Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 29, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-36326 | |
Entity Registrant Name | Endo International plc | |
Entity Incorporation, State or Country Code | L2 | |
Entity Tax Identification Number | 68-0683755 | |
Entity Address, Address Line One | First Floor, Minerva House, Simmonscourt Road | |
Entity Address, City or Town | Ballsbridge, Dublin 4, | |
Entity Address, Country | IE | |
Entity Address, Postal Zip Code | Not Applicable | |
City Area Code | 353 | |
Local Phone Number | 1-268-2000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Ordinary shares, nominal value $0.0001 per share | |
Trading Symbol | ENDP | |
Security Exchange Name | NASDAQ | |
Entity Ordinary Shares Outstanding (in shares) | 226,776,161 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001593034 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 1,526,250 | $ 1,149,113 |
Restricted cash and cash equivalents | 222,491 | 305,368 |
Accounts receivable, net | 420,195 | 470,570 |
Inventories, net | 338,513 | 322,179 |
Prepaid expenses and other current assets | 105,349 | 56,139 |
Income taxes receivable | 36,337 | 39,781 |
Total current assets | 2,649,135 | 2,343,150 |
PROPERTY, PLANT AND EQUIPMENT, NET | 501,352 | 498,892 |
OPERATING LEASE ASSETS | 53,839 | 0 |
GOODWILL | 3,615,322 | 3,764,636 |
OTHER INTANGIBLES, NET | 2,938,217 | 3,457,306 |
DEFERRED INCOME TAXES | 0 | 678 |
OTHER ASSETS | 77,001 | 67,731 |
TOTAL ASSETS | 9,834,866 | 10,132,393 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 937,181 | 1,009,200 |
Current portion of legal settlement accrual | 674,943 | 905,085 |
Current portion of operating lease liabilities | 10,575 | 0 |
Current portion of long-term debt | 34,150 | 34,150 |
Income taxes payable | 10,878 | 1,661 |
Total current liabilities | 1,667,727 | 1,950,096 |
DEFERRED INCOME TAXES | 32,105 | 34,487 |
LONG-TERM DEBT, LESS CURRENT PORTION, NET | 8,364,911 | 8,224,269 |
LONG-TERM LEGAL SETTLEMENT ACCRUAL, LESS CURRENT PORTION | 9,113 | 0 |
OPERATING LEASE LIABILITIES, LESS CURRENT PORTION | 50,965 | 0 |
OTHER LIABILITIES | 371,522 | 421,824 |
COMMITMENTS AND CONTINGENCIES (NOTE 13) | ||
SHAREHOLDERS' DEFICIT: | ||
Euro deferred shares, $0.01 par value; 4,000,000 shares authorized and issued at both September 30, 2019 and December 31, 2018 | 44 | 46 |
Ordinary shares, $0.0001 par value; 1,000,000,000 shares authorized; 226,763,072 and 224,382,791 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively | 23 | 22 |
Additional paid-in capital | 8,894,646 | 8,855,810 |
Accumulated deficit | (9,333,571) | (9,124,932) |
Accumulated other comprehensive loss | (222,619) | (229,229) |
Total equity | (661,477) | (498,283) |
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT | $ 9,834,866 | $ 10,132,393 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Euro deferred shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Euro deferred shares, shares authorized (in shares) | 4,000,000 | 4,000,000 |
Euro deferred shares, shares issued (in shares) | 4,000,000 | 4,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 226,763,072 | 224,382,791 |
Common stock, shares outstanding (in shares) | 226,763,072 | 224,382,791 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
TOTAL REVENUES, NET | $ 729,426 | $ 745,466 | $ 2,149,564 | $ 2,160,689 |
COSTS AND EXPENSES: | ||||
Cost of revenues | 389,165 | 412,965 | 1,169,282 | 1,198,468 |
Selling, general and administrative | 168,329 | 163,791 | 471,749 | 478,615 |
Research and development | 36,519 | 39,683 | 96,353 | 160,431 |
Litigation-related and other contingencies, net | (14,414) | (1,750) | (4,093) | 15,370 |
Asset impairment charges | 4,766 | 142,217 | 258,652 | 613,400 |
Acquisition-related and integration items | 16,025 | 1,288 | (26,983) | 13,284 |
Interest expense, net | 136,903 | 131,847 | 404,387 | 385,896 |
Gain on extinguishment of debt | 0 | 0 | (119,828) | 0 |
Other expense (income), net | 16,203 | (1,507) | 20,408 | (33,216) |
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAX | (24,070) | (143,068) | (120,363) | (671,559) |
INCOME TAX EXPENSE | 17,361 | 3,003 | 31,732 | 24,729 |
LOSS FROM CONTINUING OPERATIONS | (41,431) | (146,071) | (152,095) | (696,288) |
DISCONTINUED OPERATIONS, NET OF TAX (NOTE 3) | (37,984) | (27,134) | (51,898) | (43,273) |
NET LOSS | $ (79,415) | $ (173,205) | $ (203,993) | $ (739,561) |
NET LOSS PER SHARE—BASIC: | ||||
Continuing operations (in dollars per share) | $ (0.18) | $ (0.65) | $ (0.67) | $ (3.11) |
Discontinued operations (in dollars per share) | (0.17) | (0.12) | (0.23) | (0.19) |
Basic (in dollars per share) | (0.35) | (0.77) | (0.90) | (3.30) |
NET LOSS PER SHARE—DILUTED: | ||||
Continuing operations (in dollars per share) | (0.18) | (0.65) | (0.67) | (3.11) |
Discontinued operations (in dollars per share) | (0.17) | (0.12) | (0.23) | (0.19) |
Diluted (in dollars per share) | $ (0.35) | $ (0.77) | $ (0.90) | $ (3.30) |
WEIGHTED AVERAGE SHARES: | ||||
Basic (in shares) | 226,598 | 224,132 | 225,804 | 223,829 |
Diluted (in shares) | 226,598 | 224,132 | 225,804 | 223,829 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (79,415) | $ (173,205) | $ (203,993) | $ (739,561) |
Net unrealized (loss) gain on foreign currency: | ||||
Foreign currency translation (loss) gain arising during the period | (2,515) | 4,735 | 6,610 | (7,033) |
Less: reclassification adjustments for (gain) loss realized in net loss | 0 | 0 | 0 | 0 |
Foreign currency translation gain (loss) | (2,515) | 4,735 | 6,610 | (7,033) |
OTHER COMPREHENSIVE (LOSS) INCOME | (2,515) | 4,735 | 6,610 | (7,033) |
COMPREHENSIVE LOSS | $ (81,930) | $ (168,470) | $ (197,383) | $ (746,594) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (203,993) | $ (739,561) |
Adjustments to reconcile Net loss to Net cash provided by operating activities: | ||
Depreciation and amortization | 468,409 | 556,503 |
Inventory step-up | 0 | 261 |
Share-based compensation | 48,909 | 43,722 |
Amortization of debt issuance costs and discount | 13,799 | 15,289 |
Deferred income taxes | (2,452) | 13,118 |
Change in fair value of contingent consideration | (26,983) | 11,731 |
Gain on extinguishment of debt | (119,828) | 0 |
Asset impairment charges | 258,652 | 613,400 |
Gain on sale of business and other assets | (3,101) | (29,859) |
Changes in assets and liabilities which provided (used) cash: | ||
Accounts receivable | 58,630 | 31,634 |
Inventories | (32,761) | 52,499 |
Prepaid and other assets | 15,577 | 993 |
Accounts payable, accrued expenses and other liabilities | (378,547) | (367,979) |
Income taxes payable/receivable | 22,933 | (4,759) |
Net cash provided by operating activities | 119,244 | 196,992 |
INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment, excluding capitalized interest | (47,812) | (56,544) |
Capitalized interest payments | (3,207) | (2,569) |
Proceeds from sale of business and other assets, net | 4,780 | 43,753 |
Other investing activities | 912 | 1,678 |
Net cash used in investing activities | (45,327) | (13,682) |
FINANCING ACTIVITIES: | ||
Proceeds from issuance of notes, net | 1,483,125 | 0 |
Repayments of notes | (1,501,788) | 0 |
Repayments of term loans | (25,614) | (25,614) |
Proceeds from draw of revolving debt | 300,000 | 0 |
Repayments of other indebtedness | (7,826) | (3,921) |
Payments for debt issuance and extinguishment costs | (6,414) | 0 |
Payments for contingent consideration | (11,846) | (28,664) |
Payments of tax withholding for restricted shares | (10,077) | (5,082) |
Proceeds from exercise of options | 4 | 473 |
Net cash provided by (used in) financing activities | 219,564 | (62,808) |
Effect of foreign exchange rate | 780 | (608) |
NET INCREASE IN CASH, CASH EQUIVALENTS, RESTRICTED CASH AND RESTRICTED CASH EQUIVALENTS | 294,261 | 119,894 |
CASH, CASH EQUIVALENTS, RESTRICTED CASH AND RESTRICTED CASH EQUIVALENTS, BEGINNING OF PERIOD | 1,476,837 | 1,311,014 |
CASH, CASH EQUIVALENTS, RESTRICTED CASH AND RESTRICTED CASH EQUIVALENTS, END OF PERIOD | 1,771,098 | 1,430,908 |
SUPPLEMENTAL INFORMATION: | ||
Cash paid into Qualified Settlement Funds for mesh legal settlements | 185,745 | 216,770 |
Cash paid out of Qualified Settlement Funds for mesh legal settlements | 266,958 | 248,485 |
Other cash distributions for mesh legal settlements | $ 13,334 | $ 17,114 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | NOTE 1. BASIS OF PRESENTATION Endo International plc is an Ireland-domiciled, global specialty pharmaceutical company focused on generic and branded pharmaceuticals. We aim to be the premier partner to healthcare professionals and payment providers, delivering an innovative suite of generic and branded drugs to meet patients’ needs. Unless otherwise indicated or required by the context, references throughout to “Endo,” the “Company,” “we,” “our” or “us” refer to financial information and transactions of Endo International plc and its subsidiaries. The accompanying unaudited Condensed Consolidated Financial Statements of Endo International plc and its subsidiaries have been prepared in accordance with United States (U.S.) generally accepted accounting principles (U.S. GAAP) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the accompanying Condensed Consolidated Financial Statements of Endo International plc and its subsidiaries, which are unaudited, include all normal and recurring adjustments necessary for a fair statement of the Company’s financial position as of September 30, 2019 and the results of its operations and its cash flows for the periods presented. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 . The year-end Condensed Consolidated Balance Sheet data as of December 31, 2018 was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with our Consolidated Financial Statements and accompanying notes included in the Annual Report. Certain prior period amounts have been reclassified to conform to the current period presentation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Significant Accounting Policies Added or Updated since December 31, 2018 Significant changes to our significant accounting policies since December 31, 2018 are detailed below. For additional discussion of the Company’s significant accounting policies, see Note 2. Summary of Significant Accounting Policies in the Consolidated Financial Statements , included in Part IV, Item 15 of the Annual Report. Lease Accounting. The Company adopted Accounting Standards Codification Topic 842, Leases (ASC 842) on January 1, 2019. For further discussion of the adoption, refer to the “ Recent Accounting Pronouncements Adopted or Otherwise Effective as of September 30, 2019 ” section below. ASC 842 applies to a number of arrangements to which the Company is party. Whenever the Company enters into a new arrangement, it must determine, at the inception date, whether the arrangement is or contains a lease. This determination generally depends on whether the arrangement conveys to the Company the right to control the use of an explicitly or implicitly identified asset for a period of time in exchange for consideration. Control of an underlying asset is conveyed to the Company if the Company obtains the rights to direct the use of and to obtain substantially all of the economic benefits from using the underlying asset. If a lease exists, the Company must then determine the separate lease and nonlease components of the arrangement. Each right to use an underlying asset conveyed by a lease arrangement should generally be considered a separate lease component if it both: (i) can benefit the Company without depending on other resources not readily available to the Company and (ii) does not significantly affect and is not significantly affected by other rights of use conveyed by the lease. Aspects of a lease arrangement that transfer other goods or services to the Company but do not meet the definition of lease components are considered nonlease components. The consideration owed by the Company pursuant to a lease arrangement is generally allocated to each lease and nonlease components for accounting purposes. However, the Company has elected, for all of its leases, to not separate lease and nonlease components. Each lease component is accounted for separately from other lease components, but together with the associated nonlease components. For each lease, the Company must then determine the lease term, the present value of lease payments and the classification of the lease as either an operating or finance lease. The lease term is the period of the lease not cancellable by the Company, together with periods covered by: (i) renewal options the Company is reasonably certain to exercise, (ii) termination options the Company is reasonably certain not to exercise and (iii) renewal or termination options that are controlled by the lessor. The present value of lease payments is calculated based on: • Lease payments—Lease payments include fixed and certain variable payments, less lease incentives, together with amounts probable of being owed by the Company under residual value guarantees and, if reasonably certain of being paid, the cost of certain renewal options and early termination penalties set forth in the lease arrangement. Lease payments exclude consideration that is not related to the transfer of goods and services to the Company. • Discount rate—The discount rate must be determined based on information available to the Company upon the commencement of a lease. Lessees are required to use the rate implicit in the lease whenever such rate is readily available; however, as the implicit rate in the Company’s leases is generally not readily determinable, the Company generally uses the hypothetical incremental borrowing rate it would have to pay to borrow an amount equal to the lease payments, on a collateralized basis, over a timeframe similar to the lease term. In making the determination of whether a lease is an operating lease or a finance lease, the Company considers the lease term in relation to the economic life of the leased asset, the present value of lease payments in relation to the fair value of the leased asset and certain other factors, including the lessee's and lessor's rights, obligations and economic incentives over the term of the lease. Generally, upon the commencement of a lease, the Company will record a lease liability and a right-of-use (ROU) asset. However, the Company has elected, for all underlying assets with initial lease terms of twelve months or less (known as short-term leases), to not recognize a lease liability or ROU asset. Lease liabilities are initially recorded at lease commencement as the present value of future lease payments. ROU assets are initially recorded at lease commencement as the initial amount of the lease liability, together with the following, if applicable: (i) initial direct costs incurred by the lessee and (ii) lease payments made by the lessor, net of lease incentives received, prior to lease commencement. Over the lease term, the Company generally increases its lease liabilities using the effective interest method and decreases its lease liabilities for lease payments made. The Company generally amortizes its ROU assets over the shorter of the estimated useful life and the lease term and assesses its ROU assets for impairment, similar to other long-lived assets. For finance leases, amortization expense and interest expense are recognized separately in the Condensed Consolidated Statements of Operations, with amortization expense generally recorded on a straight-line basis and interest expense recorded using the effective interest method. For operating leases, a single lease cost is generally recognized in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term unless an impairment has been recorded with respect to a leased asset. Lease costs for short-term leases not recognized in the Condensed Consolidated Balance Sheets are recognized in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term. Variable lease costs not initially included in the lease liability and ROU asset impairment charges are expensed as incurred. Cloud Computing Arrangements. The Company may from time to time incur costs in connection with hosting arrangements that are service contracts. Subsequent to the Company’s January 1, 2019 adoption of Accounting Standards Update (ASU) No. 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (ASU 2018-15), which is further described below, the Company capitalizes any such implementation costs, expenses them over the terms of the respective hosting arrangements and subjects them to impairment testing consistent with other long-lived assets. Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted as of September 30, 2019 In August 2018, the Financial Accounting Standards Board (FASB) issued ASU No. 2018-13, “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (ASU 2018-13). ASU 2018-13 modifies the disclosure requirements on fair value measurements in Accounting Standards Codification Topic 820, Fair Value Measurement . ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Certain aspects of ASU 2018-13 require prospective treatment, while others require retrospective treatment. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-13 on the Company’s disclosures. In November 2018, the FASB issued ASU No. 2018-18, “Clarifying the Interaction Between Topic 808 and Topic 606” (ASU 2018-18). The main provisions of ASU 2018-18 include: (i) clarifying that certain transactions between collaborative arrangement participants should be accounted for as revenue when the collaborative arrangement participant is a customer in the context of a unit of account and (ii) precluding the presentation of transactions with collaborative arrangement participants that are not directly related to sales to third parties together with revenue. ASU 2018-18 is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. ASU 2018-18 should be applied retrospectively to the date of initial application of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606), which was January 1, 2018 for the Company. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-18 on the Company’s consolidated results of operations, financial position and disclosures. Recent Accounting Pronouncements Adopted or Otherwise Effective as of September 30, 2019 In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (ASU 2016-02) to establish a comprehensive new accounting standard for leases. ASU 2016-02, together with a series of subsequently-issued related ASUs, has been codified in ASC 842. ASC 842 supersedes the lease accounting requirements in Accounting Standards Codification Topic 840, Leases (ASC 840), and requires lessees to, among other things, recognize on the balance sheet a right-of-use asset and a right-of-use lease liability, representing the present value of future minimum lease payments, for most leases. The Company adopted ASC 842 using the modified retrospective approach with an effective date of January 1, 2019 for leases that existed on that date. Prior period results continue to be presented under ASC 840 based on the accounting standards originally in effect for such periods. The Company has elected certain practical expedients permitted under the transition guidance within ASC 842 to leases that commenced before January 1, 2019, including the package of practical expedients, as well as the practical expedient permitting the Company to not assess whether certain land easements contain leases. Due to the Company's election of these practical expedients, the Company has carried forward certain historical conclusions for existing contracts, including conclusions relating to initial direct costs and to the existence and classification of leases. On January 1, 2019, as a result of adopting ASC 842, the Company recognized new ROU assets, current lease liabilities and noncurrent lease liabilities associated with operating leases of $59.4 million , $11.0 million and $57.3 million , respectively, which were recorded in the Condensed Consolidated Balance Sheets as Operating lease assets, Current portion of operating lease liabilities and Operating lease liabilities, less current portion, respectively. The Company also derecognized certain assets and liabilities related to existing build-to-suit lease arrangements for which construction was completed prior to the date of transition and recognized new finance lease ROU assets and lease liabilities related to those lease arrangements. The net effect of the Company’s adoption of ASC 842 resulted in a net increase to Accumulated deficit of $4.6 million . In August 2018, the FASB issued ASU 2018-15. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (including hosting arrangements where a software license is deemed to exist). ASU 2018-15 also requires the customer to expense any such capitalized implementation costs over the term of the hosting arrangement and to apply the existing impairment guidance for long-lived assets to such capitalized costs. Additionally, ASU 2018-15 sets forth required disclosures and guidance on financial statement classification for expenses, cash flows and balances related to implementation costs within the scope of ASU 2018-15. The Company early adopted this guidance during the first quarter of 2019 on a prospective basis. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 3. DISCONTINUED OPERATIONS Astora The operating results of the Company’s Astora business, which the Board of Directors resolved to wind-down in 2016, are reported as Discontinued operations, net of tax in the Condensed Consolidated Statements of Operations for all periods presented. The following table provides the operating results of Astora Discontinued operations, net of tax, for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Litigation-related and other contingencies, net $ 30,000 $ 19,000 $ 30,400 $ 19,000 Loss from discontinued operations before income taxes $ (37,984 ) $ (27,134 ) $ (51,898 ) $ (43,273 ) Income tax benefit $ — $ — $ — $ — Discontinued operations, net of tax $ (37,984 ) $ (27,134 ) $ (51,898 ) $ (43,273 ) Loss from discontinued operations before income taxes includes Litigation-related and other contingencies, net , mesh-related legal defense costs and certain other items . The cash flows from discontinued operating activities related to Astora included the impact of net losses of $51.9 million and $43.3 million for the nine months ended September 30, 2019 and 2018 , respectively, and the impact of cash activity related to vaginal mesh cases. There were no material net cash flows related to Astora discontinued investing activities during the nine months ended September 30, 2019 or 2018 . There was no depreciation or amortization during the nine months ended September 30, 2019 or 2018 related to Astora. |
Restructuring
Restructuring | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | NOTE 4. RESTRUCTURING Set forth below are disclosures relating to restructuring initiatives that resulted in material expenses or cash expenditures during any of the three- or nine-month periods ended September 30, 2019 or 2018 or had material restructuring liabilities at either September 30, 2019 or December 31, 2018 . Employee separation, retention and certain other employee benefit-related costs related to our restructurings are expensed ratably over the requisite service period. Other restructuring costs are generally expensed as incurred. 2017 Generic Pharmaceuticals Restructuring Initiative On July 21, 2017, the Company announced that after completing a comprehensive review of its manufacturing network, it would be ceasing operations and closing its manufacturing and distribution facilities in Huntsville, Alabama (the 2017 Generic Pharmaceuticals Restructuring Initiative ). The closure of the facilities was completed in June 2018 and the facilities were sold in the fourth quarter of 2018 for net cash proceeds of $23.1 million , resulting in a net gain on disposal of $12.5 million . As a result of the 2017 Generic Pharmaceuticals Restructuring Initiative , the Company incurred pre-tax charges of $4.8 million and $59.6 million during the three and nine months ended September 30, 2018 , respectively. During the three months ended September 30, 2018 , the expenses consisted of employee separation, retention and other benefit-related costs of $2.1 million and certain other charges of $2.7 million . During the nine months ended September 30, 2018 , the expenses consisted of charges relating to accelerated depreciation of $35.2 million , employee separation, retention and other benefit-related costs of $9.8 million , asset impairment charges of $2.6 million and certain other charges of $12.0 million . These charges are included in the Generic Pharmaceuticals segment. Accelerated depreciation and employee separation, retention and other benefit-related costs are primarily included in Cost of revenues in the Condensed Consolidated Statements of Operations . Certain other charges are included in both Cost of revenues and Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations . The Company did not incur any material pre-tax charges as a result of the 2017 Generic Pharmaceuticals Restructuring Initiative during the three and nine months ended September 30, 2019 and does not expect to incur additional material pre-tax restructuring-related expenses related to this initiative. The liability related to the 2017 Generic Pharmaceuticals Restructuring Initiative is primarily included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets . Changes to this liability during the nine months ended September 30, 2019 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Other Restructuring Costs Total Liability balance as of January 1, 2019 $ 4,239 $ 48 $ 4,287 Cash distributions (4,239 ) (48 ) (4,287 ) Liability balance as of September 30, 2019 $ — $ — $ — January 2018 Restructuring Initiative In January 2018, the Company initiated a restructuring initiative that included a reorganization of its Generic Pharmaceuticals segment’s research and development network, a further simplification of the Company’s manufacturing networks and a company-wide unification of certain corporate functions (the January 2018 Restructuring Initiative ). As a result of the January 2018 Restructuring Initiative , the Company incurred pre-tax charges of $23.8 million during the nine months ended September 30, 2018 . The expenses primarily consisted of employee separation, retention and other benefit-related costs of $22.1 million and certain other charges of $1.7 million . Of the total charges incurred, $10.8 million are included in the Generic Pharmaceuticals segment, $5.2 million are included in Corporate unallocated costs, $4.0 million are included in the Sterile Injectables segment, $3.1 million are included in the International Pharmaceuticals segment and $0.7 million are included in the Branded Pharmaceuticals segment. Employee separation, retention and other benefit-related costs are included in Cost of revenues, Selling, general and administrative and Research and development expenses in the Condensed Consolidated Statements of Operations . Certain other charges are primarily included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations . The Company did not incur any material pre-tax charges as a result of the January 2018 Restructuring Initiative during any of the other periods presented and does not expect to incur additional material pre-tax restructuring-related expenses related to this initiative. At December 31, 2018, the remaining liability balance was $1.1 million . Substantially all related cash payments were made by the end of the first quarter of 2019. |
Segment Results
