Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 31, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38485 | |
Entity Registrant Name | Amneal Pharmaceuticals, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 32-0546926 | |
Entity Address, Address Line One | Amneal Pharmaceuticals, Inc. | |
Entity Address, Address Line Two | 400 Crossing Boulevard, | |
Entity Address, City or Town | Bridgewater | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 08807 | |
City Area Code | 908 | |
Local Phone Number | 947-3120 | |
Title of 12(b) Security | Class A Common Stock, par value $0.01 per share | |
Trading Symbol | AMRX | |
Security Exchange Name | NYSE | |
Entity Current Reporting | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001723128 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 147,539,347 | |
Class B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 152,116,890 |
Consolidated Statements of Oper
Consolidated Statements of Operations (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Net revenue | $ 464,662 | $ 404,642 | $ 963,195 | $ 850,762 |
Cost of goods sold | 319,666 | 296,381 | 633,244 | 606,124 |
Cost of goods sold impairment charges | 759 | 3,012 | 2,215 | 56,309 |
Gross profit | 144,237 | 105,249 | 327,736 | 188,329 |
Selling, general and administrative | 80,944 | 67,281 | 158,920 | 151,717 |
Research and development | 45,572 | 48,016 | 81,951 | 101,874 |
In-process research and development impairment charges | 0 | 0 | 960 | 22,787 |
Intellectual property legal development expenses | 3,550 | 2,511 | 4,820 | 6,677 |
Acquisition, transaction-related and integration expenses | 1,787 | 3,519 | 4,362 | 9,551 |
Charges (gains) related to legal matters, net | 1,300 | 0 | 5,800 | 0 |
Restructuring and other charges | 333 | 2,835 | 2,381 | 8,996 |
Operating income (loss) | 10,751 | (18,913) | 68,542 | (113,273) |
Other (expense) income: | ||||
Interest expense, net | (36,669) | (43,886) | (76,568) | (87,167) |
Foreign exchange gain (loss), net | 3,466 | 8,311 | (1,715) | 2,847 |
Gain (loss) on sale of international businesses, net | 123 | (1,888) | 123 | 6,930 |
Other income, net | 571 | 149 | 1,204 | 1,256 |
Total other expense, net | (32,509) | (37,314) | (76,956) | (76,134) |
Loss before income taxes | (21,758) | (56,227) | (8,414) | (189,407) |
Provision for (benefit from) income taxes | 2,186 | (5,701) | (105,987) | (14,129) |
Net (loss) income | (23,944) | (50,526) | 97,573 | (175,278) |
Less: Net loss attributable to non-controlling interests | 11,948 | 33,624 | 5,498 | 110,495 |
Net (loss) income attributable to Amneal Pharmaceuticals, Inc. | $ (11,996) | $ (16,902) | $ 103,071 | $ (64,783) |
Net (loss) earnings per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders: | ||||
Class A and Class B-1 basic (in usd per share) | $ (0.08) | $ (0.13) | $ 0.70 | $ (0.51) |
Class A and Class B-1 diluted (in usd per share) | $ (0.08) | $ (0.13) | $ 0.69 | $ (0.51) |
Weighted-average common shares outstanding: | ||||
Class A and Class B-1 basic (in shares) | 147,392 | 128,016 | 147,286 | 127,852 |
Class A and Class B-1 diluted (in shares) | 147,392 | 128,016 | 148,309 | 127,852 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Other Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (23,944) | $ (50,526) | $ 97,573 | $ (175,278) |
Less: Net loss attributable to non-controlling interests | 11,948 | 33,624 | 5,498 | 110,495 |
Net (loss) income attributable to Amneal Pharmaceuticals, Inc. | (11,996) | (16,902) | 103,071 | (64,783) |
Foreign currency translation adjustments: | ||||
Foreign currency translation adjustments arising during the period | (2,967) | (6,219) | (8,102) | (983) |
Less: Reclassification of foreign currency translation adjustment included in net loss | 0 | 40 | 0 | 3,413 |
Foreign currency translation adjustments, net | (2,967) | (6,179) | (8,102) | 2,430 |
Unrealized loss on cash flow hedge, net of tax | (9,774) | 0 | (72,432) | 0 |
Less: Other comprehensive loss (income) attributable to non-controlling interests | 6,471 | 3,533 | 40,927 | (1,394) |
Other comprehensive (loss) income attributable to Amneal Pharmaceuticals, Inc. | (6,270) | (2,646) | (39,607) | 1,036 |
Comprehensive (loss) income attributable to Amneal Pharmaceuticals, Inc. | $ (18,266) | $ (19,548) | $ 63,464 | $ (63,747) |
Consolidated Balance Sheets (un
Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 266,143 | $ 151,197 |
Restricted cash | 2,129 | 1,625 |
Trade accounts receivable, net | 582,734 | 604,390 |
Inventories | 443,956 | 381,067 |
Prepaid expenses and other current assets | 184,748 | 70,164 |
Related party receivables | 1,164 | 1,767 |
Total current assets | 1,480,874 | 1,210,210 |
Property, plant and equipment, net | 460,528 | 477,997 |
Goodwill | 527,475 | 419,504 |
Intangible assets, net | 1,423,826 | 1,382,753 |
Other assets | 28,731 | 44,270 |
Total assets | 4,056,756 | 3,665,890 |
Current liabilities: | ||
Accounts payable and accrued expenses | 599,489 | 507,483 |
Current portion of long-term debt, net | 29,756 | 21,479 |
Related party payable - short term | 8,455 | 5,969 |
Total current liabilities | 655,019 | 550,406 |
Long-term debt, net | 2,764,578 | 2,609,046 |
Note payable - related party | 35,661 | 0 |
Related party payable - long term | 479 | 0 |
Other long-term liabilities | 93,772 | 39,583 |
Total long-term liabilities | 3,018,341 | 2,768,696 |
Commitments and contingencies (Notes 5 and 17) | ||
Redeemable non-controlling interests | 12,380 | 0 |
Stockholders' Equity | ||
Preferred stock, $0.01 par value, 2,000 shares authorized; none issued at both June 30, 2020 and December 31, 2019 | 0 | 0 |
Additional paid-in capital | 617,504 | 606,966 |
Stockholders' accumulated deficit | (274,809) | (377,880) |
Accumulated other comprehensive loss | (39,696) | (68) |
Total Amneal Pharmaceuticals, Inc. stockholders' equity | 305,995 | 232,010 |
Non-controlling interests | 65,021 | 114,778 |
Total stockholders' equity | 371,016 | 346,788 |
Total liabilities and stockholders' equity | 4,056,756 | 3,665,890 |
Class A Common Stock | ||
Stockholders' Equity | ||
Common stock | 1,474 | 1,470 |
Class B Common Stock | ||
Stockholders' Equity | ||
Common stock | 1,522 | 1,522 |
Excluding Related Party | ||
Current assets: | ||
Operating lease right-of-use assets | 49,159 | 53,344 |
Current liabilities: | ||
Current portion of operating lease liabilities | 12,512 | 11,874 |
Operating lease liabilities | 38,591 | 43,135 |
Related Party | ||
Current assets: | ||
Operating lease right-of-use assets | 26,183 | 16,528 |
Financing lease right-of-use assets - related party | 59,980 | 61,284 |
Current liabilities: | ||
Current portion of operating and financing lease liabilities - related party | 3,807 | 3,601 |
Current portion of note payable - related party | 1,000 | 0 |
Operating lease liabilities | 24,478 | 15,469 |
Financing lease liabilities - related party | $ 60,782 | $ 61,463 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (unaudited) (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Preferred stock, par value (in usd per share) | $ 0.01 | |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | |
Class A Common Stock | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, shares issued (in shares) | 147,493,000 | 147,070,000 |
Class B Common Stock | ||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 152,117,000 | 152,117,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Net (loss) income | $ 97,573 | $ (175,278) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 116,155 | 99,574 |
Amortization of Levothyroxine Transition Agreement asset | 0 | 36,393 |
Unrealized foreign currency loss (gain) | 1,251 | (3,695) |
Amortization of debt issuance costs and discount | 4,214 | 3,218 |
Gain on sale of international businesses, net | (123) | (6,930) |
Intangible asset impairment charges | 3,175 | 79,096 |
Non-cash restructuring and asset-related charges | 0 | 1,314 |
Non-cash restructuring and asset-related charges | 2,381 | 8,996 |
Deferred tax benefit | 0 | (18,209) |
Stock-based compensation | 10,202 | 10,571 |
Inventory provision | 34,708 | 50,410 |
Other operating charges and credits, net | 4,156 | 3,155 |
Changes in assets and liabilities: | ||
Trade accounts receivable, net | 75,769 | (162,954) |
Inventories | (33,182) | (19,658) |
Income taxes receivable associated with the CARES Act | (110,069) | 0 |
Prepaid expenses, other current assets and other assets | 8,772 | 28,614 |
Related party receivables | 633 | (1,624) |
Accounts payable, accrued expenses and other liabilities | 15,172 | (13,538) |
Related party payables | (139) | 2,225 |
Net cash provided by (used in) operating activities | 228,267 | (87,316) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (15,919) | (29,629) |
Acquisition of intangible assets | (1,050) | (50,000) |
Acquisitions, net of cash acquired | (254,000) | 0 |
Proceeds from sale of international businesses, net of cash sold | 0 | 34,834 |
Net cash used in investing activities | (270,969) | (44,795) |
Cash flows from financing activities: | ||
Proceeds from issuance of debt | 180,000 | 0 |
Payments of principal on debt, financing leases and other | (17,072) | (13,500) |
Payments of deferred financing costs | (4,102) | 0 |
Proceeds from exercise of stock options | 158 | 1,385 |
Employee payroll tax withholding on restricted stock unit vesting | (557) | (921) |
Acquisition of non-controlling interest | 0 | (3,543) |
Tax distribution to non-controlling interest | 0 | (13,494) |
Net cash provided by (used in) financing activities | 157,897 | (30,939) |
Effect of foreign exchange rate on cash | 255 | 1,293 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 115,450 | (161,757) |
Cash, cash equivalents, and restricted cash - beginning of period | 152,822 | 218,779 |
Cash, cash equivalents, and restricted cash - end of period | 268,272 | 57,022 |
Cash and cash equivalents - end of period | 266,143 | 54,893 |
Restricted cash - end of period | 2,129 | 2,129 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 68,433 | 81,103 |
Cash (paid) received for income taxes, net | (4,518) | 8,533 |
Supplemental disclosure of non-cash investing and financing activity: | ||
Tax distributions to non-controlling interests | 1,573 | 0 |
Related Party | ||
Cash flows from financing activities: | ||
Payments of principal on financing lease - related party | (530) | (866) |
Supplemental disclosure of non-cash investing and financing activity: | ||
Notes payable for acquisitions - related party | $ 36,033 | $ 0 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (unaudited) - USD ($) $ in Thousands | Total | Common StockClass A Common Stock | Common StockClass B Common Stock | Common StockClass B-1 Common Stock | Additional Paid-in Capital | Stockholders' Accumulated Deficit | Accumulated other comprehensive loss | Non-Controlling Interests |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Cumulative-effective adjustment from adoption of Topic 842, net of tax | Adoption of Topic 842 | $ 13,561 | $ 4,957 | $ 8,604 | |||||
Shares beginning balance (in shares) at Dec. 31, 2018 | 115,047,000 | 171,261,000 | 12,329,000 | |||||
Stockholders' equity beginning balance at Dec. 31, 2018 | 896,363 | $ 1,151 | $ 1,713 | $ 123 | $ 530,438 | (20,920) | $ (7,755) | 391,613 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (175,278) | (64,783) | (110,495) | |||||
Foreign currency translation adjustment | (983) | (425) | (558) | |||||
Stock-based compensation | 10,571 | 10,571 | ||||||
Exercise of stock options (in shares) | 205,000 | |||||||
Exercise of stock options | 1,385 | $ 2 | 922 | (7) | 468 | |||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes (in shares) | 250,000 | |||||||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes | (921) | $ 2 | 6 | (5) | (924) | |||
Unrealized loss on cash flow hedge, net of tax | 0 | |||||||
Redemption of Class B Common Stock (in shares) | 320,000 | (320,000) | ||||||
Redemption of Class B Common Stock | 223 | $ 3 | $ (3) | 1,124 | (19) | (882) | ||
Conversion of Class B-1 Common Stock (in shares) | 12,329,000 | (12,329,000) | ||||||
Conversion of Class B-1 Common Stock | $ 123 | $ (123) | ||||||
Reclassification of foreign currency translation adjustment included in net loss | 3,413 | 1,461 | 1,952 | |||||
Tax distribution | (82) | (82) | ||||||
Other | 1,100 | 1,100 | ||||||
Shares ending balance (in shares) at Jun. 30, 2019 | 128,151,000 | 170,941,000 | 0 | |||||
Stockholders' equity ending balance at Jun. 30, 2019 | 749,352 | $ 1,281 | $ 1,710 | $ 0 | 544,161 | (80,746) | (6,750) | 289,696 |
Shares beginning balance (in shares) at Mar. 31, 2019 | 115,564,000 | 170,941,000 | 12,329,000 | |||||
Stockholders' equity beginning balance at Mar. 31, 2019 | 799,781 | $ 1,156 | $ 1,710 | $ 123 | 537,159 | (63,844) | (4,099) | 327,576 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (50,526) | (16,902) | (33,624) | |||||
Foreign currency translation adjustment | (6,219) | (2,663) | (3,556) | |||||
Stock-based compensation | 6,224 | 6,224 | ||||||
Exercise of stock options (in shares) | 8,000 | |||||||
Exercise of stock options | 375 | 174 | 201 | |||||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes (in shares) | 250,000 | |||||||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes | (921) | $ 2 | 6 | (5) | (924) | |||
Unrealized loss on cash flow hedge, net of tax | 0 | |||||||
Conversion of Class B-1 Common Stock (in shares) | 12,329,000 | (12,329,000) | ||||||
Conversion of Class B-1 Common Stock | $ 123 | $ (123) | ||||||
Reclassification of foreign currency translation adjustment included in net loss | 40 | 17 | 23 | |||||
Other | 598 | 598 | ||||||
Shares ending balance (in shares) at Jun. 30, 2019 | 128,151,000 | 170,941,000 | 0 | |||||
Stockholders' equity ending balance at Jun. 30, 2019 | 749,352 | $ 1,281 | $ 1,710 | $ 0 | 544,161 | (80,746) | (6,750) | 289,696 |
Shares beginning balance (in shares) at Dec. 31, 2019 | 147,070,000 | 152,117,000 | ||||||
Stockholders' equity beginning balance at Dec. 31, 2019 | 346,788 | $ 1,470 | $ 1,522 | 606,966 | (377,880) | (68) | 114,778 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | 96,265 | 103,071 | (6,806) | |||||
Net (loss) income | 97,573 | |||||||
Foreign currency translation adjustment | (8,102) | (3,985) | (4,117) | |||||
Stock-based compensation | 10,202 | 10,202 | ||||||
Exercise of stock options (in shares) | 58,000 | |||||||
Exercise of stock options | 158 | $ 1 | 158 | (6) | 5 | |||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes (in shares) | 365,000 | |||||||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes | (693) | $ 3 | 178 | (15) | (859) | |||
Unrealized loss on cash flow hedge, net of tax | (72,432) | (35,622) | (36,810) | |||||
Tax distribution | (1,170) | (1,170) | ||||||
Shares ending balance (in shares) at Jun. 30, 2020 | 147,493,000 | 152,117,000 | ||||||
Stockholders' equity ending balance at Jun. 30, 2020 | 371,016 | $ 1,474 | $ 1,522 | 617,504 | (274,809) | (39,696) | 65,021 | |
Redeemable Non-Controlling Interests, beginning balance at Dec. 31, 2019 | 0 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Net (loss) income | 1,308 | |||||||
Redeemable non-controlling interests issued for acquisitions | 11,475 | |||||||
Tax distribution | (403) | |||||||
Redeemable Non-Controlling Interests, ending balance at Jun. 30, 2020 | 12,380 | |||||||
Shares beginning balance (in shares) at Mar. 31, 2020 | 147,311,000 | 152,117,000 | ||||||
Stockholders' equity beginning balance at Mar. 31, 2020 | 403,458 | $ 1,472 | $ 1,522 | 611,600 | (262,813) | (33,405) | 85,082 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (24,164) | (11,996) | (12,168) | |||||
Net (loss) income | (23,944) | |||||||
Foreign currency translation adjustment | (2,967) | (1,460) | (1,507) | |||||
Stock-based compensation | 5,663 | 5,663 | ||||||
Exercise of stock options (in shares) | 56,000 | |||||||
Exercise of stock options | 153 | $ 1 | 153 | (6) | 5 | |||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes (in shares) | 126,000 | |||||||
Restricted stock unit vesting, net of shares withheld to cover payroll taxes | (183) | $ 1 | 88 | (15) | (257) | |||
Unrealized loss on cash flow hedge, net of tax | (9,774) | (4,810) | (4,964) | |||||
Tax distribution | (1,170) | (1,170) | ||||||
Shares ending balance (in shares) at Jun. 30, 2020 | 147,493,000 | 152,117,000 | ||||||
Stockholders' equity ending balance at Jun. 30, 2020 | 371,016 | $ 1,474 | $ 1,522 | $ 617,504 | $ (274,809) | $ (39,696) | $ 65,021 | |
Redeemable Non-Controlling Interests, beginning balance at Mar. 31, 2020 | 12,563 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Net (loss) income | 220 | |||||||
Tax distribution | (403) | |||||||
Redeemable Non-Controlling Interests, ending balance at Jun. 30, 2020 | $ 12,380 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations Amneal Pharmaceuticals, Inc., formerly known as Atlas Holdings, Inc. (the "Company"), was formed along with its wholly owned subsidiary, K2 Merger Sub Corporation, a Delaware corporation ("Merger Sub"), on October 4, 2017, for the purpose of facilitating the combination of Impax Laboratories, Inc. (now Impax Laboratories, LLC), a Delaware corporation then listed on the Nasdaq Stock Market ("Impax") and Amneal Pharmaceuticals LLC, a Delaware limited liability company ("Amneal"). The Company is a holding company, whose principal assets are Amneal Common Units. Amneal was formed in 2002 and operates through various subsidiaries. Amneal is a vertically integrated developer, manufacturer, and seller of generic pharmaceutical products. Amneal’s pharmaceutical research includes analytical and formulation development and stability. Amneal operates principally in the United States, India, and Ireland. Amneal sells to wholesalers, distributors, hospitals, chain pharmacies and individual pharmacies, either directly or indirectly. On October 17, 2017, Amneal, Impax, the Company and Merger Sub entered into the Business Combination Agreement, as amended on November 21, 2017 and December 16, 2017 (the "BCA"). On May 4, 2018, pursuant to the BCA, Impax and Amneal combined the generics and specialty pharmaceutical business of Impax with the generic drug development and manufacturing business of Amneal to create the Company as a new generics and specialty pharmaceutical company, through the following transactions (together, the "Combination", and the closing of the Combination, the "Closing"): (i) Merger Sub merged with and into Impax, with Impax surviving as a wholly owned subsidiary of the Company, (ii) each share of Impax’s common stock, par value $0.01 per share ("Impax Common Stock"), issued and outstanding immediately prior to the Closing, other than Impax Common Stock held by Impax in treasury, by the Company or by any of their respective subsidiaries, was converted into the right to receive one fully paid and non-assessable share of Class A common stock of the Company, par value $0.01 per share ("Class A Common Stock"), (iii) Impax converted to a Delaware limited liability company, (iv) the Company contributed to Amneal all of the Company’s equity interests in Impax, in exchange for Amneal common units ("Amneal Common Units"), (v) the Company issued an aggregate number of shares of Class B common stock of the Company, par value $0.01 per share ("Class B Common Stock", and collectively, with the Class A Common Stock and Class B-1 common stock of the Company, par value $0.01 ("Class B-1 Common Stock"), the "Company Common Stock") to APHC Holdings, LLC (formerly Amneal Holdings, LLC), the parent entity of Amneal as of the Closing ("Holdings"), and (vi) the Company became the managing member of Amneal. Immediately upon the Closing, holders of Impax Common Stock prior to the Closing collectively held approximately 25% of the Company and Holdings held a majority interest in the Company with an effective voting interest of approximately 75% on a fully diluted and as converted basis through its ownership of Class B Common Stock. Holdings also held a corresponding number of Amneal Common Units, which entitled it to approximately 75% of the economic interests in the combined businesses of Impax and Amneal. The Company held an interest in Amneal of approximately 25% and became its managing member. In connection with the Combination, on May 4, 2018, Holdings entered into definitive purchase agreements which provided for a private placement of certain shares of Class A Common Stock and Class B-1 Common Stock (the "PIPE Investment") with select institutional investors (the "PIPE Investors"). Pursuant to the terms of the purchase agreements, upon the Closing, Holdings exercised its right to cause the Company to redeem approximately 15% of its ownership interests in the Company in exchange for 34.5 million shares of Class A Common Stock and 12.3 million unregistered shares of Class B-1 Common Stock (the "Redemption"). The shares of Class A Common Stock and Class B-1 Common Stock received in the Redemption were sold immediately following the Closing by Holdings to the PIPE Investors at a per share purchase price of $18.25 for gross proceeds of $855 million. Following the PIPE Investment, the PIPE Investors owned collectively approximately 15% of the Company Common Stock on a fully diluted and as converted basis. On May 4, 2018, Holdings also caused Amneal to redeem (the "Closing Date Redemption") 6.9 million of Amneal Common Units held by Holdings for a like number of shares of Class A Common Stock, for future distribution to certain direct and indirect members of Holdings who were or are employees of the Company and to whom were previously issued (prior to the Closing) profit participation units ("PPUs") in Amneal. As a result of the PIPE Investment and Closing Date Redemption, the voting and economic interest of approximately 75% held by Holdings immediately upon Closing was reduced by approximately 18%. The overall interest percentage held by non-controlling interest holders (the "Amneal Group") upon the consummation of the Combination, PIPE Investment and Closing Date Redemption was approximately 57%. As of both June 30, 2020 and December 31, 2019, the overall interest percentage held by non-controlling interest holders was approximately 51%. On July 5, 2018, Holdings distributed to its members all Amneal Common Units and shares of Class B Common Stock held by Holdings. As a result, as of June 30, 2020, Holdings did not hold any equity interest in Amneal or the Company. During the year ended December 31, 2019, pursuant to the Company's certificate of incorporation, the Company converted all (12.3 million) of its issued and outstanding shares of Class B-1 Common Stock to Class A Common Stock and such shares of Class B-1 Common Stock have been retired and may not be reissued by the Company. The rights of Class A Common Stock and Class B-1 Common Stock were identical, except that the Class B-1 Common Stock had certain director appointment rights and the Class B-1 Common Stock had no voting rights (other than with respect to its director appointment right and as otherwise required by law). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements, which are prepared in accordance with generally accepted accounting principles in the United States of America, should be read in conjunction with Amneal’s annual audited financial statements for the year ended December 31, 2019 included in the Company’s 2019 Annual Report on Form 10-K. Certain information and footnote disclosures normally included in annual financial statements have been omitted from the accompanying unaudited consolidated financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the Company's financial position as of June 30, 2020, cash flows for the six months ended June 30, 2020 and 2019 and the results of its operations, its comprehensive income (loss) and its changes in stockholders' equity for the three and six months ended June 30, 2020 and 2019. The consolidated balance sheet data at December 31, 2019 was derived from the Company's audited annual financial statements, but does not include all disclosures required by generally accepted accounting principles in the United States of America. The accounting policies of the Company are set forth in Note 2. Summary of Significant Accounting Policies contained in the Company’s 2019 Annual Report on Form 10-K, except for the impact of the adoption of new accounting standards discussed under Recently Adopted Accounting Pronouncements . The following new significant accounting policy relates to the acquisitions of AvKARE, Inc. and Dixon-Shane, LLC d/b/a R&S Northeast LLC (refer to Note 3. Acquisitions and Divestitures ). Chargebacks Received From Manufacturers When a sale occurs on a contracted item, the difference between the cost the Company pays to the manufacturer of that item and the contract price that the end customer has with the manufacturer is rebated to the Company by the manufacturer as a chargeback. Chargebacks are recorded as a reduction to cost of sales and either a reduction in the amount due to the manufacturer (if there is a right of offset) or as a receivable from the manufacturer. Use of Estimates The preparation of financial statements requires the Company's management to make estimates and assumptions that affect the reported financial position at the date of the financial statements and the reported results of operations during the reporting period. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The following are some, but not all, of such estimates: the determination of chargebacks, sales returns, rebates, billbacks, distribution fees, allowances for accounts receivable, accrued liabilities, chargebacks received from manufacturers, stock-based compensation, valuation of inventory balances, the determination of useful lives for product rights, allowances for deferred tax assets, measurement of assets acquired and liabilities assumed in business combinations at fair value and the assessment of expected cash flows used in evaluating goodwill and other long-lived assets for impairment. Actual results could differ from those estimates. Recently Adopted Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-13, Fair Value Measurement (Topic 82): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements on fair value measurement. The Company adopted ASU 2018-13 effective January 1, 2020 and it did not have a material impact on the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , guidance that changes the impairment model for most financial assets including trade receivables and certain other instruments that are not measured at fair value through net income. The standard will replace today’s "incurred loss" approach with an "expected loss" model for instruments measured at amortized cost and require entities to record allowances for available-for-sale debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. Entities will apply the standard’s provisions as a cumulative effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company adopted ASU 2016-13 effective January 1, 2020 and it did not have a material impact on the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform , which provided elective amendments for entities that have contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform . The amendments may be applied to impacted contracts and hedges prospectively through December 31, 2022. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures AvKARE and R&S Acquisitions On December 10, 2019, the Company, through its investment in Rondo Partners, LLC (“Rondo”), entered into an equity purchase and operating agreements to acquire approximately a 65.1% controlling financing interest in both AvKARE Inc., a Tennessee corporation, and Dixon-Shane, LLC d/b/a R&S Northeast LLC, a Kentucky limited liability company (“R&S”) (collectively the “Acquisitions”). Prior to closing, AvKARE, Inc. converted to a limited liability company, AvKARE, LLC. AvKARE, LLC is one of the largest private label providers of generic pharmaceuticals in the U.S. federal agency sector, primarily focused on serving the Department of Defense and the Department of Veterans Affairs. R&S is a national pharmaceutical wholesaler focused primarily on offering 340b-qualified entities products to provide consistency in care and pricing. On January 31, 2020, the Company completed the Acquisitions. The purchase price of $295 million, included cash of $254 million and the issuance of long-term promissory notes to the sellers with an aggregate principal amount of $44 million (estimated fair value of $35 million) (the “Sellers Notes”) and a short-term promissory note (the “Short-Term Seller Note”) with a principal amount of $1 million to the sellers. The cash purchase price was funded by $76 million of cash on hand and $178 million of proceeds from a $180 million term loan. The remaining $2 million consisted of working capital costs. The Company is not party to or a guarantor of the term loan, Sellers Notes or Short-Term Sellers Note. (refer to Note 13. Debt ). For further detail of the preliminary purchase price, refer to the table below. For the six months ended June 30, 2020, there were $1 million of transaction costs associated with the Acquisitions recorded in acquisition, transaction-related and integration expenses (none for the three months ended June 30, 2020). The Acquisitions were accounted for under the acquisition method of accounting, with Amneal as the accounting acquirer of AvKARE, LLC and R&S. The preliminary purchase price is calculated as follows (in thousands): Cash $ 254,000 Sellers Notes (1) 35,033 Settlement of Amneal trade accounts receivable from R&S (2) 7,440 Short-Term Seller Note (3) 1,000 Working capital adjustment (4) (2,640) Fair value consideration transferred $ 294,833 (1) In accordance with ASC 805, Business Combinations, all consideration transferred was measured at its acquisition-date fair value. The Sellers Notes are stated at the preliminary fair value estimate of $35 million, which is the $44 million aggregate principal amount less a $9 million discount. The fair value of the Sellers Notes was estimated using the Monte-Carlo simulation approach under the option pricing framework. (2) Represents trade accounts receivable from R&S that was effectively settled upon closing of the Acquisitions. (3) Represents the principal amount due on the Short-Term Seller Note, which approximates fair value. (4) Represents estimated working capital adjustment pursuant to the terms of the purchase agreement. The following is a summary of the preliminary purchase price allocation for the Acquisitions (in thousands): Preliminary Fair Values as of Trade accounts receivable, net $ 49,286 Inventories 68,115 Prepaid expenses and other current assets 7,401 Related party receivables 61 Property, plant and equipment 5,278 Goodwill 108,790 Intangible assets, net 130,800 Operating lease right-of-use assets - related party 5,544 Total assets acquired 375,275 Accounts payable and accrued expenses 61,891 Related party payables 1,532 Operating lease liabilities - related party 5,544 Total liabilities assumed 68,967 Redeemable non-controlling interests 11,475 Fair value of consideration transferred $ 294,833 The acquired intangible assets are being amortized over their estimated useful lives as follows (in thousands): Preliminary Weighted-Average Government licenses $ 66,700 7 years Government contracts 22,000 4 years National contracts 28,600 5 years Customer relationships 13,000 10 years Trade name 500 6 years $ 130,800 The estimated fair values of the customer relationships, government contracts and national contracts were determined using the “income approach,” which is a valuation technique that provides an estimate of the fair value of an intangible asset based on market participant expectations of the cash flows that an intangible asset would generate over its remaining useful life. The estimated fair value of the trade name was determined using the “relief from royalty method,” which is a valuation technique that provides an estimate of the fair value of an intangible asset equal to the present value of the after-tax royalty savings attributable to owning the intangible asset. The estimated fair value of the government licenses was determined using the “with-and-without method,” which is a valuation technique that provides an estimate of the fair value of an intangible asset that is equal to the difference between the present value of the prospective revenues and expenses for the business with and without the subject intangible asset in place. The assumptions, including the expected projected cash flows, utilized in the preliminary purchase price allocation and in determining the purchase price were based on management's best estimates as of the closing date of the Acquisitions on January 31, 2020. Some of the more significant assumptions inherent in the development of those asset valuations include the estimated net cash flows for each year for each asset (including net revenues, cost of sales, selling and marketing costs and working capital / contributory asset charges), the appropriate discount rate to select in order to measure the risk inherent in each future cash flow stream, the assessment of each asset’s life cycle, competitive trends impacting the asset and each cash flow stream, as well as other factors. No assurances can be given that the underlying assumptions used to prepare the discounted cash flow analysis will not change. For these and other reasons, actual results may vary significantly from estimated results. The Company makes an initial allocation of the purchase price at the date of acquisition based upon its understanding of the fair value of the acquired assets, assumed liabilities and redeemable non-controlling interests. The Company obtains this information during due diligence and through other sources. In the months after closing, as the Company obtains additional information about these assets and liabilities and learns more about the newly acquired businesses, it is able to refine the estimates of fair value and more accurately allocate the purchase price. Only items identified as of the acquisition date are considered for subsequent adjustment. The Company is continuing to evaluate the acquired assets, assumed liabilities and redeemable non-controlling interests associated with the Acquisitions. The Company will make appropriate adjustments to the purchase price allocation prior to completion of the measurement period, as required. The Sellers Notes and redeemable non-controlling interests were estimated using the Monte-Carlo simulation approach under the option pricing framework. The non-controlling interests are redeemable at the option of either the non-controlling interest holder and Amneal. The fair value of the redeemable non-controlling interests considers these redemption rights. Of the $109 million of goodwill acquired in connection with the Acquisitions, approximately $73 million was allocated to the Company’s AvKARE segment (refer to Note 18. Segment Information ) and approximately $36 million was allocated to the Generics segment. Goodwill was allocated to the Generics segment as net revenue of products manufactured from Amneal and distributed by the Acquisitions is reflected in Generics’ segment results. Goodwill is calculated as the excess of the fair value of the consideration transferred and the fair value of the redeemable non-controlling interests over the fair value of the net assets recognized. Factors that contributed to the recognition of goodwill include Amneal’s intent to diversify its business and open growth opportunities in the large, complex and growing federal healthcare market. For the three months ended June 30, 2020, the Acquisitions contributed total net revenue of approximately $67 million and operating income of $3 million, which included approximately $8 million of amortization expense from intangible assets acquired in the Acquisitions, to the Company’s consolidated results of operations. For the six months ended June 30, 2020, the Acquisitions contributed total net revenue of approximately $132 million and operating income of $1 million, which included approximately $14 million of amortization expense from intangible assets acquired in the Acquisitions, to the Company’s consolidated results of operations. Unaudited Pro Forma Information The unaudited pro forma combined results of operations for the three and six months ended June 30, 2020 and 2019 (assuming the closing of the Acquisitions occurred on January 1, 2019) are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Net revenue $ 464,662 $ 479,891 $ 989,965 $ 991,096 Net (loss) income $ (23,944) $ (45,622) $ 92,472 $ (178,006) Net (loss) income attributable to Amneal Pharmaceuticals, Inc. $ (11,996) $ (15,535) $ 101,438 $ (65,712) The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the closing of the Acquisitions taken place on January 1, 2019. Furthermore, the pro forma results do not purport to project the future results of operations of the Company. Adjustments to arrive at the unaudited pro forma information primarily related to increases in selling, general and administrative expenses for amortization of acquired intangible assets, net of the applicable tax impact. U.K. Divestiture On March 30, 2019, the Company sold 100% of the stock of its Creo Pharma Holding Limited subsidiary, which comprised substantially all of the Company's operations in the United Kingdom, to AI Sirona (Luxembourg) Acquisition S.a.r.l ("AI Sirona") for net cash consideration of approximately $32 million which was received in April 2019. The carrying value of the net assets sold was $22 million, including intangible assets of $7 million and goodwill of $5 million. As a result of the sale, the Company recognized a pre-tax gain of $9 million, inclusive of transaction costs and the recognition of accumulated foreign currency translation adjustment losses of $3 million, within gain (loss) on sale of international businesses, net for the six months ended June 30, 2019. For the three months ended June 30, 2020, the Company made a $0.5 million payment to AI Sirona for and recognized a $0.1 million gain on sale of international business for final settlement of the divestiture. As part of the disposition, the Company entered into a supply and license agreement with AI Sirona to supply certain products for a period of up to two years. Germany Divestiture On May 3, 2019, the Company sold 100% of the stock of its Amneal Deutschland GmbH subsidiary, which comprised substantially all of the Company's operations in Germany, to EVER Pharma Holding Ges.m.b.H. (“EVER”) for net cash consideration of approximately $3 million which was received in May 2019. The carrying value of the net assets sold was $7 million, including goodwill of $0.5 million. As a result of the sale, the Company recognized a pre-tax loss of $2 million, inclusive of transaction costs and the recognition of accumulated foreign currency translation adjustment losses, within gain (loss) on sale of international businesses, net for the three and six months ended June 30, 2019. As part of the disposition, the Company also entered into a license and supply agreement with EVER to supply certain products for an 18 month period. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Performance Obligations The Company’s performance obligation is the supply of finished pharmaceutical and related products to its customers. The Company’s customers consist primarily of major wholesalers, retail pharmacies, managed care organizations, purchasing co-ops, hospitals, government agencies, institutions, and pharmaceutical companies. The Company’s customer contracts generally consist of both a master agreement, which is signed by the Company and its customer, and/or a customer submitted purchase order, which is governed by the terms and conditions of the master agreement. Customers purchase product by direct channel sales from the Company or by indirect channel sales through various distribution channels. Revenue is recognized when the Company transfers control of its products to the customer, which typically occurs at a point-in-time, either upon shipment or delivery. Substantially all of the Company’s net revenues relate to products which are transferred to the customer at a point-in-time. The Company offers standard payment terms to its customers and has elected the practical expedient to not adjust the promised amount of consideration for the effects of a significant financing, since the period between when the Company transfers the product to the customer and when the customer pays for that product is one year or less. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenues. The consideration amounts due from customers as a result of product sales are subject to variable consideration, as described further below. The Company offers standard product warranties which provide assurance that the product will function as expected and in accordance with specifications. Customers cannot purchase warranties separately and these warranties do not give rise to a separate performance obligation. The Company permits the return of product under certain circumstances, mainly upon product expiration, instances of shipping errors or where product is damaged in transit. The Company accrues for the customer’s right to return as part of its variable consideration. See below for further details. Variable Consideration The Company includes an estimate of variable consideration in its transaction price at the time of sale, when control of the product transfers to the customer. Variable consideration includes but is not limited to: chargebacks, distribution fees, rebates, group purchasing organization ("GPO") fees, prompt payment (cash) discounts, consideration payable to the customer, billbacks, Medicaid and other government pricing programs, price protection and shelf stock adjustments, sales returns, and profit shares. The Company assesses whether or not an estimate of its variable consideration is constrained and has determined that the constraint does not apply, since it is probable that a significant reversal in the amount of cumulative revenue will not occur in the future when the uncertainty associated with the variable consideration is subsequently resolved. The Company’s estimates for variable consideration are adjusted as required at each reporting period for specific known developments that may result in a change in the amount of total consideration it expects to receive. Chargebacks In the case an indirect customer purchases product from their preferred wholesaler instead of directly from the Company, and the contract price charged to the indirect customer is lower than the wholesaler pricing, the Company pays the direct customer (wholesaler) a chargeback for the price differential. The Company estimates its chargeback accrual based on its estimates of the level of inventory of its products in the distribution channel that remain subject to chargebacks and historical chargeback rates. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Rebates The Company pays fixed or volume-based rebates to its customers based on a fixed amount, fixed percentage of product sales or based on the achievement of a specified level of purchases. The Company’s rebate accruals are based on actual net sales, contractual rebate rates negotiated with customers, and expected purchase volumes / corresponding tiers based on actual sales to date and forecasted amounts. Group Purchasing Organization Fees The Company pays fees to GPOs for administrative services that the GPOs perform in connection with the purchases of product by the GPO participants who are the Company’s customers. The Company’s GPO fee accruals are based on actual net sales, contractual fee rates negotiated with GPOs and the mix of the products in the distribution channel that remain subject to GPO fees. Prompt Payment (Cash) Discounts The Company provides customers with prompt payment discounts which may result in adjustments to the price that is invoiced for the product transferred, in the case that payments are made within a defined period. The Company’s prompt payment discount accruals are based on actual net sales and contractual discount rates. Consideration Payable to the Customer The Company pays administrative and service fees to its customers based on a fixed percentage of the product price. These fees are not in exchange for a distinct good or service and therefore are recognized as a reduction of the transaction price. The Company accrues for these fees based on actual net sales, contractual fee rates negotiated with the customer and the mix of the products in the distribution channel that remain subject to fees. Billbacks In the case an indirect customer purchases product from their preferred wholesaler instead of directly from the Company, and the contract price charged to the indirect customer is higher than contractual pricing, the Company pays the indirect customer a billback for the price differential. The Company estimates its billback accrual based on its estimates of the level of inventory of its products in the distribution channel that remain subject to billbacks and historical billback rates. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Medicaid and Other Government Pricing Programs The Company complies with required rebates mandated by law under Medicaid and other government pricing programs. The Company estimates its government pricing accruals based on monthly sales, historical experience of claims submitted by the various states and jurisdictions, historical rates and estimated lag time of the rebate invoices. Price Protection and Shelf Stock Adjustments The Company provides customers with price protection and shelf stock adjustments which may result in an adjustment to the price charged for the product transferred, based on differences between old and new prices which may be applied to the customer’s on-hand inventory at the time of the price change. The Company accrues for these adjustments when its expected value of an adjustment is greater than zero, based on contractual pricing, actual net sales, accrual rates based on historical average rates, and estimates of the level of inventory of its products in the distribution channel that remain subject to these adjustments. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Sales Returns The Company permits the return of product under certain circumstances, mainly upon product expiration, instances of shipping errors or where product is damaged in transit, and occurrences of product recalls. The Company’s product returns accrual is primarily based on estimates of future product returns based generally on actual net sales, estimates of the level of inventory of its products in the distribution channel that remain subject to returns, estimated lag time of returns and historical return rates. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Profit Shares For certain product sale arrangements, the Company earns a profit share upon the customer’s sell-through of the product purchased from the Company. The Company estimates its profit shares based on actual net sales, estimates of the level of inventory of its products in the distribution channel that remain subject to profit shares, and historical rates of profit shares earned. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Concentration of Revenue The Company's three largest customers accounted for approximately 84% and 83% of total gross sales of products for the three and six months ended June 30, 2020, respectively. The Company's three largest customers accounted for approximately 81% and 80% of total gross sales of products for the three and six months ended June 30, 2019, respectively. Disaggregated Revenue The Company's significant therapeutic classes for its Generics and Specialty segments and sales channels for its AvKARE segment, as determined based on net revenue for each of the three and six months ended June 30, 2020 and 2019 are set forth below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Generics Anti-Infective $ 9,722 $ 8,147 $ 22,776 $ 14,089 Hormonal/Allergy 89,277 92,293 177,919 195,018 Antiviral 955 1,346 16,779 15,802 Central Nervous System (1) 96,228 117,398 195,810 242,173 Cardiovascular System 25,105 31,138 54,359 67,355 Gastroenterology 16,625 9,938 37,878 19,494 Oncology 16,567 21,746 31,422 36,705 Metabolic Disease/Endocrine 6,769 10,887 23,408 28,734 Respiratory 7,240 8,418 17,328 17,636 Dermatology 10,442 14,771 27,584 27,744 Other therapeutic classes 26,668 15,263 51,935 33,440 International and other 961 3,719 1,947 19,351 Total Generics net revenue 306,559 335,064 659,145 717,541 Specialty Hormonal/Allergy 13,669 9,888 27,623 20,787 Central Nervous System (1) 74,056 50,694 142,367 93,593 Gastroenterology 439 452 487 933 Metabolic Disease/Endocrine 203 89 476 630 Other therapeutic classes 5,889 8,455 11,280 17,278 Total Specialty net revenue 94,256 69,578 182,233 133,221 AvKARE Distribution 31,839 — 63,425 — Government Label 25,073 — 46,451 — Institutional 4,511 — 7,924 — Other 2,424 — 4,017 — Total AvKARE net revenue 63,847 — 121,817 — Total net revenue $ 464,662 $ 404,642 $ 963,195 $ 850,762 (1) During the three months ended September 30, 2019, operating results for Oxymorphone were reclassified from Generics to Specialty, where it is sold as a non-promoted product. Prior period results have not been restated to reflect the reclassification. A rollforward of the major categories of sales-related deductions for the six months ended June 30, 2020 is as follows (in thousands): Contract Cash Discount Accrued Accrued Balance at December 31, 2019 $ 829,807 $ 34,308 $ 150,361 $ 114,960 Impact from the Acquisitions 12,444 944 15,229 10 Provision related to sales recorded in the period 2,025,733 60,000 49,285 69,685 Credits/payments issued during the period (2,197,368) (71,093) (52,202) (63,062) Balance at June 30, 2020 $ 670,616 $ 24,159 $ 162,673 $ 121,593 |
Alliance and Collaboration
Alliance and Collaboration | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Alliance and Collaboration | Alliance and Collaboration The Company has entered into several alliance, collaboration, license, distribution and similar agreements with respect to certain of its products and services with third-party pharmaceutical companies. The consolidated statements of operations include revenue recognized under agreements the Company has entered into to develop marketing and/or distribution relationships with its partners to fully leverage the technology platform and revenue recognized under development agreements which generally obligate the Company to provide research and development services over multiple periods. The Company's significant arrangements are discussed below. Levothyroxine License and Supply Agreement; Transition Agreement On August 16, 2018, the Company entered into a license and supply agreement with Jerome Stevens Pharmaceuticals, Inc. ("JSP") for levothyroxine sodium tablets ("Levothyroxine"). This agreement designated the Company as JSP's exclusive commercial partner for Levothyroxine in the U.S. market for a 10-year term commencing on March 22, 2019. Additionally, under this license and supply agreement, the Company accrued the up-front license payment of $50 million on March 22, 2019, which was paid in April 2019. The agreement also provides for the Company to pay a profit share to JSP based on net profits of the Company's sales of Levothyroxine, after considering product costs. On November 9, 2018, the Company entered into a transition agreement ("Transition Agreement") with Lannett Company (“Lannett”) and JSP. Under the terms of the Transition Agreement, the Company assumed the distribution and marketing of Levothyroxine from Lannett beginning December 1, 2018 through March 22, 2019, ahead of the commencement date of the license and supply agreement with JSP described above. In accordance with the terms of the Transition Agreement, the Company made $47 million of non-refundable payments to Lannett. For the six months ended June 30, 2019, $37 million, was expensed to cost of goods sold, as the Company sold Levothyroxine (none in the six months ended June 30, 2020). As of December 31, 2018 the Company had a $4 million transition contract liability, which was fully settled in February 2019. Additionally, during the year ended December 31, 2019, the Company recorded $1 million in cost of sales related to reimbursement due to Lannett for certain of its unsold inventory at the end of the transition period, which was fully settled in March 2020. Biosimilar Licensing and Supply Agreement On May 7, 2018, the Company entered into a licensing and supply agreement, with Mabxience S.L., for its biosimilar candidate for Avastin® (bevacizumab). The Company will be the exclusive partner in the U.S. market. The Company will pay development and regulatory milestone payments as well as commercial milestone payments on reaching pre-agreed sales targets in the market to Mabxience, up to $72 million. For the six months ended June 30, 2019 the Company expensed a milestone payment of $1 million (none for the three months ended June 30, 2019) to research and development. For the three and six months ended June 30, 2020 the Company expensed a milestone payment of $5 million. Distribution, License, Development and Supply Agreement with AstraZeneca UK Limited In January 2012, Impax entered into an agreement with AstraZeneca UK Limited ("AstraZeneca") to distribute branded products under the terms of a distribution, license, development and supply Agreement (the "AZ Agreement"). The parties subsequently entered into a First Amendment to the AZ Agreement dated May 31, 2016 (as amended, the "AZ Amendment"). Under the terms of the AZ Agreement, AstraZeneca granted to Impax an exclusive license to commercialize the tablet, orally disintegrating tablet and nasal spray formulations of Zomig® (zolmitriptan) products for the treatment of migraine headaches in the United States and in certain U.S. territories, except during an initial transition period when AstraZeneca fulfilled all orders of Zomig® products on Impax’s behalf and AstraZeneca paid to Impax the gross profit on such Zomig® products. Pursuant to the AZ Amendment, under certain conditions, and depending on the nature and terms of the study agreed to with the FDA, Impax agreed to conduct, at its own expense, the juvenile toxicity study and pediatric study required by the FDA under the Pediatric Research Equity Act ("PREA") for approval of the nasal formulation of Zomig ® for the acute treatment of migraine in pediatric patients ages six through eleven years old, as further described in the study protocol mutually agreed to by the parties (the "PREA Study"). In consideration for Impax conducting the PREA Study at its own expense, the AZ Amendment provides for the total royalty payments payable by Impax to AstraZeneca on net sales of Zomig ® products under the AZ Agreement to be reduced by an aggregate amount of $30 million to be received in quarterly amounts specified in the AZ Amendment beginning from the quarter ended June 30, 2016 and through the quarter ended December 31, 2020 . In the event the royalty reduction amounts exceed the royalty payments payable by Impax to AstraZeneca pursuant to the AZ Agreement in any given quarter, AstraZeneca will be required to pay Impax an amount equal to the difference between the royalty reduction amount and the royalty payment payable by Impax to AstraZeneca. Impax’s commitment to perform the PREA Study may be terminated, without penalty, under certain circumstances as set forth in the AZ Amendment. The Company recognizes the amounts received from AstraZeneca for the PREA Study as a reduction to research and development expense. In May 2013, Impax’s exclusivity period for branded Zomig® tablets and orally disintegrating tablets expired and Impax launched authorized generic versions of those products in the United States. As discussed above, pursuant to the AZ Amendment, the total royalty payments payable by Impax to AstraZeneca on net sales of Zomig ® products under the AZ Agreement is reduced by certain specified amounts beginning from the quarter ended June 30, 2016 and through the quarter ended December 31, 2020, with such reduced royalty amounts totaling an aggregate amount of $30 million. The Company recorded cost of sales for royalties under this agreement of $5 million and $9 million for the three and six months ended June 30, 2020, respectively, and $5 million and $9 million for the three and six ended June 30, 2019, respectively. During the three months ended March 31, 2020, AstraZeneca and the Company agreed to terminate the AZ Agreement and subsequent AZ Amendment effective January 2021. For detail on the Company’s related party agreements with Kashiv Biosciences, LLC, refer to Note 19. Related Party Transactions . |
Restructuring and Other Charges
Restructuring and Other Charges | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Charges | Restructuring and Other Charges During the six months ended June 30, 2018, in connection with the Combination, the Company committed to a restructuring plan to achieve cost savings. The Company expected to integrate its operations and reduce its combined cost structure through workforce reductions that eliminated duplicative positions and consolidated certain administrative, manufacturing and research and development facilities. In connection with this plan, the Company announced on May 10, 2018 that it intended to close its Hayward, California-based operations. On July 10, 2019, the Company announced a plan to restructure its operations that was intended to reduce costs and optimize its organizational and manufacturing infrastructure. Pursuant to the restructuring plan as revised, the Company expects to reduce its headcount by approximately 300 to 350 employees through December 31, 2020, primarily by ceasing manufacturing at its Hauppauge, NY facility. Collectively these actions comprise the "Plans". The following table sets forth the components of the Company's restructuring and other charges (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Employee restructuring separation charges (1) $ — $ 516 $ 46 $ 2,420 Asset-related charges (2) — 900 — 1,314 Total employee and asset-related restructuring charges — 1,416 46 3,734 Other employee severance charges (3) 333 1,419 2,335 5,262 Total restructuring and other charges $ 333 $ 2,835 $ 2,381 $ 8,996 (1) Employee restructuring separation charges include the cost of benefits provided pursuant to the Company's severance programs for employees impacted by the Plans at the Company's Hauppauge, NY, Hayward, CA and other facilities. (2) Asset-related charges are primarily associated with the write-off of property, plant and equipment in connection with the closing of the Company's Hayward, CA facilities. (3) Other employee severance charges are primarily associated with the cost of benefits for former senior executives. The charges related to restructuring impacted segment earnings as follows (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Generics $ — $ 1,317 $ 46 $ 2,313 Specialty — — — 178 Corporate — 99 — 1,243 Total employee and asset-related restructuring charges $ — $ 1,416 $ 46 $ 3,734 The following table shows the change in the employee separation-related liability associated with the Plans, which is included in accounts payable and accrued expenses (in thousands): Employee Balance at December 31, 2019 $ 3,900 Charges to income 46 Payments (2,185) Balance at June 30, 2020 $ 1,761 |
(Loss) Earnings per Share
(Loss) Earnings per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
