Amneal Pharmaceuticals, Inc.
For the period ended Mar 31, 2026. Filed May 7, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 7, 2026
AMRX$20.14+3.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001723128-25-000062
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001723128-26-000020
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 129 previous paragraphs and 112 current paragraphs.
40 unchanged; 29 reworded; 42 added; 54 removed; 6 previous and 1 current paragraphs rearranged.
Tables are not compared: 9 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (42)
Current report
On April 21, 2026, we entered into a definitive agreement to acquire 100% of the outstanding membership interests in Kashiv BioSciences, LLC (a related party, as described in Note 20. Subsequent Events in this Quarterly Report on Form 10-Q and Note 22. Related Party Transactionsin our 2025 Annual Report on Form 10-K) (“Kashiv”) in a transaction with consideration that includes $375 million of cash and 28,942,108 shares of Class A common stock of the Company at closing, subject to certain purchase price adjustments for cash, and the funding of operations between signing and closing, among others. Consideration also includes up to $350 million in potential contingent payments based on the achievement of certain regulatory milestones in the United States and potential contingent royalties equal to 25% of the amount by which annual aggregate gross profits for certain products exceed specified gross profit hurdle amounts for the corresponding annual royalty periods during the twelve-year period following the closing of the transaction.
Current report
The transaction is subject to approval by the holders of the Company’s common stock not party to the transaction, and the issuance of Class A common stock as consideration is subject to approval by the Company’s common shareholders. Closing of the transaction, which is expected in the second half of 2026, is subject to the receipt of regulatory approvals and the satisfaction of customary closing conditions.
Current report
If the pending acquisition is consummated, we will issue 28,942,108 shares of our Class A common stock. As a result, our stockholders will own a smaller percentage of the Company after the acquisition and will thereafter have a reduced voting and economic interest in the Company.
Current report
Kashiv is a vertically integrated biopharmaceutical company with numerous commercial and advanced clinical-stage assets and is among the few U.S.-based companies to both manufacture and receive marketing authorization for multiple biosimilars.
Current report
Certain Market, Industry, and Geopolitical Factors
Current report
Since 2025, the U.S. government has taken a number of actions affecting trade policy for pharmaceuticals, including initiating investigations into pharmaceutical imports and announcing various tariff measures, as discussed in Part II., Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2025 Annual Report on Form 10-K. These actions have included the imposition and subsequent invalidation of certain tariffs by the U.S. Supreme Court, as well as the establishment of additional tariff authorities that include product‑specific exemptions.
Current report
On April 2, 2026, the President announced the findings of a Section 232 investigation into pharmaceutical imports and the imposition of tariffs on certain FDF and API. According to the announcement, generic and biosimilar products, as well as their associated APIs, are exempt from the Section 232 tariffs. Certain branded pharmaceutical products and their APIs are subject to tariffs of up to 100%, with the potential for tariff reductions and various product-, company-, and country-specific exceptions. The Administration has indicated that it intends to issue a Federal Register notice providing additional information regarding the scope and applicability of the exceptions. The Company is currently evaluating the potential impact of these measures, the ultimate effect of which will depend on the final scope of the tariffs, the availability and terms of any applicable exceptions, and any additional guidance or actions taken by the Administration.
Current report
Net revenue for the three months ended March 31, 2026 increased 3.9% from the prior year period primarily due to:
Current report
•Growth in our Affordable Medicines segment net revenue of$8.5 million, primarily due to increases in sales of women’s health and attention deficit hyperactivity disorder medicines due to market conditions, partially offset by price erosion and a decline in biosimilar sales.
Current report
•Growth in our Specialty segment net revenue of$25.0 million, primarily driven by increases in sales of CREXONT® ($12.2 million), BREKIYA® autoinjector ($4.6 million), and UNITHROID® ($2.6 million).
Current report
Cost of goods sold for the three months ended March 31, 2026 decreased 8.4% compared to the prior year period. The decrease in cost of goods sold was primarily due to the mix of revenues, including a reduction in low margin distribution sales, increased manufacturing efficiencies, including a reduction in inventory obsolescence, and a reduction in amortization expense of $15.2 million, partially offset by increased plant costs.
Current report
Gross profit as a percentage of net revenue increased to 44.3% for the three months ended March 31, 2026 from 36.8% in the prior year period, primarily as a result of the factors noted above.
Current report
Research and Development (“R&D”) expenses for the three months ended March 31, 2026 decreased 4.1% as compared to the prior year period, primarily due to decreased in-licensing and upfront milestone payments of $2.8 million, partially offset by increased project spend.
Current report
Acquisition Costs
Current report
Acquisition costs for the three months ended March 31, 2026 were primarily related to professional services fees (e.g., legal, due diligence, and consulting) associated with the announced agreement to acquire Kashiv Biosciences, LLC (see Note 20. Subsequent Events).