Segment Results | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT RESULTS | NOTE 5. SEGMENT RESULTS During the first quarter of 2019, the Company changed the names of its reportable segments. This change , which was intended to simplify the segments’ names, had no impact on the Company’s unaudited Condensed Consolidated Financial Statements or segment results for any of the periods presented. The Company’s four reportable business segments are set forth below. These segments reflect the level at which the chief operating decision maker regularly reviews financial information to assess performance and to make decisions about resources to be allocated. Each segment derives revenue from the sales or licensing of its respective products and is discussed in more detail below. We evaluate segment performance based on each segment’s adjusted income from continuing operations before income tax , which we define as Loss from continuing operations before income tax and before certain upfront and milestone payments to partners; acquisition-related and integration items, including transaction costs and changes in the fair value of contingent consideration; cost reduction and integration-related initiatives such as separation benefits, retention payments, other exit costs and certain costs associated with integrating an acquired company’s operations; asset impairment charges; amortization of intangible assets; inventory step-up recorded as part of our acquisitions; litigation-related and other contingent matters; gains or losses from early termination of debt; gains or losses from the sales of businesses and other assets; foreign currency gains or losses on intercompany financing arrangements; and certain other items . Certain of the corporate expenses incurred by the Company are not directly attributable to any specific segment. Accordingly, these costs are not allocated to any of the Company’s segments and are included in the results below as “Corporate unallocated costs.” Interest income and expense are also considered corporate items and not allocated to any of the Company’s segments. The Company’s consolidated adjusted income from continuing operations before income tax is equal to the combined results of each of its segments less these unallocated corporate items. Branded Pharmaceuticals Our Branded Pharmaceuticals segment includes a variety of branded prescription products to treat and manage conditions in urology, urologic oncology, endocrinology, pain and orthopedics. The products in this segment include XIAFLEX ® , SUPPRELIN ® LA, NASCOBAL ® Nasal Spray, AVEED ® , PERCOCET ® , TESTOPEL ® , LIDODERM ® , VOLTAREN ® Gel, EDEX ® , FORTESTA ® Gel and TESTIM ® , among others. Sterile Injectables Our Sterile Injectables segment consists primarily of branded sterile injectable products such as VASOSTRICT ® , ADRENALIN ® and APLISOL ® , among others, and certain generic sterile injectable products, including ertapenem for injection, the authorized generic of Merck Sharp & Dohme Corp’s Invanz ® , and ephedrine sulfate injection, among others. Generic Pharmaceuticals Our Generic Pharmaceuticals segment consists of a differentiated product portfolio including solid oral extended-release, solid oral immediate-release, liquids, semi-solids, patches, powders, ophthalmics and sprays and includes products in the pain management, urology, central nervous system disorders, immunosuppression, oncology, women’s health and cardiovascular disease markets, among others. International Pharmaceuticals Our International Pharmaceuticals segment includes a variety of specialty pharmaceutical products sold outside the U.S., primarily in Canada through our operating company Paladin Labs Inc. (Paladin). This segment’s key products serve growing therapeutic areas, including attention deficit hyperactivity disorder, pain, women’s health and oncology. The following represents selected information for the Company’s reportable segments for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net revenues from external customers: Branded Pharmaceuticals $ 217,313 $ 220,100 $ 629,851 $ 632,972 Sterile Injectables 263,635 237,150 777,963 670,847 Generic Pharmaceuticals 218,012 257,969 654,322 748,445 International Pharmaceuticals (1) 30,466 30,247 87,428 108,425 Total net revenues from external customers $ 729,426 $ 745,466 $ 2,149,564 $ 2,160,689 Adjusted income from continuing operations before income tax: Branded Pharmaceuticals $ 91,444 $ 84,891 $ 253,417 $ 262,454 Sterile Injectables 197,974 170,329 566,345 513,082 Generic Pharmaceuticals 29,433 82,555 128,738 247,137 International Pharmaceuticals 11,511 13,377 35,053 45,594 Total segment adjusted income from continuing operations before income tax $ 330,362 $ 351,152 $ 983,553 $ 1,068,267 __________ (1) Revenues generated by our International Pharmaceuticals segment are primarily attributable to external customers located in Canada. There were no material revenues from external customers attributed to an individual country outside of the U.S. during any of the periods presented. There were no material tangible long-lived assets in an individual country other than the U.S. as of September 30, 2019 or December 31, 2018 . The table below provides reconciliations of our Total consolidated loss from continuing operations before income tax , which is determined in accordance with U.S. GAAP, to our total segment adjusted income from continuing operations before income tax for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Total consolidated loss from continuing operations before income tax $ (24,070 ) $ (143,068 ) $ (120,363 ) $ (671,559 ) Interest expense, net 136,903 131,847 404,387 385,896 Corporate unallocated costs (1) 37,891 49,187 124,351 144,693 Amortization of intangible assets 131,932 161,275 417,949 471,662 Inventory step-up — 71 — 261 Upfront and milestone payments to partners 1,672 4,731 4,055 43,027 Retention and separation benefits and other cost reduction initiatives (2) 11,023 4,001 15,172 82,141 Certain litigation-related and other contingencies, net (3) (14,414 ) (1,750 ) (4,093 ) 15,370 Asset impairment charges (4) 4,766 142,217 258,652 613,400 Acquisition-related and integration items (5) 16,025 1,288 (26,983 ) 13,284 Gain on extinguishment of debt — — (119,828 ) — Foreign currency impact related to the remeasurement of intercompany debt instruments (922 ) 1,528 2,874 (1,560 ) Other, net (6) 29,556 (175 ) 27,380 (28,348 ) Total segment adjusted income from continuing operations before income tax $ 330,362 $ 351,152 $ 983,553 $ 1,068,267 __________ (1) Amounts include certain corporate overhead costs, such as headcount, facility and corporate litigation expenses and certain other income and expenses. (2) Amounts for both the three and nine months ended September 30, 2019 include $6.7 million of costs associated with retention bonuses awarded to certain senior management of the Company. Other amounts during each of the periods presented related primarily to our restructuring initiatives. Such amounts included employee separation costs of $2.2 million during the nine months ended September 30, 2019 and other charges of $4.4 million and $6.3 million during the three and nine months ended September 30, 2019 , respectively. During the three and nine months ended September 30, 2018 , such amounts included employee separation costs of $2.1 million and $32.7 million , respectively, charges to increase excess inventory reserves of $0.2 million and $2.8 million , respectively, and other charges of $1.7 million and $11.4 million , respectively. Also included in the amount for the nine months ended September 30, 2018 is accelerated depreciation of $35.2 million . See Note 4. Restructuring for discussion of our material restructuring initiatives. (3) Amounts include adjustments to our accruals for litigation-related settlement charges and certain settlement proceeds related to suits filed by our subsidiaries. Our material legal proceedings and other contingent matters are described in more detail in Note 13. Commitments and Contingencies . (4) Amounts primarily relate to charges to impair goodwill and intangible assets as further described in Note 9. Goodwill and Other Intangibles . (5) Amounts primarily relate to changes in the fair value of contingent consideration. (6) Amounts during the three and nine months ended September 30, 2019 include $17.5 million for contract termination costs incurred as a result of certain product discontinuation activities in our International Pharmaceuticals segment and $14.1 million for a premium associated with an extended reporting period endorsement on an expiring insurance program . The remaining amounts primarily relate to gains on sales of businesses and other assets. Asset information is not reviewed or included within our internal management reporting. Therefore, the Company has not disclosed asset information for each reportable segment. The Company disaggregates its revenue from contracts with customers into the categories included in the table below (in thousands). The Company believes these categories depict how the nature, timing and uncertainty of revenue and cash flows are affected by economic factors. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Branded Pharmaceuticals: Specialty Products: XIAFLEX® $ 82,756 $ 64,214 $ 226,118 $ 184,855 SUPPRELIN® LA 20,772 20,408 66,542 60,948 Other Specialty (1) 28,470 27,614 78,397 69,226 Total Specialty Products $ 131,998 $ 112,236 $ 371,057 $ 315,029 Established Products: PERCOCET® $ 28,561 $ 30,730 $ 88,199 $ 93,539 TESTOPEL® 13,236 15,962 40,830 44,976 Other Established (2) 43,518 61,172 129,765 179,428 Total Established Products $ 85,315 $ 107,864 $ 258,794 $ 317,943 Total Branded Pharmaceuticals (3) $ 217,313 $ 220,100 $ 629,851 $ 632,972 Sterile Injectables: VASOSTRICT® $ 129,691 $ 112,333 $ 384,854 $ 332,387 ADRENALIN® 40,311 35,460 133,468 101,858 APLISOL® 28,085 15,992 55,996 49,064 Ertapenem for injection 21,853 25,798 79,619 25,798 Other Sterile Injectables (4) 43,695 47,567 124,026 161,740 Total Sterile Injectables (3) $ 263,635 $ 237,150 $ 777,963 $ 670,847 Total Generic Pharmaceuticals (5) $ 218,012 $ 257,969 $ 654,322 $ 748,445 Total International Pharmaceuticals (6) $ 30,466 $ 30,247 $ 87,428 $ 108,425 Total revenues, net $ 729,426 $ 745,466 $ 2,149,564 $ 2,160,689 __________ (1) Products included within Other Specialty are NASCOBAL ® Nasal Spray and AVEED ® . Beginning with our first-quarter 2019 reporting, TESTOPEL ® , which was previously included in Other Specialty, has been reclassified and is now included in the Established Products portfolio for all periods presented. (2) Products included within Other Established include, but are not limited to, LIDODERM ® , VOLTAREN ® Gel, EDEX ® , FORTESTA ® Gel and TESTIM ® , including the authorized generics of FORTESTA ® Gel and TESTIM ® . (3) Individual products presented above represent the top two performing products in each product category for either the three or nine months ended September 30, 2019 and/or any product having revenues in excess of $25 million during any quarterly period in 2019 or 2018 . (4) Products included within Other Sterile Injectables include ephedrine sulfate injection and others. (5) The Generic Pharmaceuticals segment is comprised of a portfolio of products that are generic versions of branded products, are distributed primarily through the same wholesalers, generally have no intellectual property protection and are sold within the U.S. During the three and nine months ended September 30, 2019 , colchicine tablets, the authorized generic of Takeda Pharmaceuticals U.S.A., Inc.’s Colcrys ® , which launched in July 2018, made up 7% and 6% of consolidated total revenue, respectively. No other individual product within this segment has exceeded 5% of consolidated total revenues for the periods presented. (6) The International Pharmaceuticals segment, which accounted for 4% of consolidated total revenues during both the three and nine months ended September 30, 2019 and 4% and 5% of consolidated total revenues during the three and nine months ended September 30, 2018 , respectively, includes a variety of specialty pharmaceutical products sold outside the U.S., primarily in Canada through our operating company Paladin. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 6. FAIR VALUE MEASUREMENTS Financial Instruments The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents (including money market funds), restricted cash and cash equivalents, accounts receivable, equity method investments, accounts payable and accrued expenses, acquisition-related contingent consideration and debt obligations. Included in cash and cash equivalents and restricted cash and cash equivalents are money market funds representing a type of mutual fund required by law to invest in low-risk securities (for example, U.S. government bonds, U.S. Treasury Bills and commercial paper). Money market funds pay dividends that generally reflect short-term interest rates. Due to their short-term maturity, the carrying amounts of non-restricted and restricted cash and cash equivalents (including money market funds), accounts receivable, accounts payable and accrued expenses approximate their fair values. The following table presents current and noncurrent restricted cash and cash equivalent balances at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Restricted cash and cash equivalents—current portion (1) $ 222,491 $ 305,368 Restricted cash and cash equivalents—noncurrent portion (2) 22,357 22,356 Restricted cash and cash equivalents—total (3) $ 244,848 $ 327,724 __________ (1) These amounts are reported in our Condensed Consolidated Balance Sheets as Restricted cash and cash equivalents. (2) These amounts are reported in our Condensed Consolidated Balance Sheets as Other assets. (3) Approximately $221.6 million and $299.7 million of our restricted cash and cash equivalents are held in qualified settlement funds (QSFs) for mesh-related matters at September 30, 2019 and December 31, 2018 , respectively. The remaining amount of restricted cash and cash equivalents at September 30, 2019 primarily relates to other litigation-related matters. See Note 13. Commitments and Contingencies for further information. Fair value guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Acquisition-Related Contingent Consideration The fair value of contingent consideration liabilities is determined using unobservable inputs; hence, these instruments represent Level 3 measurements within the above-defined fair value hierarchy. These inputs include the estimated amount and timing of projected cash flows, the probability of success (achievement of the contingent event) and the risk-adjusted discount rate used to present value the probability-weighted cash flows. Subsequent to the acquisition date, at each reporting period, the contingent consideration liability is remeasured at current fair value with changes recorded in earnings. Changes in any of these estimated inputs used as of the date of this report could have resulted in significant adjustments to fair value. See the “ Recurring Fair Value Measurements ” section below for additional information on acquisition-related contingent consideration. Recurring Fair Value Measurements The Company’s financial assets and liabilities measured at fair value on a recurring basis at September 30, 2019 and December 31, 2018 were as follows (in thousands): Fair Value Measurements at September 30, 2019 using: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 748,441 $ — $ — $ 748,441 Liabilities: Acquisition-related contingent consideration—current $ — $ — $ 20,974 $ 20,974 Acquisition-related contingent consideration—noncurrent $ — $ — $ 38,520 $ 38,520 Fair Value Measurements at December 31, 2018 using: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 137,215 $ — $ — $ 137,215 Liabilities: Acquisition-related contingent consideration—current $ — $ — $ 36,514 $ 36,514 Acquisition-related contingent consideration—noncurrent $ — $ — $ 80,189 $ 80,189 At September 30, 2019 and December 31, 2018 , money market funds include $54.6 million and $86.9 million , respectively, in QSFs to be disbursed to mesh-related or other product liability claimants. Amounts in QSFs are considered restricted cash equivalents. See Note 13. Commitments and Contingencies for further discussion of our product liability cases. At September 30, 2019 and December 31, 2018 , the differences between the amortized cost and the fair value of our money market funds were not material, individually or in the aggregate. Fair Value Measurements Using Significant Unobservable Inputs The following table presents changes to the Company’s liability for acquisition-related contingent consideration, which is measured at fair value on a recurring basis using significant unobservable inputs (Level 3), for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Beginning of period $ 52,930 $ 152,098 $ 116,703 $ 190,442 Amounts settled (9,376 ) (24,564 ) (30,541 ) (73,298 ) Changes in fair value recorded in earnings 16,025 769 (26,983 ) 11,731 Effect of currency translation (85 ) 167 315 (405 ) End of period $ 59,494 $ 128,470 $ 59,494 $ 128,470 At September 30, 2019 , the fair value measurements of the contingent consideration obligations were determined using risk-adjusted discount rates ranging from approximately 9.5% to 15.0% (weighted average rate of approximately 11.8% ). Changes in fair value recorded in earnings related to acquisition-related contingent consideration are included in our Condensed Consolidated Statements of Operations as Acquisition-related and integration items . Amounts recorded for the current and noncurrent portions of acquisition-related contingent consideration are included in Accounts payable and accrued expenses and Other liabilities, respectively, in our Condensed Consolidated Balance Sheets . The following table presents changes to the Company’s liability for acquisition-related contingent consideration during the nine months ended September 30, 2019 by acquisition (in thousands): Balance as of December 31, 2018 Changes in Fair Value Recorded in Earnings Amounts Settled and Other Balance as of September 30, 2019 Auxilium acquisition $ 14,157 $ 1,086 $ (388 ) $ 14,855 Lehigh Valley Technologies, Inc. acquisitions 34,700 10,566 (14,466 ) 30,800 VOLTAREN® Gel acquisition (1) 56,240 (37,395 ) (14,601 ) 4,244 Other 11,606 (1,240 ) (771 ) 9,595 Total $ 116,703 $ (26,983 ) $ (30,226 ) $ 59,494 __________ (1) The change in fair value recorded in earnings includes the impact of certain competitive events occurring during the nine months ended September 30, 2019 . Nonrecurring Fair Value Measurements The Company’s financial assets and liabilities measured at fair value on a nonrecurring basis during the nine months ended September 30, 2019 were as follows (in thousands): Fair Value Measurements during the Nine Months Ended September 30, 2019 (1) using: Total Expense for the Nine Months Ended September 30, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Intangible assets, excluding goodwill (Note 9) $ — $ — $ 41,839 $ (104,660 ) Certain property, plant and equipment — — — (2,884 ) Total $ — $ — $ 41,839 $ (107,544 ) __________ (1) The fair value amounts are presented as of the date of the fair value measurement as these assets are not measured at fair value on a recurring basis. Such measurements generally occur in connection with our quarter-end financial reporting close procedures. Additionally, the Company recorded aggregate pre-tax non-cash goodwill impairment charges during the nine months ended September 30, 2019 of $151.1 million . Refer to Note 9. Goodwill and Other Intangibles for further description, including the valuation methodologies utilized. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 7. INVENTORIES Inventories consist of the following at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Raw materials (1) $ 123,608 $ 122,825 Work-in-process (1) 68,880 70,458 Finished goods (1) 146,025 128,896 Total $ 338,513 $ 322,179 __________ (1) The components of inventory shown in the table above are net of allowance for obsolescence. Inventory that is in excess of the amount expected to be sold within one year is classified as noncurrent inventory and is not included in the table above. At September 30, 2019 and December 31, 2018 , $23.7 million and $8.1 million , respectively, of noncurrent inventory was included in Other assets in the Condensed Consolidated Balance Sheets . As of September 30, 2019 and December 31, 2018 , the Company’s Condensed Consolidated Balance Sheets included approximately $18.2 million and $12.5 million , respectively, of capitalized pre-launch inventories related to products that were not yet available to be sold. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
LEASES | NOTE 8. LEASES We have entered into contracts with third parties to lease a variety of assets, including certain real estate, machinery, equipment, automobiles and other assets. Our leases frequently allow for lease payments that could vary based on factors such as inflation or the degree of utilization of the underlying asset and the incurrence of contractual charges such as those for common area maintenance or utilities. Renewal and/or early termination options are common in our lease arrangements, particularly with respect to our real estate leases. Our ROU assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options). Our most significant lease is for our U.S. headquarters in Malvern, Pennsylvania. The initial term of the lease is through 2024 and includes three renewal options, each for an additional 60 -month period. These renewal options are not considered reasonably certain of exercise and are therefore excluded from the ROU asset and lease liability. We are party to certain sublease arrangements, primarily related to our real estate leases, where we act as the lessee and intermediate lessor. For example, we sublease portions of our Malvern, Pennsylvania facility to multiple tenants through sublease arrangements ending in 2024, with certain limited renewal and early termination options. The following table presents information about the Company's ROU assets and lease liabilities at September 30, 2019 (in thousands): Condensed Consolidated Balance Sheets Line Items September 30, 2019 ROU assets: Operating lease ROU assets Operating lease assets $ 53,839 Finance lease ROU assets Property, plant and equipment, net 59,104 Total ROU assets $ 112,943 Operating lease liabilities: Current operating lease liabilities Current portion of operating lease liabilities $ 10,575 Noncurrent operating lease liabilities Operating lease liabilities, less current portion 50,965 Total operating lease liabilities $ 61,540 Finance lease liabilities: Current finance lease liabilities Accounts payable and accrued expenses $ 5,550 Noncurrent finance lease liabilities Other liabilities 32,768 Total finance lease liabilities $ 38,318 The following table presents information about lease costs and expenses and sublease income for the three and nine months ended September 30, 2019 (in thousands): Condensed Consolidated Statements of Operations Line Items Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease cost Various (1) $ 3,510 $ 10,269 Finance lease cost: Amortization of ROU assets Various (1) $ 2,311 $ 7,096 Interest on lease liabilities Interest expense, net $ 271 $ 1,256 Other lease costs and income: Variable lease costs (2) Various (1) $ 2,318 $ 7,185 Sublease income Various (1) $ (932 ) $ (2,828 ) __________ (1) Amounts are included in the Condensed Consolidated Statements of Operations based on the function that the underlying leased asset supports. The following table presents the components of such aggregate amounts for the three and nine months ended September 30, 2019 (in thousands): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Cost of revenues $ 2,793 $ 8,425 Selling, general and administrative $ 4,347 $ 13,145 Research and development $ 67 $ 152 (2) Amounts represent variable lease costs incurred that were not included in the initial measurement of the lease liability, such as common area maintenance and utilities costs associated with leased real estate and certain costs associated with our automobile leases. The following table, determined in accordance with ASC 842, provides the undiscounted amount of future cash flows included in our lease liabilities at September 30, 2019 for each of the five years subsequent to December 31, 2018 and thereafter, as well as a reconciliation of such undiscounted cash flows to our lease liabilities at September 30, 2019 (in thousands): Operating Leases Finance Leases 2019, excluding amounts already paid $ 3,740 $ 1,826 2020 13,771 7,447 2021 13,996 7,594 2022 12,424 7,744 2023 10,012 7,898 Thereafter 20,549 21,881 Total future lease payments $ 74,492 $ 54,390 Less: amount representing interest 12,952 16,072 Present value of future lease payments (lease liability) $ 61,540 $ 38,318 The Company’s future minimum lease commitments as of December 31, 2018 under ASC 840, as reported in the Annual Report, were as follows: Capital Leases (1) Operating Leases 2019 $ 6,884 $ 15,800 2020 6,819 14,519 2021 6,921 12,883 2022 7,072 12,454 2023 7,225 9,945 Thereafter 9,127 20,573 Total minimum lease payments $ 44,048 $ 86,174 Less: Amount representing interest 4,084 Total present value of minimum payments $ 39,964 Less: Current portion of such obligations 5,845 Long-term capital lease obligations $ 34,119 __________ (1) The Malvern, Pennsylvania headquarters lease arrangement is included under Capital Leases. The following table provides the weighted average remaining lease term and weighted average discount rates for our leases as of September 30, 2019 : September 30, 2019 Weighted average remaining lease term (years), weighted based on lease liability balances: Operating leases 6.0 years Finance leases 9.7 years Weighted average discount rate (percentages), weighted based on the remaining balance of lease payments: Operating leases 5.8 % Finance leases 5.5 % The following table provides certain cash flow and supplemental noncash information related to our lease liabilities for the nine months ended September 30, 2019 (in thousands): Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash payments for operating leases $ 11,200 Operating cash payments for finance leases $ 1,535 Financing cash payments for finance leases $ 7,826 Lease liabilities arising from obtaining right-of-use assets: Operating leases $ 623 Finance leases $ 5,901 |
