v3.26.1
Certain transactions
6 Months Ended
Jun. 30, 2026
Certain transactions
NOTE 2 – Certain transactions:
The Company has entered into asset acquisitions, alliances and other arrangements with third parties to acquire rights to products it does not have, to access markets it does not operate in and to otherwise share development costs or business risks. The Company’s most significant agreements of this nature are summarized below.
a. Acquisitions
Emalex Biosciences
In April 2026, Teva entered into a definitive agreement to acquire all outstanding shares of Emalex Biosciences (“Emalex”), including its primary asset, ecopipam (EBS-101), which has completed Phase 3 for the treatment of Tourette syndrome in a pediatric population. On June 10, 2026, Teva completed the acquisition of Emalex, and paid approximately $
700 
million to Emalex’s former shareholders. Emalex’s former shareholders and other third parties may be eligible to receive additional milestone payments of up to $
200 million, and $125 
million, respectively, as well as royalties on global net-sales of ecopipam (EBS-101), upon commercialization and subject to regulatory approval. On June 18, 2026, Teva submitted a New Drug Application (“NDA”) to the FDA for ecopipam (EBS-101), supported by results from the Phase 3 trial.
The acquisition was accounted for as an ‘asset acquisition’ as it did not meet the definition of a ‘business,’ since substantially all of the fair value of the gross assets acquired was concentrated in an IPR&D asset, under ASC 805, Business Combinations. The total consideration was allocated based on the relative fair values of the assets acquired and liabilities assumed, and no goodwill or contingent consideration was recognized. Such contingent consideration payments will be recognized once they become probable and reasonably estimable. In accordance with ASC 730, since the IPR&D asset had no alternative future use in its acquired form, the Company recorded it as a research and development expense. The fair value of acquired IPR&D was determined primarily using the income approach, which requires a forecast of all of the expected future cash flows. A discount rate of
 
8.75
% was applied to the projected cash flows.
The following table summarizes the total consideration transferred and allocation of consideration transferred to the assets acquired, liabilities assumed and acquired IPR&D expense as of the acquisition date:
 
    
(U.S. $ in millions)
 
Cash consideration for outstanding shares, net of working capital adjustments
   $ 696  
Transaction costs
     8  
  
 
 
 
Total consideration allocated
     704  
  
 
 
 
Other current assets
     2  
Deferred income taxes
     134  
Valuation allowance
     (134
Accrued expenses
   $ (18
Other liabilities
     (4
  
 
 
 
Total identifiable assets and liabilities acquired
     (20
  
 
 
 
Acquired IPR&D
     724  
  
 
 
 
Total consideration allocated
   $ 704  
  
 
 
 
b. Other significant agreements
Polpharma
In December 2025, Teva entered into an agreement with Polpharma Biologics International AG (“Polpharma”), which became effective in June 2026, for the commercialization of the intravenous and subcutaneous formulations of Polpharma’s proposed biosimilar to Ocrevus
®
 (ocrelizumab). Under the terms of the agreement, Polpharma retains full responsibility for the development and manufacturing of the biosimilar candidate. Teva will be responsible for regulatory submissions and, upon approval, commercialization of both formulations in the United States, Europe, Brazil, Canada, Australia, New Zealand, Israel and Turkey. In the second quarter of 2026, Teva recognized an upfront payment in the amount of
 $
15 
million as R&D expenses, which was paid in July 2026. Polpharma may be eligible for additional future development, regulatory and commercial milestone payments, in an aggregate amount of up to
$
107 
million. Teva and Polpharma will share revenue from the commercialization of this biosimilar.
 