Current report
For the three months ended March 31, 2026, charges related to legal matters, net were $0.7 million, primarily comprised of a $21.2 million charge associated with certain states electing a 25% cash conversion in lieu of product under the Nationwide Opioids Settlement Agreement, partially offset by a $20.8 million discount recorded on the expected settlement payments as of the agreement’s effective date. Refer to Note 16. Commitments and Contingencies for additional information.
Current report
Other operating income for the three months ended March 31, 2026 was primarily comprised of a $6.9 million gain from derecognizing the financing obligation previously recognized for a contract with Pfizer. Refer to Note 3. Alliance and Collaborationfor additional information.
Current report
For the three months ended March 31, 2026, charges related to legal matters, net were $0.7 million, primarily comprised of a $21.2 million charge associated with certain states electing a 25% cash conversion in lieu of product under the Nationwide Opioids Settlement Agreement, partially offset by a $20.8 million discount recorded on the expected settlement payments as of the agreement’s effective date. Refer to Note 16. Commitments and Contingencies for additional information.
Current report
Other operating income for the three months ended March 31, 2026 was primarily comprised of a $6.9 million gain from derecognizing the financing obligation previously recognized for a contract with Pfizer. Refer to Note 3. Alliance and Collaborationfor additional information.
Current report
Specialty net revenue for the three months ended March 31, 2026 increased 23.1% as compared to the prior year period, primarily driven by increases in sales of CREXONT® ($12.2 million), BREKIYA® autoinjector ($4.6 million), and UNITHROID® ($2.6 million).
Current report
Specialty cost of goods sold for the three months ended March 31, 2026 decreased 19.0% as compared to the prior year period, primarily due to a reduction in amortization expense of $13.9 million and revenue mix, partially offset by increased sales volume.
Current report
Specialty gross profit as a percentage of net revenue increased to 67.7% for the three months ended March 31, 2026 as compared to 51.0%, primarily as a result of the factors noted above.
Current report
Specialty SG&A expense for the three months ended March 31, 2026 increased 12.0% as compared to the prior year period, primarily due to increased launch costs associated with CREXONT® and BREKIYA® autoinjector, as well as increased employee compensation.
Current report
AvKARE net revenue for the three months ended March 31, 2026 decreased 3.7% as compared to the prior year period primarily driven bya reduction in our low margin distribution sales, partially offset by expansion in our government label channel from new product introductions.
Current report
Gross profit as a percentage of net revenue increased to 23.5% for the three months ended March 31, 2026 from 16.6% in the prior year period, primarily as a result of the factors noted above.
Current report
AvKARE SG&A expense for the three months ended March 31, 2026 increased 6.3% as compared to the prior year period, primarily due to increased employee compensation.
Current report
As discussed in the section titled “Overview” in Item 2., Management’s Discussion and Analysis of Financial Condition and Results of Operationsin this Quarterly Report on Form 10-Q, on April 21, 2026, we entered into a definitive agreement to acquire Kashiv, which is expected to close in the second half of 2026. At closing, we expect to fund the cash portion of the purchase price of$375 million, subject to certain adjustments including for cash, the funding of operations between signing and closing (subject to a specified cap, calculated on the basis of the period from the date of the purchase agreement until the closing), indebtedness, transaction expenses and working capital fluctuations (relative to a target). In addition, we expect to incur post-closing integration costs.
Current report
Although these amounts had not been incurred as of March 31, 2026, they represent known cash requirements that are reasonably likely to be incurred in connection with the closing of the acquisition and the integration of Kashiv. We currently expect to fund these requirements through a combination of cash on hand and long-term borrowings.
Current report
Condition and Results of Operations in our 2025 Annual Report on Form 10-K for additional information. In addition, to finance the planned acquisition of Kashiv, we expect to borrow additional funds, which will increase our interest expense and interest payments.
Current report
Nationwide Opioids Settlement Agreement
Current report
The Nationwide Opioids Settlement Agreement became effective on January 29, 2026, and we made our first installment payment of $23.8 million to the settlement administrator on that date. We made an additional installment payment of $12.1 million on February 26, 2026.
Current report
We expect to make future cash payments of $97.6 million through March 2034, including $12.7 million on March 1, 2027. Refer to Note 16. Commitments and Contingencies in this Quarterly Report on Form 10-Q for additional information.
Current report
During April 2026 and April 2025, we made $10.5 million and$4.8 million, respectively, ofcash tax and other distributions to the AvKARE Sellers.
Current report
Biosimilar Licensing and Supply Agreement - Denosumab
Current report
Pursuant to a licensing and supply agreement with mAbxience S.L. (“mAbxience”) for two denosumab biosimilars referencing Prolia® and XGEVA®, we paid mAbxience $7.5 million in February 2026 upon the achievement of regulatory milestones. These amounts had been accrued as of December 31, 2025. Refer to Note 4. Alliance and Collaboration in our 2025 Annual Report on Form 10-K for additional information.
