Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 27, 2020 | Nov. 10, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Period End Date | Sep. 27, 2020 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Registrant Name | Upjohn Inc | |
Entity Central Index Key | 0001792044 | |
Entity File Number | 000-56114 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-4364296 | |
Entity Address, Address Line One | 235 East 42nd Street | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10017 | |
City Area Code | 212 | |
Local Phone Number | 733-2323 | |
Title of 12(b) Security | None | |
No Trading Symbol Flag | true | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | true | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 100 |
Consolidated Statement of Opera
Consolidated Statement of Operations - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 29, 2019 | Sep. 27, 2020 | ||
Operations Statement [Abstract] | |||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 | |
Operating expenses | 0 | 0 | 0 | 0 | |
Other (income)/deductions––net | 221 | 0 | 0 | 222 | |
Loss before benefit for taxes on income | (221) | 0 | 0 | (222) | |
Benefit for taxes on income | (52) | 0 | 0 | (52) | |
Net loss | $ (169) | $ 0 | $ 0 | $ (170) | |
Loss per common share––basic and diluted(a) | [1] | $ (1,689,743) | $ 0 | $ 0 | $ (1,698,814) |
Weighted-average common shares––basic and diluted(a) | [1] | 100 | 100 | 100 | 100 |
[1] | All common shares issued and outstanding were held by Pfizer Inc. (see Note 1A. Organization and Basis of Presentation: Organization and Note 7. Equity). |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Loss - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | |
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 29, 2019 | Sep. 27, 2020 | |
Net loss | $ (169) | $ 0 | $ 0 | $ (170) |
Other comprehensive income/(loss) before tax | 0 | 0 | 0 | 0 |
Tax provision/(benefit) on other comprehensive income/(loss) | 0 | 0 | 0 | 0 |
Other comprehensive income/(loss) | 0 | 0 | 0 | 0 |
Comprehensive loss attributable to Upjohn Inc. | $ (169) | $ 0 | $ 0 | $ (170) |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) $ in Millions | Sep. 27, 2020 | Dec. 31, 2019 |
Assets | ||
Restricted short-term investments | $ 11,413 | $ 0 |
Other current assets | 0.3 | 0 |
Total current assets | 11,413 | 0 |
Total assets | 11,413 | 0 |
Liabilities and Equity | ||
Other current liabilities | 79 | 0 |
Total current liabilities | 79 | 0 |
Long-term debt | 11,535 | 0 |
Total liabilities | 11,614 | 0 |
Commitments and Contingencies | ||
Common stock, $0.01 par value; 1,000 shares authorized; issued: 2020—100 shares; 2019—100 shares | 0 | 0 |
Additional paid-in capital | (31) | 0 |
Due from shareholder | 0 | 0 |
Retained earnings/(deficit) | (170) | 0 |
Accumulated other comprehensive income/(loss) | 0 | 0 |
Total Upjohn Inc. shareholder's equity/(deficit) | (201) | 0 |
Total liabilities and equity | $ 11,413 | $ 0 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - $ / shares | Sep. 27, 2020 | Feb. 13, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | |||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000 | 1,000 | |
Common stock, shares issued | 100 | 100 |
Consolidated Statement of Equit
Consolidated Statement of Equity - USD ($) $ in Millions | Total | Common Stock [Member] | Add'l Paid-In Capital [Member] | Due From Share Holder [Member] | Retained Earnings/ (Deficit) [Member] | Accum. Other Comp. Income/ (Loss) [Member] | |
Balance (Shares) at Feb. 13, 2019 | 100 | ||||||
Balance at Feb. 13, 2019 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |
Net loss | 0 | 0 | |||||
Other comprehensive income/(loss), net of tax | 0 | 0 | |||||
Net transfers––Pfizer | 0 | 0 | |||||
Balance (Shares) at Sep. 29, 2019 | 100 | ||||||
Balance at Sep. 29, 2019 | 0 | $ 0 | 0 | 0 | 0 | 0 | |
Balance (Shares) at Jun. 30, 2019 | 100 | ||||||
Balance at Jun. 30, 2019 | 0 | $ 0 | 0 | 0 | 0 | 0 | |
Net loss | 0 | 0 | |||||
Other comprehensive income/(loss), net of tax | 0 | 0 | |||||
Net transfers––Pfizer | 0 | 0 | |||||
Balance (Shares) at Sep. 29, 2019 | 100 | ||||||
Balance at Sep. 29, 2019 | 0 | $ 0 | 0 | 0 | 0 | 0 | |
Balance (Shares) at Dec. 31, 2019 | 100 | ||||||
Balance at Dec. 31, 2019 | 0 | $ 0 | 0 | 0 | 0 | 0 | |
Net loss | (170) | (170) | |||||
Other comprehensive income/(loss), net of tax | 0 | 0 | |||||
Net transfers––Pfizer | [1] | (31) | (31) | ||||
Balance (Shares) at Sep. 27, 2020 | 100 | ||||||
Balance at Sep. 27, 2020 | (201) | $ 0 | (31) | 0 | (170) | 0 | |
Balance (Shares) at Jun. 28, 2020 | 100 | ||||||
Balance at Jun. 28, 2020 | (1) | $ 0 | 0 | 0 | (1) | 0 | |
Net loss | (169) | (169) | |||||
Other comprehensive income/(loss), net of tax | 0 | 0 | |||||
Net transfers––Pfizer | [1] | (31) | (31) | ||||
Balance (Shares) at Sep. 27, 2020 | 100 | ||||||
Balance at Sep. 27, 2020 | $ (201) | $ 0 | $ (31) | $ 0 | $ (170) | $ 0 | |
[1] | See Note 4. Tax Matters and Note 8. Related Party Transactions. |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Millions | 8 Months Ended | 9 Months Ended | |
Sep. 29, 2019 | Sep. 27, 2020 | ||
Operating Activities | |||
Net loss | $ 0 | $ (170) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Amortization of bond discount and issuance costs | 0 | 3 | |
Currency remeasurement loss on euro notes | 144 | ||
Benefit for taxes on income(a) | [1] | 0 | (52) |
Other changes in assets and liabilities | 0 | 77 | |
Net cash provided by operating activities(b) | [2] | 0 | 1 |
Investing Activities | |||
Net (purchases of)/proceeds from redemptions/sales of short-term investments(c) | [3] | 0 | (11,413) |
Net cash used in investing activities | 0 | (11,413) | |
Financing Activities | |||
Proceeds from issuance of long-term debt(c) | [3] | 0 | 11,478 |
Long-term debt issuance costs paid(c) | [3] | 0 | (88) |
Financing activities with Pfizer(d) | [4] | 21 | |
Net cash provided by financing activities | 0 | 11,412 | |