(Loss) Earnings per Share | (Loss) Earnings per Share Basic (loss) earnings per share of Class A and Class B-1 Common Stock is computed by dividing net (loss) income attributable to Amneal Pharmaceuticals, Inc. by the weighted-average number of shares of Class A and Class B-1 Common Stock outstanding during the period. Diluted (loss) earnings per share of Class A and Class B-1 Common Stock is computed by dividing net (loss) income attributable to Amneal Pharmaceuticals, Inc. by the weighted-average number of shares of Class A and Class B-1 Common Stock outstanding, adjusted to give effect to potentially dilutive securities. The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted (loss) earnings per share of Class A and Class B-1 Common Stock (in thousands, except per share amounts): Three Months Ended Six Months Ended 2020 2019 2020 2019 Numerator: Net (loss) income attributable to Amneal Pharmaceuticals, Inc. $ (11,996) $ (16,902) $ 103,071 $ (64,783) Denominator: Weighted-average shares outstanding - basic (1) 147,392 128,016 147,286 127,852 Effect of dilutive securities: Stock options — — 278 — Restricted stock units — — 745 — Weighted-average shares outstanding - diluted 147,392 128,016 148,309 127,852 Net (loss) earnings per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders: Class A and Class B-1 basic $ (0.08) $ (0.13) $ 0.70 $ (0.51) Class A and Class B-1 diluted $ (0.08) $ (0.13) $ 0.69 $ (0.51) (1) During the three months ended June 30, 2019, pursuant to the Company’s certificate of incorporation, the Company converted all 12.3 million of its issued and outstanding shares of Class B-1 Common Stock and such shares of Class B-1 Common Stock have been retired and may not be reissued by the Company. The weighted-average shares for the three and six months ended June 30, 2020 do not include Class B-1 Common Stock. Shares of the Company's Class B Common Stock do not share in the earnings or losses of the Company and, therefore, are not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B Common Stock under the two-class method has not been presented. The following table presents potentially dilutive securities excluded from the computations of diluted earnings per share of Class A and Class B-1 Common Stock (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Stock options 4,008 (4) 8,407 (4) 671 (1) 8,407 (4) Restricted stock units 9,372 (4) 2,894 (4) — 2,894 (4) Performance stock units 3,054 (4) 465 (4) 3,054 (2) 465 (4) Shares of Class B Common Stock 152,117 (3) 170,941 (3) 152,117 (3) 170,941 (3) (1) Excluded from the computation of diluted earnings per share of Class A Common Stock because the exercise price of the stock options exceeded the average market price of the Class A Common Stock during the period (out-of-the-money). (2) Excluded from the computation of diluted earnings per share of Class A Common Stock because the performance vesting conditions were not met for the six months ended June 30, 2020. (3) Shares of Class B Common Stock are considered potentially dilutive shares of Class A and Class B-1 Common Stock. Shares of Class B Common Stock have been excluded from the computations of diluted earnings per share of Class A and Class B-1 Common Stock because the effect of their inclusion would have been anti-dilutive under the if-converted method. As noted above, the weighted-average shares for the three and six months ended June 30, 2020 do not include Class B-1 Common Stock. (4) Excluded from the computation of diluted loss per share of Class A and Class B-1 Common Stock because the effect of their inclusion would have been anti-dilutive since there was a net loss attributable to the Company for three months ended June 30, 2020 and the three and six months ended June 30, 2019. As noted above, the weighted-average shares for the three and six months ended June 30, 2020 do not include Class B-1 Common Stock. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended June 30, 2020 and 2019, the Company's provision for (benefit from) income taxes and effective tax rates were $2 million and (10.0)% and $(6) million and 10.1%, respectively. For the six months ended June 30, 2020 and 2019, the Company's benefit from income taxes and effective tax rates were $(106) million and 1259.7% and $(14) million and 7.5%, respectively. The year over year change in benefit from income taxes was primarily related to the Company’s full valuation allowance and the effects of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). As of September 30, 2019, the Company established a valuation allowance based upon all available objective and verifiable evidence both positive and negative, including historical levels of pre-tax income (loss) both on a consolidated basis and tax reporting entity basis, legislative developments, expectations and risks associated with estimates of future pre-tax income, and prudent and feasible tax planning strategies. The Company estimated that as of September 30, 2019 it had generated a cumulative consolidated three-year pre-tax loss, which continued as of December 31, 2019. As a result of the initial September 30, 2019 and December 31, 2019 analyses, the Company determined that it remained more likely than not that it would not realize the benefits of its gross deferred tax assets (" DTAs") and therefore recorded an additional valuation allowance of $428 million for the year ended December 31, 2019 to reduce the carrying value of these gross DTAs, net of the impact of the reversal of taxable temporary differences, to zero. As of June 30, 2020, based on its evaluation of available positive and negative evidence, the Company has maintained its position with respect to the valuation allowance. On March 27, 2020, President Trump signed into law the CARES Act. The CARES Act is an emergency economic stimulus package in response to the COVID-19 pandemic which, among other things, includes provisions relating to income and non-income-based tax laws. Some of the key income tax-related provisions include net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. Some of these tax provisions are effective retroactively for years ending before the date of enactment. Other non-income-based tax provisions include deferral of the employer share of Social Security payroll taxes due from the CARES Act date of enactment through December 31, 2020, and a potential 50% credit on qualified wages against employment taxes each quarter with any excess credits eligible for refunds. The CARES Act permits net operating loss (“NOL”) carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs originating in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate refunds of previously paid income taxes. As a result of the CARES Act, the Company carried back approximately $345 million in NOLs generated in 2018 to prior taxable income years. ASC 740, Income Taxes , requires the effect from adjusting deferred tax assets or changes to valuation allowances due to the CARES Act to be recognized as a component of income taxes expense or benefit in the interim period that includes the period in which the new legislation is enacted (quarter ended March 31, 2020), and it cannot be allocated to subsequent interim periods by an adjustment of the estimated annual effective tax rate. In the three months ended March 31, 2020, the Company reclassified the 2018 NOL carryback amount for previously paid income taxes to income tax receivable and reversed the corresponding valuation allowance. In carrying back the 2018 loss to an earlier year, the Company is able to benefit the losses at a 35% tax rate rather than the current U.S. corporate tax rate of 21%. Accordingly, the Company recorded a discrete income tax benefit of $110 million for the six months ended June 30, 2020. During July 2020, the Company received a cash refund for $106 million of the $110 million carryback, with the remainder expected to be received before December 31, 2020. In connection with the Combination, the Company entered into a tax receivable agreement (“TRA”) for which it is generally required to pay the other holders of Amneal Common Units 85% of the applicable tax savings, if any, in U.S. federal and state income tax that it is deemed to realize as a result of certain tax attributes of their Amneal Common Units sold to the Company (or exchanged in a taxable sale) and that are created as a result of (i) the sales of their Amneal Common Units for shares of Class A Common Stock and (ii) tax benefits attributable to payments made under the TRA. In conjunction with the valuation allowance recorded on the DTAs at September 30, 2019, the Company reversed the TRA liability, which had been recorded at the time of the Combination. The projection of future taxable income involves significant judgment. Actual taxable income may differ from the Company’s estimates, which could significantly impact the timing of the recognition of the contigent liability under the TRA. As noted above, the Company has determined it is more-likely-than-not it will be unable to utilize all of its DTAs subject to the TRA; therefore, as of June 30, 2020, the Company has not recognized the contingent liability under the TRA related to the tax savings it may realize from common units sold or exchanged. If utilization of these DTAs becomes more likely than not in the future, at such time, Amneal will recognize a liability under the TRA, which amounts to approximately $202 million as of June 30, 2020 as a result of basis adjustments under Internal Revenue Code Section 754. The timing and amount of any payments under the TRA may vary, depending upon a number of factors including the timing and number of Amneal common units sold or exchanged for the Company's Class A Common Stock, the price of the Company's Class A Common Stock on the date of sale or exchange, the timing and amount of the Company's taxable income, and the tax rate in effect at the time of realization of the Company's taxable income (the TRA liability is determined based on a percentage of the corporate tax savings from the use of the TRA's attributes). Further sales or exchanges occurring subsequent to June 30, 2020 could result in future Amneal tax deductions and obligations to pay 85% of such benefits to the holders of Amneal common units. These obligations could be incremental to and substantially larger than the approximate $202 million contingent liability as of June 30, 2020 described above. Under certain conditions, such as a change of control or other early termination event, the Company could be obligated to make TRA payments in advance of tax benefits being realized. Any future recognition of these TRA liabilities will be recorded through charges in the Company’s consolidated statements of operations. However, if the tax attributes are not utilized in future years, it is reasonably possible no amounts would be paid under the TRA. Should the Company determine that a DTA with a valuation allowance is realizable in a subsequent period, the related valuation allowance will be released and if a resulting TRA payment is determined to be probable, a corresponding TRA liability will be recorded. |
Trade Accounts Receivable, Net
Trade Accounts Receivable, Net | 6 Months Ended |
Jun. 30, 2020 | |
Receivables [Abstract] | |
Trade Accounts Receivable, Net | Trade Accounts Receivable, Net Trade accounts receivable, net is comprised of the following (in thousands): June 30, December 31, Gross accounts receivable $ 1,280,380 $ 1,470,706 Allowance for doubtful accounts (2,871) (2,201) Contract charge-backs and sales volume allowances (670,616) (829,807) Cash discount allowances (24,159) (34,308) Subtotal (697,646) (866,316) Trade accounts receivable, net $ 582,734 $ 604,390 Receivables from customers representing 10% or more of the Company’s gross trade accounts receivable reflected three customers at June 30, 2020, equal to 37%, 25%, and 25%, respectively. Receivables from customers representing 10% or more of the Company’s gross trade accounts receivable reflected three customers at December 31, 2019, equal to 39%, 25%, and 25%, respectively. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | InventoriesInventories, net of reserves, are comprised of the following (in thousands): June 30, December 31, Raw materials $ 173,102 $ 172,159 Work in process 47,435 58,188 Finished goods 223,419 150,720 Total inventories $ 443,956 $ 381,067 |
Prepaid and Other Current Asset
Prepaid and Other Current Assets | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid and Other Current Assets | Prepaid and Other Current Assets Prepaid expenses and other current assets are comprised of the following (in thousands): June 30, December 31, Deposits and advances $ 2,805 $ 1,123 Prepaid insurance 1,768 3,858 Prepaid regulatory fees 1,387 4,016 Income and other tax receivables (1) 124,208 13,740 Prepaid taxes 3,503 3,255 Other current receivables 12,650 15,996 Other prepaid assets 38,427 28,176 Total prepaid expenses and other current assets $ 184,748 $ 70,164 (1) On March 27, 2020, President Trump signed into law the CARES Act. The CARES Act is an emergency economic stimulus package in response to the COVID-19 pandemic which, among other things, includes provisions relating to income and non-income-based tax laws. Amneal recorded a U.S. federal income tax receivable of $110 million related to benefits associated with the CARES Act, of which $106 million was received in July 2020 and the remainder is expected to be received before December 31, 2020. For further details, refer to Note 8. Income Taxes. |
Other Assets
Other Assets | 6 Months Ended |
Jun. 30, 2020 | |
Other Assets [Abstract] | |
Other Assets | Other Assets Other assets are comprised of the following (in thousands): June 30, December 31, Deferred revolving credit facility costs $ 3,174 $ 3,099 Security deposits 2,123 1,938 Long-term prepaid expenses 5,801 6,438 Interest rate swap — 16,373 Financing lease right-of-use assets 10,222 11,442 Other long-term assets 7,411 4,980 Total other assets $ 28,731 $ 44,270 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | DebtThe following is a summary of the Company's long-term debt (in thousands): June 30, December 31, Term Loan due May 2025 $ 2,645,376 $ 2,658,876 Rondo Term Loan due January 2025 177,750 — Other 624 624 Total long-term debt 2,823,750 2,659,500 Less: debt issuance costs (29,416) (28,975) Total debt, net of debt issuance costs 2,794,334 2,630,525 Less: current portion of long-term debt (29,756) (21,479) Total long-term debt, net $ 2,764,578 $ 2,609,046 Senior Secured Credit Facilities On May 4, 2018 the Company entered into a senior credit agreement that provided a term loan ("Term Loan") with a principal amount of $2.7 billion and an asset backed revolving credit facility ("Revolving Credit Facility") under which loans and letters of credit up to a principal amount of $500 million, of which $414 million were available at June 30, 2020 (principal amount of up to $25 million is available for letters of credit) (collectively, the "Senior Secured Credit Facilities"). The Term Loan is repayable in equal quarterly installments at a rate of 1.00% of the original principal amount annually, with the balance payable at maturity on May 4, 2025. The Term Loan bears a variable annual interest rate, which is one-month LIBOR plus 3.5% at June 30, 2020. The Revolving Credit Facility bears an annual interest rate of one-month LIBOR plus 1.25% at June 30, 2020 and matures on May 4, 2023. The annual interest rate for the Revolving Credit Facility may be reduced or increased by 0.25% based on step-downs and step-ups determined by the average historical excess availability. The proceeds of any loans made under the Senior Secured Credit Facilities can be used for capital expenditures, acquisitions, working capital needs and other general purposes, subject to covenants as described below. The Company pays a commitment fee based on the average daily unused amount of the Revolving Credit Facility at a rate based on average historical excess availability, between 0.25% and 0.375% per annum. At June 30, 2020, the Revolving Credit Facility commitment fee rate is 0.375% per annum. During March 2020, as a precautionary measure to mitigate the uncertainty surrounding overall market liquidity due to the COVID-19 pandemic, the Company borrowed $300 million on the Revolving Credit Facility. As the financial markets stabilized following a period of high volatility due to the COVID-19 pandemic, the Company repaid all borrowings under the Revolving Credit Facility as of June 30, 2020. The Company incurred costs associated with the Term Loan due May 2025 of $38 million and the Revolving Credit Facility of $5 million, which have been capitalized and are being amortized over the life of the applicable debt agreement to interest expense using the effective interest method. The Term Loan has been recorded in the balance sheet net of issuance costs. Costs associated with the Revolving Credit Facility have been recorded in other assets because there were no borrowings outstanding on the effective date of the Revolving Credit Facility. For both the three months ended June 30, 2020 and 2019, amortization of deferred financing costs related to the Term Loan and the Revolving Credit Facility was $1 million. For both the six months ended June 30, 2020 and 2019, amortization of deferred financing costs related to the Term Loan and the Revolving Credit Facility was $3 million. The Senior Secured Credit Facilities contain a number of covenants that, among other things, create liens on Amneal's and its subsidiaries' assets. The Senior Secured Credit Facilities contain certain negative covenants that, among other things and subject to certain exceptions, restrict Amneal’s and its subsidiaries' ability to incur additional debt or guarantees, grant liens, make loans, acquisitions or other investments, dispose of assets, merge, dissolve, liquidate or consolidate, pay dividends or other payments on capital stock, make optional payments or modify certain debt instruments, modify certain organizational documents, enter into arrangements that restrict the ability to pay dividends or grant liens, or enter into or consummate transactions with affiliates. The Revolving Credit Facility also includes a financial covenant whereby Amneal must maintain a minimum fixed charge coverage ratio if certain borrowing conditions are met. The Senior Secured Credit Facilities contain customary events of default, subject to certain exceptions. Upon the occurrence of certain events of default, the obligations under the Senior Secured Credit Facilities may be accelerated and the commitments may be terminated. At June 30, 2020, Amneal was in compliance with all covenants. Acquisition Financing - Revolving Credit and Term Loan Agreement On January 31, 2020, in connection with the Acquisitions, Rondo Intermediate Holdings, LLC (“Rondo Holdings”), a wholly-owned subsidiary of Rondo, entered into a revolving credit and term loan agreement (“Rondo Credit Facility”) that provided a term loan ("Rondo Term Loan") with a principal amount of $180 million and a revolving credit facility (“Rondo Revolving Credit Facility”) which loans up to a principal amount of $30 million. The Rondo Term Loan is repayable in equal quarterly installments at a rate of 5.0% of the original principal amount annually, with the balance payable at maturity on January 31, 2025. The Rondo Credit Facility bears a variable annual interest rate, which is one-month LIBOR plus 3.0% at June 30, 2020 and matures on January 31, 2025. The annual interest rate for borrowings under the Rondo Credit Facility may be reduced or increased by 0.25% based on step-downs and step-ups determined by the total net leverage ratio, as defined in that agreement. At June 30, 2020, the Company had no outstanding borrowings under the Rondo Revolving Credit Facility. A commitment fee based on the average daily unused amount of the Rondo Credit Facility is assessed at a rate based on total net leverage ratio, between 0.25% and 0.50% per annum. At June 30, 2020, the Rondo Credit Facility commitment fee rate is 0.4% per annum. Costs associated with the Rondo Term Loan of $3 million and the Rondo Credit Facility of $1 million have been capitalized and are being amortized over the life of the applicable debt instrument to interest expense using the effective interest method. The Rondo Term Loan has been recorded in the balance sheet net of issuance costs. Costs associated with the Rondo Revolving Credit Facility have been recorded in other assets. For both the three and six months ended June 30, 2020, amortization of deferred financing costs associated with the Rondo Credit Facility was less than $1 million. The Rondo Credit Facility contains a number of covenants that, among other things, create liens on the equity securities and assets of Rondo Holdings, Rondo, AvKARE, LLC and R&S. The Rondo Credit Facility contains certain negative, affirmative and financial covenants that, among other things, restrict the ability to incur additional debt, grant liens, transact in mergers and acquisitions, make certain investments and payments or engage in certain transactions with affiliates. The Rondo Credit Facility also contains customary events of default. Upon the occurrence of certain events of default, the obligations under the Rondo Credit Facility may be accelerated and/ or the interest rate may be increased. At June 30, 2020, Rondo was in compliance with all covenants. The Company is not party to the Rondo Credit Facility and is not a guarantor of any debt incurred thereunder. The Term Loan and Rondo Term Loan require payments of $27 million and $9 million, respectively, per year for the next five years and the balance thereafter. Acquisition Financing – Notes Payable-Related Party The Sellers Notes with a stated aggregate principal amount of $44 million and the Short-Term Sellers Note with a stated principal amount of $1 million were issued by Rondo or its subsidiary, Rondo Top Holdings, LLC, on January 31, 2020, the closing date of the Acquisitions. The Sellers Notes are unsecured and accrue interest at a rate of 5% per annum, not compounded, until June 30, 2025. The Sellers Notes are subject to prepayment at the option of Rondo, as the obligor, without premium or penalty. Mandatory payment of the outstanding principal and interest is due on June 30, 2025 if certain financial targets are achieved, the borrowers’ cash flows are sufficient (as defined in the Sellers Notes) and repayment is not prohibited by senior debt. If repayment of all outstanding principal and accrued interest on the Sellers Notes is not made on June 30, 2025, the requirements for repayment are revisited on June 30 of each subsequent year until all principal and accrued interest are satisfied no later than January 31, 2030 or earlier, upon a change in control. The Short-Term Sellers Note is also unsecured and accrues interest at a rate of 1.6% and is due on January 31, 2020. In accordance with ASC 805, Business Combinations, all consideration transferred was measured at its acquisition-date fair value. The Sellers Notes were stated at the preliminary fair value estimate of $35 million, which was estimated using the Monte-Carlo simulation approach under the option pricing framework. The Short-Term Sellers Note of $1 million was recorded at the stated principal amount of $1 million, which approximates fair value. The $9 million discount on the Sellers Notes will be amortized to interest expense using the effective interest method from January 31, 2020 to June 30, 2025 and the carrying value of the Sellers Notes will accrete to the stated principal amount of $44 million. The Company is not party to or a guarantor of the Sellers Notes or Short-Term Sellers Notes. The Sellers Notes and the Short-Term Sellers Note are recorded in notes payable-related party within long-term liabilities and notes payable-related party within current liabilities, respectively. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 6 Months Ended |
Jun. 30, 2020 | |
Other Liabilities [Abstract] | |
Other Long-Term Liabilities | Other Long-Term LiabilitiesOther long-term liabilities are comprised of the following (in thousands): June 30, December 31, Interest rate swap (1) $ 56,058 $ — Uncertain tax positions 3,648 5,088 Long-term compensation (2) 20,183 22,735 Financing lease liabilities 3,162 3,869 Other long-term liabilities 10,721 7,891 Total other long-term liabilities $ 93,772 $ 39,583 (1) Refer to Notes 15. Fair Value Measurements and 16 . Financial Instruments for information about the Company’s interest rate swap. (2) Includes $11 million of long-term deferred compensation plan liabilities (refer to Note 15. Fair Value Measurements ), $8 million of long-term employee benefits for the Company’s international employees and $1 million of long-term severance liabilities (refer to Note 6. Restructuring and Other Charges ). |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. Valuation techniques used to measure fair value should maximize the use of observable inputs and minimize the use of unobservable inputs. To measure fair value, the Company uses the following fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data by correlation or other means. 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. Value is determined using pricing models, discounted cash flow methodologies, or similar techniques and also includes instruments for which the determination of fair value requires significant judgment or estimation. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level of classification for each reporting period. The following table sets forth the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2020 and December 31, 2019 (in thousands): Fair Value Measurement Based on June 30, 2020 Total Quoted Significant Significant Liabilities Interest rate swap (1) $ 56,058 $ — $ 56,058 $ — Deferred compensation plan liabilities (2) 14,983 — 14,983 — December 31, 2019 Assets Interest rate swap (1) $ 16,373 $ — $ 16,373 $ — Liabilities Deferred compensation plan liabilities (2) $ 18,396 $ — $ 18,396 $ — (1) The fair value measurement of the Company’s interest rate swap classified within Level 2 of the fair value hierarchy is a model-derived valuation as of a given date in which all significant inputs are observable in active markets including certain financial information and certain assumptions regarding past, present, and future market conditions. (2) As of June 30, 2020, deferred compensation plan liabilities of $4 million and $11 million were recorded in current and non-current liabilities, respectively. As of December 31, 2019, deferred compensation plan liabilities of $4 million and $14 million were recorded in current and non-current liabilities, respectively. These liabilities are recorded at the value of the amount owed to the plan participants, with changes in value recognized as compensation expense. The calculation of the deferred compensation plan obligation is derived from observable market data by reference to hypothetical investments selected by the participants. There were no transfers between levels in the fair value hierarchy during the six months ended June 30, 2020. Assets and Liabilities Not Measured at Fair Value on a Recurring Basis The carrying amounts of cash, accounts receivable and accounts payable approximate their fair values due to the short-term maturity of these instruments. The $2.6 billion Term Loan falls into the Level 2 category within the fair value level hierarchy. The fair value was determined using market data for valuation. The fair value of the Term Loan at both June 30, 2020 and December 31, 2019 was approximately $2.4 billion. The $178 million Rondo Term Loan entered into on January 31, 2020 falls into the Level 2 category within the fair value level hierarchy. The fair value of the Rondo Term Loan at June 30, 2020 was approximately $174 million. The Sellers Notes and the Short-Term Sellers Note fall into the Level 2 category within the fair value level hierarchy. At June 30, 2020, the carrying value of the Sellers Notes and the Short-Term Sellers Note of $36 million and $1 million, respectively, approximate their fair values. Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis There were no non-recurring fair value measurements during the six months ended June 30, 2020 and 2019. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Financial Instruments The Company uses an interest rate swap to manage its exposure to market risks for changes in interest rates. Interest Rate Risk The Company is exposed to interest rate risk on its debt obligations. Interest income earned on cash and cash equivalents may fluctuate as interest rates change; however, due to their relatively short maturities, the Company does not hedge these assets or their investment cash flows because the impact of interest rate risk is not material. The Company's debt obligations consist of variable-rate and fixed-rate debt instruments (for further details, refer to Note 13. Debt ). The Company's primary objective is to achieve the lowest overall cost of funding while managing the variability in cash outflows within an acceptable range. In order to achieve this objective, the Company has entered into an interest rate swap on the Term Loan. Interest Rate Derivative – Cash Flow Hedge The interest rate swap involves the periodic exchange of payments without the exchange of underlying principal or notional amounts. In October 2019, the Company entered into an interest rate lock agreement for a total notional amount of $1.3 billion to hedge part of the Company's interest rate exposure associated with the variability in future cash flows from changes in the one-month LIBOR associated with its Term Loan. As of June 30, 2020, the total loss, net of income taxes, related to the Company’s cash flow hedge was $56 million, of which $28 million was recognized in accumulated other comprehensive loss and $28 million was recognized in non-controlling interests (none as of June 30, 2019). A summary of the fair values of derivative instruments in the consolidated balance sheets was as follows (in thousands): June 30, 2020 December 31, 2019 Derivatives Designated as Hedging Instruments Balance Sheet Fair Value Balance Sheet Fair Value Variable-to-fixed interest rate swap Other long-term liabilities $ 56,058 Other assets $ 16,373 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Commercial Manufacturing, Collaboration, License, and Distribution Agreements The Company continues to seek to enhance its product line and develop a balanced portfolio of differentiated products through product acquisitions and in-licensing. Accordingly, the Company, in certain instances, may be contractually obligated to make potential future development, regulatory, and commercial milestone, royalty and/or profit sharing payments in conjunction with collaborative agreements or acquisitions that the Company has entered into with third parties. The Company has also licensed certain technologies or intellectual property from various third parties. The Company is generally required to make upfront payments as well as other payments upon successful completion of regulatory or sales milestones. The agreements generally permit the Company to terminate the agreement with no significant continuing obligation. The Company could be required to make significant payments pursuant to these arrangements. These payments are contingent upon the occurrence of certain future events and, given the nature of these events, it is unclear when, if ever, the Company may be required to pay such amounts. Further, the timing of any future payment is not reasonably estimable. Certain of these arrangements are with related parties (refer to Note 19. Related Party Transactions). Contingencies Legal Proceedings The Company's legal proceedings are complex, constantly evolving and subject to uncertainty. As such, the Company cannot predict the outcome or impact of the legal proceedings set forth below. Additionally, the Company is subject to legal proceedings that are not set forth below. While the Company believes it has valid claims and/or defenses to the matters described below, the nature of litigation is unpredictable, and the outcome of the following proceedings could include damages, fines, penalties and injunctive or administrative remedies. For any proceedings where losses are probable and reasonably capable of estimation, the Company accrues for a potential loss. While these accruals have been deemed reasonable by the Company’s management, the assessment process relies heavily on estimates and assumptions that may ultimately prove inaccurate or incomplete. Additionally, unforeseen circumstances or events may lead the Company to subsequently change its estimates and assumptions. Unless otherwise indicated below, the Company is at this time unable to estimate the possible loss, if any, associated with such litigation. The Company currently intends to vigorously prosecute and/or defend these proceedings as appropriate. From time to time, however, the Company may settle or otherwise resolve these matters on terms and conditions that it believes to be in its best interest. For the three and six months ended June 30, 2020, the Company recorded net charges of approximately $1 million and $6 million, respectively, for commercial legal proceedings and claims. The ultimate resolution of any or all claims, legal proceedings or investigations could differ materially from our estimate and have a material adverse effect on the Company's results of operations and/or cash flow in any given accounting period, or on the Company's overall financial condition. As of June 30, 2020 and December 31, 2019, the Company had liabilities for commercial and governmental legal proceedings and claims of $16 million and $17 million, respectively. Additionally, the Company manufactures and derives a portion of its revenue from the sale of pharmaceutical products in the opioid class of drugs, and may therefore face claims arising from the regulation and/or consumption of such products. Although the outcome and costs of the asserted and unasserted claims is difficult to predict, based on the information presently known to management, the Company does not currently expect the ultimate liability, if any, for such matters to have a material adverse effect on its business, financial condition, results of operations, or cash flows. Medicaid Reimbursement and Price Reporting Matters The Company is required to provide pricing information to state agencies, including agencies that administer federal Medicaid programs. Certain state agencies have alleged that manufacturers have reported improper pricing information, which allegedly caused them to overpay reimbursement costs. Other agencies have alleged that manufacturers have failed to timely file required reports concerning pricing information. Reserves are periodically established by the Company for any potential claims or settlements of overpayment. The Company intends to vigorously defend against any such claims. The ultimate settlement of any potential liability for such claims may be higher or lower than estimated. Patent Litigation There is substantial litigation in the pharmaceutical, biological, and biotechnology industries with respect to the manufacture, use, and sale of new products which are the subject of conflicting patent and intellectual property claims. One or more patents often cover the brand name products for which the Company is developing generic versions and the Company typically has patent rights covering the Company’s branded products. Under federal law, when a drug developer files an Abbreviated New Drug Application ("ANDA") for a generic drug seeking approval before expiration of a patent which has been listed with the FDA as covering the brand name product, the developer must certify its product will not infringe the listed patent(s) and/or the listed patent is invalid or unenforceable (commonly referred to as a "Paragraph IV" certification). Notices of such certification must be provided to the patent holder, who may file a suit for patent infringement within 45 days of the patent holder’s receipt of such notice. If the patent holder files suit within the 45-day period, the FDA can review and tentatively approve the ANDA, but generally is prevented from granting final marketing approval of the product until a final judgment in the action has been rendered in favor of the generic drug developer, or 30 months from the date the notice was received, whichever is sooner. The Company’s Generics segment is typically subject to patent infringement litigation brought by branded pharmaceutical manufacturers in connection with the Company’s Paragraph IV certifications seeking an order delaying the approval of the Company’s ANDA until expiration of the patent(s) at issue in the litigation. Likewise, the Company’s Specialty segment is currently involved in patent infringement litigation against generic drug manufacturers that have filed Paragraph IV certifications to market their generic drugs prior to expiration of the Company’s patents at issue in the litigation. The uncertainties inherent in patent litigation make the outcome of such litigation difficult to predict. For the Company’s Generics segment, the potential consequences in the event of an unfavorable outcome in such litigation include delaying launch of its generic products until patent expiration. If the Company were to launch its generic product prior to successful resolution of a patent litigation, the Company could be liable for potential damages measured by the profits lost by the branded product manufacturer rather than the profits earned by the Company if it is found to infringe a valid, enforceable patent, or enhanced treble damages in cases of willful infringement. For the Company’s Specialty segment, an unfavorable outcome may significantly accelerate generic competition ahead of expiration of the patents covering the Company’s branded products. All such litigation typically involves significant expense. The Company is generally responsible for all of the patent litigation fees and costs associated with current and future products not covered by its alliance and collaboration agreements. The Company has agreed to share legal expenses with respect to third-party and Company products under the terms of certain of the alliance and collaboration agreements. The Company records the costs of patent litigation as expense in the period when incurred for products it has developed, as well as for products which are the subject of an alliance or collaboration agreement with a third-party. Patent Infringement Matter Impax Laboratories, LLC. v. Zydus Pharmaceuticals USA, Inc. and Cadila Healthcare Ltd. (Rytary® ) On December 21, 2017, Impax filed suit against Zydus Pharmaceuticals USA, Inc. and Cadila Healthcare Ltd. (collectively, "Zydus") in the United States District Court for the District of New Jersey, alleging infringement of U.S. Patent No. 9,089,608, based on the filing of Zydus’s ANDA relating to carbidopa and levodopa extended release capsules, generic to Rytary ® . Zydus answered the complaint on April 27, 2018, asserting counterclaims of non-infringement and invalidity of U.S. Pat. Nos. 7,094,427; 8,377,474; 8,454,998; 8,557,283; and 9,089,607. Impax answered Zydus’s counterclaims on June 1, 2018. Zydus filed a motion for judgment on the pleadings regarding its counterclaims. On November 29, 2018, the Court granted Zydus’s motion for judgment as to its counterclaims. A case schedule had been set with trial anticipated in April 2020, which was postponed indefinitely due to the COVID-19 pandemic. The parties thereafter reached a settlement agreement on or about May 15, 2020, and the case has been dismissed. Other Litigation Related to the Company’s Business Opana ER® FTC Antitrust Litigation On February 25, 2014, Impax received a Civil Investigative Demand (“CID”) from the Federal Trade Commission (“FTC”) concerning its investigation into the drug Opana® ER and its generic equivalents. On March 30, 2016, the FTC filed a complaint against Impax, Endo Pharmaceuticals Inc. ("Endo"), and others in the United States District Court for the Eastern District of Pennsylvania, alleging that Impax and Endo violated antitrust laws when they entered into a June 2010 co-promotion and development agreement and a June 2010 settlement agreement that resolved patent litigation in connection with the submission of Impax’s ANDA for generic original Opana® ER. In July 2016, the defendants filed a motion to dismiss the complaint, and a motion to sever the claims regarding Opana® ER from claims with respect to a separate settlement agreement that was challenged by the FTC. On October 20, 2016, the Court granted the motion to sever, formally terminating the suit against Impax, with an order that the FTC re-file no later than November 3, 2016 and dismissed the motion to dismiss as moot. On October 25, 2016, the FTC filed a notice of voluntary dismissal. On January 19, 2017, the FTC filed a Part 3 Administrative complaint against Impax with similar allegations regarding Impax’s June 2010 settlement agreement with Endo that resolved patent litigation in connection with the submission of Impax’s ANDA for generic original Opana® ER. Impax filed its answer to the Administrative Complaint on February 7, 2017. Trial concluded on November 15, 2017. On May 11, 2018, the Administrative Law Judge ruled in favor of Impax and dismissed the case in its entirety. The government appealed this ruling to the FTC. On March 28, 2019, the FTC issued an Opinion & Order reversing the Administrative Law Judge’s initial dismissal decision. The FTC found that Impax had violated Section 5 of the FTC Act by engaging in an unfair method of competition, and accordingly entered an order enjoining Impax from entering into anticompetitive reverse patent settlements (or agreements with other generic original Opana® ER manufacturers) and requiring Impax to maintain an antitrust compliance program. On June 6, 2019, Impax filed a Petition for Review of the FTC’s Opinion & Order with the United States Court of Appeals for the Fifth Circuit. Impax filed its opening appellate brief with the Fifth Circuit on October 3, 2019; the FTC filed its brief in response on December 9, 2019 and Impax filed a reply brief on December 30, 2019. Oral argument before the Fifth Circuit, which had been postponed due to the COVID-19 pandemic, was heard on June 9, 2020. On July 12, 2019, the Company received a CID from the FTC concerning an August 2017 settlement agreement between Impax and Endo, which resolved a dispute between the parties regarding, and amended, the above-referenced June 2010 settlement agreement related to Opana® ER. The Company has been cooperating and intends to continue cooperating with the FTC regarding the CID. However, no assurance can be given as to the timing or outcome of the FTC’s underlying investigation. Opana ER® Antitrust Litigation From June 2014 to April 2015, 14 complaints styled as class actions on behalf of direct purchasers and indirect purchasers (also known as end-payors) and several separate individual complaints on behalf of certain direct purchasers (the “opt-out plaintiffs”) were filed against the manufacturer of the brand drug Opana ER® and Impax. The direct purchaser plaintiffs comprise Value Drug Company and Meijer Inc. The end-payor plaintiffs comprise the Fraternal Order of Police, Miami Lodge 20, Insurance Trust Fund; Wisconsin Masons’ Health Care Fund; Massachusetts Bricklayers; Pennsylvania Employees Benefit Trust Fund; International Union of Operating Engineers, Local 138 Welfare Fund; Louisiana Health Service & Indemnity Company d/b/a Blue Cross and Blue Shield of Louisiana; Kim Mahaffay; and Plumbers & Pipefitters Local 178 Health & Welfare Trust Fund. The opt-out plaintiffs comprise Walgreen Co.; The Kroger Co.; Safeway, Inc.; HEB Grocery Company L.P.; Albertson’s LLC; Rite Aid Corporation; Rite Aid Hdqtrs. Corp.; and CVS Pharmacy, Inc. On December 12, 2014, the United States Judicial Panel on Multidistrict Litigation (the "JPML") ordered the pending class actions transferred to the United States District Court for the Northern District of Illinois (“N.D. Ill.”) for coordinated pretrial proceedings, as In Re: Opana ER Antitrust Litigation (MDL No. 2580). (Actions subsequently filed in other jurisdictions also were transferred by the JPML to the N.D. Ill. to be coordinated or consolidated with the coordinated proceedings, and the District Court likewise has consolidated the opt-out plaintiffs’ actions with the direct purchaser class actions for pretrial purposes.) In each case, the complaints allege that Endo engaged in an anticompetitive scheme by, among other things, entering into an anticompetitive settlement agreement with Impax to delay generic competition of Opana ER® and in violation of state and federal antitrust laws. Plaintiffs seek, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. Discovery, including expert discovery, is ongoing. On March 25, 2019, plaintiffs filed motions for class certification and served opening expert reports. Defendants’ oppositions to class certification and rebuttal expert reports were filed and served on August 29, 2019. On November 5, 2019, plaintiffs filed reply briefs in further support of their motions for class certification. On January 17, 2020, defendants filed a motion for leave to file joint surreply briefs in response thereto; plaintiffs filed responses on January 24, 2020. On February 5, 2020, the court granted defendants’ motion for leave, and entered a case schedule to which the parties jointly stipulated, setting a trial date of March 15, 2021, which the MDL court later re-set for June 7, 2021 in light of COVID-19 pandemic-related delays. On April 15, 2020, defendants filed motions for summary judgment. The Company believes it has substantial meritorious defenses to the claims asserted with respect to the litigation. However, any adverse outcome could negatively affect the Company and could have a material adverse effect on the Company's results of operations, cash flows and/or overall financial condition. Attorney General of the State of Connecticut Interrogatories and Subpoena Duces Tecum On July 14, 2014, Impax received a subpoena and interrogatories (the "Subpoena") from the State of Connecticut Attorney General ("Connecticut AG") concerning its investigation into sales of Impax's generic product, digoxin. According to the Connecticut AG, the investigation is to determine whether anyone engaged in a contract, combination or conspiracy in restraint of trade or commerce which has the effect of (i) fixing, controlling or maintaining prices or (ii) allocating or dividing customers or territories relating to the sale of digoxin in violation of Connecticut state antitrust law. The Company has produced documents and information in response to the Subpoena. However, no assurance can be given as to the timing or outcome of this investigation. United States Department of Justice Investigations On November 6, 2014, Impax disclosed that one of its sales representatives received a grand jury subpoena from the Antitrust Division of the United States Department of Justice (the "DOJ"). In connection with this same investigation, on March 13, 2015, Impax received a grand jury subpoena from the DOJ requesting the production of information and documents regarding the sales, marketing, and pricing of certain generic prescription medications. In particular, the DOJ’s investigation currently focuses on four generic medications: digoxin tablets, terbutaline sulfate tablets, prilocaine/lidocaine cream, and calcipotriene topical solution. The Company has produced documents and information in connection with the investigation. However, no assurance can be given as to the timing or outcome of the investigation. On April 30, 2018, Impax received a CID from the Civil Division of the DOJ (the "Civil Division"). The CID requests the production of information and documents regarding the pricing and sale of Impax’s pharmaceuticals and Impax’s interactions with other generic pharmaceutical manufacturers. According to the CID, the investigation concerns allegations that generic pharmaceutical manufacturers, including Impax, engaged in market allocation and price-fixing agreements, paid illegal remuneration, and caused false claims to be submitted to the Federal government. The Company has produced documents and information in connection with the Civil Division’s investigation. However, no assurance can be given as to the timing or outcome of the investigation. Texas State Attorney General Civil Investigative Demand On May 27, 2014, a CID was served on Amneal by the Office of the Attorney General for the state of Texas (the "Texas AG") relating to products distributed by Amneal under a specific Amneal labeler code. Shortly thereafter, Amneal received a second CID with respect to the same products sold by Interpharm Holding, Inc. ("Interpharm"), the assets of which had been acquired by Amneal in June 2008. Amneal completed its production of the direct and indirect sales transaction data in connection with the products at issue and provided this information to the Texas AG in November 2015. In May 2016, the Texas AG delivered two settlement demands to Amneal in connection with alleged overpayments made by the State of Texas for such products under its Medicaid programs. For the Amneal and Interpharm products at issue, the Texas AG’s initial demand was for an aggregate total of $36 million based on $16 million in alleged overpayments. After analyzing the Texas AG’s demand, Amneal raised certain questions regarding the methodology used in the Texas AG’s overpayment calculations, including the fact that the calculations treated all pharmacy claims after 2012 for the products at issue as claims for over-the-counter ("OTC") drugs, even though the products were prescription pharmaceuticals. This had the effect of increasing the alleged overpayment because the dispensing fee for OTC drugs was lower than that for prescription drugs. Therefore, the Texas AG’s calculations were derived by subtracting a lower (and incorrect) OTC dispensing fee from the higher (and correct) prescription dispensing fee. The Texas AG later acknowledged this discrepancy. In March 2019, the Texas AG provided Amneal with a re-calculation of the alleged overpayment. In October 2019, Amneal reached an agreement in principle with the Texas AG to settle the matter. The parties executed a Settlement Agreement and Release as of March 5, 2020, and the matter is now closed. In Re Generic Pharmaceuticals Pricing Antitrust Litigation Beginning in March 2016, numerous complaints styled as antitrust class actions on behalf of direct purchasers and indirect purchasers (or end-payors) and several separate individual complaints on behalf of certain direct and indirect purchasers (the “opt-out plaintiffs”) have been filed against manufacturers of generic digoxin, lidocaine/prilocaine, glyburide-metformin, and metronidazole, including Impax. The end-payor plaintiffs comprised Plaintiff International Union of Operating Engineers Local 30Benefits Fund; Tulsa Firefighters Health and Welfare Trust; NECA-IBEW Welfare Trust Fund; Pipe Trade Services MN; Edward Carpinelli; Fraternal Order of Police, Miami Lodge 20, Insurance Trust Fund; Nina Diamond; UFCW Local 1500 Welfare Fund; Minnesota Laborers Health and Welfare Fund; The City of Providence, Rhode Island; Philadelphia Federation of Teachers Health and Welfare Fund; United Food & Commercial Workers and Employers Arizona Health and Welfare Trust; Ottis McCrary; Plumbers & Pipefitters Local 33 Health and Welfare Fund; Plumbers & Pipefitters Local 178 Health and Welfare Trust Fund; Unite Here Health; Valerie Velardi; and Louisiana Health Service Indemnity Company. The direct purchaser plaintiffs comprised KPH Healthcare Services, Inc. a/k/a Kinney Drugs, Inc.; Rochester Drug Co-Operative, Inc.; César Castillo, Inc.; Ahold USA, Inc.; and FWK Holdings, L.L.C. The opt-out plaintiffs comprised The Kroger Co.; Albertsons Companies, LLC; H.E. Butt Grocery Company L.P.; Humana Inc.; and United Healthcare Services, Inc. On April 6, 2017, the JPML ordered the consolidation of all civil actions involving allegations of antitrust conspiracies in the generic pharmaceutical industry regarding 18 generic drugs in the United States District Court for the Eastern District of Pennsylvania (“E.D. Pa.”), as In Re: Generic Pharmaceuticals Pricing Antitrust Litigation (MDL No. 2724). Consolidated class action complaints were filed on August 15, 2017 for each of the 18 drugs; Impax is named as a defendant in the 2 complaints respecting digoxin and lidocaine-prilocaine. Impax also is a defendant in the class action complaint filed with the MDL court on June 22, 2018 by certain direct purchasers of glyburide-metformin and metronidazole. Each of the various complaints alleges a conspiracy to fix, maintain, stabilize, and/or raise prices, rig bids, and allocate markets or customers for the particular drug products at issue. Plaintiffs seek, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. On October 16, 2018, the Court denied Impax and its co-defendants’ motion to dismiss the digoxin complaint. On February 15, 2019, the Court granted in part and denied in part defendants’ motions to dismiss various state antitrust, consumer protection, and unjust enrichment claims brought by two classes of indirect purchasers in the digoxin action. The Court dismissed seven state law claims in the end-payor plaintiffs’ complaint and six state law claims in the indirect reseller plaintiffs’ complaint. Motions to dismiss the glyburide-metformin and metronidazole complaint, as well as 2 of the complaints filed by certain opt-out plaintiffs, were filed February 21, 2019. On March 11, 2019, the Court issued an order approving a stipulation withdrawing the direct purchaser plaintiffs’ glyburide-metformin claims against Impax. On May 10, 2019, the Company was named in a civil lawsuit filed by the Attorneys General of 43 States and the Commonwealth of Puerto Rico in the United States District Court for the District of Connecticut against numerous generic pharmaceutical manufacturers, as well as certain of their current or former sales and marketing executives, regarding an alleged conspiracy to fix prices and allocate or divide customers or markets for various products, including, with respect to the Company, bethanechol chloride tablets, norethindrone acetate tablets, and ranitidine HCL tablets, in violation of federal and state antitrust and consumer protection laws. Plaintiff States seek, among other things, unspecified monetary damages (including treble damages and civil penalties), as well as equitable relief, including disgorgement and restitution. On June 4, 2019, the JPML transferred the lawsuit to the E.D. Pa. for coordination and consolidation with MDL No. 2724. On November 1, 2019, the State Attorneys General filed an Amended Complaint in their lawsuit, bringing claims on behalf of 9 additional states and territories against several defendants; the relief sought and allegations concerning the Company (including the products allegedly at issue) are unchanged from the original complaint. On July 31, 2019, the Company and Impax were served with a Praecipe to Issue Writ of Summons and Writ of Summons filed in the Philadelphia County Court of Common Pleas by 87 health insurance companies and managed health care providers (America’s 1 st Choice of South Carolina, Inc., et al. v. Actavis Elizabeth, LLC, et al., No. 190702094), naming as defendants in the putative action the same generic pharmaceutical manufacturers and individuals named in the above-referenced State Attorneys General lawsuit. However, to date, no complaint has been filed or served in this action. On December 12, 2019, the court entered an Order placing the case in deferred status pending further developments in MDL No. 2724. On October 11, 2019, opt-out plaintiff United Healthcare Services, Inc. filed a second complaint, in the United States District Court for the District of Minnesota (United Healthcare Services, Inc. v. Teva Pharmaceuticals USA, Inc., et al., No. 0:19-cv-2696), following on and supplementing its original action, asserting antitrust claims against the Company and other generic pharmaceutical manufacturers arising from the facts alleged in the above-referenced State Attorneys General lawsuit. Plaintiff seeks, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. On October 25, 2019, the lawsuit was transferred by the JPML to the E.D. Pa. for coordination and consolidation with MDL No. 2724. On October 18, 2019, opt-out plaintiff Humana, Inc. also filed a second complaint, likewise following on supplementing its original action to assert antitrust claims against the Company and other generic pharmaceuticals manufacturers arising from the facts alleged in the above-referenced State Attorneys General lawsuit, and similarly seeking, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. The lawsuit was filed in the E.D. Pa. (Humana Inc. v. Actavis Elizabeth, LLC, et al., No. 2:19-cv-4862), and likely will be incorporated into MDL No. 2724 for coordinated pretrial proceedings. On November 14, 2019, the Company was named in a complaint filed in the Supreme Court of the State of New York, Nassau County, on behalf of 14 counties in the state of New York, who allege to be both direct and end-payor purchasers of generic pharmaceutical drugs (County of Nassau, et al., v. Actavis Holdco U.S., Inc., et al., No. 616029/2019). The complaint asserts antitrust claims against the Company and other generic pharmaceutical manufacturers arising from the facts alleged in the above-referenced State Attorneys General lawsuit. Plaintiff Counties seek, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. On December 17, 2019, defendants removed the case to the United States District Court for the Eastern District of New York (No. 2:19-cv-7071) and, on January 3, 2020, the case was transferred by the JPML to the E.D. Pa. for coordination and consolidation with MDL No. 2724. On December 11, 2019, the Company and Impax were named in a complaint filed in E.D. Pa. by Health Care Service Corp., a customer-owned health insurer opting out of the end-payor plaintiff class (Health Care Service Corp. v. Actavis Elizabeth, LLC, et al., No. 2:19-cv-5819-CMR). Plaintiff alleges a conspiracy among generic pharmaceutical manufacturers to fix prices and allocate or divide customers or markets for various products (including, with respect to the Company, bethanechol chloride tablets, norethindrone acetate tablets, and ranitidine HCL tablets; and with respect to Impax, digoxin, lidocaine-prilocaine, and metronidazole) in violation of federal and state antitrust and consumer protection laws. Plaintiff seeks, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. The lawsuit likely will be incorporated into MDL No. 2724 for coordinated pretrial proceedings. On December 16, 2019, a complaint was filed in the United States District Court for the District of Connecticut against Impax and against numerous generic pharmaceutical manufacturers on behalf of assignees of claims from third-party health benefit plans, opting out of the end-payor plaintiff class (MSP Recovery Claims, Series LLC, et al. v. Actavis Elizabeth, LLC, et al., No. 3:19-cv-1972-SRU), and alleging a conspiracy to fix prices and allocate or divide customers or markets for various products (including, with respect to Impax, digoxin and lidocaine-prilocaine) in violation of federal and state antitrust and consumer protection laws. Plaintiffs seek, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. On January 10, 2020, the case was transferred by the JPML to the E.D. Pa. for coordination and consolidation with MDL No. 2724. On December 19, 2019, the end-payor plaintiffs filed a new complaint, following on and supplementing their putative class action lawsuit pending in MDL No. 2724. Plaintiffs’ new complaint, which names as defendants the Company, Amneal, Impax, and numerous generic pharmaceutical manufacturers, alleges a conspiracy to fix prices and allocate or divide customers or markets for various products (including, with respect to the Company/Amneal, bethanechol chloride tablets, norethindrone acetate tablets, ranitidine HCL tablets, naproxen sodium tablets, oxycodone/acetaminophen tablets, phenytoin sodium capsules, and warfarin sodium tablets; and with respect to Impax, metronidazole, amphetamine salts tablets, dextroamphetamine sulfate ER capsules, cyproheptadine HCL tablets, methylphenidate tablets, and pilocarpine HCL tablets) in violation of federal and state antitrust and consumer protection laws. Plaintiffs continue to seek, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. On December 20, 2019, the indirect-reseller plaintiffs filed a new complaint naming the Company, following on and supplementing their putative class action lawsuit pending in MDL No. 2724. The new complaint is brought on behalf of both independent pharmacies and hospitals, and asserts antitrust claims against the Company and