Alcon, the industry pioneer in vision care committed to enabling people to see brilliantly, and Aerie Pharmaceuticals, Inc., a pharmaceutical firm focused on the discovery, development, production, and marketing of first-in-class ophthalmic therapies, today announced the signing of a binding merger agreement under which Alcon will acquire Aerie. This deal confirms Alcon’s dedication to the ophthalmic pharmaceutical industry and is anticipated to enhance the value of its diversified portfolio by enhancing Alcon’s current commercial competence with broader pharmaceutical R&D capabilities.
As a result of the deal, Alcon will gain access to the commercial products Rocklatan (netarsudil and latanoprost ophthalmic solution) 0.02%/0.005% and Rhopressa (netarsudil ophthalmic solution) 0.02%, as well as the Phase 3 product candidate AR-15512 for dry eye disease and a pipeline of numerous clinical and preclinical ophthalmic pharmaceutical product candidates. The deal completes Alcon’s recent foray into the ophthalmic pharmaceutical eye drop market, which also saw the company purchase from Novartis in April 2021 the exclusive U.S. commercialization rights to Simbrinza and from Kala Pharmaceuticals, Inc. in May 2022, the rights to Eysuvis and Inveltys.
“Alcon is passionate about innovative treatments in eye care, especially in core disorders such as glaucoma and dry eye, which have significant patient impact”, “We have a 75-year history focused specifically on the eye and bring established expertise in development and commercial execution. Aerie is a natural fit with on-market and pipeline products, and R&D capabilities that offer the infrastructure needed to expand our ophthalmic pharmaceutical presence. As we continue to broaden our portfolio across glaucoma, retina and ocular surface disease, we are excited to help even more patients see brilliantly.”
David Endicott, CEO of Alcon
“We are excited to be joining Alcon, a recognized leader in eye care. I am so proud of the Aerie team and the innovation we’ve pioneered”, “Alcon is the right strategic and financial partner to maximize the potential of Aerie’s commercial franchise and our growing portfolio of pipeline assets. Alcon’s global infrastructure, financial resources, and commercial capabilities will accelerate the standard of care by helping more patients have access to Aerie’s innovative products. I am confident that this combination with Alcon is in the best interest of patients and our shareholders.”
Raj Kannan, Chief Executive Officer of Aerie Pharmaceuticals, Inc.
Rocklatan is a fixed-dose combination of the prostaglandin F2 analogue latanoprost and the Rho kinase inhibitor netarsudil that is used to lower increased intraocular pressure (IOP) in people with open-angle glaucoma or ocular hypertension. A Rho kinase inhibitor called Rhopressa is prescribed to patients with open-angle glaucoma or ocular hypertension to lower increased IOP. Commercialization rights for both drugs have been granted to Santen SA and its affiliates in the majority of international markets.
At $15.25 a share, the purchase price reflects a 37% premium over Aerie’s most recent closing price and an equity value of over $770 million. The board of directors for each company authorised the deal.
For the entire year 2022, Aerie’s most recent financial outlook estimates total glaucoma franchise net product revenue at $130 to 140 million. In 2024, the purchase is anticipated to increase Alcon’s core diluted earnings per share. Subject to the approval of Aerie’s stockholders and the fulfilment of standard closing conditions, including clearance under the Hart-Scott Rodino Antitrust Improvements Act, the transaction is scheduled to close in the fourth quarter of 2022. Alcon plans to use both short-term and long-term debt to pay for the acquisition.
Alcon’s financial advisor for the deal was J.P. Morgan, and Skadden, Arps, Slate, Meagher & Flom LLP served as Alcon’s legal counsel. Aerie’s legal and financial advisors for the deal were Fried, Frank, Harris, Shriver & Jacobson LLP and Goldman Sachs & Co. LLC.