Effect of exchange-rate changes on cash and cash equivalents | 0 | 0 | |
Net increase/(decrease) in cash and cash equivalents | 0 | 0 | |
Cash and cash equivalents, beginning | 0 | 0 | |
Cash and cash equivalents, end | 0 | 0 | |
Supplemental Cash Flow Information | |||
Income taxes | 0 | 0 | |
Interest | $ 0 | $ 0 | |
[1] | See Note 4. Tax Matters and Note 8. Related Party Transactions. | ||
[2] | Represents interest income received on short term investments. | ||
[3] | Represents $11.4 billion of proceeds from the long-term debt issuances in the second quarter of 2020, which are included in Restricted short-term investments in the condensed consolidated balance sheet. For additional information, see Notes 5A. Financial Instruments: Fair Value Measurements and 5B. Financial Instruments: Long-Term Debt. | ||
[4] | See Note 8. Related Party Transactions. |
Consolidated Statement of Cas_2
Consolidated Statement of Cash Flows (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | ||
Jun. 28, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | |||
Statement of Cash Flows [Abstract] | |||||
Proceeds from Issuance of Long-term Debt | $ 11,400 | $ 0 | [1] | $ 11,478 | [1] |
[1] | Represents $11.4 billion of proceeds from the long-term debt issuances in the second quarter of 2020, which are included in Restricted short-term investments in the condensed consolidated balance sheet. For additional information, see Notes 5A. Financial Instruments: Fair Value Measurements and 5B. Financial Instruments: Long-Term Debt. |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 27, 2020 | |
Accounting Policies [Abstract] | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation A. Organization Upjohn Inc. (the “Company” or “Upjohn”), a Delaware corporation, was formed on February 14, 2019, and is currently a wholly-owned subsidiary of Pfizer Inc. (“Pfizer”). The Company has three wholly-owned subsidiaries: (i) Utah Acquisition Holdco Inc., a Delaware corporation formed on July 25, 2019; (ii) Utah Acquisition Sub Inc., a Delaware corporation formed on July 25, 2019; and (iii) Upjohn Finance B.V. (“Finco”), a Netherlands private limited liability company formed on May 8, 2020. The Company and its subsidiaries have not commenced operations, have no significant operating assets or liabilities and from February 14, 2019, its date of incorporation, through September 27, 2020 have not conducted any material activities other than those incidental to its formation and those undertaken in connection with the definitive agreement to combine the Company with Mylan N.V. (“Mylan”), such as the financing activities described in Note 5B. On February 13, 2020, the United States Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement on Form S-4, “S-4 that will be issued and distributed in connection with a series of agreements entered into by Pfizer, the Company, Mylan and certain of their affiliates to combine Pfizer’s global, primarily off-patent branded and generic established medicines business (the “Upjohn Business”) with Mylan in an all-stock Reverse Morris Trust transaction (the “Transaction”), creating a new global pharmaceutical company. On June 30, 2020, the SEC declared effective the Registration Statement on Form 10, which includes an information statement (the “Form 10 Registration Statement” and, together with the S-4 Registration Statement, the “Registration Statements”), relating to the planned Distribution (as defined below) by Pfizer, on a pro rata basis (based on the number of shares of Pfizer common stock held by holders of Pfizer common stock as of the record date), of all of the Company common stock held by Pfizer to Pfizer stockholders as of the record date. On August 6, 2020, the Company filed the final information statement, dated August 6, 2020 (the “Information Statement”), which is attached as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed on August 6, 2020. On July 29, 2019, Pfizer announced it had entered into a definitive agreement to combine the Company with Mylan. Under the terms of the Transaction, Pfizer will contribute the Upjohn Business, a business unit of Pfizer, to the Company and distribute its ownership interest in the Company to Pfizer stockholders via either a spin-off or a split-off (the “Distribution”). Pfizer intends to effect The Transaction is generally expected to be tax free to Pfizer and Pfizer stockholders. The name of the new company to be formed by the planned combination of the Upjohn Business and Mylan will be “Viatris.” The voting common stock of the Company will be listed for trading on the NASDAQ under the symbol “VTRS.” The Company will make a cash payment to Pfizer equal billion as partial consideration for the contribution of the Upjohn Business from Pfizer to the Company. In October 2020, Pfizer and Mylan announced that the U.S. Federal Trade Commission (the “FTC”) accepted a proposed consent order, which concluded the FTC’s review of the proposed combination of Mylan and the Upjohn Business, and that the parties have now obtained all required antitrust clearances for the proposed Transaction. Also, in October 2020, Pfizer announced that it had set the close of business on November 13, 2020 as the record date for the proposed spin-off and that the Transaction is expected to close on November 16, 2020, subject to customary closing conditions. B. Basis of Presentation The Company prepared the accompanying condensed consolidated financial statements following the requirements of the SEC for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) can be condensed or omitted. The financial information included in the Company’s condensed consolidated financial statements is its condensed consolidated balance sheet as of September 27, 2020, the related condensed consolidated statements of operations, comprehensive loss and equity for the three-month and nine-month periods ended September 27, 2020, the three-month period ended September 29, 2019, and the period from February 14, 2019 (date of incorporation) to September 29, 2019, and the related condensed consolidated statements of cash flows for the nine-month period ended September 27, 2020 and the period from February 14, 2019 (date of incorporation) to September 29, 2019. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be representative of those for the full year. The Company is responsible for the unaudited financial statements included in this Quarterly Report on Form 10-Q. 10-Q 10-K. Certain amounts in th e |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 27, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2. Significant Accounting Policies A. Estimates and Assumptions In preparing the condensed consolidated financial statements, the Company uses certain estimates and assumptions that affect reported amounts and disclosures. These estimates and underlying assumptions can impact all elements of the Company’s financial statements. For example, in the condensed consolidated statements of operations, estimates are used when allocating bond issuance costs in the form of amortization and determining provisions for taxes on income. In the condensed consolidated balance sheets, estimates are used in determining the valuation of assets, such as investments, which also impact the condensed consolidated statements of operations. The Company’s estimates are often based on complex judgments and assumptions that it believes to be reasonable, but that can be inherently uncertain and unpredictable. If the Company’s estimates and assumptions are not representative of actual outcomes, its results could be materially impacted. As future events and their effects cannot be determined with precision, the Company’s estimates and assumptions may prove to be incomplete or inaccurate, or unanticipated events and circumstances may occur that might cause the Company to change those estimates and assumptions. The Company is subject to risks and uncertainties that may cause actual results to differ from estimated amounts. The Company regularly evaluates its estimates and assumptions using historical experience and expectations about the future. The Company adjusts its estimates and assumptions when facts and circumstances indicate the need for change. B. Fair Value The Company is often required to measure certain assets and liabilities at fair value, either upon initial recognition or for subsequent accounting or reporting. For example, the Company uses fair value when accounting for and reporting of certain financial instruments, such as short-term investments. The Company estimates fair value using an exit price approach, which requires, among other things, that it determine the price that would be received to sell an asset or paid to transfer a liability in an orderly market. The determination of an exit price is considered from the perspective of market participants, considering the highest and best use of non-financial non-performance When estimating fair value, depending on the nature and complexity of the asset or liability, the Company may use one or all of the following techniques: • Income approach, which is based on the present value of a future stream of net cash flows. • Market approach, which is based on market prices and other information from market transactions involving identical or comparable assets or liabilities. • Cost approach, which is based on the cost to acquire or construct comparable assets, less an allowance for functional and/or economic obsolescence. The Company’s fair value methodologies depend on the following types of inputs: • Quoted prices for identical assets or liabilities in active markets (Level 1 inputs). • Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are directly or indirectly observable, or inputs that are derived principally from, or corroborated by, observable market data by correlation or other means (Level 2 inputs). • Unobservable inputs that reflect estimates and assumptions (Level 3 inputs). A single estimate of fair value can result from a complex series of judgments about future events and uncertainties and can rely heavily on estimates and assumptions. For information about the risks associated with estimates and assumptions, see Note 2A. C. Foreign Currency Translation The Company and Finco are U.S. dollar functional entities. The effects of converting non-functional Other (income)/deductions—net Note 3 D. Investments The Company’s short-term investments are comprised of equity securities with readily determinable fair values, which include money market funds primarily invested in U.S. Treasury and government debt. Equity securities with readily determinable fair values are carried at fair value, with changes in fair value reported in Other (income)/deductions—net. A single estimate of fair value and impairment reviews can involve a complex series of judgments about future events and uncertainties and can rely heavily on estimates and assumptions. For information about the risks associated with estimates and assumptions, see Note 2A. E. Tax The Company did not generally file separate tax returns, as it was generally included in the tax grouping of other Pfizer entities within the respective entity’s tax jurisdiction. The income tax benefit included in these condensed consolidated financial statements has been calculated using the separate return basis, as if the Company filed a separate tax return. |
Other Income_(Deductions) - Net
Other Income/(Deductions) - Net | 9 Months Ended |
Sep. 27, 2020 | |
Other Income, Nonoperating [Abstract] | |