Current report
Biosimilar License and Commercialization Agreement - Omalizumab
Current report
Pursuant to a license and commercialization agreement with Kashiv to distribute and sell Omalizumab, a biosimilar to XOLAIR®, in the U.S. and India, we paid Kashiv $10.0 million in April 2026 upon FDA acceptance of the biologics license application (BLA) for review. These amounts had been accrued as of December 31, 2025. Refer to Note 22. Related Party Transactions in our 2025 Annual Report on Form 10-K for additional information.
Current report
MSN Laboratories Private Limited Supply and Distribution Agreement
Current report
Pursuant to a supply and distribution agreement with MSN Laboratories Private Limited (“MSN”)for the exclusive distribution of generic mirabegron extended‑release tablets in the U.S., we paid MSN a one‑time upfront payment of $75.0 million in April 2026. Refer to Note 20. Subsequent Events in this Quarterly Report on Form 10-Q for additional information.
Current report
Rondo Redeemable Non-Controlling Interests
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Removed paragraphs (54)
Previous report
During 2025, President Trump has announced a number of tariff actions, and while there are currently no reciprocal tariffs on pharmaceutical products imported into the U.S., this can change at any moment. In addition, on April 14, 2025, the Department of Commerce Bureau of Industry and Security (“DOCBIS”) announced that it had initiated, as of April 1, 2025, a broad investigation under section 232 of the Trade Expansion Act to determine the effects on national security of imports of pharmaceuticals (i.e. FDF, API, key starting materials, derivatives, and medical countermeasures). There is currently an investigation into whether trade remedies such as tariffs should be imposed and covers both generic and brand products. On September 26, 2025, DOCBIS announced that, as of September 2, 2025, it had initiated a separate section 232 national security investigation of imports of personal protective equipment, medical consumables (including syringes and intravenous bags), and medical equipment (including devices).
Previous report
One Big Beautiful Bill Act
Previous report
On July 4, 2025, President Trump signed the One Big Beautiful Bill Act, which includes a broad range of tax reform provisions affecting businesses, including, but not limited to, extending or making permanent certain business and international tax measures initially established under the 2017 Tax Cuts and Jobs Act and eliminating the requirement to capitalize and amortize U.S.-based research and experimental expenditures over five years, making these expenditures fully deductible in the period incurred. These provisions resulted in a reduction of the Company’s current income tax liabilities of $23.5 million during each of the three and nine months ended September 30, 2025.
Previous report
Results of Operations
Previous report
Net revenue for the three months ended September 30, 2025 increased 11.7% from the prior year period, primarily due to:
Previous report
•Growth in our Affordable Medicines segment net revenue of$33.4 million, primarily due to new products launched in 2025 and 2024, which contributed $24.3 million of year-over-year growth, and strong volume growth, partially offset by price erosion.
Previous report
•Growth in our Specialty segment net revenue of $9.6 million, primarily driven by increases of $17.1 million and $5.3 million of CREXONT® and UNITHROID®, respectively, partially offset by declines in RYTARY® revenues of $10.0 million and our non-promoted products.
Previous report
Gross profit as a percentage of net revenue decreased to 34.9% for the three months ended September 30, 2025 from 38.4% in the prior year period primarily as a result of the factors noted above.
Previous report
Selling, general, and administrative (“SG&A”) expenses for the three months ended September 30, 2025 increased 16.1% as compared to the prior year period, primarily due to increases in employee compensation, launch costs associated with CREXONT® and BREKIYA®, and expansion of our international sales and marketing organization.
Previous report
Research and development (“R&D”) expenses for the three months ended September 30, 2025 increased 3.7% as compared to the prior year period, primarily due to increases in employee compensation and a $22.5 million in-licensing payment relating to Omalizumab. R&D expenses for the three months ended September 30, 2024 included $20.0 million in in-licensing payments associated with our exclusive license of Omalizumab.
Previous report
Total other expense, net for the three months ended September 30, 2025 decreased 3.0% as compared to the prior year period. The decrease was primarily driven by a $32.1 million period-over-period decrease in the tax receivable agreement liability (refer to Note 4. Income Taxes), partially offset by a $31.4 million in loss on refinancing (refer to Note 12. Debt) in the current period.
Previous report
(Benefit from) Provision for Income Taxes
Previous report
Affordable Medicines SG&A expense for the three months ended September 30, 2025 increased 20.1% as compared to the prior year period, primarily due to increases in employee compensation and expansion of our international sales and marketing organization.
Previous report
Affordable Medicines R&D expenses for the three months ended September 30, 2025 decreased 3.5% as compared to the prior year period, primarily due to a reduction in project spend, partially offset by increases in employee compensation. The three months ended September 30, 2025 included a $22.5 million in-licensing payment relating to Omalizumab. R&D expenses for the three months ended September 30, 2024 included $20.0 million in in-licensing payments relating to Omalizumab.
Previous report
Specialty net revenue for the three months ended September 30, 2025 increased 8.3% compared to the prior year period, primarily driven by increases of $17.1 million and $5.3 million of CREXONT® and UNITHROID®, respectively, partially offset by declines in RYTARY® revenues of $10.0 million and our non-promoted products.