Blackstone Life Sciences
On March 3, 2026, Teva entered into a funding agreement with Blackstone Life Sciences (“Blackstone”) to support
the
development of Teva’s duvakitug (anti-TL1A,
TEV-’574).
Under the agreement, Blackstone will provide Teva up to $400 million to fund ongoing and future development costs for duvakitug, spread over four years. In exchange, and subject to regulatory approval, Teva will pay Blackstone a milestone payment in an amount approximately equal to the total funding provided by Blackstone, in addition to commercial milestones and royalties upon commercialization. During each of the first and second quarters of 2026, Teva recognized $30 million as reimbursement for R&D expenses incurred in connection with this agreement.
mAbxience
In April 2024, Teva announced it entered into a strategic licensing agreement with mAbxience for
TEV-’316,
a biosimilar candidate currently in development for the treatment of multiple oncology indications. Under the terms of the licensing agreement, mAbxience will develop and produce the biosimilar product and Teva will lead the regulatory processes and commercialization in multiple global markets, including Europe and the U.S. In September 2024, Teva and mAbxience entered into an amendment to the licensing agreement whereby, similar to the initial licensing agreement, mAbxience will lead the development and production of
TEV-’333,
an
anti-PD-1
oncology biosimilar candidate and Teva will manage submissions for regulatory approvals and oversee commercialization in the designated markets.
In 2024, Teva paid mAbxience upfront and milestone payments of $20 million under the initial agreement, and $15 million under the amendment to the licensing agreement, which were recorded as R&D expenses. In 2025, Teva paid milestone payments in the amount of $29 million, which were recorded as R&D expenses. During the second quarter of 2026, Teva recognized a milestone payment of $5 million as R&D expenses, which
was
paid in
 
J
uly
2026. mAbxience may be eligible for additional future development, regulatory and commercial milestone payments, in an aggregate amount of up to $286 million.
Launch Therapeutics and Abingworth
On March 28, 2024, Teva and Launch Therapeutics, Inc. (“Launch Therapeutics”) entered into a clinical collaboration agreement to further accelerate the clinical research program of Teva’s Dual-Action Asthma Rescue Inhaler (“DARI”)
(ICS-SABA;
TEV-’248).
As part of this clinical collaboration agreement Teva also entered into a development funding agreement with funds affiliated with Abingworth LLP (“Abingworth”). Under the clinical collaboration agreement, Launch Therapeutics, a clinical development company backed by Abingworth and Carlyle, the global investment firm, will have the lead role in the operational execution and management of the planned clinical trials. Teva will retain primary responsibility for manufacturing, regulatory interactions in the U.S., and commercialization. DARI
(ICS-SABA)
is currently in Phase 3 for the treatment of asthma symptoms addressing both immediate symptoms and long-term inflammation.
Under the development funding agreement, Abingworth provided Teva $150 million to fund ongoing development costs for DARI
(ICS-SABA).
In exchange and subject to regulatory approval, Teva will pay Abingworth a milestone payment in the amount actually funded by Abingworth, as well as success payments based on DARI
(ICS-SABA)
sales. In January 2026, Teva and Abingworth signed an amendment to the development funding agreement to increase the total development funding by an additional $50 million. During 2025 and 2024, Teva recognized
$98 million and $42 million, respectively, as reimbursement for R&D expenses incurred in connection with this agreement. During each of the first and second quarters of 2026, Teva recognized $30 million as reimbursement for R&D expenses incurred in connection with this agreement. Collectively, these reimbursements amounted to the total funding by Abingworth of $200 million.
Biolojic Design
On November 26, 2023, Teva entered into a license agreement with Biolojic Design Ltd. (“Biolojic”), pursuant to which Teva received exclusive rights to develop, manufacture and globally commercialize BD9
(TEV-’325)
multibody with potential indications including asthma and atopic dermatitis. In exchange, Teva paid an upfront payment of
 $10 million in 2024. During 2025, Teva paid a milestone payment of $5 million, which was recorded as R&D expenses. During the first quarter of 2026, Teva recognized a milestone payment of $5 
million as R&D expenses, which was paid in the second quarter of 2026. In the second quarter of 2025, investigational new drug (IND)-enabling studies of BD9
(TEV-’325)
were initiated for this program. Biolojic may be eligible to receive additional development and commercial milestone payments of approximately
 $500 million, over the next several years, based on the achievement of certain
pre-clinical,
clinical and regulatory milestones, with the majority of payments based on future sales achievements.
 