Other Income/(Deductions)—Net | Note 3. Other (Income)/Deductions—Net The following table provides the components of Other (income)/deductions––net (millions of dollars) Three Months Three Months Nine Months Period From Interest income (a) $ (1 ) $ — $ (2 ) $ — Interest expense (b) 71 — 76 — Net interest expense 70 — 75 — Foreign exchange (gain)/loss, net (c) 148 — 144 — Other, net (d) 3 3 Other (income)/deductions––net $ 221 $ — $ 222 $ — (a) Represents interest income earned on $11.4 billion of proceeds from the debt issuances completed in June 2020 (see Note 5B Restricted short-term investments Note 5A (b) Represents interest expense associated with the $11.4 billion of senior unsecured notes issued in June 2020, which includes the stated interest expense on the notes and amortization of bond discount and issuance costs (see Note 5B (c) Represents Note 5B) (d) Primarily represents fees associated with financing arrangements (see Note 5B |
Tax Matters
Tax Matters | 9 Months Ended |
Sep. 27, 2020 | |
Income Tax Disclosure [Abstract] | |
Tax Matters | Note 4. Tax Matters The Company recorded an income Note 2E Note 5B Net transfers––Pfizer |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 27, 2020 | |
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |
Financial Instruments | Note 5. Financial Instruments A. Fair Value Measurements Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents the financial assets measured at fair value using a market approach on a recurring basis Note 2B: September 27, December 31, (millions of dollars) Total Level 2 Total Level 2 Financial assets measured at fair value on a recurring basis: Short-term investments Classified as equity securities with readily determinable fair values: Money market funds (a) $ 11,413 $ 11,413 $ — $ — Total short-term investments $ 11,413 $ 11,413 $ — $ — (a) As of September 27, 2020, $11.4 billion of proceeds from the debt issuances completed in June 2020 (see Note 5B Restricted short-term investments Note 3 Note 6 Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis The following table presents the financial liabilities not measured at fair value on a recurring basis, including the carrying values and estimated fair values using a market approach: September 27, 2020 December 31, 2019 Carrying Estimated Fair Carrying Estimated (millions of dollars) Total Level 2 Total Level 2 Financial Liabilities: Long-term debt $ 11,535 $ 13,244 $ 13,244 $ — $ — $ — B. Long-Term Debt In connection with the Transaction, in June 2020, Upjohn and Finco completed privately placed debt offerings of $7.45 billion and €3.60 billion aggregate principal amount of senior unsecured notes, respectively (the “Upjohn Debt Transactions”), and entered into other financing arrangements described below. The following table provides information about the senior unsecured notes issued in June 2020: Principal (millions of dollars/euros) Maturity Date Issue As of Upjohn Inc. (Upjohn) (a) 1.125% U.S. dollar notes June 22, 2022 U.S. dollar $ 1,000 1.650% U.S. dollar notes June 22, 2025 U.S. dollar 750 2.300% U.S. dollar notes June 22, 2027 U.S. dollar 750 2.700% U.S. dollar notes June 22, 2030 U.S. dollar 1,450 3.850% U.S. dollar notes June 22, 2040 U.S. dollar 1,500 4.000% U.S. dollar notes June 22, 2050 U.S. dollar 2,000 Total U.S. dollar notes issued in the second quarter of 2020 $ 7,450 Upjohn Finance B.V. (Finco) (a) 0.816% Euro notes June 23, 2022 Euro € 750 1.023% Euro notes June 23, 2024 Euro 750 1.362% Euro notes June 23, 2027 Euro 850 1.908% Euro notes June 23, 2032 Euro 1,250 Total Euro notes issued in the second quarter of 2020 € 3,600 (a) The notes may be redeemed by the Company at any time, in whole, or in part, at varying redemption prices plus accrued and unpaid interest. The weighted-average effective interest rates at issuance were 2.95% for the $ 7.45 3.60 The senior unsecured notes were offered in connection with the Transaction. The U.S. dollar notes were issued at a discount of approximately $15 million, which will be amortized as interest expense over the life of the U.S. dollar notes. The Company incurred issuance costs of approximately $89 million associated with the U.S. dollar notes and the euro notes, which will be amortized as interest expense over the life of the notes. The unamortized discount and issuance costs are presented in Long-term debt The euro notes are exposed to changes in foreign exchange rates and there are no derivatives in place to mitigate that risk (see Note 3 In June 2020, the Company (i) entered into a $600 million delayed draw term loan agreement and (ii) entered into a revolving credit facility agreement for up to $4 billion, $1.5 billion of which will be available in a single draw at or around the closing of the Combination for the purpose of funding the $12 billion cash payment by the Company to Pfizer as partial consideration for Pfizer’s contribution of the Upjohn Business to the Company (the “Cash Distribution”). The Company intends to use the net proceeds from the Upjohn Debt Transactions, together with the proceeds from the $600 million term loan agreement and the revolving credit agreement to fund in full the Cash Distribution and related transaction fees and expenses. The Company intends to use any remaining balance of net proceeds from these financing transactions after the Cash Distribution for general corporate purposes. The commitments under the Company’s senior unsecured $12 billion bridge facility were fully terminated upon completion of the Upjohn Debt Transactions on June 23, 2020. The U.S. dollar notes are senior unsecured obligations of the Company. The euro notes are senior unsecured obligations of Finco. The U.S. dollar notes and euro notes are initially guaranteed on a senior unsecured basis by Pfizer. The guarantee by Pfizer will be automatically and unconditionally terminated and released without the consent of the holders of the notes upon the consummation of the Distribution. The Company has guaranteed the notes issued by Finco, and the Company will remain a guarantor of such notes following the Distribution. Following the Distribution and the Combination, the Company and Finco, as applicable, will remain the obligor with respect to such notes. Upon the consummation of the Combination, the Mylan entities (which will be subsidiaries