Previous report
Specialty cost of goods sold for the three months ended September 30, 2025 increased 41.0% compared to the prior year period, primarily due toan impairment charge related to a non-promoted product of $22.1 million. Refer to Note 9. Goodwill and Other Intangible Assets for additional information.
Previous report
Specialty gross profit as a percentage of net revenue decreased to 41.1% for the three months ended September 30, 2025 as compared to 54.7% in the prior year period primarily due to the impact of the impairment charge.
Previous report
Specialty SG&A expense for the three months ended September 30, 2025 increased 21.1% as compared to the prior year period, primarily due to launch costs associated with CREXONT® and BREKIYA® and increases in employee compensation.
Previous report
Specialty R&D expense for the three months ended September 30, 2025 increased 105.8% as compared to the prior year period, primarily due to higher project spend.
Previous report
AvKARE net revenue for the three months ended September 30, 2025 increased 24.5% as compared to the prior year period, primarily driven bygrowth in our government label channel resulting from new product introductions, partially offset by a decline in our lower margin distribution channel.
Previous report
Gross profit as a percentage of net revenue increased to 21.3% for the three months ended September 30, 2025 from 17.7% in the prior year period, primarily as a result of the factors noted above.
Previous report
Comparison of Nine Months Ended September 30, 2025 to Nine Months Ended September 30, 2024
Previous report
Consolidated Results
Previous report
Net revenue for the nine months ended September 30, 2025 increased 6.8% from the prior year period primarily due to:
Previous report
•Growth in our Affordable Medicines segment net revenue of$62.9 million, primarily due to new products launched in 2025 and 2024, which contributed $98.1 million of year-over-year growth, and strong volume growth, partially offset by price erosion.
Previous report
•Growth in our Specialty segment net revenue of$36.7 million, primarily driven by increases of $37.4 million and $13.1 million of CREXONT® and UNITHROID®, respectively, partially offset by declines in RYTARY® revenues of $6.1 million and our non-promoted products. In addition, there was a period-over-period decrease of $6.0 million in out-licensing revenue associated with IPX203.
Previous report
•Growth in our AvKARE segment net revenue of$41.4 million, primarily driven bygrowth in our government label channel resulting from new product introductions, partially offset by a decline in our lower margin distribution channel.
Previous report
Cost of goods sold for the nine months ended September 30, 2025 increased 6.3%compared to the prior year period. The increase in cost of goods sold was primarily due to increased sales volume from all segments, impairment charges related to non-promoted products of $22.8 million, increased amortization related to CREXONT® andincreased plant and freight costs, partially offset by manufacturing efficiencies.
Previous report
Gross profit as a percentage of net revenue increased to 37.0% for the nine months ended September 30, 2025 from 36.7% in the prior year period, primarily as a result of the factors noted above.
Previous report
R&D expenses for the nine months ended September 30, 2025 increased 10.9% as compared to the prior year period, primarily due to increases in employee compensation, increase in project spend and increase in in-licensing and upfront milestone payments.
Previous report
(Credit) Charges Related to Legal Matters, Net
Previous report
For the nine months ended September 30, 2024, (credit) charges related to legal matters, net of$94.9 million were primarily associated with a settlement in principle on the primary financial terms for a nationwide resolution to the opioids cases that have been filed and that might have been filed against us by political subdivisions and Native American tribes across the U.S. Refer to Note 16. Commitments and Contingencies for additional information.
Previous report
Total Other Expense, Net
Previous report
Affordable Medicines
Previous report
Affordable Medicines net revenue for the nine months ended September 30, 2025 increased 5.0% as compared to the prior year period, primarily due to new products launched in 2025 and 2024, which contributed $98.1 million of year-over-year growth, and strong volume growth, partially offset by price erosion.
Previous report
Affordable Medicines cost of goods sold for the nine months ended September 30, 2025 increased 3.4% as compared to the prior year period, primarily due to increased sales volume and increased plant and freight costs, partially offset by manufacturing efficiencies.
Previous report
Affordable Medicines gross profit as a percentage of net revenue increased to 40.7% for the nine months ended September 30, 2025 from 39.8% in the prior year period, primarily as a result of the factors noted above.
Previous report
(Credit) Charges Related to Legal Matters, Net
Previous report
For the nine months ended September 30, 2024, (credit) charges related to legal matters, net of $94.9 million were primarily associated with a settlement in principle on the primary financial terms for a nationwide resolution to the opioids cases that have been filed and that might have been filed against us by political subdivisions and Native American tribes across the U.S. Refer to Note 16. Commitments and Contingencies for additional information.
Showing the first 40 of 54 passages. Open the source sections for the rest.