LEASES | NOTE 8. LEASES We have entered into contracts with third parties to lease a variety of assets, including certain real estate, machinery, equipment, automobiles and other assets. Our leases frequently allow for lease payments that could vary based on factors such as inflation or the degree of utilization of the underlying asset and the incurrence of contractual charges such as those for common area maintenance or utilities. Renewal and/or early termination options are common in our lease arrangements, particularly with respect to our real estate leases. Our ROU assets and lease liabilities generally exclude periods covered by renewal options and include periods covered by early termination options (based on our conclusion that it is not reasonably certain that we will exercise such options). Our most significant lease is for our U.S. headquarters in Malvern, Pennsylvania. The initial term of the lease is through 2024 and includes three renewal options, each for an additional 60 -month period. These renewal options are not considered reasonably certain of exercise and are therefore excluded from the ROU asset and lease liability. We are party to certain sublease arrangements, primarily related to our real estate leases, where we act as the lessee and intermediate lessor. For example, we sublease portions of our Malvern, Pennsylvania facility to multiple tenants through sublease arrangements ending in 2024, with certain limited renewal and early termination options. The following table presents information about the Company's ROU assets and lease liabilities at September 30, 2019 (in thousands): Condensed Consolidated Balance Sheets Line Items September 30, 2019 ROU assets: Operating lease ROU assets Operating lease assets $ 53,839 Finance lease ROU assets Property, plant and equipment, net 59,104 Total ROU assets $ 112,943 Operating lease liabilities: Current operating lease liabilities Current portion of operating lease liabilities $ 10,575 Noncurrent operating lease liabilities Operating lease liabilities, less current portion 50,965 Total operating lease liabilities $ 61,540 Finance lease liabilities: Current finance lease liabilities Accounts payable and accrued expenses $ 5,550 Noncurrent finance lease liabilities Other liabilities 32,768 Total finance lease liabilities $ 38,318 The following table presents information about lease costs and expenses and sublease income for the three and nine months ended September 30, 2019 (in thousands): Condensed Consolidated Statements of Operations Line Items Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease cost Various (1) $ 3,510 $ 10,269 Finance lease cost: Amortization of ROU assets Various (1) $ 2,311 $ 7,096 Interest on lease liabilities Interest expense, net $ 271 $ 1,256 Other lease costs and income: Variable lease costs (2) Various (1) $ 2,318 $ 7,185 Sublease income Various (1) $ (932 ) $ (2,828 ) __________ (1) Amounts are included in the Condensed Consolidated Statements of Operations based on the function that the underlying leased asset supports. The following table presents the components of such aggregate amounts for the three and nine months ended September 30, 2019 (in thousands): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Cost of revenues $ 2,793 $ 8,425 Selling, general and administrative $ 4,347 $ 13,145 Research and development $ 67 $ 152 (2) Amounts represent variable lease costs incurred that were not included in the initial measurement of the lease liability, such as common area maintenance and utilities costs associated with leased real estate and certain costs associated with our automobile leases. The following table, determined in accordance with ASC 842, provides the undiscounted amount of future cash flows included in our lease liabilities at September 30, 2019 for each of the five years subsequent to December 31, 2018 and thereafter, as well as a reconciliation of such undiscounted cash flows to our lease liabilities at September 30, 2019 (in thousands): Operating Leases Finance Leases 2019, excluding amounts already paid $ 3,740 $ 1,826 2020 13,771 7,447 2021 13,996 7,594 2022 12,424 7,744 2023 10,012 7,898 Thereafter 20,549 21,881 Total future lease payments $ 74,492 $ 54,390 Less: amount representing interest 12,952 16,072 Present value of future lease payments (lease liability) $ 61,540 $ 38,318 The Company’s future minimum lease commitments as of December 31, 2018 under ASC 840, as reported in the Annual Report, were as follows: Capital Leases (1) Operating Leases 2019 $ 6,884 $ 15,800 2020 6,819 14,519 2021 6,921 12,883 2022 7,072 12,454 2023 7,225 9,945 Thereafter 9,127 20,573 Total minimum lease payments $ 44,048 $ 86,174 Less: Amount representing interest 4,084 Total present value of minimum payments $ 39,964 Less: Current portion of such obligations 5,845 Long-term capital lease obligations $ 34,119 __________ (1) The Malvern, Pennsylvania headquarters lease arrangement is included under Capital Leases. The following table provides the weighted average remaining lease term and weighted average discount rates for our leases as of September 30, 2019 : September 30, 2019 Weighted average remaining lease term (years), weighted based on lease liability balances: Operating leases 6.0 years Finance leases 9.7 years Weighted average discount rate (percentages), weighted based on the remaining balance of lease payments: Operating leases 5.8 % Finance leases 5.5 % The following table provides certain cash flow and supplemental noncash information related to our lease liabilities for the nine months ended September 30, 2019 (in thousands): Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash payments for operating leases $ 11,200 Operating cash payments for finance leases $ 1,535 Financing cash payments for finance leases $ 7,826 Lease liabilities arising from obtaining right-of-use assets: Operating leases $ 623 Finance leases $ 5,901 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLES | NOTE 9. GOODWILL AND OTHER INTANGIBLES Goodwill Changes in the carrying amount of our goodwill for the nine months ended September 30, 2019 were as follows (in thousands): Branded Pharmaceuticals Sterile Injectables Generic Pharmaceuticals International Pharmaceuticals Total Goodwill as of December 31, 2018 $ 828,818 $ 2,731,193 $ 151,108 $ 53,517 $ 3,764,636 Effect of currency translation — — — 1,794 1,794 Goodwill impairment charges — — (151,108 ) — (151,108 ) Goodwill as of September 30, 2019 $ 828,818 $ 2,731,193 $ — $ 55,311 $ 3,615,322 The carrying amounts of goodwill at September 30, 2019 and December 31, 2018 are net of the following accumulated impairments (in thousands): Branded Pharmaceuticals Sterile Injectables Generic Pharmaceuticals International Pharmaceuticals Total Accumulated impairment losses as of December 31, 2018 $ 855,810 $ — $ 2,991,549 $ 456,408 $ 4,303,767 Accumulated impairment losses as of September 30, 2019 $ 855,810 $ — $ 3,142,657 $ 470,181 $ 4,468,648 Other Intangible Assets Changes in the amount of other intangible assets for the nine months ended September 30, 2019 are set forth in the table below (in thousands). Cost basis: Balance as of December 31, 2018 Acquisitions Impairments Other (1) Effect of Currency Translation Balance as of September 30, 2019 Indefinite-lived intangibles: In-process research and development $ 93,900 $ — $ — $ — $ — $ 93,900 Total indefinite-lived intangibles $ 93,900 $ — $ — $ — $ — $ 93,900 Finite-lived intangibles: Licenses (weighted average life of 14 years) $ 457,402 $ — $ — $ — $ — $ 457,402 Tradenames 6,409 — — — — 6,409 Developed technology (weighted average life of 11 years) 6,182,015 — (104,660 ) (2,196 ) 7,443 6,082,602 Total finite-lived intangibles (weighted average life of 11 years) $ 6,645,826 $ — $ (104,660 ) $ (2,196 ) $ 7,443 $ 6,546,413 Total other intangibles $ 6,739,726 $ — $ (104,660 ) $ (2,196 ) $ 7,443 $ 6,640,313 Accumulated amortization: Balance as of December 31, 2018 Amortization Impairments Other (1) Effect of Currency Translation Balance as of September 30, 2019 Finite-lived intangibles: Licenses $ (398,182 ) $ (9,726 ) $ — $ — $ — $ (407,908 ) Tradenames (6,409 ) — — — — (6,409 ) Developed technology (2,877,829 ) (408,223 ) — 2,196 (3,923 ) (3,287,779 ) Total other intangibles $ (3,282,420 ) $ (417,949 ) $ — $ 2,196 $ (3,923 ) $ (3,702,096 ) Net other intangibles $ 3,457,306 $ 2,938,217 __________ (1) Other adjustments relate to the removal of certain fully amortized intangible assets. Amortization expense for the three and nine months ended September 30, 2019 totaled $131.9 million and $417.9 million , respectively. Amortization expense for the three and nine months ended September 30, 2018 totaled $161.3 million and $471.7 million , respectively. Amortization expense is included in Cost of revenues in the Condensed Consolidated Statements of Operations . Estimated amortization of intangibles for the five fiscal years subsequent to December 31, 2018 is as follows (in thousands): 2019 $ 543,795 2020 $ 457,248 2021 $ 415,637 2022 $ 399,886 2023 $ 369,619 Impairments Endo tests goodwill and indefinite-lived intangible assets for impairment annually and whenever events or changes in circumstances indicate that such assets might be impaired. Our annual assessment is performed as of October 1st. As part of our goodwill and intangible asset impairment assessments, we estimate the fair values of our reporting units and our intangible assets using an income approach that utilizes a discounted cash flow model or, where appropriate, a market approach. The discounted cash flow models are dependent upon our estimates of future cash flows and other factors. These estimates of future cash flows involve assumptions concerning (i) future operating performance, including future sales, long-term growth rates, operating margins, tax rates, variations in the amount and timing of cash flows and the probability of achieving the estimated cash flows and (ii) future economic conditions. These assumptions are based on significant inputs not observable in the market and thus represent Level 3 measurements within the fair value hierarchy. The discount rates applied to the estimated cash flows are based on the overall risk associated with the particular assets and other market factors. We believe the discount rates and other inputs and assumptions are consistent with those that a market participant would use. Any impairment charges resulting from annual or interim goodwill and intangible asset impairment assessments are recorded to Asset impairment charges in our Condensed Consolidated Statements of Operations . During the three and nine months ended September 30, 2019 and 2018 , the Company incurred the following goodwill and other intangible asset impairment charges (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Goodwill impairment charges $ — $ — $ 151,108 $ 391,000 Other intangible asset impairment charges $ 4,261 $ 140,609 $ 104,660 $ 217,576 A summary of significant goodwill and other intangible asset impairment tests and related charges is included below. Pre-tax non-cash intangible asset impairment charges related primarily to certain in-process research and development and/or developed technology intangible assets that were tested for impairment following changes in market conditions and certain other factors impacting recoverability. As a result of certain competitive events that occurred during the first quarter of 2019, we tested the goodwill of our Generic Pharmaceuticals reporting unit for impairment as of March 31, 2019. The fair value of the reporting unit was estimated using an income approach that utilized a discounted cash flow model. The discount rate utilized in this test was 10.5% . This goodwill impairment test resulted in a pre-tax non-cash goodwill impairment charge of $86.0 million during the three months ended March 31, 2019, representing the excess of this reporting unit’s carrying amount over its estimated fair value. This Generic Pharmaceuticals impairment can be primarily attributed to the impact of the competitive events referenced above and an increase in the discount rate used in the determination of fair value. During the second quarter of the 2019, unfavorable competitive and pricing events occurred that caused us to update certain assumptions from those used in our first-quarter 2019 Generic Pharmaceuticals goodwill impairment test. The Company considered these events, together with the fact that this reporting unit’s carrying amount equaled its fair value immediately subsequent to the first-quarter 2019 goodwill impairment charge, as part of its qualitative assessment of goodwill triggering events for the second quarter of 2019. As a result, we concluded that it was more likely than not that the fair value of this reporting unit was below its carrying amount as of June 30, 2019 and a goodwill impairment test was required. After performing this quantitative test, we determined that this reporting unit’s carrying amount exceeded its estimated fair value. The fair value of the reporting unit was estimated using an income approach that utilized a discounted cash flow model. The discount rate utilized in this test was 10.5% . Based on the excess of this reporting unit’s carrying amount over its estimated fair value, we recorded a pre-tax non-cash goodwill impairment charge of $65.1 million during the three months ended June 30, 2019, representing the entire remaining amount of this reporting unit’s goodwill. During the first quarter of 2018, a change in segments resulted in changes to our reporting units for goodwill impairment testing purposes, including the creation of a new Sterile Injectables reporting unit, which was previously part of our Generics reporting unit. As a result of these changes, under U.S. GAAP, we tested the goodwill of the former Generics reporting unit immediately before the segment realignment and the goodwill of both the new Sterile Injectables and Generic Pharmaceuticals reporting units immediately after the segment realignment. These goodwill tests were performed using an income approach that utilizes a discounted cash flow model. The results of these goodwill impairment tests were as follows: • The former Generics reporting unit’s estimated fair value exceeded its carrying amount, resulting in no related goodwill impairment charge. • The new Sterile Injectables reporting unit’s estimated fair value exceeded its carrying amount, resulting in no related goodwill impairment charge. • The new Generic Pharmaceuticals reporting unit’s carrying amount exceeded its estimated fair value, resulting in a pre-tax non-cash goodwill impairment charge of $391.0 million . |
Contract Assets and Liabilities
Contract Assets and Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Contract with Customer, Asset and Liability [Abstract] | |
CONTRACT ASSETS AND LIABILITIES | NOTE 10. CONTRACT ASSETS AND LIABILITIES Our revenue consists almost entirely of sales of our pharmaceutical products to customers, whereby we ship products to a customer pursuant to a purchase order. Revenue contracts such as these do not generally give rise to contract assets or contract liabilities because: (i) the underlying contracts generally have only a single performance obligation and (ii) we do not generally receive consideration until the performance obligation is fully satisfied. At September 30, 2019 , the unfulfilled performance obligations for these types of contracts relate to ordered but undelivered products. We generally expect to fulfill the performance obligations and recognize revenue within one week of entering into the underlying contract. Based on the short-term initial contract duration, additional disclosure about the remaining performance obligations is not required. Certain of our other revenue-generating contracts, including license and collaboration agreements, may result in contract assets and/or contract liabilities. For example, we may recognize contract liabilities upon receipt of certain upfront and milestone payments from customers when there are remaining performance obligations. The following table shows the opening and closing balances of contract assets and contract liabilities from contracts with customers (dollars in thousands): September 30, 2019 December 31, 2018 $ Change % Change Contract assets, net (1) $ 4,283 $ 12,065 $ (7,782 ) (65 )% Contract liabilities, net (2) $ 6,864 $ 19,217 $ (12,353 ) (64 )% __________ (1) At September 30, 2019 and December 31, 2018 , approximately $4.3 million and $9.3 million , respectively, of these contract asset amounts are classified as current assets and are included in Prepaid expenses and other current assets in the Company’s Condensed Consolidated Balance Sheets . The remaining amounts are classified as noncurrent and are included in Other assets. The net decrease in contract assets during the nine months ended September 30, 2019 was primarily due to reclassifications to accounts receivable following the resolution of certain conditions other than the passage of time affecting the Company’s rights to consideration for the sale of certain goods, partially offset by certain sales activity during the period. (2) At September 30, 2019 and December 31, 2018 , approximately $2.1 million and $1.7 million , respectively, of these contract liability amounts are classified as current liabilities and are included in Accounts payable and accrued expenses in the Company’s Condensed Consolidated Balance Sheets . The remaining amounts are classified as noncurrent and are included in Other liabilities. During the nine months ended September 30, 2019 , the Company entered into new contracts resulting in an increase to contract liabilities of approximately $4.0 million . This increase was more than offset by approximately $14.9 million in reductions following certain product discontinuation activities in our International Pharmaceuticals segment and approximately $1.1 million in revenue recognized during the period. During the nine months ended September 30, 2019 , we recognized revenue of $6.7 million relating to performance obligations satisfied, or partially satisfied, in prior periods. Such revenue generally relates to changes in estimates with respect to our variable consideration. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Payable and Accrued Liabilities, Current [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 11. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses include the following at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Trade accounts payable $ 110,074 $ 96,024 Returns and allowances 208,264 236,946 Rebates 140,184 144,860 Chargebacks 1,578 2,971 Accrued interest 101,085 130,182 Accrued payroll and related benefits 71,867 89,895 Accrued royalties and other distribution partner payables 111,347 122,028 Acquisition-related contingent consideration—current 20,974 36,514 Other 171,808 149,780 Total $ 937,181 $ 1,009,200 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 12. DEBT The following table presents information about the Company’s total indebtedness at September 30, 2019 and December 31, 2018 (dollars in thousands): September 30, 2019 December 31, 2018 Effective Interest Rate Principal Amount Carrying Amount Effective Interest Rate Principal Amount Carrying Amount 7.25% Senior Notes due 2022 7.25 % $ 8,294 $ 8,294 7.91 % $ 400,000 $ 392,947 5.75% Senior Notes due 2022 5.75 % 182,479 182,479 6.04 % 700,000 694,464 5.375% Senior Notes due 2023 5.62 % 210,440 208,912 5.62 % 750,000 743,438 6.00% Senior Notes due 2023 6.28 % 1,439,840 1,426,195 6.28 % 1,635,000 1,616,817 5.875% Senior Secured Notes due 2024 6.14 % 300,000 296,497 6.14 % 300,000 296,062 6.00% Senior Notes due 2025 6.27 % 1,200,000 1,185,135 6.27 % 1,200,000 1,183,415 7.50% Senior Secured Notes due 2027 7.71 % 1,500,000 1,481,758 — — Term Loan B Facility Due 2024 6.59 % 3,338,162 3,309,791 7.02 % 3,363,775 3,331,276 Revolving Credit Facility 4.63 % 300,000 300,000 — — Total long-term debt, net $ 8,479,215 $ 8,399,061 $ 8,348,775 $ 8,258,419 Less current portion, net 34,150 34,150 34,150 34,150 Total long-term debt, less current portion, net $ 8,445,065 $ 8,364,911 $ 8,314,625 $ 8,224,269 The Company and its subsidiaries, with certain customary exceptions, guarantee or serve as issuers or borrowers of the debt instruments representing substantially all of the Company’s indebtedness at September 30, 2019 . The obligations under (i) all of the senior secured notes and (ii) the Credit Agreement (as defined below) and related loan documents are secured on a pari passu basis by a perfected first priority (subject to certain permitted liens) lien on the collateral securing such instruments, which collateral represents substantially all of the assets of the issuers or borrowers and the guarantors party thereto (subject to customary exceptions). Our senior unsecured notes are unsecured and effectively subordinated in right of priority to our credit agreement and our senior secured notes, in each case to the extent of the value of the collateral securing such instruments. The aggregate estimated fair value of the Company’s long-term debt, which was estimated using inputs based on quoted market prices for the same or similar debt issuances, was $6.9 billion and $7.2 billion at September 30, 2019 and December 31, 2018 , respectively. Based on this valuation methodology, we determined these debt instruments represent Level 2 measurements within the fair value hierarchy. Senior Notes and Senior Secured Notes At September 30, 2019 and December 31, 2018 , we were in compliance with all covenants contained in the indentures governing our various senior notes and senior secured notes. Credit Facilities The credit facilities consist of a $1,000.0 million revolving credit facility (the Revolving Credit Facility ) and a senior secured term loan facility (the Term Loan Facility and, together with the Revolving Credit Facility , the Credit Facilities ). In June 2019, the Company borrowed $300.0 million under the Revolving Credit Facility . The proceeds will be used for purposes consistent with the Company’s capital allocation priorities, including for general corporate purposes. After giving effect to this transaction and previously issued and outstanding letters of credit, approximately $696.8 million of remaining credit is available under the Revolving Credit Facility . However, the Company’s debt agreements contain certain conditions that limit the Company’s ability to incur additional secured indebtedness, including borrowings under the Revolving Credit Facility , which significantly restrict the Company’s access to this remaining available credit. At September 30, 2019 and December 31, 2018 , we were in compliance with all covenants contained in the Credit Agreement (as defined below). March 2019 Refinancing In March 2019, the Company executed several transactions (the March 2019 Refinancing Transactions ), which included: • the entry into an amendment (the Revolving Credit Facility Amendment ) to the Company’s existing credit agreement, which was originally dated April 27, 2017 (the Credit Agreement ); • the issuance of $1,500.0 million of 7.50% Senior Secured Notes due 2027 (the 2027 Notes ); • the repurchase of $1,642.2 million aggregate principal amount of certain of the Company’s senior unsecured notes for $1,500.0 million in cash, excluding accrued interest (the Notes Repurchases ); and • the solicitation of consents from the holders of the existing 7.25% Senior Notes due 2022 and 5.75% Senior Notes due 2022 (together, the Consent Notes) to certain amendments to the indentures governing such notes, which eliminated substantially all of the restrictive covenants, certain events of default and other provisions contained in each such indenture. The Revolving Credit Facility Amendment amended the Credit Agreement to, among other things, (i) extend the maturity of the commitments under the Revolving Credit Facility from April 2022 to March 2024 (with the exception of $76.0 million of commitments that were not extended), (ii) provide greater covenant flexibility by increasing the maximum Secured Net Leverage Ratio described in the Financial Covenant (as defined in the Credit Agreement ) from 3.50 :1.00 to 4.50 :1.00 and (iii) limit the scenarios under which such Financial Covenant will be tested. The 2027 Notes were issued by Par Pharmaceutical, Inc. (PPI), a wholly-owned indirect subsidiary of the Company, in a private offering to “qualified institutional buyers” (as defined in Rule 144A under the Securities Act) and outside the U.S. to non-U.S. persons in compliance with Regulation S under the Securities Act. The 2027 Notes are guaranteed on a senior secured basis by the Company and its subsidiaries that also guarantee the Credit Agreement (collectively, the Guarantors ). The 2027 Notes are senior secured obligations of PPI and the Guarantors and are secured by the same collateral that secures the Credit Agreement and the Company’s existing senior secured notes. Interest on the 2027 Notes is payable semiannually in arrears on April 1 and October 1 of each year, beginning on October 1, 2019. The 2027 Notes will mature on April 1, 2027; however, the indenture governing these notes allows for redemption prior to maturity, in whole or in part, subject to certain restrictions and limitations described therein, in the following ways: • Before April 1, 2022, the 2027 Notes may be redeemed, in whole or in part, by paying the sum of: (i) 100% of the principal amount being redeemed, (ii) an applicable make-whole premium as described in the indenture and (iii) accrued and unpaid interest, if any, to, but not including, the date of redemption. • On or after April 1, 2022, the 2027 Notes may be redeemed, in whole or in part, at redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. The redemption prices for the 2027 Notes vary over time pursuant to a step-down schedule set forth in the indenture, beginning at 105.625% of the principal amount redeemed and decreasing to 100% by April 1, 2025. • Before April 1, 2022, the 2027 Notes may be redeemed, in part (up to 35% of the principal amount outstanding), with the net cash proceeds from specified equity offerings at 107.500% of the principal amount redeemed, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. The 2027 Notes indenture contains covenants that, among other things, restrict the Company’s ability and the ability of its Restricted Subsidiaries (as defined in the indenture) to incur certain additional indebtedness and issue preferred stock; make certain dividends, distributions, investments and other restricted payments; sell certain assets; enter into sale and leaseback transactions; agree to certain restrictions on the ability of restricted subsidiaries to make certain payments to the Company or any of its restricted subsidiaries; create certain liens; merge, consolidate or sell all or substantially all of the Company’s assets; enter into certain transactions with affiliates or designate subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of exceptions and qualifications, including the fall away or revision of certain of these covenants and release of collateral upon the 2027 Notes receiving investment grade credit ratings. The Company used the net proceeds of the 2027 Notes and cash on hand primarily to fund the Notes Repurchases and to pay certain premiums, fees and expenses related thereto. The Notes Repurchases were completed by Endo Finance LLC (Endo Finance), a wholly-owned subsidiary of the Company, pursuant to a tender offer to repurchase portions of the Company’s outstanding 7.25% Senior Notes due 2022 , 5.75% Senior Notes due 2022 , 5.375% Senior Notes due 2023 and 6.00% Senior Notes due 2023 . In connection with the Notes Repurchases , Endo Finance repurchased $1,642.2 million of senior unsecured note indebtedness, representing the aggregate principal amount repurchased, for $1,500.0 million in cash (including certain cash premiums related thereto). The $1,642.2 million aggregate repurchase amount consisted of (i) $389.9 million aggregate principal amount of the 7.25% Senior Notes due 2022 , (ii) $517.5 million aggregate principal amount of the 5.75% Senior Notes due 2022 , (iii) $539.6 million aggregate principal amount of the 5.375% Senior Notes due 2023 and (iv) $195.2 million aggregate principal amount of the 6.00% Senior Notes due 2023 . The aggregate carrying amount of notes repurchased was $1,624.0 million . In conjunction with the Notes Repurchases , Endo Finance also solicited consents from holders of the Consent Notes to certain proposed amendments to the applicable indentures under which each series of Consent Notes were issued, which would eliminate substantially all restrictive covenants, certain events of default and certain other provisions contained in each such indenture. The proposed amendments were effected pursuant to a supplemental indenture to each such indenture executed by Endo Finance and the guarantors of the Consent Notes, which became operative upon the repurchase of at least the requisite consent amount of the applicable series of Consent Notes tendered. The difference between the cash paid and the carrying amount of notes repurchased in the Notes Repurchases resulted in a $124.0 million gain recorded as Gain on extinguishment of debt in the Condensed Consolidated Statements of Operations . In connection with the March 2019 Refinancing Transactions , we also incurred costs and fees totaling $26.2 million , of which $4.2 million related to the Notes Repurchases , $19.1 million related to the 2027 Notes issuance and $2.9 million related to the Revolving Credit Facility Amendment . The costs incurred in connection with the Notes Repurchases were charged to expense in the first quarter of 2019 and recorded as an offset to the Gain on extinguishment of debt . The costs incurred in connection with the 2027 Notes issuance and the Revolving Credit Facility Amendment , together with previously deferred debt issuance costs associated with the Revolving Credit Facility , have been deferred and will be amortized as interest expense over the terms