of the Company following the Combination) that are issuers or guarantors of the outstanding senior unsecured notes issued by Mylan or Mylan Inc. will become guarantors of the U.S. dollar notes and euro notes, substantially concurrent with the Company’s becoming a guarantor of the existing Mylan notes. The following table provides the components of the Company’s senior unsecured long-term debt, including the weighted-average annual stated interest rate by maturity: (millions of dollars) As of Notes due 2022 (0.981%) $ 1,872 Notes due 2024 (1.023%) 872 Notes due 2025 (1.650%) 750 Notes due 2027 (1.767%) 1,739 Notes due 2030 (2.700%) 1,450 Notes due 2032 (1.908%) 1,454 Notes due 2040 (3.850%) 1,500 Notes due 2050 (4.000%) 2,000 Total long-term debt, principal amount 11,638 Net unamortized discounts and debt issuance costs (103 ) Total long-term debt, carried at historical proceeds, as adjusted $ 11,535 |
Other Assets and Liabilities
Other Assets and Liabilities | 9 Months Ended |
Sep. 27, 2020 | |
Other Assets, Miscellaneous [Abstract] | |
Other Assets and Liabilities | Note 6. Other Assets and Liabilities As of September 27, 2020, Other current assets million for income earned on the billion of proceeds from the debt issuances completed in June 2020 (see Note 5B Restricted short-term investments Note 5A As of September 27, 2020, Other current liabilities million consist of amounts due for accrued interest payable of approximately million, and accrued expenses associated with financing arrangements (see Note 5B million. |
Equity
Equity | 9 Months Ended |
Sep. 27, 2020 | |
Stockholders' Equity Note [Abstract] | |
Equity | Note 7. Equity As of September 27, 2020 and December 31, 2019, the Company is authorized to issue 1,000 shares of common stock, par value $0.01 per share. As of September 27, 2020 and December 31, 2019, there were 100 shares of common stock, par value of $0.01 per share, of the Company issued and outstanding. All such issued and outstanding shares of common stock were held by Pfizer. Due from shareholder |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 27, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 8. Related Party Transactions Included in Net transfers––Pfizer million in the three months and nine months ended September 27, 2020, reflecting the benefit Pfizer will receive from the losses generated by the Company; and (ii) cash payments made by Pfizer on behalf of Upjohn of approximately million in the three months and nine months ended September 27, 2020 related to financing arrangements (see Note 5B Financing activities with Pfizer |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 27, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | B. Basis of Presentation The Company prepared the accompanying condensed consolidated financial statements following the requirements of the SEC for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) can be condensed or omitted. The financial information included in the Company’s condensed consolidated financial statements is its condensed consolidated balance sheet as of September 27, 2020, the related condensed consolidated statements of operations, comprehensive loss and equity for the three-month and nine-month periods ended September 27, 2020, the three-month period ended September 29, 2019, and the period from February 14, 2019 (date of incorporation) to September 29, 2019, and the related condensed consolidated statements of cash flows for the nine-month period ended September 27, 2020 and the period from February 14, 2019 (date of incorporation) to September 29, 2019. Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be representative of those for the full year. The Company is responsible for the unaudited financial statements included in this Quarterly Report on Form 10-Q. 10-Q 10-K. Certain amounts in th e |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 27, 2020 | |
Accounting Policies [Abstract] | |
Estimates and Assumptions | A. Estimates and Assumptions In preparing the condensed consolidated financial statements, the Company uses certain estimates and assumptions that affect reported amounts and disclosures. These estimates and underlying assumptions can impact all elements of the Company’s financial statements. For example, in the condensed consolidated statements of operations, estimates are used when allocating bond issuance costs in the form of amortization and determining provisions for taxes on income. In the condensed consolidated balance sheets, estimates are used in determining the valuation of assets, such as investments, which also impact the condensed consolidated statements of operations. The Company’s estimates are often based on complex judgments and assumptions that it believes to be reasonable, but that can be inherently uncertain and unpredictable. If the Company’s estimates and assumptions are not representative of actual outcomes, its results could be materially impacted. As future events and their effects cannot be determined with precision, the Company’s estimates and assumptions may prove to be incomplete or inaccurate, or unanticipated events and circumstances may occur that might cause the Company to change those estimates and assumptions. The Company is subject to risks and uncertainties that may cause actual results to differ from estimated amounts. The Company regularly evaluates its estimates and assumptions using historical experience and expectations about the future. The Company adjusts its estimates and assumptions when facts and circumstances indicate the need for change. |
