Business Combinations, Asset Acquisitions, Transaction between Entities under Common Control, and Joint Venture Formation (Tables)
|
9 Months Ended |
Sep. 30, 2026 |
| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] |
|
| Business Combination, Consideration Transferred, Equity Interest |
The acquisition-date fair value of the consideration transferred was $887.0 million (in thousands): | | | | | | Cash paid for outstanding XOMA Royalty common stock ($39.00 per share) | $ | 691,682 | | | XOMA Blue Owl Loan repayment | 114,621 | | | Cash paid for equity awards attributable to pre-combination service, including payroll taxes | 53,478 | | | XOMA transaction costs settled at acquisition | 27,232 | | Total consideration transferred | $ | 887,013 | |
|
| Schedule of Net Assets Acquired |
The following table summarizes the preliminary purchase price allocation to the assets acquired and liabilities assumed at July 14, 2026 (in thousands): | | | | | | | Cash and cash equivalents | $ | 2,916 | | | Restricted cash | 47,767 | | | Short-term investments | 782 | | | Accounts receivable, net | 200 | | | Receivable due from RemainCo | 21,780 | | | Derivative assets | 523 | | | Financial royalty assets: short term | 18,365 | | | Financial royalty assets: long term | 560,200 | | | Intangible assets | 103,000 | | | Equity-method investment | 13,700 | | | Operating lease right-of-use assets | 14,781 | | | Deferred tax assets | 54,582 | | | Other assets | 1,509 | | | Total identifiable assets acquired | 840,105 | | | Accounts payable and accrued liabilities | (3,517) | | | Operating lease liabilities | (21,997) | | | Contingent liabilities | (30,009) | | | Deferred tax liability | (3,888) | | | Total liabilities assumed | (59,411) | | | Net identifiable assets acquired | 780,694 | | | Goodwill | 106,319 | | | Net assets acquired | $ | 887,013 | |
|
| Business Combination, Pro Forma Information |
The following unaudited pro forma information presents our combined results as if the XOMA Acquisition had occurred on January 1, 2025: | | | | | | | | | | | | | | | | | | | | | | | | | Three months ended | | Nine months ended | | September 30, | | September 30, | | 2026 | | 2025 | | 2026 | | 2025 | | Revenues and income | $ | 81,138 | | | $ | 129,850 | | | $ | 225,655 | | | $ | 259,894 | | | Net income (loss) | $ | (18,800) | | | $ | 134,971 | | | $ | 767 | | | $ | 82,737 | |
|
| Business Combination, Intangible Asset, Acquired, Indefinite-Lived |
The acquired financial royalty assets consisted of the following (in thousands): | | | | | | | | | | | | | Short-term | Long-term | Total | | Ojemda | $ | 3,003 | | $ | 234,800 | | $ | 237,803 | | | Vabysmo | 13,355 | | 128,400 | | 141,755 | | | Miplyffa | 1,413 | | 38,300 | | 39,713 | | | Ixinity | 594 | | 5,300 | | 5,894 | | | Financial royalty assets, effective interest rate method | 18,365 | | 406,800 | | 425,165 | | | Volixibat | — | | $ | 38,400 | | 38,400 | | | Osavampator | — | | 30,800 | | 30,800 | | | REC-4881 | — | | 30,700 | | 30,700 | | | Twist programs | — | | 20,500 | | 20,500 | | | Other | — | | 33,000 | | 33,000 | | | Financial royalty assets, non-accrual method | — | | 153,400 | | 153,400 | | | Total financial royalty assets | $ | 18,365 | | $ | 560,200 | | $ | 578,565 | |
|
| Business Combination, Intangible Asset, Acquired, Finite-Lived |
As of July 14, 2026, the fair value of the acquired intangible assets was $103.0 million. The intangible assets are subject to amortization and consisted of the following (in thousands, except useful life): | | | | | | | | | | Fair value | Useful Life (years) | | Mezagitamab | $ | 41,500 | | 14 | | Ersodetug | 24,600 | | 13 | | Anti-TL1A | 16,400 | | 8 | | Kinnate programs | 5,500 | | 6 | | Ficlatuzumab | 5,100 | | 12 | | Rilvegostomig | 3,900 | | 4 | | Cetrelimab | 3,700 | | 10 | | Phage display library | 2,300 | | 10 | | Total intangible assets | $ | 103,000 | | |
|