of the respective instruments. Maturities The following table presents the maturities on our long-term debt for each of the five fiscal years subsequent to December 31, 2018 (in thousands): Maturities (1) 2019 $ 34,150 2020 $ 34,150 2021 $ 34,150 2022 (2) $ 247,723 2023 $ 1,684,430 __________ (1) Certain amounts borrowed pursuant to the Credit Facilities will immediately mature if certain of our senior notes are not refinanced or repaid in full prior to the date that is 91 days prior to the respective stated maturity dates thereof. Accordingly, we may seek to repay or refinance certain senior notes prior to their stated maturity dates. The amounts in this maturities table do not reflect any such early repayment or refinancing; rather, they reflect stated maturity dates. (2) This amount includes $22.8 million , representing the portion of our borrowing under the Revolving Credit Facility associated with the commitments that were not extended in connection with the March 2019 Refinancing Transactions . |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 13. COMMITMENTS AND CONTINGENCIES Legal Proceedings and Investigations We and certain of our subsidiaries are involved in various claims, legal proceedings and internal and governmental investigations (collectively, proceedings) that arise from time to time, including, among others, those relating to product liability, intellectual property, regulatory compliance, consumer protection, tax and commercial matters. While we cannot predict the outcome of these proceedings and we intend to vigorously prosecute or defend our position as appropriate, there can be no assurance that we will be successful or obtain any requested relief, and an adverse outcome in any of these proceedings could have a material adverse effect on our business, financial condition, results of operations and cash flows . Matters that are not being disclosed herein are, in the opinion of our management, immaterial both individually and in the aggregate with respect to our financial position, results of operations and cash flows. If and when such matters, in the opinion of our management, become material, either individually or in the aggregate, we will disclose them. We believe that certain settlements and judgments, as well as legal defense costs, relating to certain product liability or other matters are or may be covered in whole or in part under our insurance policies with a number of insurance carriers. In certain circumstances, insurance carriers reserve their rights to contest or deny coverage. We intend to contest vigorously any and all disputes with our insurance carriers and to enforce our rights under the terms of our insurance policies. Accordingly, we will record receivables with respect to amounts due under these policies only when the realization of the potential claim for recovery is considered probable. Amounts recovered under our insurance policies could be materially less than stated coverage limits and may not be adequate to cover damages, other relief and/or costs relating to claims. In addition, there is no guarantee that insurers will pay claims or that coverage will otherwise be available. As of September 30, 2019 , our accrual for loss contingencies totaled $684.1 million , the most significant components of which relate to product liability and related matters associated with vaginal mesh and testosterone. Although we believe there is a reasonable possibility that a loss in excess of the amount recognized exists, we are unable to estimate the possible loss or range of loss in excess of the amount recognized at this time. As of September 30, 2019 , $674.9 million of our accrual for loss contingencies is classified in the Current portion of legal settlement accrual in the Condensed Consolidated Balance Sheets , with the remainder classified as Long-term legal settlement accrual, less current portion . However, the timing of the resolution of certain of these matters remains uncertain. Product Liability and Related Matters We and certain of our subsidiaries have been named as defendants in numerous lawsuits in various U.S. federal and state courts, as well as in Canada and other countries, alleging personal injury resulting from the use of certain products of our subsidiaries. These and other related matters are described below in more detail. Vaginal Mesh. Since 2008, we and certain of our subsidiaries, including American Medical Systems Holdings, Inc. (subsequently converted to Astora Women’s Health Holding LLC and merged into Astora Women’s Health LLC and referred to herein as AMS and/or Astora), have been named as defendants in multiple lawsuits in various state and federal courts in the U.S. (including a federal multidistrict litigation (MDL) pending in the U.S. District Court for the Southern District of West Virginia (MDL No. 2325)), and in Canada and other countries, alleging personal injury resulting from the use of transvaginal surgical mesh products designed to treat pelvic organ prolapse (POP) and stress urinary incontinence (SUI). In January 2018, a representative proceeding (class action) was filed in the Federal Court of Australia against American Medical Systems, LLC. In the various class action and individual complaints, plaintiffs claim a variety of personal injuries, including chronic pain, incontinence, inability to control bowel function and permanent deformities, and seek compensatory and punitive damages, where available. We and certain plaintiffs’ counsel representing mesh-related product liability claimants have entered into various Master Settlement Agreements (MSAs) and other agreements to resolve up to approximately 71,000 filed and unfiled mesh claims handled or controlled by the participating counsel. These MSAs and other agreements were entered into at various times between June 2013 and the present, were solely by way of compromise and settlement and were not in any way an admission of liability or fault by us or any of our subsidiaries. All MSAs are subject to a process that includes guidelines and procedures for administering the settlements and the release of funds. In certain cases, the MSAs provide for the creation of QSFs into which funds may be deposited pursuant to certain schedules set forth in those agreements. All MSAs have participation requirements regarding the claims represented by each law firm party to the MSA. In addition, one agreement gives us a unilateral right of approval regarding which claims may be eligible to participate under that settlement. To the extent fewer claims than are authorized under an agreement participate, the total settlement payment under that agreement will be reduced by an agreed-upon amount for each such non-participating claim. Funds deposited in QSFs are considered restricted cash and/or restricted cash equivalents. Distribution of funds to any individual claimant is conditioned upon the receipt of documentation substantiating the validity of the claim, a full release and dismissal of the entire action or claim as to all AMS parties and affiliates. Prior to receiving funds, an individual claimant is required to represent and warrant that liens, assignment rights or other claims identified in the claims administration process have been or will be satisfied by the individual claimant. Confidentiality provisions apply to the amount of settlement awards to participating claimants, the claims evaluation process and procedures used in conjunction with award distributions, and the negotiations leading to the settlements. In October 2019, the Ontario Superior Court of Justice approved a class action settlement covering unresolved claims by Canadian women implanted with an AMS vaginal mesh device. The following table presents the changes in the QSFs and mesh liability accrual balances during the nine months ended September 30, 2019 (in thousands): Qualified Settlement Funds Mesh Liability Accrual Balance as of January 1, 2019 $ 299,733 $ 748,606 Additional charges — 30,000 Cash contributions to Qualified Settlement Funds 185,745 — Cash distributions to settle disputes from Qualified Settlement Funds (266,958 ) (266,958 ) Cash distributions to settle disputes — (13,334 ) Other (1) 3,125 3,256 Balance as of September 30, 2019 $ 221,645 $ 501,570 __________ (1) Amounts deposited in the QSFs may earn interest, which is generally used to pay administrative costs of the fund and is reflected in the table above as an increase to the QSF and Mesh Liability Accrual balances. Any interest remaining after all claims have been paid will generally be distributed to the claimants who participated in that settlement. Charges related to vaginal mesh liability and associated legal fees and other expenses for all periods presented are reported in Discontinued operations, net of tax in our Condensed Consolidated Statements of Operations . To date, the Company has made total mesh liability payments of approximately $3.5 billion , $221.6 million of which remains in the QSFs as of September 30, 2019 . We currently expect to fund into the QSFs the remaining payments under all settlement agreements during 2019 and 2020. As the funds are disbursed out of the QSFs from time to time, the liability accrual will be reduced accordingly with a corresponding reduction to restricted cash and cash equivalents. In addition, we may pay cash distributions to settle disputes separate from the QSFs, which will also decrease the liability accrual and decrease cash and cash equivalents. We were contacted in October 2012 regarding a civil investigation initiated by various state attorneys general into mesh products, including transvaginal surgical mesh products designed to treat POP and SUI. In November 2013, we received a subpoena relating to this investigation from the state of California, and we have subsequently received additional subpoenas from California and other states. We are cooperating with the investigations. We will continue to vigorously defend any unresolved claims and to explore other options as appropriate in our best interests. Similar matters may be brought by others or the foregoing matters may be expanded. We are unable to predict the outcome of these matters or to estimate the possible range of any additional losses that could be incurred. Although the Company believes it has appropriately estimated the probable total amount of loss associated with all mesh-related matters as of the date of this report, litigation is ongoing in certain cases that have not settled, trials may occur as early as December 2019, and it is reasonably possible that further claims may be filed or asserted and that adjustments to our overall liability accrual may be required. This could have a material adverse effect on our business, financial condition, results of operations and cash flows . Testosterone. Various manufacturers of prescription medications containing testosterone, including our subsidiaries Endo Pharmaceuticals Inc. (EPI) and Auxilium Pharmaceuticals, Inc. (subsequently converted to Auxilium Pharmaceuticals, LLC and hereinafter referred to as Auxilium), have been named as defendants in multiple lawsuits alleging personal injury resulting from the use of such medications, including FORTESTA ® Gel, DELATESTRYL ® , TESTIM ® , TESTOPEL ® , AVEED ® and STRIANT ® . Plaintiffs in these suits have generally alleged various personal injuries, including pulmonary embolism, stroke or other vascular and/or cardiac injuries, and sought compensatory and/or punitive damages, where available. As of October 29, 2019 , we were aware of approximately 882 testosterone cases (some of which may have been filed on behalf of multiple plaintiffs) pending against one or more of our subsidiaries. These cases have been coordinated in a federal MDL pending in the U.S. District Court for the Northern District of Illinois ( MDL No. 2545 ). In June 2018, counsel for plaintiffs, on the one hand, and Auxilium and EPI, on the other, executed an MSA allowing for the resolution of all known testosterone replacement therapy product liability claims against our subsidiaries. The MSA was solely by way of compromise and settlement and was not in any way an admission of fault by us or any of our subsidiaries. The MSA is subject to a process that includes guidelines and procedures for administering the settlement and the release of funds. Among other things, the MSA provides for the creation of a QSF into which the settlement funds will be deposited, establishes participation requirements and allows for a reduction of the total settlement payment in the event the participation threshold is not met. Distribution of funds to any individual claimant is conditioned upon the receipt of documentation substantiating product use and injury as determined by a third-party special master, the dismissal of any lawsuit and the release of the claim as to us and all affiliates. Prior to receiving funds, an individual claimant must represent and warrant that liens, assignment rights or other claims identified in the claims administration process have been or will be satisfied by the individual claimant. Confidentiality provisions apply to the settlement funds, amounts allocated to individual claimants and other terms of the agreement. The MDL also included a lawsuit filed in November 2014 in the U.S. District for the Northern District of Illinois against EPI, Auxilium and various other manufacturers of testosterone products on behalf of a proposed class of health insurance companies and other third party payers. This lawsuit is not part of the settlement described above. After a series of motions to dismiss, plaintiff filed a third amended complaint in April 2016, asserting civil claims for alleged violations of the Racketeer Influenced and Corrupt Organizations Act and negligent misrepresentation based on defendants’ marketing of certain testosterone products. The court denied a motion to dismiss this complaint in August 2016. In July 2018, the court denied plaintiff’s motion for class certification. In February 2019, the court granted defendants’ motion for summary judgment. Plaintiff’s appeal to the U.S. Court of Appeals for the Seventh Circuit remains pending. We will continue to vigorously defend any unresolved claims and to explore other options as appropriate in our best interests. Similar matters may be brought by others or the foregoing matters may be expanded. We are unable to predict the outcome of these matters or to estimate the possible range of any additional losses that could be incurred. Although the Company believes it has appropriately estimated the probable total amount of loss associated with testosterone-related matters as of the date of this report, it is reasonably possible that further claims may be filed or asserted and that adjustments to our overall liability accrual may be required. This could have a material adverse effect on our business, financial condition, results of operations and cash flows . Opioid-Related Matters Since 2014, multiple U.S. states, counties, other governmental persons or entities and private plaintiffs have filed suit against us and/or certain of our subsidiaries, including Endo Health Solutions Inc. (EHSI), EPI, PPI, Par Pharmaceutical Companies, Inc. (PPCI), Endo Generics Holdings, Inc. (EGHI), Vintage Pharmaceuticals, LLC, Generics Bidco I, LLC and DAVA Pharmaceuticals, LLC, as well as various other manufacturers, distributors, pharmacies and/or others, asserting claims relating to defendants’ alleged sales, marketing and/or distribution practices with respect to prescription opioid medications, including certain of our products. As of October 29, 2019 , the cases of which we were aware include, but are not limited to, approximately 18 cases filed by or on behalf of states; approximately 2,500 cases filed by counties, cities, Native American tribes and/or other government-related persons or entities; approximately 240 cases filed by hospitals, health systems, unions, health and welfare funds or other third-party payers and approximately 140 cases filed by individuals. Certain of the cases have been filed as putative class actions. In addition to the litigation in the U.S., in August 2018, an action against Paladin Labs Inc., EPI, the Company and various other manufacturers and distributors was commenced in British Columbia on behalf of a proposed class of all federal, provincial and territorial governments and agencies in Canada that paid healthcare, pharmaceutical and treatment costs related to opioids. In May 2019, two putative class actions were filed in Canada, seeking relief on behalf of Canadian residents who were prescribed opioid medications. One of the actions (filed in Ontario Superior Court) names Paladin Labs Inc., the Company and EPI along with several other defendants, and the other action (filed in Quebec Superior Court) names Paladin Labs Inc. along with several other defendants. In the Quebec action, an amended application was filed in October 2019; among other things, the amended application substituted in a new plaintiff. Many of the U.S. cases have been coordinated in a federal MDL pending in the U.S. District Court for the Northern District of Ohio (MDL No. 2804). In March 2018, the U.S. Department of Justice (DOJ) filed a statement of interest in the case, and in April 2018 it filed a motion to participate in settlement discussions as a friend of the court, which the MDL court granted. The MDL court has issued various case management and substantive orders in certain cases. The first MDL trial, relating to the claims of two Ohio counties (Track One plaintiffs), was set for October 2019 but did not go forward after most defendants settled. In September 2019, EPI, EHSI, PPI and PPCI executed a settlement agreement with the Track One plaintiffs providing for payments totaling $10 million and up to $1 million of VASOSTRICT ® and/or ADRENALIN ® . Under the settlement agreement, the Track One plaintiffs may be entitled to additional payments in the event of a comprehensive resolution of government-related opioid claims. The settlement agreement was solely by way of compromise and settlement and was not in any way an admission of fault by us or any of our subsidiaries. Other cases remain pending in various state courts. In some jurisdictions, certain state court cases have been transferred to a single court within their respective state court systems for coordinated pretrial proceedings. The state cases are generally at the pleading and/or discovery stage with certain of these cases scheduled for trial beginning in 2020. The complaints in the cases assert a variety of claims including, but not limited to, claims for alleged violations of public nuisance, consumer protection, unfair trade practices, racketeering, Medicaid fraud and/or drug dealer liability statutes and/or common law claims for public nuisance, fraud/misrepresentation, strict liability, negligence and/or unjust enrichment. The claims are generally based on alleged misrepresentations and/or omissions in connection with the sale and marketing of prescription opioid medications and/or an alleged failure to take adequate steps to prevent abuse and diversion. Plaintiffs generally seek declaratory and/or injunctive relief; compensatory, punitive and/or treble damages; restitution, disgorgement, civil penalties, abatement, attorneys’ fees, costs and/or other relief. W e will continue to vigorously defend the foregoing matters and to explore other options as appropriate in our best interests. Similar matters may be brought by others or the foregoing matters may be expanded. We are unable to predict the outcome of these matters or to estimate the possible range of any losses that could be incurred. Adjustments to our overall liability accrual may be required in the future, which could have a material adverse effect on our business, financial condition, results of operations and cash flows . In addition to the lawsuits described above, the Company and/or its subsidiaries have received certain subpoenas, civil investigative demands (CIDs) and informal requests for information concerning the sale, marketing and/or distribution of prescription opioid medications, including the following: Various state attorneys general have served subpoenas and/or CIDs on EHSI and/or EPI. We are cooperating with the investigations. In January 2018, our subsidiary EPI received a federal grand jury subpoena from the U.S. District Court for the Southern District of Florida in connection with an investigation being conducted by the U.S. Attorney’s Office for the Southern District of Florida. The subpoena seeks information related to OPANA ® ER, other oxymorphone products and marketing of opioid medications. We are cooperating with the investigation. In September 2019, EPI, EHSI, PPI and PPCI received subpoenas from the New York State Department of Financial Services seeking production of certain documents and information regarding the marketing, sale and distribution of opioid medications in New York. We are providing information responsive to these subpoenas. Similar investigations may be brought by others or the foregoing matters may be expanded or result in litigation. We are unable to predict the outcome of these matters or to estimate the possible range of any losses that could be incurred. Adjustments to our overall liability accrual may be required in the future, which could have a material adverse effect on our business, financial condition, results of operations and cash flows . Generic Drug Pricing Matters In December 2014, we received a grand jury subpoena from the Antitrust Division of the DOJ issued by the U.S. District Court for the Eastern District of Pennsylvania addressed to Par Pharmaceuticals. The subpoena requested documents and information focused primarily on product and pricing information relating to the authorized generic version of Lanoxin (digoxin) oral tablets and generic doxycycline products, and on communications with competitors and others regarding those products. We are cooperating with the investigation. In May 2018, we and our subsidiary PPCI each received a CID from the DOJ in relation to a False Claims Act investigation concerning whether generic pharmaceutical manufacturers engaged in price-fixing and market allocation agreements, paid illegal remuneration and caused the submission of false claims. We are cooperating with the investigation. Similar investigations may be brought by others or the foregoing matters may be expanded or result in litigation. We are unable to predict the outcome of these matters or to estimate the possible range of any losses that could be incurred. Adjustments to our overall liability accrual may be required in the future, which could have a material adverse effect on our business, financial condition, results of operations and cash flows . Since March 2016, various private plaintiffs and state attorneys general have filed cases against our subsidiary PPI and/or, in some instances, the Company, Generics Bidco I, LLC, DAVA Pharmaceuticals, LLC and/or PPCI, as well as other pharmaceutical manufacturers and, in some instances, other corporate and/or individual defendants, alleging price-fixing and other anticompetitive conduct with respect to generic pharmaceutical products. These cases, which include proposed class actions filed on behalf of direct purchasers, end-payers and indirect purchaser resellers, as well as non-class action suits, have generally been consolidated and/or coordinated for pretrial proceedings in a federal MDL pending in the U.S. District Court for the Eastern District of Pennsylvania under the caption In re Generic Pharmaceuticals Pricing Antitrust Litigation (MDL No. 2724). The various complaints and amended complaints generally assert claims under federal and/or state antitrust law, state consumer protection statutes and/or state common law, and seek damages, treble damages, civil penalties, disgorgement, declaratory and injunctive relief, costs and attorneys’ fees. Some claims are based on alleged product-specific conspiracies. The allegations relating to our subsidiaries in certain of the various complaints focus primarily on one or more of the following products: amitriptyline, baclofen, budesonide, digoxin, divalproex ER, doxycycline hyclate, doxycycline monohydrate, entecavir, fluoxetine, flutamide, hydroxyurea, labetalol, methimazole, nystatin, omega-3-acid ethyl esters, propranolol and/or zoledronic acid. Other claims allege broader, multiple-product conspiracies involving various combinations of these and/or other products. Under these overarching conspiracy theories, plaintiffs seek to hold all alleged participants in a particular conspiracy jointly and severally liable for all harms caused by the alleged conspiracy, not just harms related to the products manufactured and/or sold by a particular defendant. The MDL court has issued various case management and substantive orders, including orders denying certain motions to dismiss, and discovery is ongoing. W e will continue to vigorously defend the foregoing matters and to explore other options as appropriate in our best interests. Similar matters may be brought by others or the foregoing matters may be expanded. We are unable to predict the outcome of these matters or to estimate the possible range of any losses that could be incurred. Adjustments to our overall liability accrual may be required in the future, which could have a material adverse effect on our business, financial condition, results of operations and cash flows . Other Antitrust Matters Beginning in November 2013, multiple alleged purchasers of LIDODERM ® filed a number of cases against our subsidiary EPI and other pharmaceutical companies generally alleging that they had entered into an anticompetitive agreement to restrain trade through the settlement of certain patent infringement litigation. The various complaints asserted claims under Sections 1 and 2 of the Sherman Act, state antitrust and consumer protection statutes and/or state common law. Plaintiffs generally sought damages, treble damages, disgorgement of profits, restitution, injunctive relief and attorneys’ fees. The cases were consolidated and/or coordinated in April 2014 in a federal MDL in the U.S. District Court for the Northern District of California (MDL No. 2521 ). The MDL court certified classes of direct and indirect purchasers in February 2017. EPI settled with certain opt-out retailer plaintiffs in October 2017. In September 2018, the court approved EPI’s settlement with the class plaintiffs and entered judgment dismissing the class cases with prejudice. In connection with the settlements, several indirect purchasers which previously had opted out were permitted to rejoin the class. The class settlement agreements provide for aggregate payments of approximately $100 million . As of October 29, 2019 , EPI had paid approximately $90 million of this total, including approximately $60 million in 2018 and $30 million in the first quarter of 2019. The remaining $10 million is included in our accrual for loss contingencies. In September 2019, Blue Cross Blue Shield of Michigan and Blue Care Network of Michigan filed a complaint against EPI and other pharmaceutical companies in the Third Judicial Circuit Court, Wayne County, Michigan, asserting claims substantially similar to those asserted in the MDL. In October 2019, certain defendants removed the case to federal court. Beginning in June 2014, multiple alleged purchasers of OPANA ® ER filed cases against our subsidiaries EHSI and EPI and other pharmaceutical companies, including Impax Laboratories, LLC (formerly Impax Laboratories, Inc. and referred to herein as Impax) and Penwest Pharmaceuticals Co., which our subsidiary EPI had acquired. Some cases were filed on behalf of putative classes of direct and indirect purchasers, while others were filed on behalf of individual retailers or health care benefit plans. All cases have been consolidated and/or coordinated for pretrial proceedings in a federal MDL pending in the U.S. District Court for the Northern District of Illinois (MDL No. 2580). Plaintiffs generally allege that an