Fair Value | B. Fair Value The Company is often required to measure certain assets and liabilities at fair value, either upon initial recognition or for subsequent accounting or reporting. For example, the Company uses fair value when accounting for and reporting of certain financial instruments, such as short-term investments. The Company estimates fair value using an exit price approach, which requires, among other things, that it determine the price that would be received to sell an asset or paid to transfer a liability in an orderly market. The determination of an exit price is considered from the perspective of market participants, considering the highest and best use of non-financial non-performance When estimating fair value, depending on the nature and complexity of the asset or liability, the Company may use one or all of the following techniques: • Income approach, which is based on the present value of a future stream of net cash flows. • Market approach, which is based on market prices and other information from market transactions involving identical or comparable assets or liabilities. • Cost approach, which is based on the cost to acquire or construct comparable assets, less an allowance for functional and/or economic obsolescence. The Company’s fair value methodologies depend on the following types of inputs: • Quoted prices for identical assets or liabilities in active markets (Level 1 inputs). • Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are directly or indirectly observable, or inputs that are derived principally from, or corroborated by, observable market data by correlation or other means (Level 2 inputs). • Unobservable inputs that reflect estimates and assumptions (Level 3 inputs). A single estimate of fair value can result from a complex series of judgments about future events and uncertainties and can rely heavily on estimates and assumptions. For information about the risks associated with estimates and assumptions, see Note 2A. |
Foreign Currency Translation | C. Foreign Currency Translation The Company and Finco are U.S. dollar functional entities. The effects of converting non-functional Other (income)/deductions—net Note 3 |
Investments | D. Investments The Company’s short-term investments are comprised of equity securities with readily determinable fair values, which include money market funds primarily invested in U.S. Treasury and government debt. Equity securities with readily determinable fair values are carried at fair value, with changes in fair value reported in Other (income)/deductions—net. A single estimate of fair value and impairment reviews can involve a complex series of judgments about future events and uncertainties and can rely heavily on estimates and assumptions. For information about the risks associated with estimates and assumptions, see Note 2A. |
Tax | E. Tax The Company did not generally file separate tax returns, as it was generally included in the tax grouping of other Pfizer entities within the respective entity’s tax jurisdiction. The income tax benefit included in these condensed consolidated financial statements has been calculated using the separate return basis, as if the Company filed a separate tax return. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Fair Value Of Financial Instruments Measured On A Recurring Basis [Line Items] | |
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents the financial assets measured at fair value using a market approach on a recurring basis Note 2B: September 27, December 31, (millions of dollars) Total Level 2 Total Level 2 Financial assets measured at fair value on a recurring basis: Short-term investments Classified as equity securities with readily determinable fair values: Money market funds (a) $ 11,413 $ 11,413 $ — $ — Total short-term investments $ 11,413 $ 11,413 $ — $ — (a) As of September 27, 2020, $11.4 billion of proceeds from the debt issuances completed in June 2020 (see Note 5B Restricted short-term investments Note 3 Note 6 |
Fair Value of Financial Assets and Liabilities Not Measured on a Recurring Basis | The following table presents the financial liabilities not measured at fair value on a recurring basis, including the carrying values and estimated fair values using a market approach: September 27, 2020 December 31, 2019 Carrying Estimated Fair Carrying Estimated (millions of dollars) Total Level 2 Total Level 2 Financial Liabilities: Long-term debt $ 11,535 $ 13,244 $ 13,244 $ — $ — $ — |
Long-Term Debt | The following table provides information about the senior unsecured notes issued in June 2020: Principal (millions of dollars/euros) Maturity Date Issue As of Upjohn Inc. (Upjohn) (a) 1.125% U.S. dollar notes June 22, 2022 U.S. dollar $ 1,000 1.650% U.S. dollar notes June 22, 2025 U.S. dollar 750 2.300% U.S. dollar notes June 22, 2027 U.S. dollar 750 2.700% U.S. dollar notes June 22, 2030 U.S. dollar 1,450 3.850% U.S. dollar notes June 22, 2040 U.S. dollar 1,500 4.000% U.S. dollar notes June 22, 2050 U.S. dollar 2,000 Total U.S. dollar notes issued in the second quarter of 2020 $ 7,450 Upjohn Finance B.V. (Finco) (a) 0.816% Euro notes June 23, 2022 Euro € 750 1.023% Euro notes June 23, 2024 Euro 750 1.362% Euro notes June 23, 2027 Euro 850 1.908% Euro notes June 23, 2032 Euro 1,250 Total Euro notes issued in the second quarter of 2020 € 3,600 (a) The notes may be redeemed by the Company at any time, in whole, or in part, at varying redemption prices plus accrued and unpaid interest. The weighted-average effective interest rates at issuance were 2.95% for the $ 7.45 3.60 |
Unsecured Debt [Member] | |
Fair Value Of Financial Instruments Measured On A Recurring Basis [Line Items] | |
Long-Term Debt | The following table provides the components of the Company’s senior unsecured long-term debt, including the weighted-average annual stated interest rate by maturity: (millions of dollars) As of Notes due 2022 (0.981%) $ 1,872 Notes due 2024 (1.023%) 872 Notes due 2025 (1.650%) 750 Notes due 2027 (1.767%) 1,739 Notes due 2030 (2.700%) 1,450 Notes due 2032 (1.908%) 1,454 Notes due 2040 (3.850%) 1,500 Notes due 2050 (4.000%) 2,000 Total long-term debt, principal amount 11,638 Net unamortized discounts and debt issuance costs (103 ) Total long-term debt, carried at historical proceeds, as adjusted $ 11,535 |
