← Back to BMRN filing summaryOriginal filing text · Part I
Item 2 — Management's Discussion and Analysis
Biomarin Pharmaceutical Inc · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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The following discussion of our financial condition and results of operations should be read in conjunction with our Condensed Consolidated Financial Statements and the related Notes thereto included in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that involve risks and uncertainties. When reviewing the discussion below, you should keep in mind the substantial risks and uncertainties that could impact our business. In particular, we encourage you to review the risks and uncertainties described in “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q. These risks and uncertainties could cause actual results to differ significantly from those projected in forward-looking statements contained in this report or implied by past results and trends. Forward-looking statements are statements that attempt to forecast or anticipate future developments in our business, financial condition or results of operations. See the section titled “Forward-Looking Statements” that appears at the beginning of this Quarterly Report on Form 10-Q. These statements, like all statements in this report, speak only as of the date of this Quarterly Report on Form 10-Q (unless another date is indicated), and, except as required by law, we undertake no obligation to update or revise these statements in light of future developments. Our Condensed Consolidated Financial Statements have been prepared in accordance with United States (U.S.) generally accepted accounting principles (U.S. GAAP) and are presented in U.S. Dollars (USD).
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions, except as otherwise disclosed)
Overview
We are a leading, global rare disease biotechnology company focused on delivering medicines for people living with genetically defined conditions. Founded in 1997, our San Rafael, California-based company has a proven track record of innovation, with nine commercial therapies and a strong clinical and preclinical pipeline. Using a distinctive approach to drug discovery and development, we seek to unleash the full potential of genetic science by pursuing category-defining medicines that have a profound impact on patients.
On April 27, 2026, we completed the acquisition of Amicus Therapeutics, Inc. (Amicus). The results of operations of Amicus, along with the preliminary estimated fair values of assets acquired and liabilities assumed in the acquisition, have been included in the Condensed Consolidated Financial Statements since the closing of the acquisition on April 27, 2026. Refer to Note 2 – Acquisitions for additional details related to the Amicus acquisition.
A summary of our commercial products, as of June 30, 2026, is provided below:
Commercial Products(1) Indication
VOXZOGO (vosoritide) Achondroplasia
Metabolic Conditions (formerly Enzyme Therapies):
ALDURAZYME (laronidase) MPS I
BRINEURA (cerliponase alfa) Neuronal ceroid lipofuscinosis type 2 (CLN2)
GALAFOLD (migalastat HCl)(2) Fabry
NAGLAZYME (galsulfase) MPS VI
PALYNZIQ (pegvaliase-pqpz) Phenylketonuria (PKU)
POMBILITI + OPFOLDA (cipaglucosidase alfa-atga/miglustat)(2) Pompe
VIMIZIM (elosulfase alpha) Mucopolysaccharidosis (MPS) IVA
KUVAN (sapropterin dihydrochloride) PKU
(1) In 2026, we announced that we will no longer market ROCTAVIAN. For additional information related to ROCTAVIAN, see Note 19 - Restructuring to the Consolidated Financial Statements accompanying our Annual Report on Form 10-K for the year ended December 31, 2025.
(2) We acquired two commercial products, GALAFOLD and POMBILITI + OPFOLDA, in connection with the acquisition of Amicus on April 27, 2026. Refer to Note 2 - Acquisitions to our accompanying Condensed Consolidated Financial Statements for additional information.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions, except as otherwise disclosed)
Financial Highlights
Key components of our results of operations include the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Total revenues $ 989.7 $ 825.4 $ 1,755.9 $ 1,570.6
Cost of sales $ 202.8 $ 150.1 $ 397.8 $ 301.6
Research and development (R&D) $ 207.0 $ 161.3 $ 385.7 $ 320.0
Selling, general and administrative (SG&A) $ 395.5 $ 232.3 $ 653.8 $ 438.4
Intangible asset amortization $ 73.5 $ 4.8 $ 78.0 $ 9.7
Interest expense $ 63.3 $ 2.7 $ 78.3 $ 5.5
Provision for income taxes $ 16.6 $ 57.3 $ 52.3 $ 109.7
Net income $ 44.8 $ 240.5 $ 150.3 $ 426.2
See “Results of Operations” below for discussion of our results for the periods presented.