agreement reached by EPI and Impax to settle patent infringement litigation concerning multiple patents pertaining to OPANA ® ER and EPI’s introduction of reformulated OPANA ® ER violated antitrust laws. The various complaints assert claims under Sections 1 and 2 of the Sherman Act, state antitrust and consumer protection statutes and/or state common law. Plaintiffs generally seek damages, treble damages, disgorgement of profits, restitution, injunctive relief and attorneys’ fees. In March 2019, direct and indirect purchaser plaintiffs filed motions for class certification, which remain pending. Expert discovery is ongoing. Beginning in February 2009, the FTC and certain private plaintiffs filed suit against our subsidiary Par Pharmaceutical Companies, Inc. (since June 2016, EGHI) and other pharmaceutical companies alleging violations of antitrust law arising out of their settlement of certain patent litigation concerning the generic version of AndroGel ® . Generally, the complaints seek damages, treble damages, equitable relief and attorneys’ fees and costs. The cases have been consolidated and/or coordinated for pretrial proceedings in a federal MDL pending in the U.S. District Court for the Northern District of Georgia (MDL No. 2084). In September 2012, the MDL court granted summary judgment to defendants on plaintiffs’ claims of sham litigation. In May 2016, plaintiffs representing a putative class of indirect purchasers voluntarily dismissed their claims with prejudice. In February 2017, the FTC voluntarily dismissed its claims against EGHI with prejudice. Claims by certain alleged direct purchasers or their assignees are still pending against EGHI and other defendants. In June 2018, the MDL court granted in part and denied in part various summary judgment and evidentiary motions filed by defendants. In particular, the court rejected two of direct purchasers’ three causation theories, rejected damages claims related to AndroGel ® 1.62% and granted in part a motion seeking to exclude part of plaintiffs’ proposed manufacturing expert’s opinions. The motions were denied in all other respects. In July 2018, the court denied certain plaintiffs’ motion for certification of a direct purchaser class. The MDL court has scheduled a trial for February 2020. In August 2019, following the MDL court’s denial of class certification, several alleged direct purchasers filed a separate suit in the U.S. District Court for the Eastern District of Pennsylvania asserting claims substantially similar to those asserted in the MDL, as well as additional claims against other defendants relating to other patent settlement agreements. In September 2019, the defendants filed a motion to transfer venue to the Northern District of Georgia to permit coordination with the MDL. That motion remains pending. Beginning in May 2018, multiple complaints were filed in the U.S. District Court for the Southern District of New York against PPI, EPI and/or us, as well as other pharmaceutical companies alleging violations of antitrust law arising out of their settlement of certain patent litigation concerning the generic version of Exforge ® (amlodipine/valsartan). Some cases were filed on behalf of putative classes of direct and indirect purchasers; others are non-class action suits. The various complaints assert claims under Sections 1 and 2 of the Sherman Act, state antitrust and consumer protection statutes and/or state common law. Plaintiffs generally seek damages, treble damages, equitable relief and attorneys’ fees and costs. In September 2018, the putative class plaintiffs stipulated to the dismissal without prejudice of their claims against EPI and us, and the retailer plaintiffs later did the same. PPI filed a partial motion to dismiss certain claims in September 2018, which was granted in August 2019. The case is currently in discovery. Beginning in February 2018, several alleged indirect purchasers filed proposed class actions against our subsidiary PPI and other pharmaceutical companies alleging violations of antitrust law arising out of their settlement of certain patent litigation concerning the generic version of Zetia ® (ezetimibe). The various complaints assert claims under Sections 1 and 2 of the Sherman Act, state antitrust and consumer protection statutes and/or state common law. Plaintiffs generally seek injunctive relief, damages, treble damages, attorneys’ fees and costs. In June 2018, these and other related cases, including proposed direct purchaser class actions in which PPI was not named as a defendant, were consolidated and/or coordinated for pretrial proceedings in a federal MDL pending in the U.S. District Court for the Eastern District of Virginia (MDL No. 2836). In September 2018, the indirect purchaser plaintiffs dismissed their claims against PPI without prejudice. In May 2019, the direct purchaser plaintiffs filed a motion seeking leave of court to file an amended consolidated class complaint adding PPI as a defendant in the direct purchaser actions, which leave was granted in June 2019; certain retailer plaintiffs filed a similar motion, which was granted in July 2019. In July 2019, PPI entered into settlement agreements with both the direct purchaser plaintiffs and the retailer plaintiffs. The direct purchaser settlement is subject to court approval. The settlement agreements involve no admission of liability and no monetary payment. Beginning in August 2019, multiple complaints were filed in the U.S. Di |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
OTHER COMPREHENSIVE INCOME (LOSS) | NOTE 14. OTHER COMPREHENSIVE INCOME (LOSS) There were no tax effects allocated to any component of Other comprehensive (loss) income for the three and nine months ended September 30, 2019 and 2018 . Substantially all of the Company’s Accumulated other comprehensive loss balances at September 30, 2019 and December 31, 2018 consist of Foreign currency translation loss . |
Shareholders' Deficit
Shareholders' Deficit | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
SHAREHOLDERS' DEFICIT | NOTE 15. SHAREHOLDERS' DEFICIT The following table presents a reconciliation of the beginning and ending balances in Total shareholders' deficit for the three and nine months ended September 30, 2019 (in thousands): Euro Deferred Shares Ordinary Shares Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Shareholders' Deficit BALANCE, DECEMBER 31, 2018, PRIOR TO THE ADOPTION OF ASC 842 (1) $ 46 $ 22 $ 8,855,810 $ (9,124,932 ) $ (229,229 ) $ (498,283 ) Effect of adopting ASC 842 (1) — — — (4,646 ) — (4,646 ) BALANCE, JANUARY 1, 2019 $ 46 $ 22 $ 8,855,810 $ (9,129,578 ) $ (229,229 ) $ (502,929 ) Net loss — — — (18,573 ) — (18,573 ) Other comprehensive income — — — — 4,730 4,730 Compensation related to share-based awards — — 24,733 — — 24,733 Exercise of options — — 4 — — 4 Tax withholding for restricted shares — — (2,414 ) — — (2,414 ) Other (1 ) — — — — (1 ) BALANCE, MARCH 31, 2019 $ 45 $ 22 $ 8,878,133 $ (9,148,151 ) $ (224,499 ) $ (494,450 ) Net loss — — — (106,005 ) — (106,005 ) Other comprehensive income — — — — 4,395 4,395 Compensation related to share-based awards — — 12,600 — — 12,600 Tax withholding for restricted shares — — (7,013 ) — — (7,013 ) Other — 1 — — — 1 BALANCE, JUNE 30, 2019 $ 45 $ 23 $ 8,883,720 $ (9,254,156 ) $ (220,104 ) $ (590,472 ) Net loss — — — (79,415 ) — (79,415 ) Other comprehensive loss — — — — (2,515 ) (2,515 ) Compensation related to share-based awards — — 11,576 — — 11,576 Tax withholding for restricted shares — — (650 ) — — (650 ) Other (1 ) — — — — (1 ) BALANCE, SEPTEMBER 30, 2019 $ 44 $ 23 $ 8,894,646 $ (9,333,571 ) $ (222,619 ) $ (661,477 ) __________ (1) Refer to Note 2. Summary of Significant Accounting Policies for further description of ASC 842. The following table presents a reconciliation of the beginning and ending balances in Total shareholders' equity (deficit) for the three and nine months ended September 30, 2018 (in thousands): Euro Deferred Shares Ordinary Shares Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Shareholders' Equity (Deficit) BALANCE, DECEMBER 31, 2017, PRIOR TO THE ADOPTION OF ASC 606 (1) $ 48 $ 22 $ 8,791,170 $ (8,096,539 ) $ (209,821 ) $ 484,880 Effect of adopting ASC 606 (1) — — — 3,076 — 3,076 BALANCE, JANUARY 1, 2018 $ 48 $ 22 $ 8,791,170 $ (8,093,463 ) $ (209,821 ) $ 487,956 Net loss — — — (505,489 ) — (505,489 ) Other comprehensive loss — — — — (5,797 ) (5,797 ) Compensation related to share-based awards — — 17,890 — — 17,890 Tax withholding for restricted shares — — (1,642 ) — — (1,642 ) Other 1 — (12 ) — — (11 ) BALANCE, MARCH 31, 2018 $ 49 $ 22 $ 8,807,406 $ (8,598,952 ) $ (215,618 ) $ (7,093 ) Net loss — — — (60,867 ) — (60,867 ) Other comprehensive loss — — — — (5,971 ) (5,971 ) Compensation related to share-based awards — — 12,096 — — 12,096 Tax withholding for restricted shares — — (234 ) — — (234 ) Other (2 ) — (6 ) — — (8 ) BALANCE, JUNE 30, 2018 $ 47 $ 22 $ 8,819,262 $ (8,659,819 ) $ (221,589 ) $ (62,077 ) Net loss — — — (173,205 ) — (173,205 ) Other comprehensive income — — — — 4,735 4,735 Compensation related to share-based awards — — 13,736 — — 13,736 Exercise of options — — 473 — — 473 Tax withholding for restricted shares — — (3,206 ) — — (3,206 ) Other (1 ) — 86 — — 85 BALANCE, SEPTEMBER 30, 2018 $ 46 $ 22 $ 8,830,351 $ (8,833,024 ) $ (216,854 ) $ (219,459 ) __________ (1) The Company adopted ASC 606 on January 1, 2018 using the modified retrospective method for all revenue-generating contracts, including modifications thereto, that were not completed contracts at the date of adoption. As a result of adopting ASC 606, the Company recorded a net decrease of $3.1 million to its accumulated deficit at January 1, 2018, representing the cumulative impact of adopting ASC 606. Share-Based Compensation The Company recognized share-based compensation expense of $11.6 million and $13.7 million during the three months ended September 30, 2019 and 2018 , respectively, and $48.9 million and $43.7 million during the nine months ended September 30, 2019 and 2018 , respectively. As of September 30, 2019 , the total remaining unrecognized compensation cost related to non-vested share-based compensation awards amounted to $61.6 million . As of September 30, 2019 , the weighted average remaining requisite service period for non-vested stock options was 1.1 years and for non-vested restricted stock units was 1.8 years . |
Other Expense (Income), Net
Other Expense (Income), Net | 9 Months Ended |
Sep. 30, 2019 | |
Component of Operating Income [Abstract] | |
OTHER EXPENSE (INCOME), NET | NOTE 16. OTHER EXPENSE (INCOME), NET The components of Other expense (income), net for the three and nine months ended September 30, 2019 and 2018 are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net gain on sale of business and other assets (1) $ (1,933 ) $ (2,866 ) $ (3,101 ) $ (29,859 ) Foreign currency loss (gain), net (2) 579 1,354 4,336 (734 ) Net loss from our investments in the equity of other companies (3) 191 842 2,546 3,163 Other miscellaneous, net (4) 17,366 (837 ) 16,627 (5,786 ) Other expense (income), net $ 16,203 $ (1,507 ) $ 20,408 $ (33,216 ) __________ (1) Amounts primarily relate to the sales of various ANDAs. (2) Amounts relate to the remeasurement of the Company’s foreign currency denominated assets and liabilities. (3) Amounts relate to the income statement impacts of our investments in the equity of other companies, including investments accounted for under the equity method. (4) Amounts during the three and nine months ended September 30, 2019 primarily relate to $17.5 million of contract termination costs incurred as a result of certain product discontinuation activities in our International Pharmaceuticals segment . |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 17. INCOME TAXES The following table displays our Loss from continuing operations before income tax , Income tax expense and Effective tax rate for the three and nine months ended September 30, 2019 and 2018 (dollars in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Loss from continuing operations before income tax $ (24,070 ) $ (143,068 ) $ (120,363 ) $ (671,559 ) Income tax expense $ 17,361 $ 3,003 $ 31,732 $ 24,729 Effective tax rate (72.1 )% (2.1 )% (26.4 )% (3.7 )% The income tax expense for the three months ended September 30, 2019 primarily relates to accrued interest on uncertain tax positions as well as the geographic mix of pre-tax earnings . As of September 30, 2019 , we had valuation allowances established against our deferred tax assets in most jurisdictions in which we operate, with the exception of Canada and India . The income tax expense for the comparable 2018 period primarily relates to the geographic mix of pre-tax earnings. The income tax expense for the nine months ended September 30, 2019 primarily relates to a taxable gain arising from the extinguishment of debt in the March 2019 Refinancing Transactions, the geographic mix of pre-tax earnings and accrued interest on uncertain tax positions . The income tax expense for the comparable 2018 period primarily relates to the geographic mix of pre-tax earnings and discrete tax expense incurred in connection with an intercompany asset restructuring. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | NOTE 18. NET LOSS PER SHARE The following is a reconciliation of the numerator and denominator of basic and diluted net loss per share for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Loss from continuing operations $ (41,431 ) $ (146,071 ) $ (152,095 ) $ (696,288 ) Loss from discontinued operations, net of tax (37,984 ) (27,134 ) (51,898 ) (43,273 ) Net loss $ (79,415 ) $ (173,205 ) $ (203,993 ) $ (739,561 ) Denominator: For basic per share data—weighted average shares 226,598 224,132 225,804 223,829 Dilutive effect of ordinary share equivalents — — — — For diluted per share data—weighted average shares 226,598 224,132 225,804 223,829 Basic net loss per share amounts are computed based on the weighted average number of ordinary shares outstanding during the period. Diluted net loss per share amounts are computed based on the weighted average number of ordinary shares outstanding and, if there is net income from continuing operations during the period, the dilutive effect of ordinary share equivalents outstanding during the period. The dilutive effect of ordinary share equivalents is measured using the treasury stock method. Stock options and awards that have been issued but for which a grant date has not yet been established are not considered in the calculation of basic or diluted weighted average shares. All potentially dilutive items were excluded from the diluted share calculation for the three and nine months ended September 30, 2019 and 2018 because their effect would have been anti-dilutive, as the Company was in a loss position. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Lease Accounting | The Company adopted Accounting Standards Codification Topic 842, Leases (ASC 842) on January 1, 2019. For further discussion of the adoption, refer to the “ Recent Accounting Pronouncements Adopted or Otherwise Effective as of September 30, 2019 ” section below. ASC 842 applies to a number of arrangements to which the Company is party. Whenever the Company enters into a new arrangement, it must determine, at the inception date, whether the arrangement is or contains a lease. This determination generally depends on whether the arrangement conveys to the Company the right to control the use of an explicitly or implicitly identified asset for a period of time in exchange for consideration. Control of an underlying asset is conveyed to the Company if the Company obtains the rights to direct the use of and to obtain substantially all of the economic benefits from using the underlying asset. If a lease exists, the Company must then determine the separate lease and nonlease components of the arrangement. Each right to use an underlying asset conveyed by a lease arrangement should generally be considered a separate lease component if it both: (i) can benefit the Company without depending on other resources not readily available to the Company and (ii) does not significantly affect and is not significantly affected by other rights of use conveyed by the lease. Aspects of a lease arrangement that transfer other goods or services to the Company but do not meet the definition of lease components are considered nonlease components. The consideration owed by the Company pursuant to a lease arrangement is generally allocated to each lease and nonlease components for accounting purposes. However, the Company has elected, for all of its leases, to not separate lease and nonlease components. Each lease component is accounted for separately from other lease components, but together with the associated nonlease components. For each lease, the Company must then determine the lease term, the present value of lease payments and the classification of the lease as either an operating or finance lease. The lease term is the period of the lease not cancellable by the Company, together with periods covered by: (i) renewal options the Company is reasonably certain to exercise, (ii) termination options the Company is reasonably certain not to exercise and (iii) renewal or termination options that are controlled by the lessor. The present value of lease payments is calculated based on: • Lease payments—Lease payments include fixed and certain variable payments, less lease incentives, together with amounts probable of being owed by the Company under residual value guarantees and, if reasonably certain of being paid, the cost of certain renewal options and early termination penalties set forth in the lease arrangement. Lease payments exclude consideration that is not related to the transfer of goods and services to the Company. • Discount rate—The discount rate must be determined based on information available to the Company upon the commencement of a lease. Lessees are required to use the rate implicit in the lease whenever such rate is readily available; however, as the implicit rate in the Company’s leases is generally not readily determinable, the Company generally uses the hypothetical incremental borrowing rate it would have to pay to borrow an amount equal to the lease payments, on a collateralized basis, over a timeframe similar to the lease term. In making the determination of whether a lease is an operating lease or a finance lease, the Company considers the lease term in relation to the economic life of the leased asset, the present value of lease payments in relation to the fair value of the leased asset and certain other factors, including the lessee's and lessor's rights, obligations and economic incentives over the term of the lease. Generally, upon the commencement of a lease, the Company will record a lease liability and a right-of-use (ROU) asset. However, the Company has elected, for all underlying assets with initial lease terms of twelve months or less (known as short-term leases), to not recognize a lease liability or ROU asset. Lease liabilities are initially recorded at lease commencement as the present value of future lease payments. ROU assets are initially recorded at lease commencement as the initial amount of the lease liability, together with the following, if applicable: (i) initial direct costs incurred by the lessee and (ii) lease payments made by the lessor, net of lease incentives received, prior to lease commencement. Over the lease term, the Company generally increases its lease liabilities using the effective interest method and decreases its lease liabilities for lease payments made. The Company generally amortizes its ROU assets over the shorter of the estimated useful life and the lease term and assesses its ROU assets for impairment, similar to other long-lived assets. For finance leases, amortization expense and interest expense are recognized separately in the Condensed Consolidated Statements of Operations, with amortization expense generally recorded on a straight-line basis and interest expense recorded using the effective interest method. For operating leases, a single lease cost is generally recognized in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term unless an impairment has been recorded with respect to a leased asset. Lease costs for short-term leases not recognized in the Condensed Consolidated Balance Sheets are recognized in the Condensed Consolidated Statements of Operations on a straight-line basis over the lease term. Variable lease costs not initially included in the lease liability and ROU asset impairment charges are expensed as incurred. |
Cloud Computing Arrangements | The Company may from time to time incur costs in connection with hosting arrangements that are service contracts. Subsequent to the Company’s January 1, 2019 adoption of Accounting Standards Update (ASU) No. 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (ASU 2018-15), which is further described below, the Company capitalizes any such implementation costs, expenses them over the terms of the respective hosting arrangements and subjects them to impairment testing consistent with other long-lived assets. |
Recent Accounting Pronouncements | Recently Issued Accounting Pronouncements Not Yet Adopted as of September 30, 2019 In August 2018, the Financial Accounting Standards Board (FASB) issued ASU No. 2018-13, “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (ASU 2018-13). ASU 2018-13 modifies the disclosure requirements on fair value measurements in Accounting Standards Codification Topic 820, Fair Value Measurement . ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Certain aspects of ASU 2018-13 require prospective treatment, while others require retrospective treatment. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-13 on the Company’s disclosures. In November 2018, the FASB issued ASU No. 2018-18, “Clarifying the Interaction Between Topic 808 and Topic 606” (ASU 2018-18). The main provisions of ASU 2018-18 include: (i) clarifying that certain transactions between collaborative arrangement participants should be accounted for as revenue when the collaborative arrangement participant is a customer in the context of a unit of account and (ii) precluding the presentation of transactions with collaborative arrangement participants that are not directly related to sales to third parties together with revenue. ASU 2018-18 is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. ASU 2018-18 should be applied retrospectively to the date of initial application of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606), which was January 1, 2018 for the Company. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-18 on the Company’s consolidated results of operations, financial position and disclosures. Recent Accounting Pronouncements Adopted or Otherwise Effective as of September 30, 2019 In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (ASU 2016-02) to establish a comprehensive new accounting standard for leases. ASU 2016-02, together with a series of subsequently-issued related ASUs, has been codified in ASC 842. ASC 842 supersedes the lease accounting requirements in Accounting Standards Codification Topic 840, Leases (ASC 840), and requires lessees to, among other things, recognize on the balance sheet a right-of-use asset and a right-of-use lease liability, representing the present value of future minimum lease payments, for most leases. The Company adopted ASC 842 using the modified retrospective approach with an effective date of January 1, 2019 for leases that existed on that date. Prior period results continue to be presented under ASC 840 based on the accounting standards originally in effect for such periods. The Company has elected certain practical expedients permitted under the transition guidance within ASC 842 to leases that commenced before January 1, 2019, including the package of practical expedients, as well as the practical expedient permitting the Company to not assess whether certain land easements contain leases. Due to the Company's election of these practical expedients, the Company has carried forward certain historical conclusions for existing contracts, including conclusions relating to initial direct costs and to the existence and classification of leases. On January 1, 2019, as a result of adopting ASC 842, the Company recognized new ROU assets, current lease liabilities and noncurrent lease liabilities associated with operating leases of $59.4 million , $11.0 million and $57.3 million , respectively, which were recorded in the Condensed Consolidated Balance Sheets as Operating lease assets, Current portion of operating lease liabilities and Operating lease liabilities, less current portion, respectively. The Company also derecognized certain assets and liabilities related to existing build-to-suit lease arrangements for which construction was completed prior to the date of transition and recognized new finance lease ROU assets and lease liabilities related to those lease arrangements. The net effect of the Company’s adoption of ASC 842 resulted in a net increase to Accumulated deficit of $4.6 million . In August 2018, the FASB issued ASU 2018-15. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (including hosting arrangements where a software license is deemed to exist). ASU 2018-15 also requires the customer to expense any such capitalized implementation costs over the term of the hosting arrangement and to apply the existing impairment guidance for long-lived assets to such capitalized costs. Additionally, ASU 2018-15 sets forth required disclosures and guidance on financial statement classification for expenses, cash flows and balances related to implementation costs within the scope of ASU 2018-15. The Company early adopted this guidance during the first quarter of 2019 on a prospective basis. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of disposal groups, including discontinued operations, income statement, balance sheet and additional disclosures | The following table provides the operating results of Astora Discontinued operations, net of tax, for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Litigation-related and other contingencies, net $ 30,000 $ 19,000 $ 30,400 $ 19,000 Loss from discontinued operations before income taxes $ (37,984 ) $ (27,134 ) $ (51,898 ) $ (43,273 ) Income tax benefit $ — $ — $ — $ — Discontinued operations, net of tax $ (37,984 ) $ (27,134 ) $ (51,898 ) $ (43,273 ) |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring reserve by type of cost | The liability related to the 2017 Generic Pharmaceuticals Restructuring Initiative is primarily included in Accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets . Changes to this liability during the nine months ended September 30, 2019 were as follows (in thousands): Employee Separation and Other Benefit-Related Costs Other Restructuring Costs Total Liability balance as of January 1, 2019 $ 4,239 $ 48 $ 4,287 Cash distributions (4,239 ) (48 ) (4,287 ) Liability balance as of September 30, 2019 $ — $ — $ — |
Segment Results (Tables)
