Bausch Health To Acquire DURECT For $63M, Or $1.75 Per Share Upfront In All-Cash Deal, With Potential $350M In Milestone Payments

Recent business highlights and updates:

• In July 2025, DURECT announced that it entered into an Agreement and Plan of Merger with Bausch Health Americas, Inc. (Bausch Health Americas), a wholly owned subsidiary of Bausch Health and BHC Lyon Merger Sub, Inc. (Merger Sub), with DURECT surviving as a direct or indirect wholly owned subsidiary of Bausch Health (Merger Agreement).Under the terms of the Merger Agreement, Bausch Health will pay $1.75 per share of DURECT common stock in an all-cash transaction for an upfront consideration of approximately $63 million at closing, with the potential for two additional net sales milestone payments of up to $350 million in the aggregate (subject to certain adjustments) if the milestone is achieved before the earlier of the 10 year anniversary of the first commercial sale of larsucosterol in the United States and December 31, 2045. The Merger is expected to be completed in the third quarter of 2025. Pursuant to the terms and conditions of the Merger Agreement, Merger Sub commenced on August 12, 2025 a tender offer to acquire all of DURECT's outstanding shares of common stock (the Tender Offer).  As soon as practicable following the consummation of the Tender Offer and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, Merger Sub will merge with and into DURECT.