Reworded paragraphs (29)
Previous wording
Amneal Pharmaceuticals, Inc. (the “Company”, “we,” “us,” or “our”) is a global biopharmaceutical company that develops, manufactures, markets, and distributes a diverse portfolio of essential medicines. Our Affordable Medicines segment includes retail generics, injectables, and biosimilars. In our Specialty segment, we offer a portfolio of branded pharmaceuticals focused primarily on central nervous system and endocrine disorders. Through our AvKARE segment, we are a distributor of pharmaceuticals and other products for the U.S. federal government, retail, and institutional markets. We operate principally in the United States (“U.S.”), India, and Ireland.
Current wording
Amneal Pharmaceuticals, Inc. (the “Company”, “we,” “us,” or “our”) is a diversified, global biopharmaceutical company that develops, manufactures, markets, and distributes a diverse portfolio of essential medicines. Our Affordable Medicines segment includes retail generics, injectables, and biosimilars. In our Specialty segment, we offer a portfolio of branded pharmaceuticals focused primarily on central nervous system and endocrine disorders. Through our AvKARE segment, we are a distributor of pharmaceuticals and other products for the U.S. federal government, retail, and institutional markets. We operate principally in the U.S., India, and Ireland.
Previous wording
The following discussion and analysis contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including those set forth under Item 1A. Risk Factors in our 2024 Annual Report on Form 10-K and under the heading Cautionary Note Regarding Forward-Looking Statements included elsewhere in this Quarterly Report on Form 10-Q.
Current wording
The following discussion and analysis contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including those set forth under Item 1A. Risk Factors in our 2025 Annual Report on Form 10-K, in Item 1A. Risk Factors of Part II of this Quarterly Report on Form 10-Q and under the heading Cautionary Note Regarding Forward-Looking Statements included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
The following discussion and analysis for the three and nine months ended September 30, 2025 should also be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements for the year ended December 31, 2024 included in our 2024 Annual Report on Form 10-K.
Current wording
The following discussion and analysis for the three months ended March 31, 2026 should also be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements for the year ended December 31, 2025 included in our 2025 Annual Report on Form 10-K.
Previous wording
While it is difficult to accurately measure the impact of inflation, we do not currently expect a material impact related to inflation for the year ending December 31, 2025. Notwithstanding our estimates, rising inflationary pressures due to higher input costs, including higher material, transportation, tariff impacts on supply, labor and other costs, could exceed our expectations, which would further adversely impact our operating results in future periods.
Current wording
While it is difficult to accurately measure the impact of inflation, we do not currently expect a material impact related to inflation for the year ending December 31, 2026. Notwithstanding our estimates, rising inflationary pressures due to higher input costs (including higher material, transportation, supply, labor and other costs whether as a result of supply chain disruption, tariffs or otherwise) could exceed our expectations, which would further adversely impact our operating results in future periods.
Previous wording
Given the global nature of pharmaceutical supply chains, any changes to historically prevailing tariff requirements could impact us and our industry (i.e., increase costs, product availability, and supply chain disruptions). The Company is closely monitoring these tariff and trade developments and will take actions to reduce or minimize any material negative impact.
Current wording
Given the global nature of pharmaceutical supply chains, any changes to historically prevailing tariff requirements could impact us and our industry by increasing costs, affecting product availability, and/or disrupting supply chains. The Company is closely monitoring these tariff and trade developments and will take actions to reduce or minimize any material negative impact.
Previous wording
•Growth in our AvKARE segment net revenue of $39.0 million, primarily driven bygrowth in our government label channel resulting from new product introductions, partially offset by a decline in our lower margin distribution channel.
Current wording
•Decline in our AvKARE segment net revenue of$6.4 million, primarily driven bya reduction in our low margin distribution sales, partially offset by expansion in our government label channel from new product introductions.
Previous wording
SG&A expenses for the nine months ended September 30, 2025 increased 9.4% as compared to the prior year period, primarily due to increases in employee compensation and launch costs associated with CREXONT® and BREKIYA®.
Current wording
SG&A expenses for the three months ended March 31, 2026 increased 17.4% as compared to the prior year period, primarily due to increases in employee compensation and launch costs associated with CREXONT® and BREKIYA® autoinjector.
Previous wording
Cost of goods sold increased 17.9% for thethree months ended September 30, 2025 as compared to the prior year period. The increase in cost of goods sold was primarily due to increased sales volume from all segments, increased plant and freight costs, and impairment charges related to non-promoted products of $22.8 million, partially offset by manufacturing efficiencies.
Current wording
Charges Related to Legal Matters, Net
Previous wording
Other operating income for the nine months ended September 30, 2025 was primarily comprised of income earned from the India Production Linked Incentive Scheme for the Pharmaceutical Sector (the “PLI Scheme”).
Current wording
Other operating income for the three months ended 2025 was comprised of income earned from the India Production Linked Incentive Scheme for the Pharmaceutical Sector (the “PLI Scheme”).
Previous wording
Total other expense, net for the nine months ended September 30, 2025 decreased 7.1% as compared to the prior year period. The decrease was driven by a period-over-period decrease in the tax receivable agreement liability of $32.4 million (refer to Note 4. Income Taxes)and a $12.1 million period-over-period decrease in interest expense as a result of lower rates and lower amounts outstanding on our variable-rate debt, partially offset by a $31.4 million in loss on refinancing in the third quarter of 2025.
