Zymeworks To Acquire Theravance Biopharma At $17 Per Share For Total Cash Consideration Of $929M
Zymeworks Inc.
Theravance Biopharma Inc
Zymeworks Inc. ZYME | 0.00 | |
Theravance Biopharma Inc TBPH | 0.00 |
- Acquisition adds YUPELRI® (revefenacin), the first and only approved nebulized long-acting muscarinic antagonist (LAMA) for the maintenance treatment of COPD to Zymeworks' portfolio
- Acquisition of Theravance Biopharma at $17 per share is supported by an innovative non-recourse financing structure that enhances shareholder value by minimizing Zymeworks’ net capital at risk
- Transaction expected to be accretive to earnings and cash flow upon closing. YUPELRI® U.S. profit share and ex-U.S. royalties generate ~$60 million annualised cash flow at current run-rates, with continued expected growth
- Transaction financed primarily by $350 million non-recourse note secured solely by U.S. YUPELRI® profit share from OMERS Life Sciences, and Theravance Biopharma’s expected net cash balance of $360 million at closing. Zymeworks will contribute $219 million of cash at close and expects to receive $100 million TRELEGY ELLIPTA® milestone in Q1 2027, assuming milestone conditions met, offsetting cash outlay
- Acquisition adds diversified assets beyond YUPELRI®, including additional royalty interests, milestone payments, a preclinical I&I portfolio, and $2.5 billion in Irish tax attributes, further strengthening both potential near-term cash flow generation and long-term development optionality
- Continued execution of Zymeworks share repurchase program for up to $125 million of common shares reflects ongoing capacity and intent to deploy capital for future buybacks
- Conference call with Zymeworks management today at 8:30 am Eastern Time (ET)