Other Income_(Deductions) - N_2
Other Income/(Deductions) - Net (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Other Income, Nonoperating [Abstract] | |
Other Income/(Deductions)—Net | The following table provides the components of Other (income)/deductions––net (millions of dollars) Three Months Three Months Nine Months Period From Interest income (a) $ (1 ) $ — $ (2 ) $ — Interest expense (b) 71 — 76 — Net interest expense 70 — 75 — Foreign exchange (gain)/loss, net (c) 148 — 144 — Other, net (d) 3 3 Other (income)/deductions––net $ 221 $ — $ 222 $ — (a) Represents interest income earned on $11.4 billion of proceeds from the debt issuances completed in June 2020 (see Note 5B Restricted short-term investments Note 5A (b) Represents interest expense associated with the $11.4 billion of senior unsecured notes issued in June 2020, which includes the stated interest expense on the notes and amortization of bond discount and issuance costs (see Note 5B (c) Represents Note 5B) (d) Primarily represents fees associated with financing arrangements (see Note 5B |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Billions | 6 Months Ended | ||||
Dec. 31, 2020 | Sep. 27, 2020 | Feb. 13, 2020 | Dec. 31, 2019 | Jul. 29, 2019 | |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||
Pfizer Stockholders [Member] | |||||
Ownership percent | 57.00% | ||||
Pfizer Stockholders [Member] | Scenario Forecast [Member] | |||||
Business combination, partial consideration transferred | $ 12 | ||||
Mylan Shareholders [Member] | |||||
Ownership percent | 43.00% |
Other Income_(Deductions) - N_3
Other Income/(Deductions) - Net - Summary of Other (income)/deductions (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | |
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 29, 2019 | Sep. 27, 2020 | |
Interest income | $ (1) | $ (2) | ||
Interest expense | 71 | 76 | ||
Net interest expense | 70 | 75 | ||
Foreign exchange (gain)/loss, net | 148 | 144 | ||
Other, net | 3 | 3 | ||
Other (income)/deductions—net | $ 221 | $ 0 | $ 0 | $ 222 |
Other Income_(Deductions) - N_4
Other Income/(Deductions) - Net - Summary of Other (income)/deductions (Parenthetical) (Details) - USD ($) $ in Millions | Sep. 27, 2020 | Dec. 31, 2019 |
Restricted investments current | $ 11,413 | $ 0 |
Debt instrument face value | 11,638 | |
senior unsecured notes [Member] | ||
Debt instrument face value | $ 11,400 |
Tax Matters - Additional Inform
Tax Matters - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | |
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 29, 2019 | Sep. 27, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense benefit | $ 52 | $ 0 | $ 0 | $ 52 |
Financial Instruments - Financi
Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring [Member] $ in Millions | Sep. 27, 2020USD ($) |
Fair Value Of Financial Instruments Measured On A Recurring Basis [Line Items] | |
Money market funds(a) | $ 11,413 |
Total short-term investments | 11,413 |
Level 2 | |
Fair Value Of Financial Instruments Measured On A Recurring Basis [Line Items] | |
Money market funds(a) | 11,413 |
Total short-term investments | $ 11,413 |
Financial Instruments - Finan_2
Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Parenthetical) (Details) - USD ($) $ in Millions | Sep. 27, 2020 | Dec. 31, 2019 |
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | ||
Restricted short-term investments(a) | $ 11,413 | $ 0 |
Financial Instruments - Finan_3
Financial Instruments - Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Sep. 27, 2020 | Dec. 31, 2019 |
Fair Value Of Financial Assets And Liabilities Not Measured On A Recurring Basis [Line Items] | ||
Long-term debt | $ 11,535 | $ 0 |
Fair Value, Nonrecurring [Member] | ||
Fair Value Of Financial Assets And Liabilities Not Measured On A Recurring Basis [Line Items] | ||
Long-term debt | 13,244 | |
Fair Value, Nonrecurring [Member] | Level 2 | ||
Fair Value Of Financial Assets And Liabilities Not Measured On A Recurring Basis [Line Items] | ||
Long-term debt | $ 13,244 |
Financial Instruments - Summary
Financial Instruments - Summary of Senior Unsecured Long-Term Debt (Details) $ in Millions | Sep. 27, 2020USD ($) |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | $ 11,638 |
Net unamortized discounts and debt issuance costs | (103) |
Total long-term debt, carried at historical proceeds, as adjusted | 11,535 |
Notes due 2022 (0.981%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 1,872 |
Notes due 2024 (1.023%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 872 |
Notes due 2025 (1.650%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 750 |
Notes due 2027 (1.767%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 1,739 |
Notes due 2030 (2.700%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 1,450 |
Notes due 2032 (1.908%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 1,454 |
Notes due 2040 (3.850%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | 1,500 |
Notes due 2050 (4.000%) | |
Debt Instrument [Line Items] | |
Total long-term debt, principal amount | $ 2,000 |
Financial Instruments - Long-Te
Financial Instruments - Long-Term Debt (Details) € in Millions, $ in Millions | 3 Months Ended | |||
Sep. 27, 2020USD ($) | Sep. 27, 2020EUR (€) | Jun. 28, 2020USD ($) | Jun. 28, 2020EUR (€) | |
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 11,638 | |||
Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 7,450 | $ 7,450 | ||
Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | € | € 3,600 | € 3,600 | ||
1.125% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 22, 2022 | |||
Issue Currency | U.S. dollar | |||
Debt Instrument, Face Amount | $ 1,000 | |||
1.650% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 22, 2025 | |||
Issue Currency | U.S. dollar | |||
Debt Instrument, Face Amount | $ 750 | |||
2.300% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 22, 2027 | |||
Issue Currency | U.S. dollar | |||
Debt Instrument, Face Amount | $ 750 | |||