Current wording
Total other expense, net for the three months ended March 31, 2026 decreased 2.0% as compared to the prior year period. The decrease was driven by a period-over-period decrease in the tax receivable agreement charge of $13.0 million (refer to Note 4. Income Taxes)and a $3.6 million period-over-period decrease in interest expense due to lower rates and lower amounts outstanding on our variable-rate debt, partially offset by a $3.5 million loss on refinancing in the first quarter of 2026 and unfavorable foreign currency movements.
Previous wording
For the three months ended September 30, 2025, our (benefit from) provision for income taxes and effective tax rate were $(23.4) million and 447.2%, respectively, as compared to $3.7 million and 23.8%, respectively, for the three months ended September 30, 2024. The period-over-period changes in the (benefit from) provision for income taxes and effective tax rate primarily related to differences in jurisdictional mix of income, the utilization of net operating losses in the prior period, impact of the OBBBA and discrete items related to share-based compensation in the current period.
Current wording
For the three months ended March 31, 2026, our provision for income taxes and effective tax rate were$2.2 million and 2.7%, respectively, as compared to$12.9 million and 34.3%, respectively, for the three months ended March 31, 2025. Theperiod-over-period change in the provision for income taxes primarily reflected differences in jurisdictional mix of income, the impact of the OBBBA, and discrete items related to share-based compensation in the current period.
Previous wording
Affordable Medicines net revenue for the three months ended September 30, 2025 increased 7.8% as compared to the prior year period, primarily due to new products launched in 2025 and 2024, which contributed $24.3 million of year-over-year growth, and strong volume growth, partially offset by price erosion.
Current wording
Affordable Medicines net revenue for the three months ended March 31, 2026 increased 2.1% as compared to the prior year period, primarily due to increases in sales of women’s health and attention deficit hyperactivity disorder medicines due to market conditions, partially offset by price erosion and a decline in biosimilar sales.
Previous wording
Affordable Medicines cost of goods sold for the three months ended September 30, 2025 increased 12.5% as compared to the prior year period, primarily due to increased sales volume and increased plant and freight costs, partially offset by manufacturing efficiencies.
Current wording
Affordable Medicines cost of goods sold for the three months ended March 31, 2026 decreased 4.2% as compared to the prior year period, primarily due to product mix and manufacturing efficiencies, including a reduction in inventory obsolescence, partially offset by increased plant costs.
Previous wording
Affordable Medicines gross profit as a percentage of net revenue decreased to 39.1% for the three months ended September 30, 2025 from 41.7% in the prior year period primarily as a result of the factors noted above.
Current wording
Affordable Medicines gross profit as a percentage of net revenue increased to 45.1% for the three months ended March 31, 2026 from 41.5% in the prior year period, primarily as a result of the factors noted above.
Previous wording
Affordable Medicines SG&A expense for the nine months ended September 30, 2025 increased 9.9% as compared to the prior year period, primarily due to increases in employee compensation, costs of our international expansion, and shipping costs.
Current wording
Affordable Medicines SG&A expense for the three months ended March 31, 2026 increased 22.6% as compared to the prior year period, primarily due to increases in employee compensation, regulatory fees, and costs of our international expansion.
Previous wording
Affordable Medicines R&D expenses for the nine months ended September 30, 2025 increased 3.9% as compared to the prior year period, primarily due to increases in employee compensation and in-licensing and upfront milestone payments, partially offset by reduced project spend.
Current wording
Affordable Medicines R&D expenses for the three months ended March 31, 2026 increased 7.4% as compared to the prior year period, primarily due to increased project spend, partially offset by declines in depreciation and employee compensation.
Previous wording
Other operating income for the nine months ended September 30, 2025 was primarily comprised of income earned from the PLI Scheme.
Current wording
Other operating income for the three months ended 2025 was primarily comprised of income earned from the PLI Scheme.
Previous wording
Specialty R&D expenses for the nine months ended September 30, 2025 increased 75.9% as compared to the prior year period, primarily due to increased in-licensing and upfront milestone payments of $3.0 million and higher project spend.
Current wording
Specialty R&D expenses for the three months ended March 31, 2026 decreased 43.7% as compared to the prior year period, primarily due to decreased in-licensing and upfront milestone payments of $3.0 million.
Previous wording
AvKARE cost of goods sold for the three months ended September 30, 2025 increased 19.1% as compared to the prior year period, primarily due to higher sales in our government label channel, partially offset by decreased sales in our lower margin distribution channel.
Current wording
AvKARE cost of goods sold for the three months ended March 31, 2026 decreased 11.7% as compared to the prior year period primarily due to a reduction in inventory obsolescence of $6.5 million and reduced sales in our low margin distribution channel, partially offset by higher sales in our government label channel.