Uncertainty Relating to Macroeconomic Environment
Conditions in the current macroeconomic environment, such as inflation, changes in interest and foreign currency exchange rates, natural disasters, geopolitical instability, wars and military conflicts, impact of new or increased tariffs and escalating trade tensions, regulatory uncertainty, and supply chain disruptions, could impact our global revenue sources and our overall business operations. The extent and duration of such effects remain uncertain and difficult to predict. We are actively monitoring and managing our response and assessing actual and potential impacts to our operating results and financial condition, as well as developments in our business, which could further impact the developments, trends and expectations described below. See the risk factor, “Our business is affected by macroeconomic conditions.” described in “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q.
Recent Developments
We continued to grow our commercial business and advance our product candidate pipeline during 2026. We believe that the combination of our internal research programs, partnerships and acquisitions of external assets will allow us to continue to develop and commercialize innovative therapies for patients with serious and life-threatening rare diseases and medical conditions. We periodically conduct strategic portfolio assessment of research and development programs to determine which we believe have the strongest combination of scientific merit, opportunity for commercial success and potential value creation for stockholders. Based on such strategic portfolio assessments, certain programs that do not meet its threshold for further development and commercialization could be discontinued.
•In July 2026, we submitted our supplemental new drug application (sNDA) to the U.S. Food and Drug Administration (FDA) for the approval of VOXZOGO for the treatment of hypochondroplasia following our announcement in May 2026 that the Phase 3 CANOPY-HCH-3 study met its primary endpoint.
•In July 2026, we announced that the FDA accepted our sNDA for full approval of VOXZOGO in children with achondroplasia, with a Prescription Drug User Fee Act (PDUFA) target action date of February 28, 2027.
•In July 2026, BioMarin and the n-Lorem Foundation entered into a collaboration and global exclusive license agreement to develop a potential first-in-disease antisense oligonucleotide (ASO) medicine for ReNU syndrome, a serious, rare neurodevelopmental condition with no approved targeted therapies.
•In June 2026, the European Commission approved PALYNZIQ for adolescents 12 years and older with PKU. In February 2026, FDA approved PALYNZIQ for adolescents 12 years of age and older with PKU.
•In May 2026, we announced that BMN 401 did not meet one of its two co-primary endpoints for the treatment of ENPP1 deficiency. Following the pivotal ENERGY 3 trial data readout, in August 2026, we made the decision to discontinue development of BMN 401 across all indications.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions, except as otherwise disclosed)
•In April 2026, we acquired Amicus which is expected to strengthen our commercial portfolio with the addition of GALAFOLD and POMBILITI + OPFOLDA. We also acquired U.S. rights to BMN 820 (formerly DMX-200), a potential first-in-class oral CCR2 inhibitor for focal segmental glomerulosclerosis (FSGS). See Note 2 - Acquisitions to our accompanying Condensed Consolidated Financial Statements for additional information regarding the acquisition.
•In April 2026, we obtained senior secured term loan facilities for $2.8 billion in aggregate principal. In February 2026, we issued $850.0 million in aggregate principal amount of 5.5% senior unsecured notes due 2034 (the 2034 Notes). The proceeds from the secured term loan facilities and the 2034 Notes were used to finance a portion of the Amicus acquisition. See “Financial Condition, Liquidity and Capital Resources” below for additional information regarding our indebtedness.
•In April 2026, the first patient was enrolled in the registration-enabling Phase 2/3 study of BMN 333, our long-acting C-type natriuretic peptide (CNP) for achondroplasia.
See the risk factors described under “Business and Operational Risks” section in “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q.
