A deal with 20/20 vision

Bausch + Lomb acquires ISTA, gains strong ophthalmic portfolio

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MADISON, N.J.—Bausch + Lomb and ophthalmic pharmaceuticalcompany ISTA Pharmaceuticals recently announced the signing of a definitiveagreement under which Bausch + Lomb will acquire ISTA for $9.10 per share incash, for an aggregate total of approximately $500 million. The transaction hasbeen unanimously approved by both companies' boards of directors.
"Along with the rest of our board of directors, I am pleasedthat the tremendous assets ISTA's people have created with our products andpipeline have been recognized by Bausch + Lomb, a global leader in eye health,and that we were able to finalize a transaction after a thorough process thatdelivers shareholders an important return on their investment in ISTA," Dr.Vicente Anido Jr., president and CEO of ISTA, said in a press release. "Bothcompanies have a significant commitment to serving the needs of the healthcareindustry, eye care professionals and patients alike. ISTA's portfolio ofprescription eye and allergy products is a natural extension of Bausch + Lomb'spharmaceutical business focus. Together, we create an impressive platform tocommercialize new eye care and allergy products already under development."
The transaction gives Bausch + Lomb a portfolio ofnon-steroidal, anti-inflammatory, allergy, glaucoma and spreading agents to addto its existing ophthalmic offerings. ISTA also has several drug candidates indevelopment within its pipeline indicated for a variety of ocular conditions.PROLENSA, low-concentration bromfenac, is indicated for ocular inflammation andpain post-cataract surgery, and ISTA was issued a patent for the drug at theend of March. The pipeline also includes T-PRED, in early Phase III developmentfor ocular inflammation/infection, and Bromfenac Adjunct, which is approachingPhase II development for the treatment of age-related macular degeneration.
ISTA's drug candidates complement those within Bausch +Lomb's own pipeline, which includes a new class of ocular anti-inflammatoryagents as well as a new method of relieving intraocular pressure in patientssuffering from open-angle glaucoma or ocular hypertension.
"Through the combination, we will gain access to ISTA'sindustry-proven non-steroidal as well as allergy, glaucoma and spreadingagents, rounding out the company's robust portfolio of branded, generic and OTCproducts," says Dan Wechsler, corporate vice president and president of Bausch+ Lomb Global Pharmaceuticals. "Furthermore, this acquisition nearly doublesour late-stage research and development pipeline, and ISTA's productdevelopment and regulatory expertise will further strengthen our overallportfolio.
"ISTA is an excellent strategic fit with Bausch + Lomb," headds. "ISTA's strong customer relationships and commercial expertise willcomplement Bausch + Lomb's patient-centered approach to service and innovation.Bausch + Lomb and ISTA have a shared commitment to advancing eye health and a strong,overlapping customer base in the U.S."
Bausch + Lomb has been "paying close attention to ISTA overthe years," Wechsler notes, given the company's success and the fact thatBausch + Lomb has been manufacturing almost all of ISTA's U.S. products. Thedeal, he adds, is expected to add more than $150 million in topline annualizedsales once it closes.
"Our acquisition of ISTA represents a significant milestonefor Bausch + Lomb Pharmaceuticals and for our company overall, and willultimately help us achieve our goal of becoming the best global eye healthcompany," says Wechsler. "The combined portfolio creates a powerful offeringfor our customers, and we get access to a pipeline that complements ourinternal D&R initiatives."
The transaction is subject to regulatory approval andcustomary closing conditions, and both companies will operate independentlyuntil the acquisition is completed. Bausch + Lomb expects it to be accretive toits EBITDA the first year after closing.


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