Previous wording
Our primary source of liquidity is cash generated from operations, available cash on hand, and borrowings under debt financing arrangements as discussed and defined in Note 12. Debtin this Quarterly Report on Form 10-Q and in Note 15. Debt in our 2024 Annual Report on Form 10-K.
Current wording
Our primary source of liquidity is cash generated from operations, available cash on hand, and borrowings under debt financing arrangements as discussed and defined in Note 12. Debtin this Quarterly Report on Form 10-Q and in Note 14. Debt in our 2025 Annual Report on Form 10-K. As of March 31, 2026, we had access to $595.2 million of available capacity under our 2025 Revolving Credit Facility and $83.0 million of available capacity under the Amended and Restated Rondo Revolving Credit Facility.
Previous wording
We estimate that we will invest approximately $120.0 million during 2025 for capital expenditures to support and grow our existing operations, primarily related to investments in manufacturing equipment, information technology, and facilities. Our 2025 estimate includes capital expenditures for our collaboration and supply agreement with Metsera, Inc. (“Metsera”), of which we expect Metsera to reimburse us approximately $20.0 million. We expect such reimbursements to primarily be included in our cash flows from financing activities.
Current wording
We estimate that we will invest approximately $110.0 million during 2026 for capital expenditures to support and grow our existing operations, primarily related to investments in manufacturing equipment, information technology, and facilities. Our 2026 estimate is net of expected contributions from Pfizer under our collaboration and supply agreement.
Previous wording
Over the next 12 months, we expect to make substantial payments, including monthly interest and quarterly principal amounts for our Term Loan Due 2032, semi-annual interest payments on our Senior Notes Due 2032, and contractual payments for leased premises. Refer to Note 12. Debt in this Quarterly Report on Form 10-Q and Note 15. Debt, Note 17. Leases, and Commitments and Contractual Obligations under Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our 2024 Annual Report on Form 10-K for additional information.
Current wording
Over the next 12 months, we expect to make substantial payments, including monthly interest and quarterly principal amounts for our Term Loan Due 2032, semi-annual interest payments on our Senior Notes Due 2032, and contractual payments for leased premises. Refer to Note 12. Debt in this Quarterly Report on Form 10-Q and Note 14. Debt, Note 16. Leases, and Commitments and Contractual Obligations under Part II, Item 7. Management’s Discussion and Analysis of Financial
Previous wording
As part of the Reorganization (as defined in Note 1. Nature of Operations in our 2024 Annual Report on Form 10-K), the tax receivable agreement (“TRA”) was amended to reduce our future obligation to pay 85% of the realized tax benefits subject to the TRA to 75% of such realized benefits. As of September 30, 2025, the contingent TRA liability, including the impact of the amendment, was approximately $141.4 million. During the nine months ended September 30, 2025, we made payments of $3.0 million, associated with the TRA.
Current wording
As part of the Reorganization (as defined in Note 1. Nature of Operations in our 2025 Annual Report on Form 10-K), the tax receivable agreement (“TRA”) was amended to reduce our future obligation to pay 85% of the realized tax benefits subject to the TRA to 75% of such realized benefits. As of March 31, 2026, the contingent TRA liability, including the impact of the amendment, was approximately $131.4 million. During the three months ended March 31, 2026 and 2025, we made payments of $38.8 million and $3.0 million, respectively, associated with the TRA.
Previous wording
In 2020, we acquired a 65.1% controlling interest in both AvKARE Inc., a Tennessee corporation, now a limited liability company (“AvKARE, LLC”), and Dixon-Shane, LLC d/b/a R&S Northeast LLC, a Kentucky limited liability company (“R&S”). The sellers of AvKARE, LLC and R&S (the “AvKARE Sellers”) hold the remaining 34.9% interest in the holding company that directly owns the acquired companies (“Rondo”). We attribute 34.9% of the net income or loss associated with Rondo to redeemable non-controlling interests. During the nine months ended September 30, 2025 and 2024, we made cash tax and other distributions of $38.8 million and $14.4 million, respectively, to the AvKARE Sellers.
Current wording
In 2020, we acquired a 65.1% controlling interest in both AvKARE Inc., a Tennessee corporation, now a limited liability company (“AvKARE, LLC”), and Dixon-Shane, LLC d/b/a R&S Northeast LLC, a Kentucky limited liability company (“R&S”). The sellers of AvKARE, LLC and R&S (the “AvKARE Sellers”) hold the remaining 34.9% interest (the “Rondo Class B Units”) in the holding company that directly owns the acquired companies (“Rondo”). We attribute 34.9% of the net income or loss associated with Rondo to redeemable non-controlling interests. During the three months ended March 31, 2026 and 2025, we made cash tax and other distributions of $7.1 million and $0.1 million, respectively, to the AvKARE Sellers.
Previous wording
As of September 30, 2025, our cash and cash equivalents consist of cash on deposit and highly liquid investments. A portion of our cash flows are derived outside the U.S. As a result, we are subject to market risk associated with changes in foreign exchange rates. We maintain cash balances at both U.S. based and foreign country based commercial banks. At various times during the year, our cash balances held in the U.S. may exceed amounts that are insured by the Federal Deposit Insurance Corporation (FDIC). We make our investments in accordance with our investment policy. The primary objectives of our investment policy are liquidity and safety of principal.