other generic pharmaceutical manufacturers (as well as distributors of generic pharmaceuticals, including AmerisourceBergen Corp., Cardinal Health Inc., and McKesson Corporation) arising from the facts alleged in the above-referenced State Attorneys General lawsuit. Plaintiffs continue to seek, among other things, unspecified monetary damages and equitable relief, including disgorgement and restitution. On December 27, 2019, the Company and Impax were named in a complaint filed in the United States District Court for the Northern District of California by Molina Healthcare, Inc., a publicly traded healthcare management organization opting out of the end-payor plaintiff class (Molina Healthcare, Inc. v. Actavis Elizabeth, LLC, et al., No. 3:19-cv-8438). Plaintiff alleges a conspiracy among generic pharmaceutical manufacturers to fix prices and allocate or divide customers or markets for various products (including, with respect to the Company, bethanechol chloride tablets, norethindrone acetate tablets, and ranitidine HCL tablets; and with respect to Impax, digoxin, lidocaine-prilocaine, and metronidazole) in violation of federal and state antitrust and consumer protection laws. Plaintiff seeks, among other things, un |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information As a result of the Acquisitions, the Company added a third reportable segment, AvKARE, to its existing reportable segments, Generics and Specialty. Generics develops, manufactures and commercializes complex oral solids, injectables, ophthalmics, liquids, topicals, softgels, inhalation products and transdermals across a broad range of therapeutic categories. Generics’ retail and institutional portfolio contains approximately 250 product families, many of which represent difficult-to-manufacture products or products that have a high barrier-to-entry, such as oncologics, anti-infectives and supportive care products for healthcare providers. Specialty delivers proprietary medicines to the U.S. market. The Company offers a growing portfolio in core therapeutic categories including central nervous system disorders, endocrinology, parasitic infections and other therapeutic areas. The Company's specialty products are marketed through skilled specialty sales and marketing teams, who call on neurologists, movement disorder specialists, endocrinologists and primary care physicians in key markets throughout the U.S. Specialty also has a number of product candidates that are in varying stages of development. AvKARE provides pharmaceuticals, medical and surgical products and services primarily to governmental agencies, primarily focused on serving the Department of Defense and the Department of Veterans Affairs. AvKARE is also a wholesale distributor of bottle and unit dose pharmaceuticals under the registered names of AvKARE and AvPAK, as well as medical and surgical products. AvKARE is also a packager and wholesale distributor of pharmaceuticals and vitamins to its retail and institutional customers who are located throughout the United States focused primarily on offering 340b-qualified entities products to provide consistency in care and pricing. The Company’s chief operating decision maker evaluates the financial performance of the Company’s segments based upon segment operating income (loss). Items below income (loss) from operations are not reported by segment, since they are excluded from the measure of segment profitability reviewed by the Company’s chief operating decision maker. Additionally, general and administrative expenses, certain selling expenses, certain litigation settlements, and non-operating income and expenses are included in "Corporate and Other." The Company does not report balance sheet information by segment since it is not reviewed by the Company’s chief operating decision maker. The tables below present segment information reconciled to total Company financial results, with segment operating income or loss including gross profit less direct selling expenses, research and development expenses, and other operating expenses to the extent specifically identified by segment (in thousands): Three Months Ended June 30, 2020 Generics (1)(2) Specialty (2) AvKARE (1) Corporate and Other Total Company Net revenue $ 306,559 $ 94,256 $ 63,847 $ — $ 464,662 Cost of goods sold 218,909 50,229 50,528 — 319,666 Cost of goods sold impairment charges 759 — — — 759 Gross profit 86,891 44,027 13,319 — 144,237 Selling, general and administrative 12,802 16,870 15,647 35,625 80,944 Research and development 40,316 5,256 — — 45,572 Intellectual property legal development expenses 3,550 — — — 3,550 Charges (gains) related to legal matters, net 3,050 (1,750) — — 1,300 Other operating expenses 657 82 — 1,381 2,120 Operating income (loss) $ 26,516 $ 23,569 $ (2,328) $ (37,006) $ 10,751 Six Months Ended June 30, 2020 Generics (1)(2) Specialty (2) AvKARE (1) Corporate Total Net revenue $ 659,145 $ 182,233 $ 121,817 $ — $ 963,195 Cost of goods sold 437,774 98,047 97,423 — 633,244 Cost of goods sold impairment charges 2,215 — — — 2,215 Gross profit 219,156 84,186 24,394 — 327,736 Selling, general and administrative 29,425 37,812 26,435 65,248 158,920 Research and development 69,350 12,601 — — 81,951 In-process research and development impairment charges 960 — — — 960 Intellectual property legal development expenses 4,815 5 — — 4,820 Charges related to legal matters, net 5,550 250 — — 5,800 Other operating expenses 703 82 — 5,958 6,743 Operating income (loss) $ 108,353 $ 33,436 $ (2,041) $ (71,206) $ 68,542 (1) Operating results for the sale of Amneal products by AvKARE are included in Generics. (2) During the three months ended September 30, 2019, operating results for Oxymorphone were reclassified from Generics to Specialty, where it is sold as a non-promoted product. Prior period results have not been restated to reflect the reclassification. Three Months Ended June 30, 2019 Generics Specialty Corporate Total Net revenue $ 335,064 $ 69,578 $ — $ 404,642 Cost of goods sold 263,423 32,958 — 296,381 Cost of goods sold impairment charges 3,012 — — 3,012 Gross profit 68,629 36,620 — 105,249 Selling, general and administrative 14,379 16,150 36,752 67,281 Research and development 45,448 2,568 — 48,016 Intellectual property legal development expenses 2,511 — — 2,511 Acquisition, transaction-related and integration expenses 987 1,366 1,166 3,519 Restructuring and other charges 418 — 2,417 2,835 Operating income (loss) $ 4,886 $ 16,536 $ (40,335) $ (18,913) Six Months Ended June 30, 2019 Generics Specialty Corporate Total Net revenue $ 717,541 $ 133,221 $ — $ 850,762 Cost of goods sold 542,301 63,823 — 606,124 Cost of goods sold impairment charges 56,309 — — 56,309 Gross profit 118,931 69,398 — 188,329 Selling, general and administrative 38,527 37,477 75,713 151,717 Research and development 95,599 6,275 — 101,874 In-process research and development impairment charges 22,787 — — 22,787 Intellectual property legal development expenses 5,632 1,045 — 6,677 Acquisition, transaction-related and integration expenses 3,584 3,250 2,717 9,551 Restructuring and other charges 2,499 178 6,319 8,996 Operating (loss) income $ (49,697) $ 21,173 $ (84,749) $ (113,273) |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company has various business agreements with certain third-party companies in which there is some common ownership and/or management between those entities, on the one hand, and the Company, on the other hand. The Company has no direct ownership or management in any of such related party companies. The related party relationships that generated income and/ or expense in the respective reporting periods are described below. Financing Lease - Related Party The Company has a financing lease for two buildings located in Long Island, New York, that are used as an integrated manufacturing and office facility. For annual payments required under the terms of the non-cancelable lease agreement over the next five years and thereafter, refer to Note 12. Leases in the Company’s 2019 Annual Report on Form 10-K. Lease costs and interest expense related to this lease were approximately $2 million and $3 million for the three and six months ended June 30, 2020, respectively. Lease costs and interest expense related to this lease were each approximately $2 million and $4 million for the three and six months ended June 30, 2019, respectively. Kanan, LLC Kanan, LLC ("Kanan") is an independent real estate company which owns Amneal’s manufacturing facilities located at 65 Readington Road, Branchburg, New Jersey, 131 Chambers Brook Road, Branchburg, New Jersey and 1 New England Avenue, Piscataway, New Jersey. Amneal leases these facilities from Kanan under two separate triple-net lease agreements that expire in 2027 and 2031, respectively, at an annual rental cost of approximately $2 million combined, subject to CPI rent escalation adjustments as provided in the lease agreements. Rent expense paid to the related party for both the three months ended June 30, 2020 and 2019 was $0.5 million. Rent expense paid to the related party for both of the six months ended June 30, 2020 and 2019 was $1 million. Asana Biosciences, LLC Asana Biosciences, LLC (“Asana”) is an early stage drug discovery and research and development company focusing on several therapeutic areas, including oncology, pain and inflammation. Amneal provided research and development services to Asana under a development and manufacturing agreement. The total amount of income earned from this arrangement for the three and six months ended June 30, 2019 was $1 million and $1 million, respectively (none in 2020). At December 31, 2019 receivables of approximately $1 million were due from the related party for research and development related services (none at June 30, 2020). Industrial Real Estate Holdings NY, LLC and Sutaria Family Realty, LLC Industrial Real Estate Holdings NY, LLC is an independent real estate management entity, which was the sub-landlord of Amneal’s leased manufacturing facility located at 75 Adams Avenue, Hauppauge, New York. In May 2020, the lease was assigned to the Company with the consent of the landlord, Sutaria Family Realty, LLC., which is also a related party. Concurrently with the assignment of the lease, the Company exercised a renewal option for $0.1 million to extend the lease by 5 years until March 31, 2026. Monthly rent payments are $0.1 million and increase by 3% annually. Rent paid to the related parties for both the three months ended June 30, 2020 and 2019 was $0.3 million. Rent paid to the related parties for both the six months ended June 30, 2020 and 2019 was $0.6 million. Kashiv BioSciences, LLC Kashiv BioSciences, LLC ("Kashiv") is an independent contract development organization focused primarily on the development of 505(b) (2) NDA products. Amneal has various business agreements with Kashiv. The parties entered into a lease for parking spaces in Piscataway, NJ. The total amount of expense paid to Kashiv from this agreement for both the three and six months ended June 30, 2020 was less than $0.1 million (none in 2019). Amneal has also entered into various development and commercialization arrangements with Kashiv to collaborate on the development and commercialization of certain generic pharmaceutical products. The total reimbursable expenses associated with these arrangements for the six months ended June 30, 2020 were $0.2 million (none for the three months ended June 30, 2020). The total reimbursable expenses associated with these arrangements for the three and six months ended June 30, 2019 were $2 million and $3 million, respectively. Kashiv receives a percentage of net profits with respect to Amneal’s sales of these products. The total profit share for the three and six months ended June 30, 2020 was $2 million and $5 million, respectively. The total profit share for the three and six months ended June 30, 2019 was $0.7 million and $1 million, respectively. Pursuant to a product development agreement, Amneal and Kashiv agreed to collaborate on the development and commercialization of Levothyroxine Sodium. Under the agreement, the intellectual property and ANDA for this product is owned by Amneal and Kashiv is to receive a profit share for all sales of the product made by Amneal. Amneal is precluded from selling the product made by Kashiv during the term of the license and supply agreement with JSP. Under the terms of the amended agreement with Kashiv, Amneal paid $2 million in July 2019, and may be required to pay up to an additional $18 million upon certain regulatory milestones being met. For the three and six months ended June 30, 2020, the Company recorded $2 million to research and development expense, which was accrued in related party payable - short term as of June 30, 2020. In November 2019, Amneal and Kashiv entered into a licensing agreement for the development and commercialization of Kashiv’s orphan drug K127 (Pyridostigmine) for the treatment of Myasthenia Gravis. Under the terms of the agreement, Kashiv will be responsible for all development and clinical work required to secure Food and Drug Administration approval and Amneal will be responsible for filing the NDA and commercializing the product. The Company made an upfront payment of approximately $2 million to Kashiv in December 2019, which was recorded in research and development, and Kashiv is eligible to receive development and regulatory milestones totaling approximately $17 million. Kashiv is also eligible to receive tiered royalties from the low double-digits to mid-teens on net sales of K127. For the six months ended June 30, 2020, the Company recorded $2 million (none in the three months ended June 30, 2020 or three and six months ended June 30, 2019), as research and development expense to compensate Kashiv for costs incurred to develop the product. On February 20, 2020, the Company and Kashiv entered into a master services agreement covering certain services that Kashiv provides the Company for commercial product support for EluRyng and other products, including Ranitidine and Nitrofurantoin. For the three and six months ended June 30, 2020, the Company recorded $2 million and $3 million, respectively, (none in 2019 ), as cost of goods sold to compensate Kashiv for services performed. At June 30, 2020 and December 31, 2019 payables of approximately $4 million and $6 million, respectively, were due to the related party for the aforementioned transactions. Additionally, at both June 30, 2020 and December 31, 2019 a receivable of $0.1 million was due from the related party. On October 1, 2017, Amneal and Kashiv, entered into a license and commercialization agreement. Kashiv granted Amneal an exclusive license, under its New Drug Application, to distribute and sell two bio-similar products in the U.S. Kashiv is responsible for development, regulatory filings, obtaining FDA approval, and manufacturing, and Amneal is responsible for marketing, selling and pricing activities. The term of the agreement is 10 years from the respective product’s launch date. In connection with the agreement, Amneal paid an upfront amount of $2 million in October 2017 for execution of the agreement which was expensed in research and development. The agreement also provides for potential future milestone payments to Kashiv of (i) up to $21 million relating to regulatory approval, (ii) up to $43 million for successful delivery of commercial launch inventory, (iii) between $20 million and $50 million relating to number of competitors at launch for one product, and (iv) between $15 million and $68 million for the achievement of cumulative net sales for both products. The milestones are subject to certain performance conditions which may or may not be achieved, including FDA filing, FDA approval, launch activities and commercial sales volume objectives. In addition, the agreement provides for Amneal to pay a profit share equal to 50% of net profits, after considering manufacturing and marketing costs. The research and development expenses under this agreement for the six months ended June 30, 2020 and 2019 were immaterial. In May 2020, Amneal and Kashiv entered into a product development agreement for the development and commercialization of Posaconazole. Under the agreement, the intellectual property and ANDA for this product is owned by Amneal and Kashiv is to receive a profit share for all sales of the product made by Amneal. In connection with the agreement, Amneal paid an upfront amount of $0.3 million in May 2020 for execution of the agreement which was expensed in research and development. The agreement also provides for potential future milestone payments to Kashiv of (i) up to $0.8 million relating to development milestones, (ii) up to $0.3 million relating to regulatory approval, and (iii) up to $1 million for the achievement of cumulative net sales. The milestones are subject to certain performance conditions which may or may not be achieved, including FDA filing, FDA approval and commercial sales volume objectives. PharmaSophia, LLC PharmaSophia, LLC ("PharmaSophia") is a joint venture formed by Nava Pharma, LLC ("Nava") and Oakwood Laboratories, LLC for the purpose of developing certain products. Currently PharmaSophia is actively developing two injectable products. PharmaSophia and Nava are parties to a research and development agreement pursuant to which Nava provides research and development services to PharmaSophia. Nava subcontracted this obligation to Amneal, entering into a subcontract research and development services agreement pursuant to which Amneal provides research and development services to Nava in connection with the products being developed by PharmaSophia. The total amount of income earned from these agreements for the three months ended June 30, 2020 and 2019 was $0.2 million and $0.3 million, respectively. The total amount of income earned from these agreements for the six months ended June 30, 2020 and 2019 was $0.4 million and $0.6 million, respectively. At both June 30, 2020 and December 31, 2019 receivables of $0.7 million were due from the related party. Additionally, as of December 31, 2019 a payable of less than $0.1 million was due to the related party, which was settled in February 2020. Fosun International Limited Fosun International Limited (“Fosun”) is a Chinese international conglomerate and investment company that is a significant shareholder of the Company. On June 6, 2019, the Company entered into a license and supply agreement with a subsidiary of Fosun, which is a Chinese pharmaceutical company. Under the terms of the agreement, the Company will hold the imported drug license required for pharmaceutical products manufactured outside of China and will supply Fosun with finished, packaged products for Fosun to then sell in the China market. Fosun will be responsible for obtaining regulatory approval in China and for shipping the product from Amneal’s facility to Fosun’s customers in China. In consideration for access to the Company's U.S. regulatory filings to support its regulatory filings in China and for the supply of product, Fosun paid the Company a $1 million non-refundable fee, net of tax, in July 2019 and will be required to pay the Company $0.3 million for each of 8 products upon the first commercial sale of each in China in addition to a supply price and a profit share. For the three and six months ended June 30, 2020 and 2019, the Company did not recognize any revenue from this agreement. Apace KY, LLC d/b/a Apace Packaging LLC Apace KY, LLC d/b/a Apace Packaging LLC (“Apace”) provides packaging solutions pursuant to an exclusive packaging agreement. Apace markets its services which include bottling and blistering for the pharmaceutical industry. The total amount of expenses from this arrangement for the three and six months ended June 30, 2020 was $4 million and $6 million, respectively (none in 2019). At June 30, 2020, payables of approximately $1 million were due to the related party for packaging services. Tracy Properties LLC R&S leases operating facilities, office and warehouse space from Tracy Properties LLC. The total amount of expenses from this arrangement for the three and six months ended June 30, 2020 was $0.1 million and $0.2 million, respectively (none in 2019). AzaTech Pharma LLC R&S purchases inventory from AzaTech Pharma LLC for resale. The total amount of expenses from this arrangement for the three and six months ended June 30, 2020 was $1 million and $2 million, respectively (none in 2019). At June 30, 2020, payables of approximately $0.7 million were due to the related party for inventory purchases. AvPROP, LLC AvKARE LLC leases its operating facilities from AvPROP, LLC. Rent expense from this arrangement for the three and six months ended June 30, 2020 was less than $0.1 million and $0.1 million, respectively. Tarsadia Investments, LLC Tarsadia Investments, LLC (“Tarsadia”) is a private investment firm that provides financial services and is a significant shareholder of the Company. Tarsadia offers capital and strategic support for companies with substantial growth potential primarily in the healthcare, financial services, real estate, and clean technology sectors. The Company entered into an agreement in which Tarsadia will provide financial consulting services. The services are not expected to have a material impact to the Company’s financial statements. Avtar Investments, LLC Avtar Investments, LLC ("Avtar") is a private investment firm. During April 2020, the Company entered into an agreement in which Avtar will provide consulting services. The total amount of consulting expense incurred for the three and six months ended June 30, 2020 was $0.8 million. As of June 30, 2020, $0.8 million is due to Avtar. Zep Inc. Zep Inc. ("Zep") is a producer, and distributor of maintenance and cleaning solutions for retail, food & beverage, industrial & institutional, and vehicle care customers. During May 2020, AvKARE entered into an agreement to supply cleaning products to Zep. The amount of revenue recorded for the three and six months ended June 30, 2020 was $0.4 million. As of June 30, 2020, $0.4 million was recorded in related party receivables. Tax Distributions Under the terms of the Limited Liability Company Agreement, Amneal is obligated to make tax distributions to its members, which are also holders of non-controlling interests in the Company. For further details, refer to Note 21. Stockholders' Equity and Redeemable Non-Controlling Interests . Additionally, under the terms of the limited liability company agreement between the Company and the holders of the Rondo Class B Units, Rondo is obligated to make tax distributions to those holders, subject to certain limitations as defined in the Rondo Credit Facility. For further details, refer to Note 21. Stockholders' Equity and Redeemable Non-Controlling Interests . Notes Payable – Related Party The sellers of AvKARE, LLC and R&S hold the remaining 34.9% interest in Rondo (“Rondo Class B Units”). Certain holders of the Rondo Class B Units are also holders of the Sellers Notes and the Short-Term Sellers Note. For additional information, refer to Note 13. Debt . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The changes in goodwill for the six months ended June 30, 2020 and for the year ended December 31, 2019 were as follows (in thousands): June 30, December 31, Balance, beginning of period $ 419,504 $ 426,226 Impax acquisition adjustment — (1,255) Goodwill acquired during the period 108,790 — Goodwill divested during the period — (5,175) Currency translation (819) (292) Balance, end of period $ 527,475 $ 419,504 As of June 30, 2020, $361 million, $93 million, and $73 million of goodwill was allocated to the Specialty, Generics, and AvKARE segments, respectively. As of December 31, 2019, $361 million and $59 million of goodwill was allocated to the Specialty and Generics segment, respectively. For the year ended December 31, 2019, goodwill divested was associated with the sale of the Company's operations in the United Kingdom and Germany. For the year ended December 31, 2019, the adjustment to goodwill was associated with the Combination. Refer to Note 3. Acquisitions and Divestitures for additional information about the Acquisitions and the divestitures of the Company's operations in the United Kingdom and Germany. Intangible assets at June 30, 2020 and December 31, 2019 are comprised of the following (in thousands): June 30, 2020 December 31, 2019 Weighted-Average Cost Accumulated Net Cost Accumulated Net Amortizing intangible assets: Product rights 9.5 $ 1,189,785 $ (265,284) $ 924,501 $ 1,197,535 $ (198,857) $ 998,678 Other intangible assets 6.0 133,800 (15,590) 118,210 3,000 (1,000) 2,000 Subtotal $ 1,323,585 $ (280,874) $ 1,042,711 $ 1,200,535 $ (199,857) $ 1,000,678 In-process research and development 381,115 — 381,115 382,075 — 382,075 Total intangible assets $ 1,704,700 $ (280,874) $ 1,423,826 $ 1,582,610 $ (199,857) $ 1,382,753 The Company evaluated assets for potential impairment by comparing estimated future undiscounted net cash flows to the carrying amount of the asset. For the three months ended June 30, 2020, the Company recognized a total of $1 million of intangible asset impairment charges, which was recognized in cost of goods sold impairment charges. For the six months ended June 30, 2020, the Company recognized a total of $3 million of intangible asset impairment charges, of which $2 million was recognized in cost of goods sold impairment charges and $1 million was recognized in in-process research and development impairment charges. The impairment charges for the three months ended June 30, 2020 are primarily related to three marketed products, two of which experienced significant price erosion during 2020. The contract with the remaining product was terminated with the customer. The impairment charges for the six months ended June 30, 2020 are primarily related to five currently marketed products and two in-process research and development (“IPR&D”) products that were acquired as part of the Combination. For the currently marketed products, four products experienced significant price erosion during 2020, without an offsetting increase in customer demand, resulting in significantly lower than expected future cash flows and negative margins and one product had its contract terminated. The IPR&D charges are associated with two products, one of which experienced a delay in its estimated launch date and the other was canceled due to the withdrawal of our development partner. During the six months ended June 30, 2020, the Company recognized $131 million of intangible assets associated with the Acquisitions, of which all are classified in other intangible assets in the table above. These intangible assets consist of government licenses, government contracts, national contracts, customer relationships and a trade name and are amortized to selling, general, and administrative over their estimated useful lives. Refer to Note 3. Acquisitions and Divestitures for additional information. During the six months ended June 30, 2019, the Company recognized a $50 million product rights intangible asset for the exclusive rights to sell Levothyroxine in the U.S. market under a license and supply agreement with JSP. Refer to Note 5. Alliance and Collaboration for additional information. For the six months ended June 30, 2019, included in the Company's divested United Kingdom operations were a net customer relationship intangible asset and a net trade name intangible asset of $5 million and $2 million, respectively. Refer to Note 3. Acquisitions and Divestitures for additional information. Amortization expense related to intangible assets recognized is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Amortization $ 43,976 $ 34,796 $ 86,552 $ 65,759 The following table presents future amortization expense for the next five years and thereafter, excluding $381 million of IPR&D intangible assets (in thousands): Future Remainder of 2020 $ 88,633 2021 172,302 2022 157,964 2023 146,979 2024 140,021 Thereafter 336,812 Total $ 1,042,711 |
Stockholders_ Equity and Redeem