Royalty Pharma
(TEV-’749)
On November 9, 2023, Teva entered into a funding agreement with Royalty Pharma plc. (“Royalty Pharma”) to further accelerate the clinical research program for Teva’s olanzapine LAI
(TEV-’749).
Under the terms of the funding agreement, Royalty Pharma will provide Teva up to $100 
million to fund ongoing development costs for olanzapine LAI
(TEV-’749).
In exchange and subject to regulatory approval, Teva will pay Royalty Pharma a milestone payment in the amount actually funded by Royalty Pharma, paid over
 
5
years, in addition to royalties upon commercialization. During 2023 and 2024, Teva recorded $
100
 
million as reimbursement for R&D expenses incurred in connection with this agreement, which collectively amounted to the total funding by Royalty Pharma. On December 9, 2025, Teva submitted an NDA to the FDA for olanzapine LAI
(TEV-’749),
based on the results from the Phase 3 trial, which was accepted by the FDA in February 2026. In May 2026, the European Medicines Agency (“EMA”) accepted Teva’s Marketing Authorization Application (“MAA”) for olanzapine LAI
(TEV-’749)
.
Royalty Pharma
(TEV-’408)
On January 11, 2026, Teva entered into another funding agreement with Royalty Pharma to further accelerate the clinical research program for Teva’s
anti-IL-15
antibody
(TEV-’408),
which is currently developed for the treatment of vitiligo and Celiac disease. Under the terms of the agreement, Royalty Pharma will provide Teva up to
 
$
500
 million to fund ongoing development costs for
TEV-’408.
This is comprised of two components: (i) based on Phase 1b results of
TEV-’408
in vitiligo, Royalty Pharma will provide Teva with $
75
 million as R&D funding; and (ii) based on the future results from Phase 2b in vitiligo, which is expected to begin in the fourth quarter of 2026, Royalty Pharma will have an option to provide an additional $
425
 million. In exchange and subject to regulatory approval, Teva will pay Royalty Pharma a milestone payment of
100%-130%
of the amount actually funded by Royalty Pharma, subject to certain conditions, in addition to royalties upon commercialization of the product. On July 7, 2026, Teva announced its plans to advance
TEV-’408
into a Phase 2b study in vitiligo, following encouraging results from
the
Phase 1b open-label study in adults with active or stable
non-segmental
vitiligo. During the second quarter of 2026, Teva recognized $
16
 million as reimbursement for R&D expenses incurred in connection with this agreement.
Sanofi
On October 3, 2023, Teva entered into an exclusive collaboration with Sanofi to
co-develop
and
co-
commercialize Teva’s duvakitug (anti-TL1A,
TEV-’574),
a novel anti-TL1A medicine for the potential treatment of Crohn’s disease and ulcerative colitis, two types of inflammatory bowel disease. Under the terms of the collaboration agreement, in partial consideration of the licenses granted to Sanofi, Teva received an upfront payment of $500 million in the fourth quarter of 2023, which was recognized as revenue. In October 2025, Sanofi and Teva initiated Phase 3 studies for duvakitug for Crohn’s disease and ulcerative colitis. Consequently, in the fourth quarter of 2025, Teva received two development milestone payments of $250 million for each indication, which were recognized as revenue. Additionally, Teva may receive up to $500 
million in development and launch milestones. Under the terms of the collaboration agreement, each company equally shares the remaining development costs globally and profits and losses in major markets, with other markets subject to a royalty arrangement, and Sanofi leads the development of the Phase 3 program. Teva will lead commercialization of the product in Europe, Israel and specified other countries, and Sanofi will lead commercialization in North America, Japan, other parts of Asia and the rest of the world. Studies for two additional indications, hidradenitis suppurativa (HS) and fibrostenotic Crohn’s Disease (FSCD), are expected to be initiated in 2026.
MODAG
In October 2021, Teva announced a license agreement with MODAG GmbH (“Modag”) providing Teva with an exclusive global license to develop, manufacture and commercialize Modag’s lead compound, emrusolmin
(TEV-’286)
and a related compound
(TEV-’287).
Teva paid an upfront payment of $10 million to Modag in the fourth quarter of 2021, recorded as R&D expenses. Emrusolmin
(TEV-’286)
was developed for the treatment of Multiple System Atrophy (“MSA”) and Parkinson’s disease. In the third quarter of 2024, Teva initiated a Phase 2 clinical trial for emrusolmin
(TEV-’286).
On September 9, 2025, Teva announced it received Fast Track designation from the FDA for emrusolmin
(TEV-’286).
In the second quarter of 2025, Teva initiated a Phase 1 clinical trial for
TEV-‘287,
which is being developed for the treatment of Parkinson’s disease, and consequently paid a milestone payment of $10 million, which was recorded as R&D expenses. Modag may be eligible for additional future development milestone payments in an aggregate amount of up to $20 million, as well as future commercial milestones and royalties.
 