Segment Results (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of reportable segments information | The following represents selected information for the Company’s reportable segments for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net revenues from external customers: Branded Pharmaceuticals $ 217,313 $ 220,100 $ 629,851 $ 632,972 Sterile Injectables 263,635 237,150 777,963 670,847 Generic Pharmaceuticals 218,012 257,969 654,322 748,445 International Pharmaceuticals (1) 30,466 30,247 87,428 108,425 Total net revenues from external customers $ 729,426 $ 745,466 $ 2,149,564 $ 2,160,689 Adjusted income from continuing operations before income tax: Branded Pharmaceuticals $ 91,444 $ 84,891 $ 253,417 $ 262,454 Sterile Injectables 197,974 170,329 566,345 513,082 Generic Pharmaceuticals 29,433 82,555 128,738 247,137 International Pharmaceuticals 11,511 13,377 35,053 45,594 Total segment adjusted income from continuing operations before income tax $ 330,362 $ 351,152 $ 983,553 $ 1,068,267 __________ (1) Revenues generated by our International Pharmaceuticals segment are primarily attributable to external customers located in Canada. The table below provides reconciliations of our Total consolidated loss from continuing operations before income tax , which is determined in accordance with U.S. GAAP, to our total segment adjusted income from continuing operations before income tax for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Total consolidated loss from continuing operations before income tax $ (24,070 ) $ (143,068 ) $ (120,363 ) $ (671,559 ) Interest expense, net 136,903 131,847 404,387 385,896 Corporate unallocated costs (1) 37,891 49,187 124,351 144,693 Amortization of intangible assets 131,932 161,275 417,949 471,662 Inventory step-up — 71 — 261 Upfront and milestone payments to partners 1,672 4,731 4,055 43,027 Retention and separation benefits and other cost reduction initiatives (2) 11,023 4,001 15,172 82,141 Certain litigation-related and other contingencies, net (3) (14,414 ) (1,750 ) (4,093 ) 15,370 Asset impairment charges (4) 4,766 142,217 258,652 613,400 Acquisition-related and integration items (5) 16,025 1,288 (26,983 ) 13,284 Gain on extinguishment of debt — — (119,828 ) — Foreign currency impact related to the remeasurement of intercompany debt instruments (922 ) 1,528 2,874 (1,560 ) Other, net (6) 29,556 (175 ) 27,380 (28,348 ) Total segment adjusted income from continuing operations before income tax $ 330,362 $ 351,152 $ 983,553 $ 1,068,267 __________ (1) Amounts include certain corporate overhead costs, such as headcount, facility and corporate litigation expenses and certain other income and expenses. (2) Amounts for both the three and nine months ended September 30, 2019 include $6.7 million of costs associated with retention bonuses awarded to certain senior management of the Company. Other amounts during each of the periods presented related primarily to our restructuring initiatives. Such amounts included employee separation costs of $2.2 million during the nine months ended September 30, 2019 and other charges of $4.4 million and $6.3 million during the three and nine months ended September 30, 2019 , respectively. During the three and nine months ended September 30, 2018 , such amounts included employee separation costs of $2.1 million and $32.7 million , respectively, charges to increase excess inventory reserves of $0.2 million and $2.8 million , respectively, and other charges of $1.7 million and $11.4 million , respectively. Also included in the amount for the nine months ended September 30, 2018 is accelerated depreciation of $35.2 million . See Note 4. Restructuring for discussion of our material restructuring initiatives. (3) Amounts include adjustments to our accruals for litigation-related settlement charges and certain settlement proceeds related to suits filed by our subsidiaries. Our material legal proceedings and other contingent matters are described in more detail in Note 13. Commitments and Contingencies . (4) Amounts primarily relate to charges to impair goodwill and intangible assets as further described in Note 9. Goodwill and Other Intangibles . (5) Amounts primarily relate to changes in the fair value of contingent consideration. (6) Amounts during the three and nine months ended September 30, 2019 include $17.5 million for contract termination costs incurred as a result of certain product discontinuation activities in our International Pharmaceuticals segment and $14.1 million for a premium associated with an extended reporting period endorsement on an expiring insurance program . The remaining amounts primarily relate to gains on sales of businesses and other assets. |
Disaggregation of revenue | The Company disaggregates its revenue from contracts with customers into the categories included in the table below (in thousands). The Company believes these categories depict how the nature, timing and uncertainty of revenue and cash flows are affected by economic factors. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Branded Pharmaceuticals: Specialty Products: XIAFLEX® $ 82,756 $ 64,214 $ 226,118 $ 184,855 SUPPRELIN® LA 20,772 20,408 66,542 60,948 Other Specialty (1) 28,470 27,614 78,397 69,226 Total Specialty Products $ 131,998 $ 112,236 $ 371,057 $ 315,029 Established Products: PERCOCET® $ 28,561 $ 30,730 $ 88,199 $ 93,539 TESTOPEL® 13,236 15,962 40,830 44,976 Other Established (2) 43,518 61,172 129,765 179,428 Total Established Products $ 85,315 $ 107,864 $ 258,794 $ 317,943 Total Branded Pharmaceuticals (3) $ 217,313 $ 220,100 $ 629,851 $ 632,972 Sterile Injectables: VASOSTRICT® $ 129,691 $ 112,333 $ 384,854 $ 332,387 ADRENALIN® 40,311 35,460 133,468 101,858 APLISOL® 28,085 15,992 55,996 49,064 Ertapenem for injection 21,853 25,798 79,619 25,798 Other Sterile Injectables (4) 43,695 47,567 124,026 161,740 Total Sterile Injectables (3) $ 263,635 $ 237,150 $ 777,963 $ 670,847 Total Generic Pharmaceuticals (5) $ 218,012 $ 257,969 $ 654,322 $ 748,445 Total International Pharmaceuticals (6) $ 30,466 $ 30,247 $ 87,428 $ 108,425 Total revenues, net $ 729,426 $ 745,466 $ 2,149,564 $ 2,160,689 __________ (1) Products included within Other Specialty are NASCOBAL ® Nasal Spray and AVEED ® . Beginning with our first-quarter 2019 reporting, TESTOPEL ® , which was previously included in Other Specialty, has been reclassified and is now included in the Established Products portfolio for all periods presented. (2) Products included within Other Established include, but are not limited to, LIDODERM ® , VOLTAREN ® Gel, EDEX ® , FORTESTA ® Gel and TESTIM ® , including the authorized generics of FORTESTA ® Gel and TESTIM ® . (3) Individual products presented above represent the top two performing products in each product category for either the three or nine months ended September 30, 2019 and/or any product having revenues in excess of $25 million during any quarterly period in 2019 or 2018 . (4) Products included within Other Sterile Injectables include ephedrine sulfate injection and others. (5) The Generic Pharmaceuticals segment is comprised of a portfolio of products that are generic versions of branded products, are distributed primarily through the same wholesalers, generally have no intellectual property protection and are sold within the U.S. During the three and nine months ended September 30, 2019 , colchicine tablets, the authorized generic of Takeda Pharmaceuticals U.S.A., Inc.’s Colcrys ® , which launched in July 2018, made up 7% and 6% of consolidated total revenue, respectively. No other individual product within this segment has exceeded 5% of consolidated total revenues for the periods presented. (6) The International Pharmaceuticals segment, which accounted for 4% of consolidated total revenues during both the three and nine months ended September 30, 2019 and 4% and 5% of consolidated total revenues during the three and nine months ended September 30, 2018 , respectively, includes a variety of specialty pharmaceutical products sold outside the U.S., primarily in Canada through our operating company Paladin. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of cash and cash equivalents | The following table presents current and noncurrent restricted cash and cash equivalent balances at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Restricted cash and cash equivalents—current portion (1) $ 222,491 $ 305,368 Restricted cash and cash equivalents—noncurrent portion (2) 22,357 22,356 Restricted cash and cash equivalents—total (3) $ 244,848 $ 327,724 __________ (1) These amounts are reported in our Condensed Consolidated Balance Sheets as Restricted cash and cash equivalents. (2) These amounts are reported in our Condensed Consolidated Balance Sheets as Other assets. (3) Approximately $221.6 million and $299.7 million of our restricted cash and cash equivalents are held in qualified settlement funds (QSFs) for mesh-related matters at September 30, 2019 and December 31, 2018 , respectively. The remaining amount of restricted cash and cash equivalents at September 30, 2019 primarily relates to other litigation-related matters. See Note 13. Commitments and Contingencies for further information. |
Restrictions on cash and cash equivalents | The following table presents current and noncurrent restricted cash and cash equivalent balances at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Restricted cash and cash equivalents—current portion (1) $ 222,491 $ 305,368 Restricted cash and cash equivalents—noncurrent portion (2) 22,357 22,356 Restricted cash and cash equivalents—total (3) $ 244,848 $ 327,724 __________ (1) These amounts are reported in our Condensed Consolidated Balance Sheets as Restricted cash and cash equivalents. (2) These amounts are reported in our Condensed Consolidated Balance Sheets as Other assets. (3) Approximately $221.6 million and $299.7 million of our restricted cash and cash equivalents are held in qualified settlement funds (QSFs) for mesh-related matters at September 30, 2019 and December 31, 2018 , respectively. The remaining amount of restricted cash and cash equivalents at September 30, 2019 primarily relates to other litigation-related matters. See Note 13. Commitments and Contingencies for further information. |
Financial assets and liabilities measured at fair value on recurring basis | The Company’s financial assets and liabilities measured at fair value on a recurring basis at September 30, 2019 and December 31, 2018 were as follows (in thousands): Fair Value Measurements at September 30, 2019 using: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 748,441 $ — $ — $ 748,441 Liabilities: Acquisition-related contingent consideration—current $ — $ — $ 20,974 $ 20,974 Acquisition-related contingent consideration—noncurrent $ — $ — $ 38,520 $ 38,520 Fair Value Measurements at December 31, 2018 using: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Assets: Money market funds $ 137,215 $ — $ — $ 137,215 Liabilities: Acquisition-related contingent consideration—current $ — $ — $ 36,514 $ 36,514 Acquisition-related contingent consideration—noncurrent $ — $ — $ 80,189 $ 80,189 |
Changes to liability for acquisition-related contingent consideration | The following table presents changes to the Company’s liability for acquisition-related contingent consideration, which is measured at fair value on a recurring basis using significant unobservable inputs (Level 3), for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Beginning of period $ 52,930 $ 152,098 $ 116,703 $ 190,442 Amounts settled (9,376 ) (24,564 ) (30,541 ) (73,298 ) Changes in fair value recorded in earnings 16,025 769 (26,983 ) 11,731 Effect of currency translation (85 ) 167 315 (405 ) End of period $ 59,494 $ 128,470 $ 59,494 $ 128,470 The following table presents changes to the Company’s liability for acquisition-related contingent consideration during the nine months ended September 30, 2019 by acquisition (in thousands): Balance as of December 31, 2018 Changes in Fair Value Recorded in Earnings Amounts Settled and Other Balance as of September 30, 2019 Auxilium acquisition $ 14,157 $ 1,086 $ (388 ) $ 14,855 Lehigh Valley Technologies, Inc. acquisitions 34,700 10,566 (14,466 ) 30,800 VOLTAREN® Gel acquisition (1) 56,240 (37,395 ) (14,601 ) 4,244 Other 11,606 (1,240 ) (771 ) 9,595 Total $ 116,703 $ (26,983 ) $ (30,226 ) $ 59,494 __________ (1) The change in fair value recorded in earnings includes the impact of certain competitive events occurring during the nine months ended September 30, 2019 . |
Summary of nonrecurring fair value measurements | The Company’s financial assets and liabilities measured at fair value on a nonrecurring basis during the nine months ended September 30, 2019 were as follows (in thousands): Fair Value Measurements during the Nine Months Ended September 30, 2019 (1) using: Total Expense for the Nine Months Ended September 30, 2019 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Intangible assets, excluding goodwill (Note 9) $ — $ — $ 41,839 $ (104,660 ) Certain property, plant and equipment — — — (2,884 ) Total $ — $ — $ 41,839 $ (107,544 ) __________ (1) The fair value amounts are presented as of the date of the fair value measurement as these assets are not measured at fair value on a recurring basis. Such measurements generally occur in connection with our quarter-end financial reporting close procedures. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories consist of the following at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Raw materials (1) $ 123,608 $ 122,825 Work-in-process (1) 68,880 70,458 Finished goods (1) 146,025 128,896 Total $ 338,513 $ 322,179 __________ (1) The components of inventory shown in the table above are net of allowance for obsolescence. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Assets and liabilities, lessee | The following table presents information about the Company's ROU assets and lease liabilities at September 30, 2019 (in thousands): Condensed Consolidated Balance Sheets Line Items September 30, 2019 ROU assets: Operating lease ROU assets Operating lease assets $ 53,839 Finance lease ROU assets Property, plant and equipment, net 59,104 Total ROU assets $ 112,943 Operating lease liabilities: Current operating lease liabilities Current portion of operating lease liabilities $ 10,575 Noncurrent operating lease liabilities Operating lease liabilities, less current portion 50,965 Total operating lease liabilities $ 61,540 Finance lease liabilities: Current finance lease liabilities Accounts payable and accrued expenses $ 5,550 Noncurrent finance lease liabilities Other liabilities 32,768 Total finance lease liabilities $ 38,318 |
Lease, cost | The following table provides the weighted average remaining lease term and weighted average discount rates for our leases as of September 30, 2019 : September 30, 2019 Weighted average remaining lease term (years), weighted based on lease liability balances: Operating leases 6.0 years Finance leases 9.7 years Weighted average discount rate (percentages), weighted based on the remaining balance of lease payments: Operating leases 5.8 % Finance leases 5.5 % The following table provides certain cash flow and supplemental noncash information related to our lease liabilities for the nine months ended September 30, 2019 (in thousands): Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash payments for operating leases $ 11,200 Operating cash payments for finance leases $ 1,535 Financing cash payments for finance leases $ 7,826 Lease liabilities arising from obtaining right-of-use assets: Operating leases $ 623 Finance leases $ 5,901 The following table presents information about lease costs and expenses and sublease income for the three and nine months ended September 30, 2019 (in thousands): Condensed Consolidated Statements of Operations Line Items Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease cost Various (1) $ 3,510 $ 10,269 Finance lease cost: Amortization of ROU assets Various (1) $ 2,311 $ 7,096 Interest on lease liabilities Interest expense, net $ 271 $ 1,256 Other lease costs and income: Variable lease costs (2) Various (1) $ 2,318 $ 7,185 Sublease income Various (1) $ (932 ) $ (2,828 ) __________ (1) Amounts are included in the Condensed Consolidated Statements of Operations based on the function that the underlying leased asset supports. The following table presents the components of such aggregate amounts for the three and nine months ended September 30, 2019 (in thousands): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Cost of revenues $ 2,793 $ 8,425 Selling, general and administrative $ 4,347 $ 13,145 Research and development $ 67 $ 152 (2) Amounts represent variable lease costs incurred that were not included in the initial measurement of the lease liability, such as common area maintenance and utilities costs associated with leased real estate and certain costs associated with our automobile leases. |
Lessee, operating lease, liability, maturity | The following table, determined in accordance with ASC 842, provides the undiscounted amount of future cash flows included in our lease liabilities at September 30, 2019 for each of the five years subsequent to December 31, 2018 and thereafter, as well as a reconciliation of such undiscounted cash flows to our lease liabilities at September 30, 2019 (in thousands): Operating Leases Finance Leases 2019, excluding amounts already paid $ 3,740 $ 1,826 2020 13,771 7,447 2021 13,996 7,594 2022 12,424 7,744 2023 10,012 7,898 Thereafter 20,549 21,881 Total future lease payments $ 74,492 $ 54,390 Less: amount representing interest 12,952 16,072 Present value of future lease payments (lease liability) $ 61,540 $ 38,318 |
Finance lease, liability, maturity | The following table, determined in accordance with ASC 842, provides the undiscounted amount of future cash flows included in our lease liabilities at September 30, 2019 for each of the five years subsequent to December 31, 2018 and thereafter, as well as a reconciliation of such undiscounted cash flows to our lease liabilities at September 30, 2019 (in thousands): Operating Leases Finance Leases 2019, excluding amounts already paid $ 3,740 $ 1,826 2020 13,771 7,447 2021 13,996 7,594 2022 12,424 7,744 2023 10,012 7,898 Thereafter 20,549 21,881 Total future lease payments $ 74,492 $ 54,390 Less: amount representing interest 12,952 16,072 Present value of future lease payments (lease liability) $ 61,540 $ 38,318 |
Schedule of future minimum rental payments for operating leases | The Company’s future minimum lease commitments as of December 31, 2018 under ASC 840, as reported in the Annual Report, were as follows: Capital Leases (1) Operating Leases 2019 $ 6,884 $ 15,800 2020 6,819 14,519 2021 6,921 12,883 2022 7,072 12,454 2023 7,225 9,945 Thereafter 9,127 20,573 Total minimum lease payments $ 44,048 $ 86,174 Less: Amount representing interest 4,084 Total present value of minimum payments $ 39,964 Less: Current portion of such obligations 5,845 Long-term capital lease obligations $ 34,119 __________ (1) The Malvern, Pennsylvania headquarters lease arrangement is included under Capital Leases. |
Schedule of future minimum lease payments for capital leases | The Company’s future minimum lease commitments as of December 31, 2018 under ASC 840, as reported in the Annual Report, were as follows: Capital Leases (1) Operating Leases 2019 $ 6,884 $ 15,800 2020 6,819 14,519 2021 6,921 12,883 2022 7,072 12,454 2023 7,225 9,945 Thereafter 9,127 20,573 Total minimum lease payments $ 44,048 $ 86,174 Less: Amount representing interest 4,084 Total present value of minimum payments $ 39,964 Less: Current portion of such obligations 5,845 Long-term capital lease obligations $ 34,119 __________ (1) The Malvern, Pennsylvania headquarters lease arrangement is included under Capital Leases. |
Goodwill and Other Intangibles
Goodwill and Other Intangibles (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in the carrying amount of goodwill | Changes in the carrying amount of our goodwill for the nine months ended September 30, 2019 were as follows (in thousands): Branded Pharmaceuticals Sterile Injectables Generic Pharmaceuticals International Pharmaceuticals Total Goodwill as of December 31, 2018 $ 828,818 $ 2,731,193 $ 151,108 $ 53,517 $ 3,764,636 Effect of currency translation — — — 1,794 1,794 Goodwill impairment charges — — (151,108 ) — (151,108 ) Goodwill as of September 30, 2019 $ 828,818 $ 2,731,193 $ — $ 55,311 $ 3,615,322 The carrying amounts of goodwill at September 30, 2019 and December 31, 2018 are net of the following accumulated impairments (in thousands): Branded Pharmaceuticals Sterile Injectables Generic Pharmaceuticals International Pharmaceuticals Total Accumulated impairment losses as of December 31, 2018 $ 855,810 $ — $ 2,991,549 $ 456,408 $ 4,303,767 Accumulated impairment losses as of September 30, 2019 $ 855,810 $ — $ 3,142,657 $ 470,181 $ 4,468,648 |
Schedule of other intangible assets | Changes in the amount of other intangible assets for the nine months ended September 30, 2019 are set forth in the table below (in thousands). Cost basis: Balance as of December 31, 2018 Acquisitions Impairments Other (1) Effect of Currency Translation Balance as of September 30, 2019 Indefinite-lived intangibles: In-process research and development $ 93,900 $ — $ — $ — $ — $ 93,900 Total indefinite-lived intangibles $ 93,900 $ — $ — $ — $ — $ 93,900 Finite-lived intangibles: Licenses (weighted average life of 14 years) $ 457,402 $ — $ — $ — $ — $ 457,402 Tradenames 6,409 — — — — 6,409 Developed technology (weighted average life of 11 years) 6,182,015 — (104,660 ) (2,196 ) 7,443 6,082,602 Total finite-lived intangibles (weighted average life of 11 years) $ 6,645,826 $ — $ (104,660 ) $ (2,196 ) $ 7,443 $ 6,546,413 Total other intangibles $ 6,739,726 $ — $ (104,660 ) $ (2,196 ) $ 7,443 $ 6,640,313 Accumulated amortization: Balance as of December 31, 2018 Amortization Impairments Other (1) Effect of Currency Translation Balance as of September 30, 2019 Finite-lived intangibles: Licenses $ (398,182 ) $ (9,726 ) $ — $ — $ — $ (407,908 ) Tradenames (6,409 ) — — — — (6,409 ) Developed technology (2,877,829 ) (408,223 ) — 2,196 (3,923 ) (3,287,779 ) Total other intangibles $ (3,282,420 ) $ (417,949 ) $ — $ 2,196 $ (3,923 ) $ (3,702,096 ) Net other intangibles $ 3,457,306 $ 2,938,217 __________ (1) Other adjustments relate to the removal of certain fully amortized intangible assets. |
Schedule of future amortization expense | Estimated amortization of intangibles for the five fiscal years subsequent to December 31, 2018 is as follows (in thousands): 2019 $ 543,795 2020 $ 457,248 2021 $ 415,637 2022 $ 399,886 2023 $ 369,619 |
Schedule of intangible asset impairment charges including goodwill | During the three and nine months ended September 30, 2019 and 2018 , the Company incurred the following goodwill and other intangible asset impairment charges (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Goodwill impairment charges $ — $ — $ 151,108 $ 391,000 Other intangible asset impairment charges $ 4,261 $ 140,609 $ 104,660 $ 217,576 |
Contract Assets and Liabiliti_2
Contract Assets and Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Contract with Customer, Asset and Liability [Abstract] | |
Contract assets and liabilities | The following table shows the opening and closing balances of contract assets and contract liabilities from contracts with customers (dollars in thousands): September 30, 2019 December 31, 2018 $ Change % Change Contract assets, net (1) $ 4,283 $ 12,065 $ (7,782 ) (65 )% Contract liabilities, net (2) $ 6,864 $ 19,217 $ (12,353 ) (64 )% __________ (1) At September 30, 2019 and December 31, 2018 , approximately $4.3 million and $9.3 million , respectively, of these contract asset amounts are classified as current assets and are included in Prepaid expenses and other current assets in the Company’s Condensed Consolidated Balance Sheets . The remaining amounts are classified as noncurrent and are included in Other assets. The net decrease in contract assets during the nine months ended September 30, 2019 was primarily due to reclassifications to accounts receivable following the resolution of certain conditions other than the passage of time affecting the Company’s rights to consideration for the sale of certain goods, partially offset by certain sales activity during the period. (2) At September 30, 2019 and December 31, 2018 , approximately $2.1 million and $1.7 million , respectively, of these contract liability amounts are classified as current liabilities and are included in Accounts payable and accrued expenses in the Company’s Condensed Consolidated Balance Sheets . The remaining amounts are classified as noncurrent and are included in Other liabilities. During the nine months ended September 30, 2019 , the Company entered into new contracts resulting in an increase to contract liabilities of approximately $4.0 million . This increase was more than offset by approximately $14.9 million in reductions following certain product discontinuation activities in our International Pharmaceuticals segment and approximately $1.1 million in revenue recognized during the period. |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Payable and Accrued Liabilities, Current [Abstract] | |
Schedule of accounts payable and accrued liabilities | Accounts payable and accrued expenses include the following at September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Trade accounts payable $ 110,074 $ 96,024 Returns and allowances 208,264 236,946 Rebates 140,184 144,860 Chargebacks 1,578 2,971 Accrued interest 101,085 130,182 Accrued payroll and related benefits 71,867 89,895 Accrued royalties and other distribution partner payables 111,347 122,028 Acquisition-related contingent consideration—current 20,974 36,514 Other 171,808 149,780 Total $ 937,181 $ 1,009,200 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | The following table presents information about the Company’s total indebtedness at September 30, 2019 and December 31, 2018 (dollars in thousands): September 30, 2019 December 31, 2018 Effective Interest Rate Principal Amount Carrying Amount Effective Interest Rate Principal Amount Carrying Amount 7.25% Senior Notes due 2022 7.25 % $ 8,294 $ 8,294 7.91 % $ 400,000 $ 392,947 5.75% Senior Notes due 2022 5.75 % 182,479 182,479 6.04 % 700,000 694,464 5.375% Senior Notes due 2023 5.62 % 210,440 208,912 5.62 % 750,000 743,438 6.00% Senior Notes due 2023 6.28 % 1,439,840 1,426,195 6.28 % 1,635,000 1,616,817 5.875% Senior Secured Notes due 2024 6.14 % 300,000 296,497 6.14 % 300,000 296,062 6.00% Senior Notes due 2025 6.27 % 1,200,000 1,185,135 6.27 % 1,200,000 1,183,415 7.50% Senior Secured Notes due 2027 7.71 % 1,500,000 1,481,758 — — Term Loan B Facility Due 2024 6.59 % 3,338,162 3,309,791 7.02 % 3,363,775 3,331,276 Revolving Credit Facility 4.63 % 300,000 300,000 — — Total long-term debt, net $ 8,479,215 $ 8,399,061 $ 8,348,775 $ 8,258,419 Less current portion, net 34,150 34,150 34,150 34,150 Total long-term debt, less current portion, net $ 8,445,065 $ 8,364,911 $ 8,314,625 $ 8,224,269 |
Schedule of maturities of long-term debt | The following table presents the maturities on our long-term debt for each of the five fiscal years subsequent to December 31, 2018 (in thousands): Maturities (1) 2019 $ 34,150 2020 $ 34,150 2021 $ 34,150 2022 (2) $ 247,723 2023 $ 1,684,430 __________ (1) Certain amounts borrowed pursuant to the Credit Facilities will immediately mature if certain of our senior notes are not refinanced or repaid in full prior to the date that is 91 days prior to the respective stated maturity dates thereof. Accordingly, we may seek to repay or refinance certain senior notes prior to their stated maturity dates. The amounts in this maturities table do not reflect any such early repayment or refinancing; rather, they reflect stated maturity dates. (2) This amount includes $22.8 million , representing the portion of our borrowing under the Revolving Credit Facility associated with the commitments that were not extended in connection with the March 2019 Refinancing Transactions . |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Changes in qualified settlement funds accounts and product liability balance | The following table presents the changes in the QSFs and mesh liability accrual balances during the nine months ended September 30, 2019 (in thousands): Qualified Settlement Funds Mesh Liability Accrual Balance as of January 1, 2019 $ 299,733 $ 748,606 Additional charges — 30,000 Cash contributions to Qualified Settlement Funds 185,745 — Cash distributions to settle disputes from Qualified Settlement Funds (266,958 ) (266,958 ) Cash distributions to settle disputes — (13,334 ) Other (1) 3,125 3,256 Balance as of September 30, 2019 $ 221,645 $ 501,570 __________ (1) Amounts deposited in the QSFs may earn interest, which is generally used to pay administrative costs of the fund and is reflected in the table above as an increase to the QSF and Mesh Liability Accrual balances. Any interest remaining after all claims have been paid will generally be distributed to the claimants who participated in that settlement. |