Stockholders’ Equity and Redeemable Non-Controlling Interests | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders’ Equity and Redeemable Non-Controlling Interests | Stockholders’ Equity and Redeemable Non-Controlling Interests Non-Controlling Interests Under the terms of the Limited Liability Company Agreement, Amneal is obligated to make tax distributions to its members. For the three and six months ended June 30, 2020, a tax distribution of $1 million was recorded as a reduction of non-controlling interests. For the three and six months ended June 30, 2019, no tax distribution was recorded due to tax losses incurred. As of June 30, 2020, a $1 million liability was included in related-party payables for the tax distribution. During December 2018, the Company acquired the non-controlling interests in one of Amneal's non-public subsidiaries for approximately $3 million. As of December 31, 2018, the Company recorded a $3 million related party payable for this transaction which was paid in full in 2019. Redeemable Non-Controlling Interests As discussed in Note 3 . Acquisitions and Divestitures , the Company acquired a 65.1% interest in Rondo on January 31, 2020. The sellers of AvKARE, LLC and R&S hold the remaining 34.9% interest as Rondo Class B Units. Beginning on January 1, 2026, the holders of the Rondo Class B Units have the right (“Put Right”) to require the Company to acquire the Rondo Class B Units for a purchase price that is based on a multiple of Rondo’s earnings before income taxes, depreciation, and amortization (EBITDA) if certain financial targets and other conditions are met. Additionally, beginning on January 31, 2020, the Company has the right to acquire the Rondo Class B Units based on the same value and conditions as the Put Right. The Rondo Class B Units are also redeemable by the holders upon a change in control. Since the redemption of the Rondo Class B Units is outside of the Company's control, the units have been presented outside of stockholders' equity as redeemable non-controlling interests. Upon closing of the Acquisitions on January 31, 2020, the redeemable non-controlling interests were recorded as a component of the fair value of consideration transferred at an estimated preliminary fair value of $11 million. The fair value of the redeemable non-controlling interests was estimated using the Monte-Carlo simulation approach under the option pricing framework, which considers the redemption rights of both the Company and the holders of the Rondo Class B Units. The Company will attribute 34.9% of the net income of Rondo to the redeemable non-controlling interests. The Company will also accrete the redeemable non-controlling interests to redemption value upon an event that makes redemption probable. For the three and six months ended June 30, 2020, a tax distribution of $0.4 million was recorded as a reduction of redeemable non-controlling interests . As of June 30, 2020, a liability of $0.4 million was included in related-party payables for the tax distribution. Changes in Accumulated Other Comprehensive Loss by Component (in thousands): Foreign Unrealized Accumulated Balance December 31, 2018 $ (7,755) $ — $ (7,755) Other comprehensive (loss) income before reclassification (729) 7,764 7,035 Amounts reclassified from accumulated other comprehensive loss 1,461 — 1,461 Reallocation of ownership interests (809) — (809) Balance December 31, 2019 (7,832) 7,764 (68) Other comprehensive loss before reclassification (3,985) (35,622) (39,607) Reallocation of ownership interests (14) (7) (21) Balance June 30, 2020 $ (11,831) $ (27,865) $ (39,696) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements, which are prepared in accordance with generally accepted accounting principles in the United States of America, should be read in conjunction with Amneal’s annual audited financial statements for the year ended December 31, 2019 included in the Company’s 2019 Annual Report on Form 10-K. Certain information and footnote disclosures normally included in annual financial statements have been omitted from the accompanying unaudited consolidated financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of the Company's financial position as of June 30, 2020, cash flows for the six months ended June 30, 2020 and 2019 and the results of its operations, its comprehensive income (loss) and its changes in stockholders' equity for the three and six months ended June 30, 2020 and 2019. The consolidated balance sheet data at December 31, 2019 was derived from the Company's audited annual financial statements, but does not include all disclosures required by generally accepted accounting principles in the United States of America. The accounting policies of the Company are set forth in Note 2. Summary of Significant Accounting Policies contained in the Company’s 2019 Annual Report on Form 10-K, except for the impact of the adoption of new accounting standards discussed under Recently Adopted Accounting Pronouncements . The following new significant accounting policy relates to the acquisitions of AvKARE, Inc. and Dixon-Shane, LLC d/b/a R&S Northeast LLC (refer to Note 3. Acquisitions and Divestitures ). |
Chargebacks Received From Manufacturers | Chargebacks Received From ManufacturersWhen a sale occurs on a contracted item, the difference between the cost the Company pays to the manufacturer of that item and the contract price that the end customer has with the manufacturer is rebated to the Company by the manufacturer as a chargeback. Chargebacks are recorded as a reduction to cost of sales and either a reduction in the amount due to the manufacturer (if there is a right of offset) or as a receivable from the manufacturer. |
Use of Estimates | Use of Estimates The preparation of financial statements requires the Company's management to make estimates and assumptions that affect the reported financial position at the date of the financial statements and the reported results of operations during the reporting period. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The following are some, but not all, of such estimates: the determination of chargebacks, sales returns, rebates, billbacks, distribution fees, allowances for accounts receivable, accrued liabilities, chargebacks received from manufacturers, stock-based compensation, valuation of inventory balances, the determination of useful lives for product rights, allowances for deferred tax assets, measurement of assets acquired and liabilities assumed in business combinations at fair value and the assessment of expected cash flows used in evaluating goodwill and other long-lived assets for impairment. Actual results could differ from those estimates. |
Recently Adopted and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-13, Fair Value Measurement (Topic 82): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements on fair value measurement. The Company adopted ASU 2018-13 effective January 1, 2020 and it did not have a material impact on the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , guidance that changes the impairment model for most financial assets including trade receivables and certain other instruments that are not measured at fair value through net income. The standard will replace today’s "incurred loss" approach with an "expected loss" model for instruments measured at amortized cost and require entities to record allowances for available-for-sale debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. Entities will apply the standard’s provisions as a cumulative effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company adopted ASU 2016-13 effective January 1, 2020 and it did not have a material impact on the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform , which provided elective amendments for entities that have contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform . The amendments may be applied to impacted contracts and hedges prospectively through December 31, 2022. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements. |
Revenue Recognition | Performance Obligations The Company’s performance obligation is the supply of finished pharmaceutical and related products to its customers. The Company’s customers consist primarily of major wholesalers, retail pharmacies, managed care organizations, purchasing co-ops, hospitals, government agencies, institutions, and pharmaceutical companies. The Company’s customer contracts generally consist of both a master agreement, which is signed by the Company and its customer, and/or a customer submitted purchase order, which is governed by the terms and conditions of the master agreement. Customers purchase product by direct channel sales from the Company or by indirect channel sales through various distribution channels. Revenue is recognized when the Company transfers control of its products to the customer, which typically occurs at a point-in-time, either upon shipment or delivery. Substantially all of the Company’s net revenues relate to products which are transferred to the customer at a point-in-time. The Company offers standard payment terms to its customers and has elected the practical expedient to not adjust the promised amount of consideration for the effects of a significant financing, since the period between when the Company transfers the product to the customer and when the customer pays for that product is one year or less. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenues. The consideration amounts due from customers as a result of product sales are subject to variable consideration, as described further below. The Company offers standard product warranties which provide assurance that the product will function as expected and in accordance with specifications. Customers cannot purchase warranties separately and these warranties do not give rise to a separate performance obligation. The Company permits the return of product under certain circumstances, mainly upon product expiration, instances of shipping errors or where product is damaged in transit. The Company accrues for the customer’s right to return as part of its variable consideration. See below for further details. Variable Consideration The Company includes an estimate of variable consideration in its transaction price at the time of sale, when control of the product transfers to the customer. Variable consideration includes but is not limited to: chargebacks, distribution fees, rebates, group purchasing organization ("GPO") fees, prompt payment (cash) discounts, consideration payable to the customer, billbacks, Medicaid and other government pricing programs, price protection and shelf stock adjustments, sales returns, and profit shares. The Company assesses whether or not an estimate of its variable consideration is constrained and has determined that the constraint does not apply, since it is probable that a significant reversal in the amount of cumulative revenue will not occur in the future when the uncertainty associated with the variable consideration is subsequently resolved. The Company’s estimates for variable consideration are adjusted as required at each reporting period for specific known developments that may result in a change in the amount of total consideration it expects to receive. Chargebacks In the case an indirect customer purchases product from their preferred wholesaler instead of directly from the Company, and the contract price charged to the indirect customer is lower than the wholesaler pricing, the Company pays the direct customer (wholesaler) a chargeback for the price differential. The Company estimates its chargeback accrual based on its estimates of the level of inventory of its products in the distribution channel that remain subject to chargebacks and historical chargeback rates. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Rebates The Company pays fixed or volume-based rebates to its customers based on a fixed amount, fixed percentage of product sales or based on the achievement of a specified level of purchases. The Company’s rebate accruals are based on actual net sales, contractual rebate rates negotiated with customers, and expected purchase volumes / corresponding tiers based on actual sales to date and forecasted amounts. Group Purchasing Organization Fees The Company pays fees to GPOs for administrative services that the GPOs perform in connection with the purchases of product by the GPO participants who are the Company’s customers. The Company’s GPO fee accruals are based on actual net sales, contractual fee rates negotiated with GPOs and the mix of the products in the distribution channel that remain subject to GPO fees. Prompt Payment (Cash) Discounts The Company provides customers with prompt payment discounts which may result in adjustments to the price that is invoiced for the product transferred, in the case that payments are made within a defined period. The Company’s prompt payment discount accruals are based on actual net sales and contractual discount rates. Consideration Payable to the Customer The Company pays administrative and service fees to its customers based on a fixed percentage of the product price. These fees are not in exchange for a distinct good or service and therefore are recognized as a reduction of the transaction price. The Company accrues for these fees based on actual net sales, contractual fee rates negotiated with the customer and the mix of the products in the distribution channel that remain subject to fees. Billbacks In the case an indirect customer purchases product from their preferred wholesaler instead of directly from the Company, and the contract price charged to the indirect customer is higher than contractual pricing, the Company pays the indirect customer a billback for the price differential. The Company estimates its billback accrual based on its estimates of the level of inventory of its products in the distribution channel that remain subject to billbacks and historical billback rates. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Medicaid and Other Government Pricing Programs The Company complies with required rebates mandated by law under Medicaid and other government pricing programs. The Company estimates its government pricing accruals based on monthly sales, historical experience of claims submitted by the various states and jurisdictions, historical rates and estimated lag time of the rebate invoices. Price Protection and Shelf Stock Adjustments The Company provides customers with price protection and shelf stock adjustments which may result in an adjustment to the price charged for the product transferred, based on differences between old and new prices which may be applied to the customer’s on-hand inventory at the time of the price change. The Company accrues for these adjustments when its expected value of an adjustment is greater than zero, based on contractual pricing, actual net sales, accrual rates based on historical average rates, and estimates of the level of inventory of its products in the distribution channel that remain subject to these adjustments. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Sales Returns The Company permits the return of product under certain circumstances, mainly upon product expiration, instances of shipping errors or where product is damaged in transit, and occurrences of product recalls. The Company’s product returns accrual is primarily based on estimates of future product returns based generally on actual net sales, estimates of the level of inventory of its products in the distribution channel that remain subject to returns, estimated lag time of returns and historical return rates. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. Profit Shares For certain product sale arrangements, the Company earns a profit share upon the customer’s sell-through of the product purchased from the Company. The Company estimates its profit shares based on actual net sales, estimates of the level of inventory of its products in the distribution channel that remain subject to profit shares, and historical rates of profit shares earned. The estimate of the level of products in the distribution channel is based primarily on data provided by key customers. |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisition Pro Forma Data | The unaudited pro forma combined results of operations for the three and six months ended June 30, 2020 and 2019 (assuming the closing of the Acquisitions occurred on January 1, 2019) are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Net revenue $ 464,662 $ 479,891 $ 989,965 $ 991,096 Net (loss) income $ (23,944) $ (45,622) $ 92,472 $ (178,006) Net (loss) income attributable to Amneal Pharmaceuticals, Inc. $ (11,996) $ (15,535) $ 101,438 $ (65,712) |
AvKARE and R&S Acquisitions | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price | The preliminary purchase price is calculated as follows (in thousands): Cash $ 254,000 Sellers Notes (1) 35,033 Settlement of Amneal trade accounts receivable from R&S (2) 7,440 Short-Term Seller Note (3) 1,000 Working capital adjustment (4) (2,640) Fair value consideration transferred $ 294,833 (1) In accordance with ASC 805, Business Combinations, all consideration transferred was measured at its acquisition-date fair value. The Sellers Notes are stated at the preliminary fair value estimate of $35 million, which is the $44 million aggregate principal amount less a $9 million discount. The fair value of the Sellers Notes was estimated using the Monte-Carlo simulation approach under the option pricing framework. (2) Represents trade accounts receivable from R&S that was effectively settled upon closing of the Acquisitions. (3) Represents the principal amount due on the Short-Term Seller Note, which approximates fair value. (4) Represents estimated working capital adjustment pursuant to the terms of the purchase agreement. |
Schedule of Purchase Price Allocation | The following is a summary of the preliminary purchase price allocation for the Acquisitions (in thousands): Preliminary Fair Values as of Trade accounts receivable, net $ 49,286 Inventories 68,115 Prepaid expenses and other current assets 7,401 Related party receivables 61 Property, plant and equipment 5,278 Goodwill 108,790 Intangible assets, net 130,800 Operating lease right-of-use assets - related party 5,544 Total assets acquired 375,275 Accounts payable and accrued expenses 61,891 Related party payables 1,532 Operating lease liabilities - related party 5,544 Total liabilities assumed 68,967 Redeemable non-controlling interests 11,475 Fair value of consideration transferred $ 294,833 |
Schedule of Acquired Intangible Assets | The acquired intangible assets are being amortized over their estimated useful lives as follows (in thousands): Preliminary Weighted-Average Government licenses $ 66,700 7 years Government contracts 22,000 4 years National contracts 28,600 5 years Customer relationships 13,000 10 years Trade name 500 6 years $ 130,800 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue | The Company's significant therapeutic classes for its Generics and Specialty segments and sales channels for its AvKARE segment, as determined based on net revenue for each of the three and six months ended June 30, 2020 and 2019 are set forth below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Generics Anti-Infective $ 9,722 $ 8,147 $ 22,776 $ 14,089 Hormonal/Allergy 89,277 92,293 177,919 195,018 Antiviral 955 1,346 16,779 15,802 Central Nervous System (1) 96,228 117,398 195,810 242,173 Cardiovascular System 25,105 31,138 54,359 67,355 Gastroenterology 16,625 9,938 37,878 19,494 Oncology 16,567 21,746 31,422 36,705 Metabolic Disease/Endocrine 6,769 10,887 23,408 28,734 Respiratory 7,240 8,418 17,328 17,636 Dermatology 10,442 14,771 27,584 27,744 Other therapeutic classes 26,668 15,263 51,935 33,440 International and other 961 3,719 1,947 19,351 Total Generics net revenue 306,559 335,064 659,145 717,541 Specialty Hormonal/Allergy 13,669 9,888 27,623 20,787 Central Nervous System (1) 74,056 50,694 142,367 93,593 Gastroenterology 439 452 487 933 Metabolic Disease/Endocrine 203 89 476 630 Other therapeutic classes 5,889 8,455 11,280 17,278 Total Specialty net revenue 94,256 69,578 182,233 133,221 AvKARE Distribution 31,839 — 63,425 — Government Label 25,073 — 46,451 — Institutional 4,511 — 7,924 — Other 2,424 — 4,017 — Total AvKARE net revenue 63,847 — 121,817 — Total net revenue $ 464,662 $ 404,642 $ 963,195 $ 850,762 (1) During the three months ended September 30, 2019, operating results for Oxymorphone were reclassified from Generics to Specialty, where it is sold as a non-promoted product. Prior period results have not been restated to reflect the reclassification. |
Schedule of Major Categories of Sales-Related Deductions | A rollforward of the major categories of sales-related deductions for the six months ended June 30, 2020 is as follows (in thousands): Contract Cash Discount Accrued Accrued Balance at December 31, 2019 $ 829,807 $ 34,308 $ 150,361 $ 114,960 Impact from the Acquisitions 12,444 944 15,229 10 Provision related to sales recorded in the period 2,025,733 60,000 49,285 69,685 Credits/payments issued during the period (2,197,368) (71,093) (52,202) (63,062) Balance at June 30, 2020 $ 670,616 $ 24,159 $ 162,673 $ 121,593 |
Restructuring and Other Charg_2
Restructuring and Other Charges (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs and Charges By Segment | The following table sets forth the components of the Company's restructuring and other charges (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Employee restructuring separation charges (1) $ — $ 516 $ 46 $ 2,420 Asset-related charges (2) — 900 — 1,314 Total employee and asset-related restructuring charges — 1,416 46 3,734 Other employee severance charges (3) 333 1,419 2,335 5,262 Total restructuring and other charges $ 333 $ 2,835 $ 2,381 $ 8,996 (1) Employee restructuring separation charges include the cost of benefits provided pursuant to the Company's severance programs for employees impacted by the Plans at the Company's Hauppauge, NY, Hayward, CA and other facilities. (2) Asset-related charges are primarily associated with the write-off of property, plant and equipment in connection with the closing of the Company's Hayward, CA facilities. (3) Other employee severance charges are primarily associated with the cost of benefits for former senior executives. The charges related to restructuring impacted segment earnings as follows (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Generics $ — $ 1,317 $ 46 $ 2,313 Specialty — — — 178 Corporate — 99 — 1,243 Total employee and asset-related restructuring charges $ — $ 1,416 $ 46 $ 3,734 |
Schedule of Restructuring Reserve | The following table shows the change in the employee separation-related liability associated with the Plans, which is included in accounts payable and accrued expenses (in thousands): Employee Balance at December 31, 2019 $ 3,900 Charges to income 46 Payments (2,185) Balance at June 30, 2020 $ 1,761 |
(Loss) Earnings per Share (Tabl
(Loss) Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) Per Share, Basic and Diluted | The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted (loss) earnings per share of Class A and Class B-1 Common Stock (in thousands, except per share amounts): Three Months Ended Six Months Ended 2020 2019 2020 2019 Numerator: Net (loss) income attributable to Amneal Pharmaceuticals, Inc. $ (11,996) $ (16,902) $ 103,071 $ (64,783) Denominator: Weighted-average shares outstanding - basic (1) 147,392 128,016 147,286 127,852 Effect of dilutive securities: Stock options — — 278 — Restricted stock units — — 745 — Weighted-average shares outstanding - diluted 147,392 128,016 148,309 127,852 Net (loss) earnings per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders: Class A and Class B-1 basic $ (0.08) $ (0.13) $ 0.70 $ (0.51) Class A and Class B-1 diluted $ (0.08) $ (0.13) $ 0.69 $ (0.51) (1) During the three months ended June 30, 2019, pursuant to the Company’s certificate of incorporation, the Company converted all 12.3 million of its issued and outstanding shares of Class B-1 Common Stock and such shares of Class B-1 Common Stock have been retired and may not be reissued by the Company. The weighted-average shares for the three and six months ended June 30, 2020 do not include Class B-1 Common Stock. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents potentially dilutive securities excluded from the computations of diluted earnings per share of Class A and Class B-1 Common Stock (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Stock options 4,008 (4) 8,407 (4) 671 (1) 8,407 (4) Restricted stock units 9,372 (4) 2,894 (4) — 2,894 (4) Performance stock units 3,054 (4) 465 (4) 3,054 (2) 465 (4) Shares of Class B Common Stock 152,117 (3) 170,941 (3) 152,117 (3) 170,941 (3) (1) Excluded from the computation of diluted earnings per share of Class A Common Stock because the exercise price of the stock options exceeded the average market price of the Class A Common Stock during the period (out-of-the-money). (2) Excluded from the computation of diluted earnings per share of Class A Common Stock because the performance vesting conditions were not met for the six months ended June 30, 2020. (3) Shares of Class B Common Stock are considered potentially dilutive shares of Class A and Class B-1 Common Stock. Shares of Class B Common Stock have been excluded from the computations of diluted earnings per share of Class A and Class B-1 Common Stock because the effect of their inclusion would have been anti-dilutive under the if-converted method. As noted above, the weighted-average shares for the three and six months ended June 30, 2020 do not include Class B-1 Common Stock. (4) Excluded from the computation of diluted loss per share of Class A and Class B-1 Common Stock because the effect of their inclusion would have been anti-dilutive since there was a net loss attributable to the Company for three months ended June 30, 2020 and the three and six months ended June 30, 2019. As noted above, the weighted-average shares for the three and six months ended June 30, 2020 do not include Class B-1 Common Stock. |
Trade Accounts Receivable, Net
Trade Accounts Receivable, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Receivables [Abstract] | |
Schedule of Trade Accounts Receivable, Net | Trade accounts receivable, net is comprised of the following (in thousands): June 30, December 31, Gross accounts receivable $ 1,280,380 $ 1,470,706 Allowance for doubtful accounts (2,871) (2,201) Contract charge-backs and sales volume allowances (670,616) (829,807) Cash discount allowances (24,159) (34,308) Subtotal (697,646) (866,316) Trade accounts receivable, net $ 582,734 $ 604,390 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Components of Inventories, Net of Reserves | Inventories, net of reserves, are comprised of the following (in thousands): June 30, December 31, Raw materials $ 173,102 $ 172,159 Work in process 47,435 58,188 Finished goods 223,419 150,720 Total inventories $ 443,956 $ 381,067 |
Prepaid and Other Current Ass_2
Prepaid and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets are comprised of the following (in thousands): June 30, December 31, Deposits and advances $ 2,805 $ 1,123 Prepaid insurance 1,768 3,858 Prepaid regulatory fees 1,387 4,016 Income and other tax receivables (1) 124,208 13,740 Prepaid taxes 3,503 3,255 Other current receivables 12,650 15,996 Other prepaid assets 38,427 28,176 Total prepaid expenses and other current assets $ 184,748 $ 70,164 (1) On March 27, 2020, President Trump signed into law the CARES Act. The CARES Act is an emergency economic stimulus package in response to the COVID-19 pandemic which, among other things, includes provisions relating to income and non-income-based tax laws. Amneal recorded a U.S. federal income tax receivable of $110 million related to benefits associated with the CARES Act, of which $106 million was received in July 2020 and the remainder is expected to be received before December 31, 2020. For further details, refer to Note 8. Income Taxes. |
Other Assets (Tables)
Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Assets [Abstract] | |
Schedule of Other Assets | Other assets are comprised of the following (in thousands): June 30, December 31, Deferred revolving credit facility costs $ 3,174 $ 3,099 Security deposits 2,123 1,938 Long-term prepaid expenses 5,801 6,438 Interest rate swap — 16,373 Financing lease right-of-use assets 10,222 11,442 Other long-term assets 7,411 4,980 Total other assets $ 28,731 $ 44,270 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt | The following is a summary of the Company's long-term debt (in thousands): June 30, December 31, Term Loan due May 2025 $ 2,645,376 $ 2,658,876 Rondo Term Loan due January 2025 177,750 — Other 624 624 Total long-term debt 2,823,750 2,659,500 Less: debt issuance costs (29,416) (28,975) Total debt, net of debt issuance costs 2,794,334 2,630,525 Less: current portion of long-term debt (29,756) (21,479) Total long-term debt, net $ 2,764,578 $ 2,609,046 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Liabilities [Abstract] | |
Schedule of Other Long-Term Liabilities | Other long-term liabilities are comprised of the following (in thousands): June 30, December 31, Interest rate swap (1) $ 56,058 $ — Uncertain tax positions 3,648 5,088 Long-term compensation (2) 20,183 22,735 Financing lease liabilities 3,162 3,869 Other long-term liabilities 10,721 7,891 Total other long-term liabilities $ 93,772 $ 39,583 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table sets forth the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2020 and December 31, 2019 (in thousands): Fair Value Measurement Based on June 30, 2020 Total Quoted Significant Significant Liabilities Interest rate swap (1) $ 56,058 $ — $ 56,058 $ — Deferred compensation plan liabilities (2) 14,983 — 14,983 — December 31, 2019 Assets Interest rate swap (1) $ 16,373 $ — $ 16,373 $ — Liabilities Deferred compensation plan liabilities (2) $ 18,396 $ — $ 18,396 $ — (1) The fair value measurement of the Company’s interest rate swap classified within Level 2 of the fair value hierarchy is a model-derived valuation as of a given date in which all significant inputs are observable in active markets including certain financial information and certain assumptions regarding past, present, and future market conditions. (2) As of June 30, 2020, deferred compensation plan liabilities of $4 million and $11 million were recorded in current and non-current liabilities, respectively. As of December 31, 2019, deferred compensation plan liabilities of $4 million and $14 million were recorded in current and non-current liabilities, respectively. These liabilities are recorded at the value of the amount owed to the plan participants, with changes in value recognized as compensation expense. The calculation of the deferred compensation plan obligation is derived from observable market data by reference to hypothetical investments selected by the participants. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Values of Derivative Instruments in Consolidated Balance Sheets | A summary of the fair values of derivative instruments in the consolidated balance sheets was as follows (in thousands): June 30, 2020 December 31, 2019 Derivatives Designated as Hedging Instruments Balance Sheet Fair Value Balance Sheet Fair Value Variable-to-fixed interest rate swap Other long-term liabilities $ 56,058 Other assets $ 16,373 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The tables below present segment information reconciled to total Company financial results, with segment operating income or loss including gross profit less direct selling expenses, research and development expenses, and other operating expenses to the extent specifically identified by segment (in thousands): Three Months Ended June 30, 2020 Generics (1)(2) Specialty (2) AvKARE (1) Corporate and Other Total Company Net revenue $ 306,559 $ 94,256 $ 63,847 $ — $ 464,662 Cost of goods sold 218,909 50,229 50,528 — 319,666 Cost of goods sold impairment charges 759 — — — 759 Gross profit 86,891 44,027 13,319 — 144,237 Selling, general and administrative 12,802 16,870 15,647 35,625 80,944 Research and development 40,316 5,256 — — 45,572 Intellectual property legal development expenses 3,550 — — — 3,550 Charges (gains) related to legal matters, net 3,050 (1,750) — — 1,300 Other operating expenses 657 82 — 1,381 2,120 Operating income (loss) $ 26,516 $ 23,569 $ (2,328) $ (37,006) $ 10,751 Six Months Ended June 30, 2020 Generics (1)(2) Specialty (2) AvKARE (1) Corporate Total Net revenue $ 659,145 $ 182,233 $ 121,817 $ — $ 963,195 Cost of goods sold 437,774 98,047 97,423 — 633,244 Cost of goods sold impairment charges 2,215 — — — 2,215 Gross profit 219,156 84,186 24,394 — 327,736 Selling, general and administrative 29,425 37,812 26,435 65,248 158,920 Research and development 69,350 12,601 — — 81,951 In-process research and development impairment charges 960 — — — 960 Intellectual property legal development expenses 4,815 5 — — 4,820 Charges related to legal matters, net 5,550 250 — — 5,800 Other operating expenses 703 82 — 5,958 6,743 Operating income (loss) $ 108,353 $ 33,436 $ (2,041) $ (71,206) $ 68,542 (1) Operating results for the sale of Amneal products by AvKARE are included in Generics. (2) During the three months ended September 30, 2019, operating results for Oxymorphone were reclassified from Generics to Specialty, where it is sold as a non-promoted product. Prior period results have not been restated to reflect the reclassification. Three Months Ended June 30, 2019 Generics Specialty Corporate Total Net revenue $ 335,064 $ 69,578 $ — $ 404,642 Cost of goods sold 263,423 32,958 — 296,381 Cost of goods sold impairment charges 3,012 — — 3,012 Gross profit 68,629 36,620 — 105,249 Selling, general and administrative 14,379 16,150 36,752 67,281 Research and development 45,448 2,568 — 48,016 Intellectual property legal development expenses 2,511 — — 2,511 Acquisition, transaction-related and integration expenses 987 1,366 1,166 3,519 Restructuring and other charges 418 — 2,417 2,835 Operating income (loss) $ 4,886 $ 16,536 $ (40,335) $ (18,913) Six Months Ended June 30, 2019 Generics Specialty Corporate Total Net revenue $ 717,541 $ 133,221 $ — $ 850,762 Cost of goods sold 542,301 63,823 — 606,124 Cost of goods sold impairment charges 56,309 — — 56,309 Gross profit 118,931 69,398 — 188,329 Selling, general and administrative 38,527 37,477 75,713 151,717 Research and development 95,599 6,275 — 101,874 In-process research and development impairment charges 22,787 — — 22,787 Intellectual property legal development expenses 5,632 1,045 — 6,677 Acquisition, transaction-related and integration expenses 3,584 3,250 2,717 9,551 Restructuring and other charges 2,499 178 6,319 8,996 Operating (loss) income $ (49,697) $ 21,173 $ (84,749) $ (113,273) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in goodwill for the six months ended June 30, 2020 and for the year ended December 31, 2019 were as follows (in thousands): June 30, December 31, Balance, beginning of period $ 419,504 $ 426,226 Impax acquisition adjustment — (1,255) Goodwill acquired during the period 108,790 — Goodwill divested during the period — (5,175) Currency translation (819) (292) Balance, end of period $ 527,475 $ 419,504 |