Results of Operations
Net Product Revenues
Net Product Revenues consisted of the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
VOXZOGO $ 252.5 $ 221.4 $ 31.1 $ 472.4 $ 435.1 $ 37.3
Metabolic Conditions:
VIMIZIM 194.4 215.4 (21.0) 404.6 403.8 0.8
NAGLAZYME 135.3 128.9 6.4 265.3 243.2 22.1
PALYNZIQ 135.2 105.9 29.3 224.7 199.2 25.5
GALAFOLD 105.7 — 105.7 105.7 — 105.7
BRINEURA 51.4 48.7 2.7 98.5 89.1 9.4
ALDURAZYME 43.5 56.4 (12.9) 80.3 105.4 (25.1)
POMBILITI + OPFOLDA 30.3 — 30.3 30.3 — 30.3
KUVAN 24.4 27.1 (2.7) 48.4 52.1 (3.7)
ROCTAVIAN 11.7 9.2 2.5 14.3 19.7 (5.4)
Total net product revenues $ 984.4 $ 813.0 $ 171.4 $ 1,744.5 $ 1,547.6 $ 196.9
Net Product Revenues include revenues generated from our commercial products. In the U.S., our commercial products, except for PALYNZIQ and ALDURAZYME, are generally sold to specialty pharmacies or end users, such as hospitals, which act as retailers. PALYNZIQ is distributed in the U.S. through certain certified specialty pharmacies under the PALYNZIQ Risk Evaluation and Mitigation Strategy program, and ALDURAZYME is marketed worldwide by Sanofi. Outside the U.S., our commercial products are sold to authorized distributors or directly to government purchasers or hospitals, which act as the end users.
The increase in Net Product Revenues for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily attributed to the following:
•GALAFOLD and POMBILITI + OPFOLDA: revenues from commercial products acquired on April 27, 2026;
•VOXZOGO: higher sales volume from new patients initiating therapy across all regions; and
•PALYNZIQ: higher sales volume from new patients initiating therapy, primarily in the U.S.
These increases were partially offset by the following:
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
•VIMIZIM: lower sales volume due to timing of large government orders outside the U.S.; and
•ALDURAZYME: lower sales volume due to timing of order fulfillment to Sanofi.
In certain countries, governments place large periodic orders for our products. We expect that the timing of these large government orders will continue to be inconsistent, which has created in the past and may continue to create significant period to period variation in our revenues.
With respect to VOXZOGO, GALAFOLD and POMBILITI + OPFOLDA, see also the risk factors “Our success depends on our ability to manage our growth and execute our corporate strategy.” and “If we fail to compete successfully with respect to product sales, we may be unable to generate sufficient sales to recover our expenses related to the development of a product program or to justify continued marketing of a product and our revenues could be adversely affected.” in "Risk Factors" in Part II, Item 1A of this Quarterly Report for additional information on risk factors that could impact our business and operations.
We face exposure to movements in foreign currency exchange rates, and use foreign currency exchange forward
contracts to hedge a percentage of our foreign currency exposure, primarily the Euro. Certain currencies are not included in our
hedging program, such as the Argentine Peso. With respect to the risks posed by fluctuations of both hedged and unhedged currencies against the U.S. dollar (USD), see the risk factor “Our international operations pose currency risks, which may adversely affect our operating results and net income” in “Risk Factors” included in Part II, Item 1A of this Quarterly Report for additional information.
The following table shows our Net Product Revenues denominated in USD and foreign currencies:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Sales denominated in USD $ 488.3 $ 403.1 $ 85.2 $ 851.0 $ 762.0 $ 89.0
Sales denominated in foreign currencies 496.1 409.9 86.2 893.5 785.6 107.9
Total net product revenues $ 984.4 $ 813.0 $ 171.4 $ 1,744.5 $ 1,547.6 $ 196.9
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Favorable (unfavorable) impact of foreign currency exchange rates on product sales denominated in currencies other than USD $ 6.6 $ (7.1) $ 13.7 $ 15.3 $ (20.7) $ 36.0
The favorable impact for the three and six months ended June 30, 2026 was primarily driven by strengthening of the Euro, partially offset by weakening of the Argentine Peso. The unfavorable impact for the three and six months ended June 30, 2025 was primarily driven by weakening of the Argentine Peso, Brazilian Real and Mexican Peso.
