Osmotica Pharmaceuticals plc Closes Sale of Legacy Business to Alora Pharmaceuticals, LLC
30 August 2021 - 8:50PM
Osmotica Pharmaceuticals plc (Nasdaq: OSMT) (“Osmotica” or the
“Company”), a specialty pharmaceutical company, today announced
that it has closed the previously announced sale of its legacy
business, including certain of the Company’s US subsidiaries
dedicated to the legacy business (Osmotica Pharmaceutical US LLC,
Vertical Pharmaceuticals, LLC, Trigen Laboratories, LLC) and its
Marietta, Georgia, manufacturing facility, to Alora
Pharmaceuticals, LLC (“Alora”), effective August 27, 2021. The
divestiture is central to the Company’s strategy to focus its
efforts and resources on UPNEEQ, the first and only FDA-approved
product for the treatment of acquired ptosis (droopy eyelid) in
adults. The proceeds of the sale will be used to retire a
substantial portion of the Company’s outstanding debt. Total
closing proceeds received for the transaction were approximately
$111 million, subject to customary post-closing adjustments.
“With the divestiture of our legacy business now complete, we
can focus fully on accelerating the commercial expansion of UPNEEQ.
Adoption and utilization of UPNEEQ has continued to grow among eye
care professionals as we seek to create a new category in ocular
aesthetics. This is an exciting time for the Company and for the
brand, as we work to capture the full potential of this unique
asset,” stated Brian Markison, CEO of Osmotica.
“Since the initial announcement of the acquisition, we have
worked closely with the Osmotica, Vertical and Trigen teams to
ensure a smooth transition of the businesses to the Alora family,”
added Art Deas, CEO of Alora. “We look forward to growing the
Vertical and Trigen line of products and expanding the production
of the Marietta, Georgia facility.”
Barclays Bank PLC and Jefferies LLC acted as financial advisors,
and Ropes & Gray LLP is acted as legal advisor to Osmotica. TAP
Advisors acted as exclusive financial advisor, and Nelson Mullins
Riley & Scarborough LLP acted as legal advisor, to Alora on the
transaction. CIBC Bank USA arranged financing for the
acquisition.
About Osmotica PharmaceuticalsOsmotica
Pharmaceuticals plc (Nasdaq: OSMT) is a specialty pharmaceutical
company focused on the commercialization and development of
products that target markets with underserved patient populations.
RVL Pharmaceuticals, Inc. is the Company’s ophthalmic subsidiary
supporting UPNEEQ®.
Forward Looking Statements – Update as
neededThis press release includes statements that express
the Company’s opinions, expectations, beliefs, plans, objectives,
assumptions or projections regarding future events or future
results and therefore are, or may be deemed to be, “forward-looking
statements.” The Company’s actual results may vary significantly
from the results anticipated in these forward-looking statements,
which can generally be identified by the use of forward-looking
terminology, including the terms “believes,” “expects,” “may,”
“will,” “should,” “seeks,” “projects,” “approximately,” “intends,”
“plans,” “estimates” or “anticipates,” or, in each case, their
negatives or other variations or comparable terminology. These
forward-looking statements include all matters that are not
historical facts. They include statements regarding the Company’s
intentions, beliefs or current expectations concerning, among other
things, the use of proceeds from the sale of the Company’s legacy
business and the Company’s strategy with respect to the continued
commercialization of Upneeq and the creation of a new category in
ocular aesthetics. By their nature, forward-looking statements
involve risks and uncertainties because they relate to events and
depend on circumstances that may or may not occur in the future. We
may not achieve the plans, intentions or expectations disclosed in
our forward-looking statements, and you should not place
significant reliance on our forward-looking statements. Actual
results or events could differ materially from the plans,
intentions and expectations disclosed in the forward-looking
statements we make. Important factors that could cause actual
results and events to differ materially from those indicated in the
forward-looking statements include the following: the Company’s
intended use of proceeds may change due to unforeseen factors; the
Company’s dependence on Upneeq and the risk that it may fail to
achieve market acceptance; the Company’s ability to develop and
maintain its sales capabilities; risks related to our decision to
dispense Upneeq exclusively through our wholly owned pharmacy; our
ability to continue operations requires that we raise additional
capital; the impact of the continuing COVID-19 pandemic; the
Company’s ability to successfully develop or commercialize new
products, or do so on a timely or cost effective basis; failures of
or delays in clinical trials or other delays in obtaining
regulatory approval or commencing product sales for new products;
the impact of legal proceedings; the Company’s ability to service
its substantial debt; the Company’s ability to raise additional
capital; the impact of competition from both brand and generic
companies; any interruption at the Company’s pharmacy or at
facilities operated by third parties that the Company relies on for
its products; the impact of any litigation related to allegations
of infringement of intellectual property; the impact of any changes
in the extensive governmental regulation that the Company faces;
manufacturing or quality control issues that the Company may face;
and other risks and uncertainties more fully described in the “Risk
Factors” section of the Company’s Annual Report on Form 10-K for
the year ended December 31, 2020, its Quarterly Report on Form 10-Q
for the quarterly period ended June 30, 2021 and other filings that
the Company makes with the Securities and Exchange Commission.
These forward-looking statements speak only as of the time of this
release and the Company does not undertake to publicly update or
revise them, whether as a result of new information, future events
or otherwise, except as required by law.
Investor and Media Relations for Osmotica
Pharmaceuticals plc
Lisa M. WilsonIn-Site Communications, Inc.T: 212-452-2793E:
lwilson@insitecony.com
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