Schedule of Finite-Lived Intangible Assets | Intangible assets at June 30, 2020 and December 31, 2019 are comprised of the following (in thousands): June 30, 2020 December 31, 2019 Weighted-Average Cost Accumulated Net Cost Accumulated Net Amortizing intangible assets: Product rights 9.5 $ 1,189,785 $ (265,284) $ 924,501 $ 1,197,535 $ (198,857) $ 998,678 Other intangible assets 6.0 133,800 (15,590) 118,210 3,000 (1,000) 2,000 Subtotal $ 1,323,585 $ (280,874) $ 1,042,711 $ 1,200,535 $ (199,857) $ 1,000,678 In-process research and development 381,115 — 381,115 382,075 — 382,075 Total intangible assets $ 1,704,700 $ (280,874) $ 1,423,826 $ 1,582,610 $ (199,857) $ 1,382,753 |
Finite-lived Intangible Assets Amortization Expense | Amortization expense related to intangible assets recognized is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Amortization $ 43,976 $ 34,796 $ 86,552 $ 65,759 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table presents future amortization expense for the next five years and thereafter, excluding $381 million of IPR&D intangible assets (in thousands): Future Remainder of 2020 $ 88,633 2021 172,302 2022 157,964 2023 146,979 2024 140,021 Thereafter 336,812 Total $ 1,042,711 |
Stockholders_ Equity and Rede_2
Stockholders’ Equity and Redeemable Non-Controlling Interests (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss by Component | Changes in Accumulated Other Comprehensive Loss by Component (in thousands): Foreign Unrealized Accumulated Balance December 31, 2018 $ (7,755) $ — $ (7,755) Other comprehensive (loss) income before reclassification (729) 7,764 7,035 Amounts reclassified from accumulated other comprehensive loss 1,461 — 1,461 Reallocation of ownership interests (809) — (809) Balance December 31, 2019 (7,832) 7,764 (68) Other comprehensive loss before reclassification (3,985) (35,622) (39,607) Reallocation of ownership interests (14) (7) (21) Balance June 30, 2020 $ (11,831) $ (27,865) $ (39,696) |
Nature of Operations - Addition
Nature of Operations - Additional Information (Details) $ / shares in Units, shares in Millions, $ in Millions | May 04, 2018USD ($)$ / sharesshares | Jun. 30, 2019shares | Dec. 31, 2019$ / sharesshares | Jun. 30, 2020$ / shares |
Class of Stock [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.01 | |||
Shares repurchased (percent) | 15.00% | |||
Private Placement | ||||
Class of Stock [Line Items] | ||||
Sale of stock price per share (in dollars per share) | $ 18.25 | |||
Gross proceeds from stock issuance | $ | $ 855 | |||
Holdings | ||||
Class of Stock [Line Items] | ||||
Ownership percentage by noncontrolling owners (percent) | 57.00% | 51.00% | 51.00% | |
Holdings | Private Placement And PPU Holders Distribution | ||||
Class of Stock [Line Items] | ||||
Decrease in noncontrolling ownership interest (percent) | 18.00% | |||
Impax Acquisition | Holdings | ||||
Class of Stock [Line Items] | ||||
Ownership by parent (percent) | 25.00% | |||
Ownership percentage by noncontrolling owners (percent) | 75.00% | |||
Amneal Holdings, LLC | Impax Acquisition | ||||
Class of Stock [Line Items] | ||||
Shareholder ownership (percent) | 75.00% | |||
Impax Common Stock Holders | Impax Acquisition | ||||
Class of Stock [Line Items] | ||||
Shareholder ownership (percent) | 25.00% | |||
PIPE Investors | ||||
Class of Stock [Line Items] | ||||
Shareholder ownership (percent) | 15.00% | |||
Class A Common Stock | ||||
Class of Stock [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Stock conversion ratio | 1 | |||
Conversion of Class B-1 Common Stock (in shares) | shares | 12.3 | |||
Class A Common Stock | Private Placement | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | shares | 34.5 | |||
Class A Common Stock | PPU Holders Distribution | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | shares | 6.9 | |||
Class B Common Stock | ||||
Class of Stock [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Class B-1 Common Stock | ||||
Class of Stock [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.01 | |||
Conversion of Class B-1 Common Stock (in shares) | shares | 12.3 | |||
Class B-1 Common Stock | Private Placement | ||||
Class of Stock [Line Items] | ||||
Sale of stock, number of shares issued in transaction (in shares) | shares | 12.3 | |||
Impax Laboratories, LLC | ||||
Class of Stock [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.01 |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Additional Information (Details) - USD ($) | Jan. 31, 2020 | May 03, 2019 | Mar. 30, 2019 | Apr. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 10, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||||||||||
Goodwill | $ 527,475,000 | $ 527,475,000 | $ 419,504,000 | $ 426,226,000 | |||||||
Net revenue | 464,662,000 | $ 404,642,000 | 963,195,000 | $ 850,762,000 | |||||||
Operating loss | 10,751,000 | (18,913,000) | 68,542,000 | (113,273,000) | |||||||
Amortization expense from intangible assets | 43,976,000 | 34,796,000 | 86,552,000 | 65,759,000 | |||||||
Gain (loss) on sale of international businesses | 123,000 | (1,888,000) | 123,000 | 6,930,000 | |||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Creo Pharma Holding Limited | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership percentage sold (percent) | 100.00% | ||||||||||
Cash consideration, subsidiary | $ 32,000,000 | ||||||||||
Carrying value, net assets | $ 22,000,000 | ||||||||||
Carrying value, intangible assets sold | 7,000,000 | ||||||||||
Carrying value, goodwill | $ 5,000,000 | ||||||||||
Gain (loss) on sale of international businesses | 100,000 | 9,000,000 | |||||||||
Loss on disposition of business, recognition of foreign currency translation adjustments | 3,000,000 | ||||||||||
Payment for final settlement of the divestiture | 500,000 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Amneal Deutschland GmbH subsidiary ("ADG") | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership percentage sold (percent) | 100.00% | ||||||||||
Cash consideration, subsidiary | $ 3,000,000 | ||||||||||
Carrying value, net assets | 7,000,000 | ||||||||||
Carrying value, goodwill | $ 500,000 | ||||||||||
Gain (loss) on sale of international businesses | $ (2,000,000) | $ (2,000,000) | |||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | AI Sirona | Creo Pharma Holding Limited | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Supply agreement period (up to) | 2 years | ||||||||||
AvKARE | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Goodwill | 73,000,000 | 73,000,000 | |||||||||
Net revenue | 63,847,000 | 121,817,000 | |||||||||
Generics | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Goodwill | 36,000,000 | 36,000,000 | |||||||||
Term Loan | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Debt, face amount | $ 180,000,000 | ||||||||||
AvKARE and R&S Acquisitions | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Voting interest acquired (percent) | 65.10% | 65.10% | |||||||||
Total consideration, net of cash acquired | $ 294,833,000 | ||||||||||
Consideration paid in cash on hand | 254,000,000 | ||||||||||
Liabilities incurred, fair value | 11,000,000 | ||||||||||
Working capital costs | 2,000,000 | ||||||||||
Acquisition, transaction costs | 0 | 1,000,000 | |||||||||
Goodwill | 108,790,000 | 108,790,000 | |||||||||
Net revenue | 67,000,000 | 132,000,000 | |||||||||
Operating loss | 3,000,000 | 1,000,000 | |||||||||
Amortization expense from intangible assets | 8,000,000 | 14,000,000 | |||||||||
AvKARE and R&S Acquisitions | Short Term Promissory Note | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Liabilities incurred | 1,000,000 | ||||||||||
AvKARE and R&S Acquisitions | Cash on Hand | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Consideration paid in cash on hand | 76,000,000 | ||||||||||
AvKARE and R&S Acquisitions | Long Term Promissory Notes | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Liabilities incurred | 44,000,000 | ||||||||||
Liabilities incurred, fair value | 35,033,000 | ||||||||||
AvKARE and R&S Acquisitions | Debt | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Consideration paid in cash on hand | $ 178,000,000 | ||||||||||
AvKARE | AvKARE | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Goodwill | $ 73,000,000 | $ 73,000,000 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Payments to Acquire Business (Details) - AvKARE and R&S Acquisitions $ in Thousands | Jan. 31, 2020USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 254,000 |
Sellers Notes | 11,000 |
Settlement of Amneal trade accounts receivable from R&S | 7,440 |
Working capital adjustment | (2,640) |
Fair value consideration transferred | 294,833 |
Short Term Promissory Note | |
Business Acquisition [Line Items] | |
Short-Term Seller Note | 1,000 |
Long Term Promissory Notes | |
Business Acquisition [Line Items] | |
Sellers Notes | 35,033 |
Short-Term Seller Note | 44,000 |
Sellers notes discount | $ 9,000 |
Acquisitions and Divestitures_3
Acquisitions and Divestitures - Preliminary Purchase Price Allocation for the Acquisitions (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 527,475 | $ 419,504 | $ 426,226 |
AvKARE and R&S Acquisitions | |||
Business Acquisition [Line Items] | |||
Trade accounts receivable, net | 49,286 | ||
Inventories | 68,115 | ||
Prepaid expenses and other current assets | 7,401 | ||
Related party receivables | 61 | ||
Property, plant and equipment | 5,278 | ||
Goodwill | 108,790 | ||
Intangible assets, net | 130,800 | ||
Operating lease right-of-use assets - related party | 5,544 | ||
Total assets acquired | 375,275 | ||
Accounts payable and accrued expenses | 61,891 | ||
Related party payables | 1,532 | ||
Operating lease liabilities - related party | 5,544 | ||
Total liabilities assumed | 68,967 | ||
Redeemable non-controlling interests | 11,475 | ||
Fair value of consideration transferred | $ 294,833 |
Acquisitions and Divestitures_4
Acquisitions and Divestitures - Acquired Intangible Assets (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | $ 131,000 |
AvKARE and R&S Acquisitions | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | 130,800 |
Government licenses | AvKARE and R&S Acquisitions | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | $ 66,700 |
Weighted-Average Useful Life | 7 years |
Government contracts | AvKARE and R&S Acquisitions | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | $ 22,000 |
Weighted-Average Useful Life | 4 years |
National contracts | AvKARE and R&S Acquisitions | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | $ 28,600 |
Weighted-Average Useful Life | 5 years |
Customer relationships | AvKARE and R&S Acquisitions | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | $ 13,000 |
Weighted-Average Useful Life | 10 years |
Trade name | AvKARE and R&S Acquisitions | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Preliminary Fair Values | $ 500 |
Weighted-Average Useful Life | 6 years |
Acquisitions and Divestitures_5
Acquisitions and Divestitures - Pro Forma (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Business Combinations [Abstract] | ||||
Net revenue | $ 464,662 | $ 479,891 | $ 989,965 | $ 991,096 |
Net (loss) income | (23,944) | (45,622) | 92,472 | (178,006) |
Net (loss) income attributable to Amneal Pharmaceuticals, Inc. | $ (11,996) | $ (15,535) | $ 101,438 | $ (65,712) |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue from Contract with Customer Benchmark | Three Largest Customers | Customer Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk (percent) | 84.00% | 81.00% | 83.00% | 80.00% |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenue | $ 464,662 | $ 404,642 | $ 963,195 | $ 850,762 |
Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 306,559 | 335,064 | 659,145 | 717,541 |
Specialty | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 94,256 | 69,578 | 182,233 | 133,221 |
AvKARE | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 63,847 | 121,817 | ||
International and other | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 961 | 3,719 | 1,947 | 19,351 |
Anti-Infective | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 9,722 | 8,147 | 22,776 | 14,089 |
Hormonal/Allergy | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 89,277 | 92,293 | 177,919 | 195,018 |
Hormonal/Allergy | US | Specialty | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 13,669 | 9,888 | 27,623 | 20,787 |
Antiviral | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 955 | 1,346 | 16,779 | 15,802 |
Central Nervous System | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 96,228 | 117,398 | 195,810 | 242,173 |
Central Nervous System | US | Specialty | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 74,056 | 50,694 | 142,367 | 93,593 |
Cardiovascular System | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 25,105 | 31,138 | 54,359 | 67,355 |
Gastroenterology | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 16,625 | 9,938 | 37,878 | 19,494 |
Gastroenterology | US | Specialty | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 439 | 452 | 487 | 933 |
Oncology | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 16,567 | 21,746 | 31,422 | 36,705 |
Metabolic Disease/Endocrine | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 6,769 | 10,887 | 23,408 | 28,734 |
Metabolic Disease/Endocrine | US | Specialty | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 203 | 89 | 476 | 630 |
Respiratory | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 7,240 | 8,418 | 17,328 | 17,636 |
Dermatology | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 10,442 | 14,771 | 27,584 | 27,744 |
Other therapeutic classes | US | Generics | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 26,668 | 15,263 | 51,935 | 33,440 |
Other therapeutic classes | US | Specialty | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 5,889 | $ 8,455 | 11,280 | $ 17,278 |
Distribution | US | AvKARE | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 31,839 | 63,425 | ||
Government Label | US | AvKARE | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 25,073 | 46,451 | ||
Institutional | US | AvKARE | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 4,511 | 7,924 | ||
Other | US | AvKARE | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | $ 2,424 | $ 4,017 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Major Categories of Sales-Related Deductions (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Contract Charge - Backs and Sales Volume Allowances | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |
Balance, beginning of period | $ 829,807 |
Impact from the Acquisitions | 12,444 |
Provision related to sales recorded in the period | 2,025,733 |
Credits/payments issued during the period | (2,197,368) |
Balance, end of period | 670,616 |
Cash Discount Allowances | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |
Balance, beginning of period | 34,308 |
Impact from the Acquisitions | 944 |
Provision related to sales recorded in the period | 60,000 |
Credits/payments issued during the period | (71,093) |
Balance, end of period | 24,159 |
Accrued Returns Allowance | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |
Balance, beginning of period | 150,361 |
Impact from the Acquisitions | 15,229 |
Provision related to sales recorded in the period | 49,285 |
Credits/payments issued during the period | (52,202) |
Balance, end of period | 162,673 |
Accrued Medicaid and Commercial Rebates | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |
Balance, beginning of period | 114,960 |
Impact from the Acquisitions | 10 |
Provision related to sales recorded in the period | 69,685 |
Credits/payments issued during the period | (63,062) |
Balance, end of period | $ 121,593 |
Alliance and Collaboration - Ad
Alliance and Collaboration - Additional Information (Details) - USD ($) | Dec. 31, 2018 | Nov. 09, 2018 | Aug. 16, 2018 | May 07, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Mar. 22, 2019 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Expensed to costs of goods sold | $ 319,666,000 | $ 296,381,000 | $ 633,244,000 | $ 606,124,000 | |||||||
Research and development | 45,572,000 | 48,016,000 | 81,951,000 | 101,874,000 | |||||||
JSP License And Commercialization Agreement | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Collaborative arrangement term | 10 years | ||||||||||
Accrued up-front license contingent payment | $ 50,000,000 | ||||||||||
JSP And Lannett Company Transition Agreement | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Payment of non-refundable payment | $ 4,000,000 | $ 47,000,000 | |||||||||
Expensed to costs of goods sold | 37,000,000 | 0 | |||||||||
JSP And Lannett Company Transition Agreement | Unsold Inventory | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Expensed to costs of goods sold | $ 1,000,000 | ||||||||||
Biosimilar Licensing and Supply Agreement | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | $ 72,000,000 | ||||||||||
Research and development | 5,000,000 | 0 | 5,000,000 | 1,000,000 | |||||||
Astra Zeneca | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Expensed to costs of goods sold | $ 5,000,000 | $ 5,000,000 | $ 9,000,000 | $ 9,000,000 | |||||||
Astra Zeneca | Forecast | |||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||||
Collaborative arrangement reduced royalty | $ 30,000,000 |
Restructuring and Other Charg_3
Restructuring and Other Charges - Additional Information (Details) - New York Manufacturing Facility - Forecast | 6 Months Ended |
Dec. 31, 2020employee | |
Minimum | |
Restructuring Cost and Reserve [Line Items] | |
Expected reduction to headcount | 300 |
Maximum | |
Restructuring Cost and Reserve [Line Items] | |
Expected reduction to headcount | 350 |
Restructuring and Other Charg_4
Restructuring and Other Charges - Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 333 | $ 2,835 | $ 2,381 | $ 8,996 |
Corporate | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 2,417 | 6,319 | ||
Employee restructuring and separation charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 0 | 516 | 46 | 2,420 |
Asset-related charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 0 | 900 | 0 | 1,314 |
Total employee and asset-related restructuring charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 0 | 1,416 | 46 | 3,734 |
Total employee and asset-related restructuring charges | Generics | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 0 | 1,317 | 46 | 2,313 |
Total employee and asset-related restructuring charges | Specialty | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 0 | 0 | 0 | 178 |
Total employee and asset-related restructuring charges | Corporate | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | 0 | 99 | 0 | 1,243 |
Other employee severance charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 333 | $ 1,419 | $ 2,335 | $ 5,262 |
Restructuring and Other Charg_5
Restructuring and Other Charges - Restructuring Rollforward (Details) - Employee Restructuring $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 3,900 |
Charges to income | 46 |
Payments | (2,185) |
Ending balance | $ 1,761 |
(Loss) Earnings per Share - Com
(Loss) Earnings per Share - Computation of Basic and Diluted Earnings (Loss) per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Numerator: | |||||
Net (loss) income attributable to Amneal Pharmaceuticals, Inc. | $ (11,996) | $ (16,902) | $ 103,071 | $ (64,783) | |
Denominator: | |||||
Weighted-average shares outstanding - basic (in shares) | 147,392 | 128,016 | 147,286 | 127,852 | |
Effect of dilutive securities: | |||||
Weighted-average shares outstanding - diluted (in shares) | 147,392 | 128,016 | 148,309 | 127,852 | |
Net (loss) earnings per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders: | |||||
Basic (in usd per share) | $ (0.08) | $ (0.13) | $ 0.70 | $ (0.51) | |
Diluted (in usd per share) | $ (0.08) | $ (0.13) | $ 0.69 | $ (0.51) | |
Stock options | |||||
Effect of dilutive securities: | |||||
Effect of dilutive securities (in shares) | 0 | 0 | 278 | 0 | |
Restricted stock units | |||||
Effect of dilutive securities: | |||||
Effect of dilutive securities (in shares) | 0 | 0 | 745 | 0 | |
Class A Common Stock | |||||
Net (loss) earnings per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders: | |||||
Conversion of Class B-1 Common Stock (in shares) | 12,300 | ||||
Class B-1 Common Stock | |||||
Net (loss) earnings per share attributable to Amneal Pharmaceuticals, Inc.'s common stockholders: | |||||
Conversion of Class B-1 Common Stock (in shares) | 12,300 |
(Loss) Earnings per Share - Sec
(Loss) Earnings per Share - Securities Excluded from Diluted Earnings per Share Computation (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from earnings per share (in shares) | 4,008 | 8,407 | 671 | 8,407 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from earnings per share (in shares) | 9,372 | 2,894 | 0 | 2,894 |
Performance stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from earnings per share (in shares) | 3,054 | 465 | 3,054 | 465 |
Class B Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded from earnings per share (in shares) | 152,117 | 170,941 | 152,117 | 170,941 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | May 04, 2018 | Jul. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 27, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | ||||||||
Income tax expense (benefit) | $ 2,186 | $ (5,701) | $ (105,987) | $ (14,129) | ||||
Effective tax rate (percent) | (10.00%) | 10.10% | 1259.70% | 7.50% | ||||
Valuation allowance | $ 428,000 | |||||||
Net operating loss carryforwards | $ 345,000 | $ 345,000 | ||||||
Deferred tax assets, discrete income tax benefit | 110,000 | |||||||
Income tax receivable, net operating loss carryback related to the CARES act | $ 110,000 | |||||||
Percentage of tax receivable agreement paid to other holders of Amneal common units (percent) | 85.00% | |||||||
Liabilities under tax receivable agreement | $ 202,000 | $ 202,000 | ||||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Income tax receivable, amount refunded | $ 106,000 | |||||||
Income tax receivable, net operating loss carryback related to the CARES act | $ 110,000 |
Trade Accounts Receivable, Ne_2
Trade Accounts Receivable, Net - Schedule of Trade Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | ||
Gross accounts receivable | $ 1,280,380 | $ 1,470,706 |
Allowance for doubtful accounts | (2,871) | (2,201) |
Contract charge-backs and sales volume allowances | (670,616) | (829,807) |
Cash discount allowances | (24,159) | (34,308) |
Subtotal | (697,646) | (866,316) |
Trade accounts receivable, net | $ 582,734 | $ 604,390 |
Trade Accounts Receivable, Ne_3
Trade Accounts Receivable, Net - Additional Information (Details) - Customer Concentration Risk - Accounts Receivable | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Customer A | ||
Concentration Risk [Line Items] | ||
Concentration risk (percent) | 37.00% | 39.00% |
Customer B | ||
Concentration Risk [Line Items] | ||
Concentration risk (percent) | 25.00% | 25.00% |
Customer C | ||
Concentration Risk [Line Items] | ||
Concentration risk (percent) | 25.00% | 25.00% |
Inventories - Components of Inv
Inventories - Components of Inventories, Net of Reserves (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 173,102 | $ 172,159 |
Work in process | 47,435 | 58,188 |
Finished goods | 223,419 | 150,720 |
Total inventories | $ 443,956 | $ 381,067 |
Prepaid and Other Current Ass_3
Prepaid and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | 1 Months Ended | |||
Jul. 31, 2020 | Jun. 30, 2020 | Mar. 27, 2020 | Dec. 31, 2019 | |
Subsequent Event [Line Items] | ||||
Deposits and advances | $ 2,805 | $ 1,123 | ||
Prepaid insurance | 1,768 | 3,858 | ||
Prepaid regulatory fees | 1,387 | 4,016 | ||
Income and other tax receivables | 124,208 | 13,740 | ||
Prepaid taxes | 3,503 | 3,255 | ||
Other current receivables | 12,650 | 15,996 | ||
Other prepaid assets | 38,427 | 28,176 | ||
Total prepaid expenses and other current assets | $ 184,748 | $ 70,164 | ||
Income tax receivable, net operating loss carryback related to the CARES act | $ 110,000 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Income tax receivable, net operating loss carryback related to the CARES act | $ 110,000 | |||
Income tax receivable, amount refunded | $ 106,000 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Other Assets [Line Items] | ||
Other assets | $ 28,731 | $ 44,270 |
Deferred revolving credit facility costs | ||
Other Assets [Line Items] | ||
Other assets | 3,174 | 3,099 |
Security deposits | ||
Other Assets [Line Items] | ||
Other assets | 2,123 | 1,938 |
Long-term prepaid expenses | ||
Other Assets [Line Items] | ||
Other assets | 5,801 | 6,438 |
Interest rate swap | ||
Other Assets [Line Items] | ||
Other assets | 0 | 16,373 |
Financing lease right-of-use assets | ||
Other Assets [Line Items] | ||
Other assets | 10,222 | 11,442 |
Other long-term assets | ||
Other Assets [Line Items] | ||
Other assets | $ 7,411 | $ 4,980 |
Debt - Summary of Long-term Deb
Debt - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 2,823,750 | $ 2,659,500 |
Less: debt issuance costs | (29,416) | (28,975) |
Total debt, net of debt issuance costs | 2,794,334 | 2,630,525 |
Less: current portion of long-term debt | (29,756) | (21,479) |
Total long-term debt, net | 2,764,578 | 2,609,046 |
Other | ||
Debt Instrument [Line Items] | ||
Long-term debt | 624 | 624 |
Term Loan due May 2025 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 2,645,376 | 2,658,876 |
Rondo Term Loan due January 2025 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 177,750 | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jan. 31, 2020 | May 04, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 |
Debt Instrument [Line Items] | |||||||
Amortization of debt issuance costs | $ 1,000,000 | $ 1,000,000 | $ 3,000,000 | $ 3,000,000 | |||
Repayments of principal in year three | $ 9,000,000 | ||||||
Repayments of principal in year four | 9,000,000 | $ 27,000,000 | |||||
Repayments of principal in year five | 9,000,000 | 27,000,000 | |||||
Repayments of principal thereafter | 9,000,000 | ||||||
AvKARE and R&S Acquisitions | |||||||
Debt Instrument [Line Items] | |||||||
Liabilities incurred, fair value | 11,000,000 | ||||||
Rondo Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 30,000,000 | ||||||
Borrowings on credit facility | 0 | 0 | |||||
Rondo Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount of debt | $ 180,000,000 | ||||||
Quarterly installment rate (percent) | 5.00% | ||||||
Debt issuance costs, gross | $ 3,000,000 | ||||||
Repayments of principal remainder of fiscal year | 9,000,000 | ||||||
Repayments of principal in year two | $ 9,000,000 | ||||||
Rondo Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (percent) | 3.00% | ||||||
Stated interest rate, increase or decrease (percent) | 0.25% | ||||||
Commitment fee percentage on unused capacity (percent) | 0.40% | ||||||
Debt issuance costs, gross | $ 1,000,000 | ||||||
Rondo Credit Facility | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage on unused capacity (percent) | 0.25% | ||||||