Shareholders' Deficit (Tables)
Shareholders' Deficit (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Schedule of changes in stockholders' equity | The following table presents a reconciliation of the beginning and ending balances in Total shareholders' deficit for the three and nine months ended September 30, 2019 (in thousands): Euro Deferred Shares Ordinary Shares Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Shareholders' Deficit BALANCE, DECEMBER 31, 2018, PRIOR TO THE ADOPTION OF ASC 842 (1) $ 46 $ 22 $ 8,855,810 $ (9,124,932 ) $ (229,229 ) $ (498,283 ) Effect of adopting ASC 842 (1) — — — (4,646 ) — (4,646 ) BALANCE, JANUARY 1, 2019 $ 46 $ 22 $ 8,855,810 $ (9,129,578 ) $ (229,229 ) $ (502,929 ) Net loss — — — (18,573 ) — (18,573 ) Other comprehensive income — — — — 4,730 4,730 Compensation related to share-based awards — — 24,733 — — 24,733 Exercise of options — — 4 — — 4 Tax withholding for restricted shares — — (2,414 ) — — (2,414 ) Other (1 ) — — — — (1 ) BALANCE, MARCH 31, 2019 $ 45 $ 22 $ 8,878,133 $ (9,148,151 ) $ (224,499 ) $ (494,450 ) Net loss — — — (106,005 ) — (106,005 ) Other comprehensive income — — — — 4,395 4,395 Compensation related to share-based awards — — 12,600 — — 12,600 Tax withholding for restricted shares — — (7,013 ) — — (7,013 ) Other — 1 — — — 1 BALANCE, JUNE 30, 2019 $ 45 $ 23 $ 8,883,720 $ (9,254,156 ) $ (220,104 ) $ (590,472 ) Net loss — — — (79,415 ) — (79,415 ) Other comprehensive loss — — — — (2,515 ) (2,515 ) Compensation related to share-based awards — — 11,576 — — 11,576 Tax withholding for restricted shares — — (650 ) — — (650 ) Other (1 ) — — — — (1 ) BALANCE, SEPTEMBER 30, 2019 $ 44 $ 23 $ 8,894,646 $ (9,333,571 ) $ (222,619 ) $ (661,477 ) __________ (1) Refer to Note 2. Summary of Significant Accounting Policies for further description of ASC 842. The following table presents a reconciliation of the beginning and ending balances in Total shareholders' equity (deficit) for the three and nine months ended September 30, 2018 (in thousands): Euro Deferred Shares Ordinary Shares Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Shareholders' Equity (Deficit) BALANCE, DECEMBER 31, 2017, PRIOR TO THE ADOPTION OF ASC 606 (1) $ 48 $ 22 $ 8,791,170 $ (8,096,539 ) $ (209,821 ) $ 484,880 Effect of adopting ASC 606 (1) — — — 3,076 — 3,076 BALANCE, JANUARY 1, 2018 $ 48 $ 22 $ 8,791,170 $ (8,093,463 ) $ (209,821 ) $ 487,956 Net loss — — — (505,489 ) — (505,489 ) Other comprehensive loss — — — — (5,797 ) (5,797 ) Compensation related to share-based awards — — 17,890 — — 17,890 Tax withholding for restricted shares — — (1,642 ) — — (1,642 ) Other 1 — (12 ) — — (11 ) BALANCE, MARCH 31, 2018 $ 49 $ 22 $ 8,807,406 $ (8,598,952 ) $ (215,618 ) $ (7,093 ) Net loss — — — (60,867 ) — (60,867 ) Other comprehensive loss — — — — (5,971 ) (5,971 ) Compensation related to share-based awards — — 12,096 — — 12,096 Tax withholding for restricted shares — — (234 ) — — (234 ) Other (2 ) — (6 ) — — (8 ) BALANCE, JUNE 30, 2018 $ 47 $ 22 $ 8,819,262 $ (8,659,819 ) $ (221,589 ) $ (62,077 ) Net loss — — — (173,205 ) — (173,205 ) Other comprehensive income — — — — 4,735 4,735 Compensation related to share-based awards — — 13,736 — — 13,736 Exercise of options — — 473 — — 473 Tax withholding for restricted shares — — (3,206 ) — — (3,206 ) Other (1 ) — 86 — — 85 BALANCE, SEPTEMBER 30, 2018 $ 46 $ 22 $ 8,830,351 $ (8,833,024 ) $ (216,854 ) $ (219,459 ) __________ (1) The Company adopted ASC 606 on January 1, 2018 using the modified retrospective method for all revenue-generating contracts, including modifications thereto, that were not completed contracts at the date of adoption. As a result of adopting ASC 606, the Company recorded a net decrease of $3.1 million to its accumulated deficit at January 1, 2018, representing the cumulative impact of adopting ASC 606. |
Other Expense (Income), Net (Ta
Other Expense (Income), Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Component of Operating Income [Abstract] | |
Schedule of components of other income, net | The components of Other expense (income), net for the three and nine months ended September 30, 2019 and 2018 are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Net gain on sale of business and other assets (1) $ (1,933 ) $ (2,866 ) $ (3,101 ) $ (29,859 ) Foreign currency loss (gain), net (2) 579 1,354 4,336 (734 ) Net loss from our investments in the equity of other companies (3) 191 842 2,546 3,163 Other miscellaneous, net (4) 17,366 (837 ) 16,627 (5,786 ) Other expense (income), net $ 16,203 $ (1,507 ) $ 20,408 $ (33,216 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of of components of income tax expense (benefit) | The following table displays our Loss from continuing operations before income tax , Income tax expense and Effective tax rate for the three and nine months ended September 30, 2019 and 2018 (dollars in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Loss from continuing operations before income tax $ (24,070 ) $ (143,068 ) $ (120,363 ) $ (671,559 ) Income tax expense $ 17,361 $ 3,003 $ 31,732 $ 24,729 Effective tax rate (72.1 )% (2.1 )% (26.4 )% (3.7 )% |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of the numerator and denominator of basic and diluted net loss per share | The following is a reconciliation of the numerator and denominator of basic and diluted net loss per share for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Loss from continuing operations $ (41,431 ) $ (146,071 ) $ (152,095 ) $ (696,288 ) Loss from discontinued operations, net of tax (37,984 ) (27,134 ) (51,898 ) (43,273 ) Net loss $ (79,415 ) $ (173,205 ) $ (203,993 ) $ (739,561 ) Denominator: For basic per share data—weighted average shares 226,598 224,132 225,804 223,829 Dilutive effect of ordinary share equivalents — — — — For diluted per share data—weighted average shares 226,598 224,132 225,804 223,829 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Jan. 01, 2018 |
Product Information [Line Items] | ||||
Operating lease ROU assets | $ 53,839 | $ 0 | ||
Current operating lease liabilities | 10,575 | 0 | ||
Noncurrent operating lease liabilities | $ 50,965 | $ 0 | ||
Effect of adopting accounting principle in period of adoption | $ 4,646 | $ (3,076) | ||
Accumulated Deficit | ||||
Product Information [Line Items] | ||||
Effect of adopting accounting principle in period of adoption | 4,646 | $ (3,076) | ||
ASC 842 | ||||
Product Information [Line Items] | ||||
Operating lease ROU assets | 59,400 | |||
Current operating lease liabilities | 11,000 | |||
Noncurrent operating lease liabilities | 57,300 | |||
ASC 842 | Accumulated Deficit | ||||
Product Information [Line Items] | ||||
Effect of adopting accounting principle in period of adoption | $ 4,600 |
Discontinued Operations - Astor
Discontinued Operations - Astora - Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Discontinued operations, net of tax | $ (37,984) | $ (27,134) | $ (51,898) | $ (43,273) |
Discontinued operations, disposed of by means other than sale, abandonment | Astora | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Litigation-related and other contingencies, net | 30,000 | 19,000 | 30,400 | 19,000 |
Loss from discontinued operations before income taxes | (37,984) | (27,134) | (51,898) | (43,273) |
Income tax benefit | 0 | 0 | 0 | 0 |
Discontinued operations, net of tax | $ (37,984) | $ (27,134) | $ (51,898) | $ (43,273) |
Discontinued Operations - Ast_2
Discontinued Operations - Astora (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Loss from discontinued operations, net of tax | $ (37,984,000) | $ (27,134,000) | $ (51,898,000) | $ (43,273,000) |
Discontinued operations, disposed of by means other than sale, abandonment | Astora | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Loss from discontinued operations, net of tax | $ (37,984,000) | $ (27,134,000) | (51,898,000) | (43,273,000) |
Cash used in investing activities | 0 | 0 | ||
Depreciation and amortization | $ 0 | $ 0 |
Restructuring - 2017 Restructur
Restructuring - 2017 Restructuring Initiatives (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Other restructuring charges | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | $ 4.4 | $ 1.7 | $ 6.3 | $ 11.4 | |
2017 US generic pharmaceuticals restructuring | Generic Pharmaceuticals | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 4.8 | 59.6 | |||
2017 US generic pharmaceuticals restructuring | Accelerated depreciation | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 35.2 | ||||
2017 US generic pharmaceuticals restructuring | Employee separation, retention, and other benefit related costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 2.1 | 9.8 | |||
2017 US generic pharmaceuticals restructuring | Other restructuring charges | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | $ 2.7 | 12 | |||
2017 US generic pharmaceuticals restructuring | Property, plant and equipment impairment charges | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | $ 2.6 | ||||
Huntsville, Alabama manufacturing and distributing facility | Disposal group, disposed of by sale, not discontinued operations | 2017 US generic pharmaceuticals restructuring | Facility closing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Proceeds from sale of property, plant and equipment | $ 23.1 | ||||
Net gain on disposal | $ 12.5 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Roll Forward (Details) - 2017 US generic pharmaceuticals restructuring $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | $ 4,287 |
Cash distributions | (4,287) |
Ending liability balance | 0 |
Employee separation, retention and other benefit-related costs | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 4,239 |
Cash distributions | (4,239) |
Ending liability balance | 0 |
Other Restructuring Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning liability balance | 48 |
Cash distributions | (48) |
Ending liability balance | $ 0 |
Restructuring - January 2018 Re
Restructuring - January 2018 Restructuring Initiative (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Remaining liability | $ 1.1 | ||||
Employee separation, retention, and other benefit related costs | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | $ 22.1 | ||||
Other restructuring charges | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | $ 4.4 | $ 1.7 | $ 6.3 | 11.4 | |
Other restructuring charges | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 1.7 | ||||
Generic Pharmaceuticals | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 23.8 | ||||
Operating segments | Generic Pharmaceuticals | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 10.8 | ||||
Operating segments | Sterile Injectables | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 4 | ||||
Operating segments | International Pharmaceuticals | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 3.1 | ||||
Operating segments | Branded Pharmaceuticals | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | 0.7 | ||||
Corporate unallocated costs | January 2018 restructuring initiative | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring expenses | $ 5.2 |
Segment Results - Schedule of R
Segment Results - Schedule of Reportable Segments Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)Reportable_Business_Segments | Sep. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | Reportable_Business_Segments | 4 | |||
Total net revenues from external customers | $ 729,426 | $ 745,466 | $ 2,149,564 | $ 2,160,689 |
Total segment adjusted income from continuing operations before income tax | 330,362 | 351,152 | 983,553 | 1,068,267 |
Branded Pharmaceuticals | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues from external customers | 217,313 | 220,100 | 629,851 | 632,972 |
Total segment adjusted income from continuing operations before income tax | 91,444 | 84,891 | 253,417 | 262,454 |
Sterile Injectables | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues from external customers | 263,635 | 237,150 | 777,963 | 670,847 |
Total segment adjusted income from continuing operations before income tax | 197,974 | 170,329 | 566,345 | 513,082 |
Generic Pharmaceuticals | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues from external customers | 218,012 | 257,969 | 654,322 | 748,445 |
Total segment adjusted income from continuing operations before income tax | 29,433 | 82,555 | 128,738 | 247,137 |
International Pharmaceuticals | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues from external customers | 30,466 | 30,247 | 87,428 | 108,425 |
Total segment adjusted income from continuing operations before income tax | $ 11,511 | $ 13,377 | $ 35,053 | $ 45,594 |
Segment Results - Schedule of_2
Segment Results - Schedule of Reconciliations of Consolidated Adjusted Income (Loss) Before Income Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total consolidated loss from continuing operations before income tax | $ (24,070) | $ (143,068) | $ (120,363) | $ (671,559) |
Interest expense, net | 136,903 | 131,847 | 404,387 | 385,896 |
Amortization of intangible assets | 131,900 | 161,300 | 417,949 | 471,700 |
Inventory step-up | 0 | 261 | ||
Asset impairment charges | 4,766 | 142,217 | 258,652 | 613,400 |
Acquisition-related costs | 16,025 | 1,288 | (26,983) | 13,284 |
Gain on extinguishment of debt | 0 | 0 | (119,828) | 0 |
Severance costs | 2,100 | 2,200 | 32,700 | |
Accelerated depreciation | 35,200 | |||
Retention bonus | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 6,700 | |||
Other restructuring charges | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 4,400 | 1,700 | 6,300 | 11,400 |
Inventory write-offs | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 200 | 2,800 | ||
Contract termination | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 17,500 | 17,500 | ||
Premium associated with extending reporting period on expiring insurance program | ||||
Segment Reporting Information [Line Items] | ||||
Restructuring expenses | 14,100 | 14,100 | ||
Segment reconciling items | ||||
Segment Reporting Information [Line Items] | ||||
Interest expense, net | 136,903 | 131,847 | 404,387 | 385,896 |
Corporate unallocated costs | 37,891 | 49,187 | 124,351 | 144,693 |
Amortization of intangible assets | 131,932 | 161,275 | 417,949 | 471,662 |
Inventory step-up | 0 | 71 | 0 | 261 |
Upfront and milestone payments to partners | 1,672 | 4,731 | 4,055 | 43,027 |
Separation benefits and other cost reduction initiatives | 11,023 | 4,001 | 15,172 | 82,141 |
Certain litigation-related and other contingencies, net | (14,414) | (1,750) | (4,093) | 15,370 |
Asset impairment charges | 4,766 | 142,217 | 258,652 | 613,400 |
Acquisition-related costs | 16,025 | 1,288 | (26,983) | 13,284 |
Gain on extinguishment of debt | 0 | 0 | (119,828) | 0 |
Foreign currency impact related to the remeasurement of intercompany debt instruments | (922) | 1,528 | 2,874 | (1,560) |
Other, net | 29,556 | (175) | 27,380 | (28,348) |
Operating segments | ||||
Segment Reporting Information [Line Items] | ||||
Total segment adjusted income from continuing operations before income tax | $ 330,362 | $ 351,152 | $ 983,553 | $ 1,068,267 |
Segment Results - Schedule of D
Segment Results - Schedule of Disaggregation of Revenues (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | $ 729,426,000 | $ 745,466,000 | $ 2,149,564,000 | $ 2,160,689,000 | |||||
Product line revenue reporting threshold | 25,000,000 | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||
Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 217,313,000 | 220,100,000 | 629,851,000 | 632,972,000 | |||||
Sterile Injectables | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 263,635,000 | 237,150,000 | 777,963,000 | 670,847,000 | |||||
Generic Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 218,012,000 | 257,969,000 | 654,322,000 | 748,445,000 | |||||
International Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | $ 30,466,000 | $ 30,247,000 | $ 87,428,000 | $ 108,425,000 | |||||
International Pharmaceuticals | Sales Revenue, Net | Product Concentration Risk | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
Concentration risk, percentage | 4.00% | 4.00% | 4.00% | 5.00% | |||||
XIAFLEX® | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | $ 82,756,000 | $ 64,214,000 | $ 226,118,000 | $ 184,855,000 | |||||
SUPPRELIN® LA | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 20,772,000 | 20,408,000 | 66,542,000 | 60,948,000 | |||||
Other Specialty | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 28,470,000 | 27,614,000 | 78,397,000 | 69,226,000 | |||||
Total Specialty Products | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 131,998,000 | 112,236,000 | 371,057,000 | 315,029,000 | |||||
PERCOCET® | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 28,561,000 | 30,730,000 | 88,199,000 | 93,539,000 | |||||
TESTOPEL® | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 13,236,000 | 15,962,000 | 40,830,000 | 44,976,000 | |||||
Other Established | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 43,518,000 | 61,172,000 | 129,765,000 | 179,428,000 | |||||
Total Established Products | Branded Pharmaceuticals | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 85,315,000 | 107,864,000 | 258,794,000 | 317,943,000 | |||||
Vasostrict® | Sterile Injectables | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 129,691,000 | 112,333,000 | 384,854,000 | 332,387,000 | |||||
ADRENALIN® | Sterile Injectables | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 40,311,000 | 35,460,000 | 133,468,000 | 101,858,000 | |||||
APLISOL® | Sterile Injectables | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 28,085,000 | 15,992,000 | 55,996,000 | 49,064,000 | |||||
Ertapenem for injection | Sterile Injectables | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | 21,853,000 | 25,798,000 | 79,619,000 | 25,798,000 | |||||
Other Sterile Injectables | Sterile Injectables | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
TOTAL REVENUES, NET | $ 43,695,000 | $ 47,567,000 | $ 124,026,000 | $ 161,740,000 | |||||
Colchicine Tablets | Generic Pharmaceuticals | Sales Revenue, Net | Product Concentration Risk | |||||||||
Disaggregation of Revenue [Line Items] | |||||||||
Concentration risk, percentage | 7.00% | 6.00% |
Fair Value Measurements - Restr
Fair Value Measurements - Restricted Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash and cash equivalents, current | $ 222,491 | $ 305,368 |
Restricted cash and cash equivalents, noncurrent | 22,357 | 22,356 |
Restricted cash and cash equivalents | 244,848 | 327,724 |
Vaginal mesh cases | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Settlement funds | $ 221,645 | $ 299,733 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||
Goodwill impairment charges | $ 0 | $ 0 | $ 151,108 | $ 391,000 | |
Money market funds | Restricted cash and cash equivalents | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||
Settlement funds | $ 54,600 | $ 54,600 | $ 86,900 | ||
Discount rate | Minimum | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||
Discount rate applied | 0.095 | 0.095 | |||
Discount rate | Maximum | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||
Discount rate applied | 0.150 | 0.150 | |||
Discount rate | Weighted average | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||
Discount rate applied | 0.118 | 0.118 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets And Liabilities Measured At Fair Value On Recurring Basis (Details) - Fair value, measurements, recurring - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Acquisition-related contingent consideration—current | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | $ 20,974 | $ 36,514 |
Acquisition-related contingent consideration—noncurrent | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 38,520 | 80,189 |
Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 748,441 | 137,215 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Acquisition-related contingent consideration—current | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Acquisition-related contingent consideration—noncurrent | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 748,441 | 137,215 |
Significant Other Observable Inputs (Level 2) | Acquisition-related contingent consideration—current | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Acquisition-related contingent consideration—noncurrent | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Acquisition-related contingent consideration—current | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 20,974 | 36,514 |
Significant Unobservable Inputs (Level 3) | Acquisition-related contingent consideration—noncurrent | ||
Liabilities: | ||
Fair value of financial liabilities measured on recurring basis | 38,520 | 80,189 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Assets: | ||
Fair value of financial assets measured on recurring basis | $ 0 | $ 0 |
Fair Value Measurements - Fin_2
Fair Value Measurements - Financial Liabilities Measured At Fair Value On Recurring Basis Using Significant Unobservable Inputs (Details) - Acquisition-related contingent consideration - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | $ 52,930 | $ 152,098 | $ 116,703 | $ 190,442 |
Amounts settled | (9,376) | (24,564) | (30,541) | (73,298) |
Changes in fair value recorded in earnings | 16,025 | 769 | (26,983) | 11,731 |
Effect of currency translation | (85) | 167 | 315 | (405) |
Changes in Fair Value Recorded in Earnings | (26,983) | |||
Amounts Settled and Other | (30,226) | |||
End of period | 59,494 | $ 128,470 | 59,494 | $ 128,470 |
Auxilium acquisition | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 14,157 | |||
Changes in Fair Value Recorded in Earnings | 1,086 | |||
Amounts Settled and Other | (388) | |||
End of period | 14,855 | 14,855 | ||
Lehigh Valley Technologies, Inc. acquisitions | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 34,700 | |||
Changes in Fair Value Recorded in Earnings | 10,566 | |||
Amounts Settled and Other | (14,466) | |||
End of period | 30,800 | 30,800 | ||
VOLTAREN® Gel acquisition | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 56,240 | |||
Changes in Fair Value Recorded in Earnings | (37,395) | |||
Amounts Settled and Other | (14,601) | |||
End of period | 4,244 | 4,244 | ||
Other | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning of period | 11,606 | |||
Changes in Fair Value Recorded in Earnings | (1,240) | |||
Amounts Settled and Other | (771) | |||
End of period | $ 9,595 | $ 9,595 |
- Fair Value Measurements (Sche
- Fair Value Measurements (Schedule of Financial Assets Measured At Fair Value On A Nonrecurring Basis) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Assets: | ||||
Total expense for the year | $ (4,766) | $ (142,217) | $ (258,652) | $ (613,400) |
Fair value, measurements, nonrecurring | ||||
Assets: | ||||
Total expense for the year | (107,544) | |||
Fair value, measurements, nonrecurring | Intangible assets | ||||
Assets: | ||||
Total expense for the year | (104,660) | |||
Fair value, measurements, nonrecurring | Certain property, plant and equipment | ||||
Assets: | ||||
Total expense for the year | (2,884) | |||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair value, measurements, nonrecurring | ||||
Assets: | ||||
Intangible assets, excluding goodwill | 0 | 0 | ||
Certain property, plant and equipment | 0 | 0 | ||
Total | 0 | 0 | ||
Significant Other Observable Inputs (Level 2) | Fair value, measurements, nonrecurring | ||||
Assets: | ||||
Intangible assets, excluding goodwill | 0 | 0 | ||
Certain property, plant and equipment | 0 | 0 | ||
Total | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Fair value, measurements, nonrecurring | ||||
Assets: | ||||
Intangible assets, excluding goodwill | 41,839 | 41,839 | ||
Certain property, plant and equipment | 0 | 0 | ||
Total | $ 41,839 | $ 41,839 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 123,608 | $ 122,825 |
Work-in-process | 68,880 | 70,458 |
Finished goods | 146,025 | 128,896 |
Total | 338,513 | 322,179 |
Long-term inventory | 23,700 | 8,100 |
Inventories not yet available for sale | $ 18,200 | $ 12,500 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 9 Months Ended |
Sep. 30, 2019renewal_options | |
Leases [Abstract] | |
Lessee, operating lease, number of renewal options | 3 |
Lessee. operating lease, renewal term | 60 months |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
ROU assets: | ||
Operating lease ROU assets | $ 53,839 | $ 0 |
Finance lease ROU assets | 59,104 | |
Total ROU assets | 112,943 | |
Operating lease liabilities: | ||
Current operating lease liabilities | 10,575 | 0 |
Noncurrent operating lease liabilities | 50,965 | $ 0 |
Total operating lease liabilities | 61,540 | |
Finance lease liabilities: | ||
Current finance lease liabilities | 5,550 | |
Noncurrent finance lease liabilities | 32,768 | |
Total finance lease liabilities | $ 38,318 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 3,510 | $ 10,269 |
Finance lease cost: | ||
Amortization of ROU assets | 2,311 | 7,096 |
Interest on lease liabilities | 271 | 1,256 |
Other lease costs and income: | ||
Variable lease costs | 2,318 | 7,185 |
Sublease income | (932) | (2,828) |
Cost of revenues | ||
Lessee, Lease, Description [Line Items] | ||
Lease, cost | 2,793 | 8,425 |
Selling, general and administrative expenses | ||
Lessee, Lease, Description [Line Items] | ||
Lease, cost | 4,347 | 13,145 |
Research and development expenses | ||
Lessee, Lease, Description [Line Items] | ||
Lease, cost | $ 67 | $ 152 |
Leases - Maturities of Operatin
Leases - Maturities of Operating and Finance Lease Liabilities (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Operating Leases | |
2019, excluding amounts already paid | $ 3,740 |
2020 | 13,771 |
2021 | 13,996 |
2022 | 12,424 |
2023 | 10,012 |
Thereafter | 20,549 |
Total future lease payments | 74,492 |
Less: amount representing interest | 12,952 |
Total operating lease liabilities | 61,540 |
Finance Leases | |
2019, excluding amounts already paid | 1,826 |
2020 | 7,447 |
2021 | 7,594 |
2022 | 7,744 |
2023 | 7,898 |
Thereafter | 21,881 |
Total future lease payments | 54,390 |
Less: amount representing interest | 16,072 |
Total finance lease liabilities | $ 38,318 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payment Obligations Under Operating and Capital Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Capital Leases | |
2019 | $ 6,884 |
2020 | 6,819 |
2021 | 6,921 |
2022 | 7,072 |
2023 | 7,225 |
Thereafter | 9,127 |
Total minimum lease payments | 44,048 |
Less: Amount representing interest | 4,084 |
Total present value of minimum payments | 39,964 |
Less: Current portion of such obligations | 5,845 |
Long-term capital lease obligations | 34,119 |
Operating Leases | |
2019 | 15,800 |
2020 | 14,519 |
2021 | 12,883 |
2022 | 12,454 |
2023 | 9,945 |
Thereafter | 20,573 |
Total minimum lease payments | $ 86,174 |
Leases - Weighted Average Term
Leases - Weighted Average Term Lease and Discount Rates (Details) | Sep. 30, 2019 |
Weighted average remaining lease term (years), weighted based on lease liability balances: | |
Operating leases | 6 years |
Finance leases | 9 years 8 months 12 days |
Weighted average discount rate (percentages), weighted based on the remaining balance of lease payments: | |
Operating leases | 5.80% |
Finance leases | 5.50% |
Leases - Cash Flow and Suppleme
Leases - Cash Flow and Supplemental Noncash Information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash payments for operating leases | $ 11,200 |
Operating cash payments for finance leases | 1,535 |
Financing cash payments for finance leases | 7,826 |
Lease liabilities arising from obtaining right-of-use assets: | |
Operating leases | 623 |
Finance leases | $ 5,901 |
Goodwill and Other Intangible_2
Goodwill and Other Intangibles - Schedule of Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill [Roll Forward] | ||||
Goodwill, beginning balance | $ 3,764,636 | |||
Effect of currency translation | 1,794 | |||
Goodwill impairment charges | $ 0 | $ 0 | (151,108) | $ (391,000) |