Alvotech
In August 2020, Teva entered into an agreement with biopharmaceutical company Alvotech for the exclusive commercialization in the U.S. of five biosimilar product candidates. The initial pipeline for this collaboration
included
biosimilar candidates addressing multiple therapeutic areas, including the then proposed biosimilars to Humira
®
(adalimumab) and Stelara
®
(ustekinumab). Under the terms of the agreement, Alvotech is responsible for the development, registration and supply of the biosimilar product candidates and Teva will exclusively commercialize the products in the U.S. In July 2023, Alvotech and Teva amended their collaboration agreement, adding two new biosimilar candidates as well as line extensions of two current biosimilar candidates to their collaboration.
Teva made upfront and milestone payments in an aggregate amount of $154 million between 2020 and the second quarter of 2026, including a milestone payment of $20 million which was recognized in the fourth quarter of 2025 and paid during the first quarter of 2026. Additional development and commercial milestone payments of up to approximately $320 million, in addition to royalty and milestone payments related to the amendment of the collaboration agreement entered into in July 2023, may be payable by Teva over the next few years. Teva and Alvotech will share revenue from the commercialization of these biosimilars.
The FDA approved SIMLANDI
®
(adalimumab-ryvk) injection, as an interchangeable biosimilar to Humira
®
in February 2024 and it became available in the U.S. in May 2024. On April 17, 2024, Alvotech and Teva amended their collaboration agreement to enable the purchase by Quallent of a private label adalimumab-ryvk injection from Alvotech for the U.S. market, with Alvotech sharing profits with Teva on the private label sales.
The FDA approved SELARSDI
®
(ustekinumab-aekn) injection for subcutaneous use, as a biosimilar to Stelara
®
in April 2024, and it became available in the U.S. in February 2025, and in May 2025, the FDA approved SELARSDI (ustekinumab-aekn) injection in all presentations matching the reference product, effective as of April 30, 2025.
In January 2025, the FDA accepted for review the Biologic License Applications (“BLA”) for Alvotech’s proposed biosimilars to Simponi
®
and Simponi Aria
®
(golimumab), and in February 2025, the FDA accepted for review the BLA for Alvotech’s proposed biosimilar to Eylea
®
(aflibercept). On June 4, 2026, Alvotech announced the resubmission to the FDA of BLAs for Alvotech’s proposed biosimilars to Simponi
®
and Simponi Aria
®
(golimumab) and to Eylea
®
(aflibercept), following the complete response letters (CRL) received in the fourth quarter of 2025. On June 8, 2026, Alvotech announced that the FDA accepted for review the BLA for its proposed biosimilar to Entyvio
®
(vedolizumab). On December 19, 2025, Alvotech and Teva announced that they have reached a settlement and license agreement with Regeneron Pharmaceuticals Inc., concerning the launch of Alvotech’s proposed biosimilar to Eylea
®
(aflibercept) in the United States, granting it a license entry date in the fourth quarter of 2026, or earlier, under certain circumstances.
MedinCell
In November 2013, Teva entered into an agreement with MedinCell for the development and commercialization of multiple long-acting injectable (“LAI”) products. Teva leads the clinical development and regulatory process and is responsible for the commercialization of these products. The lead product is risperidone LAI (formerly known as
TV-46000).
On April 28, 2023, the FDA approved UZEDY
®
(risperidone) extended-release injectable suspension for the treatment of schizophrenia in adults, which was launched in the U.S. in May 2023. On October 10, 2025, Teva and MedinCell announced that the FDA approved UZEDY as a once-monthly extended-release injectable suspension as monotherapy or as adjunctive therapy to lithium or valproate for the maintenance treatment of bipolar 1 disorder
(BD-1)
in adults. MedinCell may be eligible for future sales-based milestone payments of up to $105 million with respect to UZEDY. Teva also pays MedinCell royalties on net sales.
The second selected product candidate is olanzapine LAI
(TEV-’749)
for the treatment of schizophrenia. In the third quarter of 2022, Teva decided to progress development of the product candidate to Phase 3 and, as a result, paid a milestone payment of $3 
million to MedinCell, which was recognized as R&D expenses. Teva paid a $5 million milestone payment to MedinCell in the first quarter of 2025, which was recognized as R&D expenses. On May 8, 2024, Teva and MedinCell announced positive Phase 3 efficacy results from a trial evaluating olanzapine LAI as a once-monthly subcutaneous long-acting injectable in adults with schizophrenia, and on March 31, 2025, Teva announced survey results demonstrating patient and healthcare satisfaction with olanzapine LAI. Additional safety and efficacy results were presented during the third quarter of 2025, showing no incidence of post-injection delirium/sedation syndrome (PDSS) in study participants taking olanzapine LAI
(TEV-‘749).
On December 9, 2025, Teva submitted an NDA to the FDA for olanzapine LAI
(TEV-‘749)
based on the results from the Phase 3 trial, which was accepted by the FDA in February 2026. In May 2026, the EMA accepted Teva’s MAA for olanzapine LAI
(TEV-‘749).
MedinCell may be eligible for additional development and commercial milestones of up to
 
