Both boards unanimously approved. Closing is expected by the end of 2026, subject to a majority of shares being tendered and expiration of the applicable regulatory waiting period. Pacira will be delisted from Nasdaq. Reuters reported a 44.8 percent premium to Pacira's last close, and Pacira shares jumped about 44 percent toward the offer.

Pacira generated approximately $746 million in total revenue and approximately $177 million in adjusted EBITDA in the twelve months ended June 30, 2026. The $1.65 billion price values Pacira at roughly 2.2 times trailing revenue and roughly 9.3 times adjusted EBITDA. That multiple only makes sense if you price in a cliff. Pacira's cliff has a date on it: early 2030.

The April 2025 settlement

On April 7, 2025, Pacira settled patent litigation with Fresenius Kabi, eVenus Pharmaceutical Laboratories, and Jiangsu Hengrui over EXPAREL (generic bupivacaine liposome injectable suspension). Under the settlement, the Fresenius parties receive a license to sell volume-limited amounts of generic bupivacaine liposome injectable suspension in the United States beginning on a confidential date sometime in early 2030. Volumes start at a high-single-digit percentage of total U.S. market volume, increase gradually to reach the low thirties percent in 2033, and reach a maximum in the high thirties percent for the final three years of the agreement. An unlimited-quantity license begins on a confidential date in 2039. The last-to-expire Orange Book-listed EXPAREL patent runs to July 2, 2044. Pacira paid the Fresenius parties $7.0 million.

That ramp is a managed glide path. High-single-digit share in 2030 still leaves most U.S. volume with the branded product. Low thirties in 2033, then high thirties later, is scheduled erosion. Viatris is buying the years before the schedule starts.

Four years, and a December pairing

What Viatris is buying is roughly four years of EXPAREL runway before licensed generic entry, a lifecycle-management heritage, and a non-opioid pain franchise that pairs with Viatris' fast-acting meloxicam. FDA accepted that NDA on May 18, 2026, with a PDUFA goal date of December 27, 2026 for moderate-to-severe acute pain, weeks before the Pacira deal is expected to close. The application, for MR-107A-02, is supported by two Phase 3 trials (herniorrhaphy, NCT06215859; bunionectomy, NCT06215820) that met the primary endpoint (SPID 0-48h versus placebo) with an active tramadol arm.

Preliminary unaudited figures released January 8, 2026 put Pacira's fiscal 2025 revenue at $726.4 million versus $701.0 million in 2024. EXPAREL net product sales were $575.1 million versus $549.0 million, about 6 percent volume growth, partly offset by vial mix and GPO discounting. ZILRETTA was $116.6 million versus $118.1 million. iovera was $24.2 million. EXPAREL's label states a single dose delivers bupivacaine over time with up to a 78 percent decrease in opioid consumption, and notes the clinical benefit of the opioid reduction was not demonstrated.

Viatris CEO Scott A. Smith said the addition of EXPAREL (acute postsurgical pain) and ZILRETTA (osteoarthritis knee pain) is synergistic with Viatris' fast-acting meloxicam market opportunity and positions the company as a leader in non-opioid pain management. Viatris said it plans to leverage its intellectual property expertise and "proven ability to extend product lifecycles and sustain meaningful sales after the entry of competition" to maximize long-term value. Interim CFO Paul Campbell said the deal is expected to be immediately accretive to financial guidance metrics, funded primarily from excess cash with the remainder from short-term borrowings, with minimal impact on Viatris' gross leverage ratio.

The January message versus the income statement

In its January 8, 2026 release, Pacira CEO Frank D. Lee said strong EXPAREL volume growth positioned the company for "significant and sustainable revenues moving forward." Pacira repurchased 2.0 million shares for $50.0 million in the fourth quarter of 2025 and had a $150 million repurchase authorization remaining, expiring December 31, 2026. There were 41.1 million shares outstanding at December 31, 2025.

The trailing GAAP picture is thinner. LTM net income was $14.6 million, next to $14.7 million of interest income and $57.3 million of amortization of acquired intangible assets. LTM EBITDA before adjustments was $103.6 million. ZILRETTA was down. iovera is a $24.2 million business. Pacira also advances PCRX-201 (enekinragene inzadenovec), a locally administered gene therapy in Phase 2 for knee osteoarthritis, which does not yet support the standalone valuation.

What the price assumes

The $1.65 billion assumes EXPAREL holds volume until early 2030, and that later licensed entry stays inside the settlement's volume limits. The real question is whether Viatris can hold commercial volume and discounting better than the open market would have. That is what roughly 2.2 times trailing revenue is paying for.