Every material Form 8-K Pacira BioSciences has filed with the SEC since January 08, 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Pacira BioSciences said Viatris has commenced a tender offer to buy all Pacira shares for $36.50 each in cash, under a merger agreement signed October 8, 2026, with a second-step merger planned after the offer closes. Pacira will not issue its Q3 2026 earnings release or hold a call, and it has withdrawn its 2026 financial guidance, so shareholders will have no updated company financial outlook during the pending deal.
Viatris, through subsidiary Peach Purchaser Sub Inc., commenced the tender offer on October 30, 2026 at $36.50 per share in cash
Merger agreement with Viatris was entered into on October 8, 2026; completion depends on conditions including a Minimum Condition
Pacira will not release Q3 results for the quarter ended September 30, 2026, and has withdrawn its previously issued 2026 guidance
Pacira BioSciences agreed to be acquired by Viatris through a cash tender offer at $36.50 per share, followed by a second-step merger, for an aggregate equity value of $1.65 billion. Pacira's board unanimously recommends that shareholders tender their shares, and the deal is expected to close by the end of 2026, subject to a majority tender and regulatory clearance.
Cash offer of $36.50 per share, with a $1.65 billion aggregate equity value
Tender offer to start within 15 business days of the October 8, 2026 agreement; deal expected to close by end of 2026
Pacira would pay Viatris a $62.0 million termination fee if it accepts a superior offer
Pacira generated approximately $746 million in revenue and $177 million in adjusted EBITDA in the twelve months ended June 30, 2026
Pacira BioSciences reported second-quarter 2026 total revenue of $192.4 million, up 6% from a year earlier, and GAAP net income of $4.7 million, compared with a net loss a year earlier. Non-GAAP net income and adjusted EBITDA both declined year over year, and the company lowered its full-year 2026 total revenue guidance to reflect the completed sale of its iovera business to Zimmer Biomet.
Total revenues were $192.4 million, up from $181.1 million, with EXPAREL net product sales of $147.8 million, up 3%.
GAAP net income was $4.7 million, or $0.12 per share, versus a net loss of $4.8 million, or $0.11 per share, in Q2 2025; non-GAAP net income was $29.5 million, or $0.75 per share basic, down from $36.0 million.
Adjusted EBITDA was $48.7 million, compared with $54.3 million in Q2 2025.
Full-year 2026 total revenue guidance is $735 million to $760 million, down from $745 million to $770 million, reflecting the iovera divestiture that closed July 31, 2026; EXPAREL sales guidance of $600 million to $620 million was reiterate
Pacira agreed on June 28, 2026 to sell its iovera handheld cryoanalgesia device business, including subsidiary Pacira CryoTech, to Zimmer, a subsidiary of Zimmer Biomet, for up to $140 million. The deal includes a $70 million upfront payment and up to $70 million in revenue-based milestone payments through December 31, 2031, and is expected to close in the third quarter of 2026. The company says it intends to use the upfront proceeds to strengthen its balance sheet, including paying down its senior secured revolving credit facility.
Upfront payment of $70.0 million, subject to customary adjustments for cash, receivables, indebtedness, transaction expenses and inventory
Milestone payments of $18.5 million, $23.5 million and $28.0 million if annual iovera net revenue reaches $50 million, $60 million or $70 million in any period from 2027 through 2031
66 employees expected to join Zimmer, about 8% of Pacira's total workforce
Purchase Agreement signed June 28, 2026; transaction expected to close in the third quarter of 2026
At its June 9, 2026 annual meeting, Pacira stockholders re-elected Christopher J. Christie, Samit Hirawat and Thomas Wiggans as Class III directors, approved an amended 2014 Employee Stock Purchase Plan adding 800,000 shares, and ratified KPMG LLP as auditor for 2026. The filing also reports a vote on an amended 2011 Stock Incentive Plan in which more votes were cast against than for, and it discloses board committee reassignments.
Christie, Hirawat and Wiggans elected to serve until the 2029 annual meeting; Christie received 24,963,961 for and 7,675,321 withheld votes.
Pacira BioSciences reported first-quarter 2026 total revenue of $177.4 million, up 5% from $168.9 million a year earlier, led by EXPAREL volume growth of 7%. Profit fell, with GAAP net income of $2.9 million ($0.07 per share) versus $4.8 million ($0.10 per share) and non-GAAP net income of $24.5 million ($0.60 per share) versus $30.0 million. The company reiterated its full-year 2026 guidance, including total revenue of $745 million to $770 million.
Total revenue $177.4 million in Q1 2026, up from $168.9 million in Q1 2025; EXPAREL net product sales $143.3 million, up 5%
GAAP net income $2.9 million ($0.07 per share) vs. $4.8 million ($0.10) a year earlier; adjusted EBITDA $40.2 million vs. $44.1 million
Repurchased 2.2 million shares for $50.0 million in Q1; $100.0 million remains on the authorization, which expires December 31, 2026
2026 guidance reiterated: total revenue $745 million to $770 million; EXPAREL net product sales $600 million to $620 million
Pacira reported fourth-quarter 2025 revenue of $196.9 million, up 5 percent, and GAAP net income of $1.6 million, or $0.04 per diluted share, down from $16.0 million, or $0.34 per diluted share, a year earlier. For full-year 2025, revenue rose 4 percent to $726.4 million and GAAP net income was $7.0 million, compared with a net loss of $99.6 million in 2024. The company also issued 2026 guidance for total revenue of $745 million to $770 million.
Q4 2025 total revenue was $196.9 million, up 5 percent from $187.3 million; EXPAREL net product sales were $155.8 million, up 5 percent.
Q4 2025 total operating expenses were $194.5 million versus $162.5 million; SG&A was $101.6 million versus $79.6 million, which the company said included unanticipated business development due diligence and litigation costs.
Q4 2025 non-GAAP net income was $24.4 million, or $0.57 per diluted share, compared with $44.3 million, or $0.91 per diluted share, in Q4 2024.
2026 guidance: EXPAREL net product sales of $600 million to $620 million and total revenue of $745 million to $770 million.
Pacira BioSciences appointed Dr. Samit Hirawat to its Board of Directors on January 27, 2026, effective immediately, as a Class III director. The Board increased its size from nine to 10 directors and named him to the Science and Technology Committee, and the company announced the appointment in a press release on January 28, 2026.
Board size increased from nine to 10 directors; Dr. Hirawat appointed as a Class III director effective immediately on January 27, 2026
Dr. Hirawat also appointed to the Board's Science and Technology Committee
Board determined Dr. Hirawat is independent under Nasdaq listing standards
Previously Chief Medical Officer and Head of Global Drug Development at Bristol Myers Squibb, and more than a decade at Novartis
Pacira BioSciences reported preliminary, unaudited total revenue of $726.4 million for 2025, compared with $701.0 million in 2024, with fourth-quarter EXPAREL net product sales of $155.8 million. The figures are subject to adjustment, and the company expects to report complete fourth-quarter and full-year 2025 results and financial guidance later in the first quarter of 2026.
Full-year 2025 total revenue of $726.4 million, compared with $701.0 million in 2024.
Full-year EXPAREL net product sales of $575.1 million, compared with $549.0 million, with volume growth of 6 percent.
During the fourth quarter of 2025, the company repurchased 2.0 million shares for $50.0 million; $150.0 million remains on its authorization, which expires December 31, 2026.
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