$
112
 
million, as well as royalties on sales of olanzapine LAI
(TEV-’749).
 
Assets and Liabilities Held for Sale:
General
Assets and liabilities held for sale as of June 30, 2026 and December 31, 2025, mainly included Teva’s API business.
On December 31, 2024, Teva classified its API business (including its R&D, manufacturing and commercial activities) as held for sale. The intention to divest is in alignment with Teva’s Pivot to Growth strategy, and Teva is conducting a sales process for this matter. However, there can be no assurance regarding the ultimate timing or structure of a potential divestiture or whether a divestiture will be completed at all.
In connection with this classification, Teva recorded expenses of
 
$
17
 
million in other assets impairments, restructuring and other items in the first six months of 2026. In 2025, Teva recorded expenses of
$
8
 
million in other assets impairments, restructuring and other items. See note 12. 
On March 31, 2025, Teva divested its business venture in Japan, for which Teva recorded a marginal gain in the first quarter of 2025.
Teva has elected the accounting policy to include the currency translation adjustment related to the disposal group as part of the asset carrying amount.
The Company has determined that the intended divestiture of its API business does not represent a strategic shift that would have a major effect on the Company’s operations and financial results and therefore it did not meet the criteria for discontinued operations classification.
The table below summarizes all of Teva’s assets and liabilities included as held for sale as of June 30, 2026 and December 31, 2025:
 
    
June 30,
    
December 31,
 
    
2026
    
2025
 
    
(U.S. $ in millions)
 
Accounts receivables
   $ 64        86  
Inventories
     534      $ 506  
Property, plant and equipment, net
     1,027        1,020  
Identifiable intangible assets, net
     19        29  
Goodwill
     207        213  
Other current assets
     59        87  
Other
non-current
assets
     184        184  
Expected loss on sale*
     (300      (283
  
 
 
    
 
 
 
Total assets of the disposal group classified as held for sale in the consolidated balance sheets
   $ 1,794      $ 1,842  
  
 
 
    
 
 
 
Accounts payables
     (247      (261
Other current liabilities
     (5      (16
Other
non-current
liabilities
     (61      (77
Total liabilities of the disposal group classified as held for sale in the consolidated balance sheets
   $ (313    $ (354
  
 
 
    
 
 
 
 
*
Includes an expected loss from reclassification of currency translation adjustments to the consolidated statements of income (loss) upon sale.