2.700% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 22, 2030 | |||
Issue Currency | U.S. dollar | |||
Debt Instrument, Face Amount | $ 1,450 | |||
3.850% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 22, 2040 | |||
Issue Currency | U.S. dollar | |||
Debt Instrument, Face Amount | $ 1,500 | |||
4.000% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 22, 2050 | |||
Issue Currency | U.S. dollar | |||
Debt Instrument, Face Amount | $ 2,000 | |||
0.816% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 23, 2022 | |||
Issue Currency | Euro | |||
Debt Instrument, Face Amount | € | 750 | |||
1.023% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 23, 2024 | |||
Issue Currency | Euro | |||
Debt Instrument, Face Amount | € | 750 | |||
1.362% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 23, 2027 | |||
Issue Currency | Euro | |||
Debt Instrument, Face Amount | € | 850 | |||
1.908% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Maturity Date | Jun. 23, 2032 | |||
Issue Currency | Euro | |||
Debt Instrument, Face Amount | € | € 1,250 |
Financial Instruments - Long-_2
Financial Instruments - Long-Term Debt (Parenthetical) (Details) € in Millions, $ in Millions | Sep. 27, 2020USD ($) | Sep. 27, 2020EUR (€) | Jun. 28, 2020USD ($) | Jun. 28, 2020EUR (€) |
Debt Instrument [Line Items] | ||||
Debt instrument face value | $ 11,638 | |||
Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt effective weighted average interest rate | 2.95% | 2.95% | ||
Debt instrument face value | $ 7,450 | $ 7,450 | ||
Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt effective weighted average interest rate | 1.37% | 1.37% | ||
Debt instrument face value | € | € 3,600 | € 3,600 | ||
1.125% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 1.125% | 1.125% | ||
Debt instrument face value | $ 1,000 | |||
1.650% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 1.65% | 1.65% | ||
Debt instrument face value | $ 750 | |||
2.300% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 2.30% | 2.30% | ||
Debt instrument face value | $ 750 | |||
2.700% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 2.70% | 2.70% | ||
Debt instrument face value | $ 1,450 | |||
3.850% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 3.85% | 3.85% | ||
Debt instrument face value | $ 1,500 | |||
4.000% U.S. dollar notes [Member] | Upjohn [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 4.00% | 4.00% | ||
Debt instrument face value | $ 2,000 | |||
0.816% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 0.816% | 0.816% | ||
Debt instrument face value | € | € 750 | |||
1.023% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 1.023% | 1.023% | ||
Debt instrument face value | € | € 750 | |||
1.362% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 1.362% | 1.362% | ||
Debt instrument face value | € | € 850 | |||
1.908% Euro notes [Member] | Upjohn Finance BV [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt instrument fixed rate of interest | 1.908% | 1.908% | ||
Debt instrument face value | € | € 1,250 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) € in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | ||||
Jun. 28, 2020USD ($) | Sep. 29, 2019USD ($) | [1] | Sep. 27, 2020USD ($) | Sep. 27, 2020EUR (€) | Jun. 28, 2020EUR (€) | ||
Debt Instrument [Line Items] | |||||||
Discount on debt issue | $ 15,000,000 | ||||||
Debt issuance costs incurred | 89,000,000 | ||||||
Debt instrument face value | 11,638,000,000 | ||||||
Proceeds from term loan facility | $ 11,400,000,000 | $ 0 | 11,478,000,000 | [1] | |||
Line of credit maximum borrowing capacity | 4,000,000,000 | ||||||
Line of credit facility terminated | 12,000,000,000 | ||||||
Line of Credit Facility, Capacity Available for Specific Purpose | 1,500,000,000 | ||||||
Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face value | 600,000,000 | ||||||
Proceeds from term loan facility | 600,000,000 | ||||||
Upjohn [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face value | 7,450,000,000 | $ 7,450,000,000 | |||||
Upjohn Finance BV [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face value | € | € 3,600 | € 3,600 | |||||
Pfizer Stockholders [Member] | Term Loan Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Business combination, partial consideration transferred | $ 12,000,000,000 | ||||||
[1] | Represents $11.4 billion of proceeds from the long-term debt issuances in the second quarter of 2020, which are included in Restricted short-term investments in the condensed consolidated balance sheet. For additional information, see Notes 5A. Financial Instruments: Fair Value Measurements and 5B. Financial Instruments: Long-Term Debt. |
Other Assets And liabilities -
Other Assets And liabilities - Additional Information (Details) - USD ($) $ in Millions | Sep. 27, 2020 | Dec. 31, 2019 |
Other Assets And Liabilities [Line Items] | ||
Interest receivable current | $ 0.3 | |
Restricted investments current | 11,413 | $ 0 |
Other current assets | 0.3 | 0 |
Other current liabilities | 79 | $ 0 |
Other Current Liabilities [Member] | ||
Other Assets And Liabilities [Line Items] | ||
Debt issuance costs payable current | 74 | |
Bank fees payable current | $ 5 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) | Sep. 27, 2020 | Feb. 13, 2020 | Dec. 31, 2019 |
Common stock, shares authorized | 1,000 | 1,000 | |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares issued | 100 | 100 | |
Common stock, shares outstanding | 100 | 100 | |
Due from shareholder | $ 0 | $ 0 | |
Pfizer Inc [Member] | |||
Due from shareholder | $ 1 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | 9 Months Ended | |
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 29, 2019 | Sep. 27, 2020 | |
Income tax expense benefit | $ (52) | $ 0 | $ 0 | $ (52) |
Pfizer [Member] | Intercompany Transaction [Member] | ||||
Income tax expense benefit | 52 | 52 | ||
Proceeds from related party debt | $ 21 | $ 21 |