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Mergers and Acquisitions

Date: 2015-07-06

Type of information: Company acquisition

Acquired company: Oculeve (USA - CA)

Acquiring company: Allergan (Ireland)

Amount: $125 million upfront payment and commercialization milestone payments related to Oculeve\'s lead development program OD-01

Terms:

* On August 10, 2015, Allergan, a leading global pharmaceutical company, announced that it has completed the acquisition of Oculeve, a development-stage medical device company focused on developing novel treatments for dry eye disease. Under the terms of the agreement, Allergan acquired Oculeve for a $125 million upfront payment and commercialization milestone payments related to Oculeve's lead development program, OD-01. The agreement also includes the acquisition of an additional earlier-stage dry eye device development program.

* On July 6, 2015, Allergan and Oculeve, a development-stage medical device company focused on developing novel treatments for dry eye disease, announced that they have entered into an agreement under which Allergan will acquire Oculeve in an all-cash transaction. Under the terms of the agreement, Allergan will acquire Oculeve for a $125 million upfront payment and commercialization milestone payments related to Oculeve\'s lead development program OD-01. The agreement also includes the acquisition of an additional earlier-stage dry eye device development program. Allergan\'s 2015 earnings-per-share forecast provided on May 11, 2015 is unchanged as a result of the acquisition. The Company remains committed to de-levering to below 3.5x debt to Adjusted EBITDA by the end of the first quarter of 2016. The transaction is subject to the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Pending approvals, Allergan anticipates closing the transaction in the third quarter of 2015.

Details:

The acquisition of Oculeve adds novel, complementary dry eye development programs to Allergan\'s current eye care research and development programs, including OD-01, a non-invasive nasal neurostimulation device that increases tear production in patients with dry eye disease. Oculeve has completed four clinical studies of OD-01 to date in more than 200 patients, showing positive safety and efficacy of the device. Allergan plans to conduct two additional pivotal trials prior to FDA submission, which is expected in 2016 with potential commercial launch in 2017.

Related:

Ophtalmological diseases

Is general: Yes