Current wording
As of March 31, 2026, our cash and cash equivalents consist of cash on deposit and highly liquid investments. A portion of our cash flows are derived outside the U.S. As a result, we are subject to market risk associated with changes in foreign exchange rates. We maintain cash balances at both U.S. based and foreign country based commercial banks. At various times during the year, our cash balances held in the U.S. may exceed amounts that are insured by the Federal Deposit Insurance Corporation. We make our investments in accordance with our investment policy. The primary objectives of our investment policy are liquidity and safety of principal.
Previous wording
The following table sets forth our summarized, consolidated cash flows for the nine months ended September 30, 2025 and 2024 (in thousands):
Current wording
The following table sets forth our summarized, consolidated cash flows for the three months ended March 31, 2026 and 2025 (in thousands):
Previous wording
Net cash used in investing activities for the nine months ended September 30, 2025 was $66.8 million as compared to $46.9 million in the prior year period. The period-over-period increase in net cash used in investing activities was primarily due to an increase in capital expenditures and deposits for future acquisition of property, plant, and equipment in the current period.
Current wording
Net cash used in investing activities for the three months ended March 31, 2026 was $21.7 million as compared to $17.8 million in the prior year period. The period-over-period increase in net cash used in investing activities was primarily due to an increase in deposits for future acquisition of property, plant, and equipment and the acquisition of intangible assets, partially offset by a decrease in capital expenditures in the current period.
Previous wording
Net cash used in financing activities was $21.4 million for the nine months ended September 30, 2025 as compared to $150.6 million in the prior year period. The period-over-period decrease in cash used in financing activities was primarily due to: (i) a period-over-period net increase in cash inflows from debt of $117.8 million, primarily as a result of the refinancing of our debt in the current period (refer to Note 12. Debtin this Quarterly Report on Form 10-Q),(ii) repayment of notes payable - related party of $44.2 million in the prior year period, and (iii) cash received from an alliance party of $5.6 million in the nine months ended September 30, 2025, partially offset by (A) a period-over-period increase of $24.4 million in tax and other cash distributions to non-controlling interests and (B) a period-over-period increase in employee payroll tax withholdings on restricted stock unit and performance stock unit vesting of $14.4 million.
Current wording
Net cash used in financing activities was $59.1 million for the three months ended March 31, 2026 as compared to $39.2 million in the prior year period. The period-over-period increase in net cash used in financing activities was primarily due to an increase inemployee payroll tax withholdings on restricted stock unit vesting of $22.7 million and an increase of $7.1 million intax and other distributions to non-controlling interests, partially offset by a net increase in cash inflows from debt and leasing activities of $9.4 million.
Previous wording
Our contractual obligations areset forth in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2024 Annual Report on Form 10-K. As of September 30, 2025, there have been no material changes to the disclosure presented in our 2024 Annual Report on Form 10-K, except for the changes to our debt obligations discussed above under the header Liquidity and Capital Resources and Note 12. Debt in this Quarterly Report on Form 10-Q.
Current wording
Our contractual obligations areset forth in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our 2025 Annual Report on Form 10-K. As of March 31, 2026, there have been no material changes to the disclosure presented in our 2025 Annual Report on Form 10-K, except for items discussed above in the section titled “Liquidity and Capital Resources” in Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operationsin this Quarterly Report on Form 10-Q.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Charges Related to Legal Matters, Net
Rearranged previous paragraphs (6)
Previous report — wording carried elsewhere
The following table sets forth our summarized, consolidated results of operations for the nine months ended September 30, 2025 and 2024 (in thousands):
Previous report — wording carried elsewhere
For the nine months ended September 30, 2025, our provision for income taxes and effective tax rate were$5.6 million and 6.7%, respectively, as compared to$13.4 million and(33.9)%, respectively, for the nine months ended September 30, 2024. The period-over-period changes in the provision for income taxes and effective tax rate primarily related to differences in jurisdictional mix of income, the utilization of net operating losses in the prior period, impact of the OBBBA and discrete items related to share-based compensation in the current period.
Previous report — wording carried elsewhere
The following table sets forth results of operations for our Affordable Medicines segment for the nine months ended September 30, 2025 and 2024 (in thousands):
Previous report — wording carried elsewhere
The following table sets forth results of operations for our Specialty segment for the nine months ended September 30, 2025 and 2024 (in thousands):
Previous report — wording carried elsewhere
The following table sets forth results of operations for our AvKARE segment for the nine months ended September 30, 2025 and 2024 (in thousands):
Previous report — wording carried elsewhere
As of September 30, 2025, we had access to $595.2 million of available capacity under the Amended New Revolving Credit Facility and $83.0 million of available capacity under the Amended Rondo Revolving Credit Facility.