Rondo Credit Facility | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage on unused capacity (percent) | 0.50% | ||||||
Amortization of debt issuance costs | 1,000,000 | 1,000,000 | |||||
Senior Secured Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of principal remainder of fiscal year | 27,000,000 | ||||||
Repayments of principal in year two | 27,000,000 | ||||||
Repayments of principal in year three | 27,000,000 | ||||||
Repayments of principal thereafter | 27,000,000 | ||||||
Senior Secured Credit Facility | Senior Credit Facility Term Loan Due May2025 | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount of debt | $ 2,700,000,000 | ||||||
Quarterly installment rate (percent) | 1.00% | ||||||
Debt issuance costs, gross | $ 38,000,000 | ||||||
Senior Secured Credit Facility | Senior Credit Facility Term Loan Due May2025 | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (percent) | 3.50% | ||||||
Line of Credit | Senior Secured Asset-Backed Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||
Available maximum borrowing capacity | $ 414,000,000 | $ 414,000,000 | |||||
Stated interest rate, increase or decrease (percent) | 0.25% | ||||||
Borrowings on credit facility | $ 300,000,000 | ||||||
Commitment fee percentage on unused capacity (percent) | 0.375% | ||||||
Debt issuance costs, gross | $ 5,000,000 | ||||||
Line of Credit | Senior Secured Asset-Backed Revolving Credit Facility | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage on unused capacity (percent) | 0.25% | ||||||
Line of Credit | Senior Secured Asset-Backed Revolving Credit Facility | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Commitment fee percentage on unused capacity (percent) | 0.375% | ||||||
Line of Credit | Senior Secured Asset-Backed Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (percent) | 1.25% | ||||||
Line of Credit | Senior Secured Asset-Backed Revolving Credit Facility | Letter of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Available maximum borrowing capacity | $ 25,000,000 | ||||||
Long Term Promissory Notes | AvKARE and R&S Acquisitions | |||||||
Debt Instrument [Line Items] | |||||||
Liabilities incurred | $ 44,000,000 | ||||||
Interest rate (percent) | 5.00% | ||||||
Liabilities incurred, fair value | $ 35,033,000 | ||||||
Sellers notes discount | 9,000,000 | ||||||
Short Term Promissory Note | AvKARE and R&S Acquisitions | |||||||
Debt Instrument [Line Items] | |||||||
Liabilities incurred | $ 1,000,000 | ||||||
Interest rate (percent) | 1.60% | ||||||
Liabilities incurred, fair value | $ 1,000,000 |
Other Long-Term Liabilities - S
Other Long-Term Liabilities - Schedule of Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Other Liabilities [Line Items] | ||
Other long-term liabilities | $ 93,772 | $ 39,583 |
Long-term deferred compensation plan liabilities | 14,983 | 18,396 |
Long-term employee benefit | 8,000 | |
Long-term severance liabilities | 1,000 | |
Interest rate swap | ||
Other Liabilities [Line Items] | ||
Other long-term liabilities | 56,058 | 0 |
Uncertain tax positions | ||
Other Liabilities [Line Items] | ||
Other long-term liabilities | 3,648 | 5,088 |
Long-term compensation | ||
Other Liabilities [Line Items] | ||
Other long-term liabilities | 20,183 | 22,735 |
Long-term deferred compensation plan liabilities | 11,000 | |
Financing lease liabilities | ||
Other Liabilities [Line Items] | ||
Other long-term liabilities | 3,162 | 3,869 |
Other long-term liabilities | ||
Other Liabilities [Line Items] | ||
Other long-term liabilities | $ 10,721 | $ 7,891 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Liabilities | ||
Interest rate swap | $ 56,058 | |
Deferred compensation plan liabilities | 14,983 | $ 18,396 |
Assets | ||
Interest rate swap | 16,373 | |
Current Liabilities | ||
Liabilities | ||
Deferred compensation plan liabilities | 4,000 | 4,000 |
Non-current Liabilities | ||
Liabilities | ||
Deferred compensation plan liabilities | 11,000 | 14,000 |
Quoted Prices in Active Markets (Level 1) | ||
Liabilities | ||
Interest rate swap | 0 | |
Deferred compensation plan liabilities | 0 | 0 |
Assets | ||
Interest rate swap | 0 | |
Significant Other Observable Inputs (Level 2) | ||
Liabilities | ||
Interest rate swap | 56,058 | |
Deferred compensation plan liabilities | 14,983 | 18,396 |
Assets | ||
Interest rate swap | 16,373 | |
Significant Unobservable Inputs (Level 3) | ||
Liabilities | ||
Interest rate swap | 0 | |
Deferred compensation plan liabilities | $ 0 | 0 |
Assets | ||
Interest rate swap | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Jun. 30, 2020 | Jan. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long term debt | $ 2,794,334,000 | $ 2,630,525,000 | |
Significant Other Observable Inputs (Level 2) | Short Term Promissory Note | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term sellers note | 1,000,000 | ||
Term Loan | Rondo | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term debt fair value | 174,000,000 | ||
Term Loan | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt, face amount | 2,600,000,000 | ||
Long-term debt fair value | 2,400,000,000 | $ 2,400,000,000 | |
Term Loan | Significant Other Observable Inputs (Level 2) | Rondo | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt, face amount | $ 178,000,000 | ||
Sellers Notes | Significant Other Observable Inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long term debt | $ 36,000,000 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) - USD ($) | Jun. 30, 2020 | Oct. 31, 2019 | Jun. 30, 2019 |
Derivative [Line Items] | |||
Net of income taxes, recognized in accumulated other comprehensive loss | $ 56,000,000 | $ 0 | |
Accumulated other comprehensive loss | |||
Derivative [Line Items] | |||
Net of income taxes, recognized in accumulated other comprehensive loss | 28,000,000 | ||
Non-Controlling Interests | |||
Derivative [Line Items] | |||
Net of income taxes, recognized in accumulated other comprehensive loss | $ 28,000,000 | ||
Interest Rate Lock Agreement | |||
Derivative [Line Items] | |||
Notional amount | $ 1,300,000,000 |
Financial Instruments - Summary
Financial Instruments - Summary of Fair Values of Derivative Instruments in Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | ||
Fair Value | $ 56,058 | |
Fair Value | $ 16,373 | |
Variable to Fixed Interest Rate Swap | Designated as Hedging Instrument | Other long-term liabilities | ||
Derivative [Line Items] | ||
Fair Value | $ 56,058 | |
Variable to Fixed Interest Rate Swap | Designated as Hedging Instrument | Other Assets | ||
Derivative [Line Items] | ||
Fair Value | $ 16,373 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | Jun. 03, 2020USD ($) | Mar. 02, 2020USD ($) | Jul. 31, 2019defendant | Jun. 10, 2019defendant | Mar. 15, 2019defendant | Mar. 14, 2019defendant | Feb. 15, 2019company | Feb. 07, 2019defendant | Jan. 23, 2019defendant | Dec. 31, 2018defendant | Oct. 04, 2018defendant | Aug. 24, 2018defendant | Jul. 18, 2018defendant | Jul. 09, 2018defendant | Jun. 18, 2018request | May 30, 2018defendant | Mar. 27, 2018defendant | Mar. 15, 2018defendantcompany | Aug. 17, 2017companydefendant | Apr. 06, 2017complaintdrug | Mar. 31, 2019defendant | May 31, 2016USD ($)settlement_demand | Mar. 31, 2019defendant | Nov. 30, 2018defendant | Jun. 30, 2020USD ($)case | Jun. 30, 2020USD ($)case | Apr. 30, 2015complaint | Dec. 31, 2019USD ($) | Nov. 01, 2019state | May 10, 2019state | Feb. 21, 2019complaint | Mar. 13, 2015Medication |
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of generic medication included in antitrust division of DOJ | Medication | 4 | |||||||||||||||||||||||||||||||
Opana ER | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of complaints styled as class actions | complaint | 14 | |||||||||||||||||||||||||||||||
Texas State Attorney General Civil Investigative Demand | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of settlement demands | settlement_demand | 2 | |||||||||||||||||||||||||||||||
Damages sought, initial demand aggregate total | $ 36,000 | |||||||||||||||||||||||||||||||
Alleged overpayments | $ 16,000 | |||||||||||||||||||||||||||||||
Generic Digoxin and Doxycycline Antitrust Litigation | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of generic drugs included in consolidation of civil actions | drug | 18 | |||||||||||||||||||||||||||||||
Number of states, filed civil lawsuit | state | 43 | |||||||||||||||||||||||||||||||
Number of claims filed on behalf of additional states and territories | state | 9 | |||||||||||||||||||||||||||||||
Number of defendants | defendant | 87 | |||||||||||||||||||||||||||||||
Digoxin And Lidocaine-prilocaine Litigation | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of complaints styled as class actions | complaint | 2 | |||||||||||||||||||||||||||||||
Number of complaints filed by opt-out plaintiffs | complaint | 2 | |||||||||||||||||||||||||||||||
Digoxin And Lidocaine-prilocaine Litigation | End-Payor Plaintiff | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of claims dismissed | company | 7 | |||||||||||||||||||||||||||||||
Digoxin And Lidocaine-prilocaine Litigation | Indirect Reseller Plaintiff | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of claims dismissed | company | 6 | |||||||||||||||||||||||||||||||
Teva Pharmaceuticals USA, Inc | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Damages sought, initial demand aggregate total | $ 3,860 | |||||||||||||||||||||||||||||||
Opiod Medications Litigation | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of defendants | defendant | 20 | 29 | 31 | 20 | 18 | 32 | 45 | 18 | 41 | 55 | 4 | 35 | 51 | 5 | 39 | 37 | 37 | |||||||||||||||
Number of healthcare provider defendants | company | 3 | |||||||||||||||||||||||||||||||
Number of counties filing a complaint (more than) | company | 60 | |||||||||||||||||||||||||||||||
Number of cities filing a complaint | company | 12 | |||||||||||||||||||||||||||||||
Number of CID requests | request | 11 | |||||||||||||||||||||||||||||||
West Virginia and Kentucky Hospitals | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Number of cases | case | 26 | 26 | ||||||||||||||||||||||||||||||
Number of additional cases | case | 5 | 5 | ||||||||||||||||||||||||||||||
Kathryn Eaton Vs. Teva Canada Limited | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Damages sought, initial demand aggregate total | $ 2,750,000 | |||||||||||||||||||||||||||||||
Commercial Legal Proceedings and Claims | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Net charge for legal proceedings | $ 1,000 | $ 6,000 | ||||||||||||||||||||||||||||||
Commercial and Governmental Legal Proceedings and Claims | ||||||||||||||||||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||||||||||||||||||
Liability related to legal proceedings | $ 16,000 | $ 16,000 | $ 17,000 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2020product | |
Segment Reporting [Abstract] | |
Number of product families | 250 |
Segment Information - Schedules
Segment Information - Schedules of Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Net revenue | $ 464,662 | $ 404,642 | $ 963,195 | $ 850,762 |
Cost of goods sold | 319,666 | 296,381 | 633,244 | 606,124 |
Cost of goods sold impairment charges | 759 | 3,012 | 2,215 | 56,309 |
Gross profit | 144,237 | 105,249 | 327,736 | 188,329 |
Selling, general and administrative | 80,944 | 67,281 | 158,920 | 151,717 |
Research and development | 45,572 | 48,016 | 81,951 | 101,874 |
In-process research and development impairment charges | 0 | 0 | 960 | 22,787 |
Intellectual property legal development expenses | 3,550 | 2,511 | 4,820 | 6,677 |
Acquisition, transaction-related and integration expenses | 1,787 | 3,519 | 4,362 | 9,551 |
Charges (gains) related to legal matters, net | 1,300 | 0 | 5,800 | 0 |
Other operating expenses | 2,120 | 6,743 | ||
Restructuring and other charges | 333 | 2,835 | 2,381 | 8,996 |
Operating income (loss) | 10,751 | (18,913) | 68,542 | (113,273) |
Generics | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 306,559 | 335,064 | 659,145 | 717,541 |
AvKARE | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 63,847 | 121,817 | ||
Operating Segments | Generics | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 306,559 | 335,064 | 659,145 | 717,541 |
Cost of goods sold | 218,909 | 263,423 | 437,774 | 542,301 |
Cost of goods sold impairment charges | 759 | 3,012 | 2,215 | 56,309 |
Gross profit | 86,891 | 68,629 | 219,156 | 118,931 |
Selling, general and administrative | 12,802 | 14,379 | 29,425 | 38,527 |
Research and development | 40,316 | 45,448 | 69,350 | 95,599 |
In-process research and development impairment charges | 960 | 22,787 | ||
Intellectual property legal development expenses | 3,550 | 2,511 | 4,815 | 5,632 |
Acquisition, transaction-related and integration expenses | 987 | 3,584 | ||
Charges (gains) related to legal matters, net | 3,050 | 5,550 | ||
Other operating expenses | 657 | 703 | ||
Restructuring and other charges | 418 | 2,499 | ||
Operating income (loss) | 26,516 | 4,886 | 108,353 | (49,697) |
Operating Segments | Specialty | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 94,256 | 69,578 | 182,233 | 133,221 |
Cost of goods sold | 50,229 | 32,958 | 98,047 | 63,823 |
Cost of goods sold impairment charges | 0 | 0 | 0 | 0 |
Gross profit | 44,027 | 36,620 | 84,186 | 69,398 |
Selling, general and administrative | 16,870 | 16,150 | 37,812 | 37,477 |
Research and development | 5,256 | 2,568 | 12,601 | 6,275 |
In-process research and development impairment charges | 0 | 0 | ||
Intellectual property legal development expenses | 0 | 0 | 5 | 1,045 |
Acquisition, transaction-related and integration expenses | 1,366 | 3,250 | ||
Charges (gains) related to legal matters, net | (1,750) | 250 | ||
Other operating expenses | 82 | 82 | ||
Restructuring and other charges | 0 | 178 | ||
Operating income (loss) | 23,569 | 16,536 | 33,436 | 21,173 |
Operating Segments | AvKARE | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 63,847 | 121,817 | ||
Cost of goods sold | 50,528 | 97,423 | ||
Cost of goods sold impairment charges | 0 | 0 | ||
Gross profit | 13,319 | 24,394 | ||
Selling, general and administrative | 15,647 | 26,435 | ||
Research and development | 0 | 0 | ||
In-process research and development impairment charges | 0 | |||
Intellectual property legal development expenses | 0 | 0 | ||
Charges (gains) related to legal matters, net | 0 | 0 | ||
Other operating expenses | 0 | 0 | ||
Operating income (loss) | (2,328) | (2,041) | ||
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Cost of goods sold | 0 | 0 | 0 | 0 |
Cost of goods sold impairment charges | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative | 35,625 | 36,752 | 65,248 | 75,713 |
Research and development | 0 | 0 | 0 | 0 |
In-process research and development impairment charges | 0 | 0 | ||
Intellectual property legal development expenses | 0 | 0 | 0 | 0 |
Acquisition, transaction-related and integration expenses | 1,166 | 2,717 | ||
Charges (gains) related to legal matters, net | 0 | 0 | ||
Other operating expenses | 1,381 | 5,958 | ||
Restructuring and other charges | 2,417 | 6,319 | ||
Operating income (loss) | $ (37,006) | $ (40,335) | $ (71,206) | $ (84,749) |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) | Oct. 01, 2017 | May 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jul. 31, 2019USD ($) | Oct. 31, 2017USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)buildinglease_agreement | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Jun. 06, 2019USD ($)product |
Related Party Transaction [Line Items] | |||||||||||
Related party receivables | $ 1,767,000 | $ 1,164,000 | $ 1,164,000 | $ 1,767,000 | |||||||
Related party payable - short term | 5,969,000 | 8,455,000 | 8,455,000 | 5,969,000 | |||||||
Kashiv Bio Sciences License and Commercialization Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement term | 10 years | ||||||||||
Collaborative arrangement, upfront payment | $ 2,000,000 | ||||||||||
Collaborative arrangement, profit share (percent) | 50.00% | ||||||||||
Kashiv Bio Sciences License and Commercialization Agreement | Regulatory Approval | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | $ 21,000,000 | ||||||||||
Kashiv Bio Sciences License and Commercialization Agreement | Successful Delivery of Commercial Launch Inventory | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | 43,000,000 | ||||||||||
Kashiv Product Development Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement, upfront payment | $ 300,000 | ||||||||||
Kashiv Product Development Agreement | Regulatory Approval | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | 300,000 | ||||||||||
Kashiv Product Development Agreement | Achievement of Cumulative Net Sales | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | 1,000,000 | ||||||||||
Kashiv Product Development Agreement | Development Milestones | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | $ 800,000 | ||||||||||
Minimum | Kashiv Bio Sciences License and Commercialization Agreement | Number of Competitors for Launch of one Product | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | 20,000,000 | ||||||||||
Minimum | Kashiv Bio Sciences License and Commercialization Agreement | Achievement of Cumulative Net Sales | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | 15,000,000 | ||||||||||
Maximum | Kashiv Bio Sciences License and Commercialization Agreement | Number of Competitors for Launch of one Product | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | 50,000,000 | ||||||||||
Maximum | Kashiv Bio Sciences License and Commercialization Agreement | Achievement of Cumulative Net Sales | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Collaborative arrangement maximum contingent payments amount | $ 68,000,000 | ||||||||||
Kashiv BioSciences LLC | Related Party | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 0 | ||||||||||
Kashiv BioSciences LLC | Related Party | Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 100,000 | $ 100,000 | |||||||||
Related Party | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of buildings, financing lease | building | 2 | ||||||||||
Lease costs | 2,000,000 | $ 2,000,000 | $ 3,000,000 | $ 4,000,000 | |||||||
Related Party | Kashiv Bio Sciences Licensing Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Upfront payment | 2,000,000 | ||||||||||
Development and regulatory milestones amount | 17,000,000 | 17,000,000 | |||||||||
Related Party | R&D Reimbursement | Kashiv Bio Sciences Licensing Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | $ 2,000,000 | ||||||||||
Related Party | Kanan, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of lease agreements | lease_agreement | 2 | ||||||||||
Related Party | Kanan, LLC | Annual Rental Cost | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Amounts of transaction with related party | $ 2,000,000 | ||||||||||
Related Party | Kanan, LLC | Rent Expense | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 500,000 | 500,000 | 1,000,000 | 1,000,000 | |||||||
Related Party | Asana Biosciences, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Income from related parties | 1,000,000 | 0 | 1,000,000 | ||||||||
Related party receivables | 1,000,000 | 0 | 0 | 1,000,000 | |||||||
Related Party | Industrial Real Estate Holdings NY, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Lease renewal term | 5 years | ||||||||||
Related Party | Industrial Real Estate Holdings NY, LLC | Rent Renewal Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | $ 100,000 | ||||||||||
Related Party | Industrial Real Estate Holdings NY, LLC | Rent Expense | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | $ 100,000 | 300,000 | 300,000 | 600,000 | 600,000 | ||||||
Annual rent increase (percent) | 3.00% | ||||||||||
Related Party | Kashiv BioSciences LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related party receivables | 100,000 | 100,000 | 100,000 | 100,000 | |||||||
Related party payable - short term | 6,000,000 | 4,000,000 | 4,000,000 | 6,000,000 | |||||||
Related Party | Kashiv BioSciences LLC | Development And Commercialization Reimbursable Expense | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Amounts of transaction with related party | 0 | 2,000,000 | 200,000 | 3,000,000 | |||||||
Related Party | Kashiv BioSciences LLC | R&D Reimbursement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 0 | 0 | 0 | ||||||||
Related Party | Kashiv BioSciences LLC | Cost Of Goods Sold | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 2,000,000 | 3,000,000 | 0 | ||||||||
Related Party | Kashiv Pharmaceuticals LLC | Profit Share On Various Arrangements | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 2,000,000 | 700,000 | 5,000,000 | 1,000,000 | |||||||
Related Party | Kashiv Pharmaceuticals LLC | Legal Cost Reimbursement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Amounts of transaction with related party | $ 2,000,000 | ||||||||||
Additional amount due to related party, if circumstances met (up to) | 18,000,000 | 18,000,000 | |||||||||
Related Party | PharmaSophia, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Income from related parties | 200,000 | $ 300,000 | 400,000 | $ 600,000 | |||||||
Related party receivables | 700,000 | 700,000 | 700,000 | 700,000 | |||||||
Related Party | PharmaSophia, LLC | Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related parties payable (less than) | $ 100,000 | 100,000 | |||||||||
Related Party | Fosun International Limited | Profit Share On Various Arrangements | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Income from related parties | 0 | 0 | |||||||||
Related Party | Fosun International Limited | Non-Refundable Fee, Net of Tax | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Payment received, non-refundable fee | $ 1,000,000 | ||||||||||
Related Party | Fosun International Limited | Fee Due Upon First Commercial Sale Of Products | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Additional amount due from related parties upon sale of each product | $ 300,000 | ||||||||||
Additional amount due from related parties upon sale of each product, number of products | product | 8 | ||||||||||
Related Party | Avtar Investments, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 800,000 | 800,000 | |||||||||
Related parties payable (less than) | 800,000 | 800,000 | |||||||||
Related Party | Zep Inc. | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Income from related parties | $ 400,000 | ||||||||||
Related party receivables | 400,000 | 400,000 | |||||||||
Apace KY, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 4,000,000 | 6,000,000 | 0 | ||||||||
Related party payable - short term | 1,000,000 | 1,000,000 | |||||||||
Tracy Properties LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 100,000 | 200,000 | 0 | ||||||||
AzaTech Pharma LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | 1,000,000 | 2,000,000 | $ 0 | ||||||||
Related party payable - short term | 700,000 | 700,000 | |||||||||
AvPROP, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Expenses from transactions with related party | $ 100,000 | $ 100,000 | |||||||||
AvKARE, LLC | Rondo | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Ownership interest (percent) | 34.90% | 34.90% |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | ||
Balance, beginning of period | $ 419,504 | $ 426,226 |
Impax acquisition adjustment | 0 | (1,255) |
Goodwill acquired during the period | 108,790 | 0 |
Goodwill divested during the period | 0 | (5,175) |
Currency translation | (819) | (292) |
Balance, end of period | $ 527,475 | $ 419,504 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020USD ($)product | Jun. 30, 2020USD ($)product | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 31, 2018USD ($) | |
Goodwill [Line Items] | ||||||
Goodwill | $ 527,475 | $ 527,475 | $ 419,504 | $ 426,226 | ||
Impairment charges | 1,000 | |||||
Intangible assets acquired | 131,000 | |||||
Product rights intangible asset | 1,323,585 | 1,323,585 | 1,200,535 | |||
In-process research and development | $ 381,115 | $ 381,115 | 382,075 | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Creo Pharma Holding Limited | ||||||
Goodwill [Line Items] | ||||||
Carrying value, intangible assets sold | $ 7,000 | |||||
In-process research and development | ||||||
Goodwill [Line Items] | ||||||
Intangible assets impairment, number of products experiencing impairment | product | 2 | |||||
Intangible assets impairment, number of in process products experiencing estimated launch date delays | product | 1 | |||||
Marketed products | ||||||
Goodwill [Line Items] | ||||||
Intangible assets impairment, number of products experiencing impairment | product | 3 | |||||
Intangible assets impairment, number of products experiencing price erosion | product | 2 | |||||
Product rights | ||||||
Goodwill [Line Items] | ||||||
Product rights intangible asset | $ 1,189,785 | $ 1,189,785 | 1,197,535 | |||
Product rights | JSP License And Commercialization Agreement | ||||||
Goodwill [Line Items] | ||||||
Product rights intangible asset | $ 50,000 | |||||
Customer relationships | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Creo Pharma Holding Limited | ||||||
Goodwill [Line Items] | ||||||
Carrying value, intangible assets sold | 5,000 | |||||
Trade name | ||||||
Goodwill [Line Items] | ||||||
Product rights intangible asset | 133,800 | 133,800 | 3,000 | |||
Trade name | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Creo Pharma Holding Limited | ||||||
Goodwill [Line Items] | ||||||
Carrying value, intangible assets sold | $ 2,000 | |||||
Specialty | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 361,000 | 361,000 | 361,000 | |||
Generics | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 93,000 | 93,000 | $ 59,000 | |||
Impairment charges | 3,000 | |||||
Generics | In-process research and development | ||||||
Goodwill [Line Items] | ||||||
Impairment charges | $ 1,000 | |||||
Intangible assets impairment, number of products experiencing impairment | product | 2 | |||||
Generics | Marketed products | ||||||
Goodwill [Line Items] | ||||||
Intangible assets impairment, number of products experiencing impairment | product | 5 | |||||
Intangible assets impairment, number of products experiencing price erosion | product | 4 | |||||
Generics | Cost of goods sold | ||||||
Goodwill [Line Items] | ||||||
Impairment charges | $ 2,000 | |||||
AvKARE | ||||||
Goodwill [Line Items] | ||||||
Goodwill | $ 73,000 | $ 73,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 1,323,585 | $ 1,200,535 |
Accumulated Amortization | (280,874) | (199,857) |
Total | 1,042,711 | 1,000,678 |
In-process research and development | 381,115 | 382,075 |
Intangible assets, cost | 1,704,700 | 1,582,610 |
Intangible assets, net | $ 1,423,826 | 1,382,753 |
Product rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in years) | 9 years 6 months | |
Cost | $ 1,189,785 | 1,197,535 |
Accumulated Amortization | (265,284) | (198,857) |
Total | $ 924,501 | 998,678 |
Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in years) | 6 years | |
Cost | $ 133,800 | 3,000 |
Accumulated Amortization | (15,590) | (1,000) |
Total | $ 118,210 | $ 2,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization | $ 43,976 | $ 34,796 | $ 86,552 | $ 65,759 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
Remainder of 2020 | $ 88,633 | |
2021 | 172,302 | |
2022 | 157,964 | |
2023 | 146,979 | |
2024 | 140,021 | |
Thereafter | 336,812 | |
Total | $ 1,042,711 | $ 1,000,678 |
Stockholders' Equity and Redeem
Stockholders' Equity and Redeemable Non-Controlling Interests - Additional Information (Details) $ in Thousands | Jan. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($)subsidiary | Dec. 31, 2019USD ($) | Dec. 10, 2019 |
Class of Stock [Line Items] | ||||||||
Tax distribution | $ 1,000 | $ 0 | $ 1,000 | $ 0 | ||||
Liability included in related-party payables, tax distribution | 1,000 | 1,000 | ||||||
Acquired non-controlling interest, number of non-public subsidiaries | subsidiary | 1 | |||||||
Acquired non-controlling interest, non-public subsidiary | $ 3,000 | |||||||
Related party payable - short term | 8,455 | 8,455 | $ 5,969 | |||||
Tax distribution recorded as a reduction to redeemable non-controlling interest | $ 400 | $ 400 | ||||||
AvKARE and R&S Acquisitions | ||||||||
Class of Stock [Line Items] | ||||||||
Voting interest acquired (percent) | 65.10% | 65.10% | ||||||
Liabilities incurred, fair value | $ 11,000 | |||||||
AvKARE and R&S Acquisitions | Rondo | ||||||||
Class of Stock [Line Items] | ||||||||
Ownership percentage by noncontrolling owners (percent) | 34.90% | 34.90% | 34.90% | |||||
Non-public Subsidiary | ||||||||
Class of Stock [Line Items] | ||||||||
Related party payable - short term | $ 400 | $ 400 | $ 3,000 |
Stockholders' Equity and Rede_2
Stockholders' Equity and Redeemable Non-Controlling Interests - Schedule of Changes in Accumulated Other Comprehensive Loss by Component (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Stockholders' equity beginning balance | $ 346,788 | $ 896,363 |
Other comprehensive (loss) income before reclassification | (39,607) | 7,035 |
Amounts reclassified from accumulated other comprehensive loss | 1,461 | |
Reallocation of ownership interests | (21) | (809) |
Stockholders' equity ending balance | 371,016 | 346,788 |
Foreign currency translation adjustment | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Stockholders' equity beginning balance | (7,832) | (7,755) |
Other comprehensive (loss) income before reclassification | (3,985) | (729) |
Amounts reclassified from accumulated other comprehensive loss | 1,461 | |
Reallocation of ownership interests | (14) | (809) |
Stockholders' equity ending balance | (11,831) | (7,832) |
Unrealized gain (loss) on cash flow hedge, net of tax | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Stockholders' equity beginning balance | 7,764 | |
Other comprehensive (loss) income before reclassification | (35,622) | 7,764 |
Reallocation of ownership interests | (7) | |
Stockholders' equity ending balance | (27,865) | 7,764 |
Accumulated other comprehensive loss | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Stockholders' equity beginning balance | (68) | (7,755) |
Stockholders' equity ending balance | $ (39,696) | $ (68) |