Goodwill, ending balance | 3,615,322 | 3,615,322 | ||
Branded Pharmaceuticals | ||||
Goodwill [Roll Forward] | ||||
Goodwill, beginning balance | 828,818 | |||
Effect of currency translation | 0 | |||
Goodwill impairment charges | 0 | |||
Goodwill, ending balance | 828,818 | 828,818 | ||
Sterile Injectables | ||||
Goodwill [Roll Forward] | ||||
Goodwill, beginning balance | 2,731,193 | |||
Effect of currency translation | 0 | |||
Goodwill impairment charges | 0 | |||
Goodwill, ending balance | 2,731,193 | 2,731,193 | ||
Generic Pharmaceuticals | ||||
Goodwill [Roll Forward] | ||||
Goodwill, beginning balance | 151,108 | |||
Effect of currency translation | 0 | |||
Goodwill impairment charges | (151,108) | |||
Goodwill, ending balance | 0 | 0 | ||
International Pharmaceuticals | ||||
Goodwill [Roll Forward] | ||||
Goodwill, beginning balance | 53,517 | |||
Effect of currency translation | 1,794 | |||
Goodwill impairment charges | 0 | |||
Goodwill, ending balance | $ 55,311 | $ 55,311 |
Goodwill and Other Intangible_3
Goodwill and Other Intangibles - Accumulated Impairment (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Goodwill [Line Items] | ||
Accumulated impairment losses | $ 4,468,648 | $ 4,303,767 |
Branded Pharmaceuticals | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | 855,810 | 855,810 |
Sterile Injectables | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | 0 | 0 |
Generic Pharmaceuticals | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | 3,142,657 | 2,991,549 |
International Pharmaceuticals | ||
Goodwill [Line Items] | ||
Accumulated impairment losses | $ 470,181 | $ 456,408 |
Goodwill and Other Intangible_4
Goodwill and Other Intangibles - Schedule of Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Indefinite-lived intangibles: | |||||
Beginning Balance | $ 93,900 | ||||
Acquisitions | 0 | ||||
Impairments | 0 | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | $ 93,900 | 93,900 | |||
Finite-lived intangibles: | |||||
Beginning Balance | 6,645,826 | ||||
Acquisitions | 0 | ||||
Impairments | (104,660) | ||||
Other | (2,196) | ||||
Effect of Currency Translation | 7,443 | ||||
Ending Balance | 6,546,413 | 6,546,413 | |||
Total other intangibles | |||||
Beginning balance | 6,739,726 | ||||
Acquisitions | 0 | ||||
Impairments | (4,261) | $ (140,609) | (104,660) | $ (217,576) | |
Other | (2,196) | ||||
Effect of Currency Translation | 7,443 | ||||
Ending balance | 6,640,313 | 6,640,313 | |||
Accumulated amortization: | |||||
Beginning Balance | (3,282,420) | ||||
Amortization | (131,900) | $ (161,300) | (417,949) | $ (471,700) | |
Impairments | 0 | ||||
Other | 2,196 | ||||
Effect of Currency Translation | (3,923) | ||||
Ending Balance | (3,702,096) | (3,702,096) | |||
Net other intangibles | 2,938,217 | 2,938,217 | $ 3,457,306 | ||
Licenses | |||||
Finite-lived intangibles: | |||||
Beginning Balance | 457,402 | ||||
Acquisitions | 0 | ||||
Impairments | 0 | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | 457,402 | 457,402 | |||
Accumulated amortization: | |||||
Beginning Balance | (398,182) | ||||
Amortization | (9,726) | ||||
Impairments | 0 | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | (407,908) | (407,908) | |||
Tradenames | |||||
Finite-lived intangibles: | |||||
Beginning Balance | 6,409 | ||||
Acquisitions | 0 | ||||
Impairments | 0 | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | 6,409 | 6,409 | |||
Accumulated amortization: | |||||
Beginning Balance | (6,409) | ||||
Amortization | 0 | ||||
Impairments | 0 | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | (6,409) | (6,409) | |||
Developed technology | |||||
Finite-lived intangibles: | |||||
Beginning Balance | 6,182,015 | ||||
Acquisitions | 0 | ||||
Impairments | (104,660) | ||||
Other | (2,196) | ||||
Effect of Currency Translation | 7,443 | ||||
Ending Balance | 6,082,602 | 6,082,602 | |||
Accumulated amortization: | |||||
Beginning Balance | (2,877,829) | ||||
Amortization | (408,223) | ||||
Impairments | 0 | ||||
Other | 2,196 | ||||
Effect of Currency Translation | (3,923) | ||||
Ending Balance | (3,287,779) | (3,287,779) | |||
In-process research and development | |||||
Indefinite-lived intangibles: | |||||
Beginning Balance | 93,900 | ||||
Acquisitions | 0 | ||||
Impairments | 0 | ||||
Other | 0 | ||||
Effect of Currency Translation | 0 | ||||
Ending Balance | $ 93,900 | $ 93,900 | |||
Weighted average | |||||
Accumulated amortization: | |||||
Intangible life (years) | 11 years | ||||
Weighted average | Licenses | |||||
Accumulated amortization: | |||||
Intangible life (years) | 14 years | ||||
Weighted average | Developed technology | |||||
Accumulated amortization: | |||||
Intangible life (years) | 11 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangibles - Other Intangibles (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 131,900 | $ 161,300 | $ 417,949 | $ 471,700 |
Goodwill and Other Intangible_6
Goodwill and Other Intangibles - Schedule of Estimated Amortization of Intangibles (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2019 | $ 543,795 |
2020 | 457,248 |
2021 | 415,637 |
2022 | 399,886 |
2023 | $ 369,619 |
Goodwill and Other Intangible_7
Goodwill and Other Intangibles - Schedule of Intangible Asset Impairment Charges Including Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Goodwill impairment charges | $ 0 | $ 0 | $ 151,108 | $ 391,000 |
Other intangible asset impairment charges | $ 4,261 | $ 140,609 | $ 104,660 | $ 217,576 |
Goodwill and Other Intangible_8
Goodwill and Other Intangibles - Impairments Narrative (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Goodwill [Line Items] | ||||||
Goodwill impairment charges | $ 0 | $ 0 | $ 151,108,000 | $ 391,000,000 | ||
Generic Pharmaceuticals | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment charges | $ 151,108,000 | |||||
Generic Pharmaceuticals | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment charges | $ 65,100,000 | $ 86,000,000 | $ 391,000,000 | |||
Generic Pharmaceuticals | Discount rate | ||||||
Goodwill [Line Items] | ||||||
Intangible assets and goodwill, measurement input | 0.105 | 0.105 | 0.105 | |||
Former U.S generic pharmaceuticals | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment charges | 0 | |||||
Sterile injectables | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment charges | $ 0 |
Contract Assets and Liabiliti_3
Contract Assets and Liabilities - Contract Assets and Contract Liabilities from Contracts with Customers (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Contract with Customer, Asset and Liability [Abstract] | ||
Contract assets, net | $ 4,283 | $ 12,065 |
Contract assets, net - $ change | $ (7,782) | |
Contract assets, net - % change | (65.00%) | |
Contract liabilities, net | $ 6,864 | 19,217 |
Contract liabilities, net - $ change | $ (12,353) | |
Contract liabilities, net - % change | (64.00%) | |
Contract asset amounts classified as current | $ 4,300 | 9,300 |
Contract liability amounts classified as current | 2,100 | $ 1,700 |
Increase in contract liability | 4,000 | |
Reductions | 14,900 | |
Revenue recognized | $ 1,100 |
Contract Assets and Liabiliti_4
Contract Assets and Liabilities - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Contract with Customer, Asset and Liability [Abstract] | |
Performance obligation satisfied in previous period | $ 6.7 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Accounts Payable and Accrued Liabilities, Current [Abstract] | ||
Trade accounts payable | $ 110,074 | $ 96,024 |
Returns and allowances | 208,264 | 236,946 |
Rebates | 140,184 | 144,860 |
Chargebacks | 1,578 | 2,971 |
Accrued interest | 101,085 | 130,182 |
Accrued payroll and related benefits | 71,867 | 89,895 |
Accrued royalties and other distribution partner payables | 111,347 | 122,028 |
Acquisition-related contingent consideration—current | 20,974 | 36,514 |
Other | 171,808 | 149,780 |
Total | $ 937,181 | $ 1,009,200 |
Debt (Components of Total Indeb
Debt (Components of Total Indebtedness) (Details) - USD ($) | Sep. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||
Principal Amount | $ 8,479,215,000 | $ 8,348,775,000 | |
Carrying Amount | 8,399,061,000 | 8,258,419,000 | |
Less current portion, net | 34,150,000 | 34,150,000 | |
Principal amount of total long-term debt, less current portion, net | 8,445,065,000 | 8,314,625,000 | |
Carrying amount of total long-term debt, less current portion, net | 8,364,911,000 | 8,224,269,000 | |
Fair value of long term debt | $ 6,900,000,000 | $ 7,200,000,000 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 4.63% | ||
Principal Amount | $ 300,000,000 | $ 0 | |
Carrying Amount | $ 300,000,000 | $ 0 | |
7.25% Senior Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 7.25% | 7.91% | |
Principal Amount | $ 8,294,000 | $ 400,000,000 | |
Carrying Amount | $ 8,294,000 | $ 392,947,000 | |
Interest rate (as percent) | 7.25% | 7.25% | |
5.75% Senior Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 5.75% | 6.04% | |
Principal Amount | $ 182,479,000 | $ 700,000,000 | |
Carrying Amount | $ 182,479,000 | $ 694,464,000 | |
Interest rate (as percent) | 5.75% | 5.75% | |
5.375% Senior Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 5.62% | 5.62% | |
Principal Amount | $ 210,440,000 | $ 750,000,000 | |
Carrying Amount | $ 208,912,000 | $ 743,438,000 | |
Interest rate (as percent) | 5.375% | ||
6.00% Senior Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 6.28% | 6.28% | |
Principal Amount | $ 1,439,840,000 | $ 1,635,000,000 | |
Carrying Amount | $ 1,426,195,000 | $ 1,616,817,000 | |
Interest rate (as percent) | 6.00% | ||
5.875% Senior Secured Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 6.14% | 6.14% | |
Principal Amount | $ 300,000,000 | $ 300,000,000 | |
Carrying Amount | $ 296,497,000 | $ 296,062,000 | |
Interest rate (as percent) | 5.875% | ||
6.00% Senior Notes due 2025 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 6.27% | 6.27% | |
Principal Amount | $ 1,200,000,000 | $ 1,200,000,000 | |
Carrying Amount | $ 1,185,135,000 | $ 1,183,415,000 | |
Interest rate (as percent) | 6.00% | ||
7.50% Senior Secured Notes due 2027 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 7.71% | ||
Principal Amount | $ 1,500,000,000 | $ 1,500,000,000 | $ 0 |
Carrying Amount | $ 1,481,758,000 | $ 0 | |
Interest rate (as percent) | 7.50% | 7.50% | |
Term Loan B Facility Due 2024 | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as percent) | 6.59% | 7.02% | |
Principal Amount | $ 3,338,162,000 | $ 3,363,775,000 | |
Carrying Amount | $ 3,309,791,000 | $ 3,331,276,000 |
Debt (Credit Facility) (Narrati
Debt (Credit Facility) (Narrative) (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Jun. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | |
Line of Credit Facility [Line Items] | |||
Proceeds from lines of credit | $ 300,000,000 | $ 0 | |
Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Proceeds from lines of credit | $ 300,000,000 | ||
Credit facility, remaining borrowing capacity | 696,800,000 | ||
2017 credit agreement | Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 1,000,000,000 |
Debt (March 2019 Refinancing) (
Debt (March 2019 Refinancing) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | |
Debt Instrument [Line Items] | |||
Principal amount | $ 8,348,775,000 | $ 8,479,215,000 | |
Repurchase principal amount of debt | $ 1,642,200,000 | ||
Repayments of debt | 1,500,000,000 | ||
Gain on extinguishment of debt | (124,000,000) | ||
Unamortized discount (premium) and debt issuance costs, net | $ 26,200,000 | ||
Before April 1, 2022 | |||
Debt Instrument [Line Items] | |||
Redemption price (as percent) | 100.00% | ||
On or after April 1, 2022 beginning principal redemption | |||
Debt Instrument [Line Items] | |||
Redemption price (as percent) | 105.625% | ||
Until April 1, 2025 decrease in amount redeemed | |||
Debt Instrument [Line Items] | |||
Redemption price (as percent) | 100.00% | ||
Before April 1, 2022 principal redeemed, in part | |||
Debt Instrument [Line Items] | |||
Redemption percent of principal amount outstanding | 35.00% | ||
7.50% Senior Secured Notes due 2027 | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 1,500,000,000 | 0 | $ 1,500,000,000 |
Interest rate (as percent) | 7.50% | 7.50% | |
Extinguishment of debt | $ (1,624,000,000) | ||
Unamortized discount (premium) and debt issuance costs, net | $ 19,100,000 | ||
7.50% Senior Secured Notes due 2027 | Before April 1, 2022 principal amount redeemed | |||
Debt Instrument [Line Items] | |||
Redemption price (as percent) | 107.50% | ||
7.25% Senior Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Principal amount | 400,000,000 | $ 8,294,000 | |
Repurchase principal amount of debt | $ 389,900,000 | ||
Interest rate (as percent) | 7.25% | 7.25% | |
5.75% Senior Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Principal amount | 700,000,000 | $ 182,479,000 | |
Interest rate (as percent) | 5.75% | 5.75% | |
5.375% Senior Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Principal amount | 750,000,000 | $ 210,440,000 | |
Interest rate (as percent) | 5.375% | ||
6.00% Senior Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Principal amount | 1,635,000,000 | $ 1,439,840,000 | |
Interest rate (as percent) | 6.00% | ||
Senior notes | 5.75% Senior Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Repurchase principal amount of debt | $ 517,500,000 | ||
Senior notes | 5.375% Senior Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Repurchase principal amount of debt | 539,600,000 | ||
Senior notes | 6.00% Senior Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Repurchase principal amount of debt | 195,200,000 | ||
Senior notes | Note repurchases | |||
Debt Instrument [Line Items] | |||
Unamortized discount (premium) and debt issuance costs, net | 4,200,000 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Principal amount | 0 | $ 300,000,000 | |
Extinguishment of debt | $ (22,800,000) | ||
Unamortized discount (premium) and debt issuance costs, net | 2,900,000 | ||
Revolving Credit Facility | 2017 credit agreement | |||
Debt Instrument [Line Items] | |||
Commitments not extended | $ 76,000,000 | ||
Revolving Credit Facility | 2017 credit agreement | Minimum | |||
Debt Instrument [Line Items] | |||
Secured leverage ratio | 3.50 | ||
Revolving Credit Facility | 2017 credit agreement | Maximum | |||
Debt Instrument [Line Items] | |||
Secured leverage ratio | 4.50 |
Debt (Maturities on Long-Term D
Debt (Maturities on Long-Term Debt for Each of The Next Five Years) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Maturities | ||
2019 | $ 34,150 | |
2020 | 34,150 | |
2021 | 34,150 | |
2022 | 247,723 | |
2023 | 1,684,430 | |
Senior notes | Senior notes maturing due 2022 | ||
Maturities | ||
Long-term debt, maturity repayment deadline | 91 days | |
Revolving Credit Facility | ||
Maturities | ||
Extinguishment of debt | $ 22,800 |
Commitments And Contingencies_2
Commitments And Contingencies (Narrative) (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 21 Months Ended | 22 Months Ended | ||||||||||||||||||
Sep. 30, 2019USD ($) | Jul. 31, 2019USD ($) | Jun. 30, 2019USD ($) | May 31, 2019class_action | Mar. 31, 2019USD ($) | Jan. 31, 2019ddefendant | Dec. 31, 2018USD ($)defendant | Nov. 30, 2018 | Oct. 31, 2018 | Sep. 30, 2018USD ($) | Aug. 31, 2018d | Jun. 30, 2018theory | May 31, 2018 | Mar. 31, 2018ddefendant | Feb. 28, 2018defendant | Jan. 31, 2018consultantdemployee | Aug. 31, 2017defendant | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2019USD ($)case | Dec. 31, 2018USD ($) | Sep. 30, 2019USD ($) | Oct. 29, 2019USD ($)caseclaim | |
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Reserve for loss contingencies | $ 684,100 | $ 684,100 | $ 684,100 | $ 684,100 | ||||||||||||||||||||
Current portion of legal settlement accrual | 674,943 | $ 905,085 | 674,943 | 674,943 | $ 905,085 | 674,943 | ||||||||||||||||||
Vaginal mesh cases | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Payments to plaintiffs and qualified settlement funds | 3,500,000 | |||||||||||||||||||||||
Settlement funds | 221,645 | $ 299,733 | 221,645 | $ 221,645 | 299,733 | $ 221,645 | ||||||||||||||||||
Testosterone cases | Subsequent event | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Pending claims, number | claim | 882 | |||||||||||||||||||||||
Opioid-related matters | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Number of putative class actions | class_action | 2 | |||||||||||||||||||||||
Settlement, amount awarded to other party | $ 10,000 | |||||||||||||||||||||||
Opioid-related matters | Subsequent event | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Pending claims, number | case | 2,500 | |||||||||||||||||||||||
Number of cases filed by states | case | 18 | |||||||||||||||||||||||
Number of cases filed by hospitals, health systems, unions, welfare funds or other third-party | case | 240 | |||||||||||||||||||||||
Number of cases alleging personal injury and/or wrongful death | case | 140 | |||||||||||||||||||||||
Lidoderm cases | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Payments to plaintiffs and qualified settlement funds | $ 30,000 | $ 60,000 | ||||||||||||||||||||||
Settlement, amount awarded to other party | $ 100,000 | |||||||||||||||||||||||
Lidoderm cases | Subsequent event | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Reserve for loss contingencies | $ 10,000 | |||||||||||||||||||||||
Payments to plaintiffs and qualified settlement funds | $ 90,000 | |||||||||||||||||||||||
AndroGel 1.62% | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Number of causation theories rejected | theory | 2 | |||||||||||||||||||||||
Number of causation theories | theory | 3 | |||||||||||||||||||||||
Public employees' retirement system of mississippi vs. endo international plc | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Settlement, amount awarded to other party | $ 50,000 | |||||||||||||||||||||||
Loss contingency accrual, period increase (decrease) | 50,000 | |||||||||||||||||||||||
Loss contingency, receivable | $ 50,000 | $ 50,000 | ||||||||||||||||||||||
Bier v. endo international plc, et al. | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Settlement, amount awarded to other party | $ 82,500 | |||||||||||||||||||||||
Loss contingency accrual, period increase (decrease) | $ 82,500 | |||||||||||||||||||||||
Loss contingency, receivable | $ 82,500 | $ 82,500 | ||||||||||||||||||||||
Loss contingency, receivable, period increase (decrease) | $ 20,000 | |||||||||||||||||||||||
Bier v. endo international plc, et al. | Current and former directors and officers | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Number of additional defendants | defendant | 4 | |||||||||||||||||||||||
Number of defendants | defendant | 4 | 20 | ||||||||||||||||||||||
AMS | Vaginal mesh cases | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Loss contingency, claims settled, number | case | 71,000 | |||||||||||||||||||||||
Par pharmaceutical, inc. | VASOSTRICT related matters | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Number of additional defendants | employee | 4 | |||||||||||||||||||||||
Length of trial, number of days | consultant | 1 | |||||||||||||||||||||||
Number of defendants filing motion to dismiss the breach of contract claim | defendant | 7 | |||||||||||||||||||||||
Number of defendants filing motion to dismiss for lack of personal injury jurisdiction | defendant | 4 | |||||||||||||||||||||||
Number of defendants filing motion to dismiss breach of contract claim | defendant | 1 | |||||||||||||||||||||||
Number of defendants | defendant | 4 | |||||||||||||||||||||||
Stay of litigation, number of days | d | 60 | |||||||||||||||||||||||
Extension of temporary stay, number of days | d | 180 | 180 | ||||||||||||||||||||||
Number of days for plaintiff to file notice | d | 3 | |||||||||||||||||||||||
Lawsuit filing period | 45 days | 45 days | 45 days | 45 days | 45 days | 45 days | ||||||||||||||||||
Stay of approval period, hatch-waxman act | 30 months | 30 months | 30 months | 30 months | 30 months | 30 months | ||||||||||||||||||
VASOSTRICT and/or ADRENALIN | Opioid-related matters | ||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||
Settlement, amount awarded to other party | $ 1,000 |
Commitments And Contingencies -
Commitments And Contingencies - Schedule of Loss Contingencies (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Qualified Settlement Funds | ||
Cash contributions to Qualified Settlement Funds | $ 185,745 | $ 216,770 |
Mesh Liability Accrual | ||
Ending balance | 684,100 | |
Vaginal mesh cases | ||
Qualified Settlement Funds | ||
Beginning balance | 299,733 | |
Cash contributions to Qualified Settlement Funds | 185,745 | |
Cash distributions to settle disputes from Qualified Settlement Funds | (266,958) | |
Other | 3,125 | |
Ending balance | 221,645 | |
Mesh Liability Accrual | ||
Other | 3,125 | |
Vaginal mesh cases | Mesh product liability accrual | ||
Qualified Settlement Funds | ||
Additional charges | 30,000 | |
Other | 3,256 | |
Mesh Liability Accrual | ||
Beginning balance | 748,606 | |
Cash distributions to settle disputes from Qualified Settlement Funds | (266,958) | |
Cash distributions to settle disputes | (13,334) | |
Other | 3,256 | |
Ending balance | $ 501,570 |
Other Comprehensive Loss - Narr
Other Comprehensive Loss - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Equity [Abstract] | ||||
Other comprehensive income (loss), tax, portion attributable to parent | $ 0 | $ 0 | $ 0 | $ 0 |
Shareholders' Deficit - Schedul
Shareholders' Deficit - Schedule of Changes in Shareholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | Jan. 01, 2018 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Shareholders' equity, beginning balance | $ (590,472) | $ (494,450) | $ (498,283) | $ (62,077) | $ (7,093) | $ 484,880 | $ (498,283) | $ 484,880 | |||
Effect of adopting accounting principle in period of adoption | $ (4,646) | $ 3,076 | |||||||||
Shareholders' equity, adjusted beginning balance | (502,929) | 487,956 | |||||||||
Net loss | (79,415) | (106,005) | (18,573) | (173,205) | (60,867) | (505,489) | (203,993) | (739,561) | |||
Other comprehensive income (loss) | (2,515) | 4,395 | 4,730 | 4,735 | (5,971) | (5,797) | 6,610 | (7,033) | |||
Compensation related to share-based awards | 11,576 | 12,600 | 24,733 | 13,736 | 12,096 | 17,890 | |||||
Exercise of options | 4 | 473 | |||||||||
Tax withholding for restricted shares | (650) | (7,013) | (2,414) | (3,206) | (234) | (1,642) | |||||
Other | (1) | 1 | (1) | 85 | (8) | (11) | |||||
Shareholders' equity, ending balance | (661,477) | (590,472) | (494,450) | (219,459) | (62,077) | (7,093) | (661,477) | (219,459) | |||
Accumulated deficit | (9,333,571) | (9,333,571) | $ (9,124,932) | ||||||||
Euro Deferred Shares | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Shareholders' equity, beginning balance | 45 | 45 | 46 | 47 | 49 | 48 | 46 | 48 | |||
Shareholders' equity, adjusted beginning balance | 46 | 48 | |||||||||
Other | (1) | (1) | (1) | (2) | 1 | ||||||
Shareholders' equity, ending balance | 44 | 45 | 45 | 46 | 47 | 49 | 44 | 46 | |||
Ordinary Shares | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Shareholders' equity, beginning balance | 23 | 22 | 22 | 22 | 22 | 22 | 22 | 22 | |||
Shareholders' equity, adjusted beginning balance | 22 | 22 | |||||||||
Other | 0 | 1 | |||||||||
Shareholders' equity, ending balance | 23 | 23 | 22 | 22 | 22 | 22 | 23 | 22 | |||
Additional Paid-in Capital | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Shareholders' equity, beginning balance | 8,883,720 | 8,878,133 | 8,855,810 | 8,819,262 | 8,807,406 | 8,791,170 | 8,855,810 | 8,791,170 | |||
Shareholders' equity, adjusted beginning balance | 8,855,810 | 8,791,170 | |||||||||
Compensation related to share-based awards | 11,576 | 12,600 | 24,733 | 13,736 | 12,096 | 17,890 | 48,900 | 43,700 | |||
Exercise of options | 4 | 473 | |||||||||
Tax withholding for restricted shares | (650) | (7,013) | (2,414) | (3,206) | (234) | (1,642) | |||||
Other | 0 | 0 | 86 | (6) | (12) | ||||||
Shareholders' equity, ending balance | 8,894,646 | 8,883,720 | 8,878,133 | 8,830,351 | 8,819,262 | 8,807,406 | 8,894,646 | 8,830,351 | |||
Accumulated Deficit | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Shareholders' equity, beginning balance | (9,254,156) | (9,148,151) | (9,124,932) | (8,659,819) | (8,598,952) | (8,096,539) | (9,124,932) | (8,096,539) | |||
Effect of adopting accounting principle in period of adoption | (4,646) | 3,076 | |||||||||
Shareholders' equity, adjusted beginning balance | (9,129,578) | (8,093,463) | |||||||||
Net loss | (79,415) | (106,005) | (18,573) | (173,205) | (60,867) | (505,489) | |||||
Shareholders' equity, ending balance | (9,333,571) | (9,254,156) | (9,148,151) | (8,833,024) | (8,659,819) | (8,598,952) | (9,333,571) | (8,833,024) | |||
Accumulated Other Comprehensive Loss | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Shareholders' equity, beginning balance | (220,104) | (224,499) | (229,229) | (221,589) | (215,618) | (209,821) | (229,229) | (209,821) | |||
Shareholders' equity, adjusted beginning balance | $ (229,229) | (209,821) | |||||||||
Other comprehensive income (loss) | (2,515) | 4,395 | 4,730 | 4,735 | (5,971) | (5,797) | |||||
Shareholders' equity, ending balance | $ (222,619) | $ (220,104) | $ (224,499) | $ (216,854) | $ (221,589) | $ (215,618) | $ (222,619) | $ (216,854) | |||
Effect of adoption of ASC 606 | ASC 606 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Accumulated deficit | $ 3,100 |
Shareholders' (Deficit) Equity
Shareholders' (Deficit) Equity (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation related to share-based awards | $ 11,576 | $ 12,600 | $ 24,733 | $ 13,736 | $ 12,096 | $ 17,890 | ||
Share-based compensation awards | 61,600 | $ 61,600 | ||||||
Additional Paid-in Capital | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation related to share-based awards | $ 11,576 | $ 12,600 | $ 24,733 | $ 13,736 | $ 12,096 | $ 17,890 | $ 48,900 | $ 43,700 |
Nonvested Stock Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Service period | 1 year 1 month 6 days | |||||||
Nonvested Restricted Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Service period | 1 year 9 months 18 days |
Other Expense (Income), Net (De
Other Expense (Income), Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Component of Operating Income [Abstract] | ||||
Net gain on sale of business and other assets (1) | $ (1,933) | $ (2,866) | $ (3,101) | $ (29,859) |
Foreign currency loss (gain), net (2) | 579 | 1,354 | 4,336 | (734) |
Net loss from our investments in the equity of other companies (3) | 191 | 842 | 2,546 | 3,163 |
Other miscellaneous, net (4) | 17,366 | (837) | 16,627 | (5,786) |
Other expense (income), net | 16,203 | $ (1,507) | 20,408 | $ (33,216) |
Contract termination | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring expenses | $ 17,500 | $ 17,500 |
Income Taxes (Schedule of Compo
Income Taxes (Schedule of Components of Continuing Operations Before Income Tax, Income Tax Expense, Effective Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Loss from continuing operations before income tax | $ (24,070) | $ (143,068) | $ (120,363) | $ (671,559) |
Income tax expense | $ 17,361 | $ 3,003 | $ 31,732 | $ 24,729 |
Effective tax rate | (72.10%) | (2.10%) | (26.40%) | (3.70%) |
Net Loss Per Share (Reconciliat
Net Loss Per Share (Reconciliation Of The Numerator And Denominator Of Basic And Diluted Net Loss Per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator: | ||||||||
Loss from continuing operations | $ (41,431) | $ (146,071) | $ (152,095) | $ (696,288) | ||||
Loss from discontinued operations, net of tax | (37,984) | (27,134) | (51,898) | (43,273) | ||||
NET LOSS | $ (79,415) | $ (106,005) | $ (18,573) | $ (173,205) | $ (60,867) | $ (505,489) | $ (203,993) | $ (739,561) |
Denominator: | ||||||||
For basic per share data—weighted average shares (in shares) | 226,598 | 224,132 | 225,804 | 223,829 | ||||
Dilutive effect of ordinary share equivalents (in shares) | 0 | 0 | 0 | 0 | ||||
For diluted per share data—weighted average shares (in shares) | 226,598 | 224,132 | 225,804 | 223,829 |