Cost of Sales and Gross Margin
Cost of Sales includes raw materials, personnel and facility and other costs associated with manufacturing our commercial products. These costs include production materials, production costs at our manufacturing facilities, third-party manufacturing costs, amortization of technology transfer intangible assets and internal and external final formulation and packaging costs. Cost of Sales also includes royalties payable to third parties based on sales of our products, idle plant costs, charges for inventory write
downs and amortization of acquired inventory fair value step-up recorded from business combinations.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
The following table summarizes our Cost of Sales and Gross Margin:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Total revenues $ 989.7 $ 825.4 $ 164.3 $ 1,755.9 $ 1,570.6 $ 185.3
Cost of sales $ 202.8 $ 150.1 $ 52.7 $ 397.8 $ 301.6 $ 96.2
Gross margin 79.5 % 81.8 % (2.3) % 77.3 % 80.8 % (3.5) %
Cost of sales increased and Gross margin decreased in the three months ended June 30, 2026 as compared to the three months ended June 30, 2025, primarily due to an increase in sales volume and amortization of acquired inventory fair value step-up associated with the products acquired from Amicus. Cost of sales increased and Gross margin decreased in the six months ended June 30, 2026 as compared to the six months ended June 30, 2025, primarily due to an increase in sales volume, a $31.0 million charge recorded in first quarter of 2026 associated with an unsuccessful process qualification campaign to expand NAGLAZYME manufacturing capabilities, and amortization of acquired inventory fair value step-up.
Research and Development
R&D expense includes costs associated with the research and development of product candidates and post-marketing research commitments related to our commercial products. R&D expense primarily includes preclinical and clinical studies, personnel and raw materials costs associated with manufacturing clinical product, quality control and assurance, other R&D activities, R&D facilities and regulatory costs.
We group all of our R&D activities and related expense into three categories: (i) Research and early pipeline, (ii) Later-stage clinical programs and (iii) Marketed products as follows:
Category Description
Research and early pipeline R&D expense incurred in activities substantially in support of early research through the completion of phase 2 clinical trials, including drug discovery, toxicology, pharmacokinetics and drug metabolism and process development.
Later-stage clinical programs R&D expense incurred in or related to phase 3 clinical programs intended to result in registration of a new product or a new indication for an existing product primarily in the U.S. or the EU.
Marketed products R&D expense incurred in support of our marketed products that are authorized to be sold primarily in the U.S. or the EU. Includes clinical trials designed to gather information on product safety (certain of which may be required by regulatory authorities) and their product characteristics after regulatory approval has been obtained, as well as the costs of obtaining regulatory approval of a product in a new market after approval in either the U.S. or EU has been obtained.
We manage our R&D expense by identifying the R&D activities we anticipate will be performed during a given period and then prioritizing efforts based on scientific data, probability of successful development, market potential, available human and capital resources and other similar considerations. We continually review our product pipeline and the development status of product candidates and, as necessary, reallocate resources among the research and development portfolio that we believe will best support the future growth of our business.
We continuously evaluate the recoverability of costs associated with pre-launch or pre-qualification manufacturing
activities, if any, and capitalize the costs incurred related to those activities if we determine that recoverability is probable and
therefore future revenues are expected. If the related product candidate's marketing application is rejected by the applicable
regulators and the likelihood of future revenues for a product candidate become uncertain, the related manufacturing costs are
expensed as R&D expenses.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
R&D expense consisted of the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Research and early pipeline $ 85.1 $ 96.0 $ (10.9) $ 172.3 $ 186.4 $ (14.1)
Later-stage clinical programs 50.3 13.1 37.2 86.5 27.4 59.1
Marketed products 71.6 52.2 19.4 126.9 106.2 20.7
Total R&D expense $ 207.0 $ 161.3 $ 45.7 $ 385.7 $ 320.0 $ 65.7
The increase in R&D expense for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to higher spend on BMN 401, a later-stage clinical program acquired in the third quarter of 2025, and an increase in R&D spend for two marketed products acquired from Amicus in April 2026. These increases were partially offset by lower spend on Research and early pipeline due to discontinued programs.
Selling, General and Administrative
Sales and marketing (S&M) expense primarily consisted of employee-related expenses for our sales group, brand marketing, patient support groups and pre-commercialization expenses related to our product candidates. General and administrative (G&A) expense primarily consisted of corporate support and other administrative expenses, including employee-related expenses.
SG&A expense consisted of the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
S&M $ 142.2 $ 122.1 $ 20.1 $ 267.1 $ 224.6 $ 42.5
G&A 253.3 110.2 143.1 386.7 213.8 172.9
Total SG&A expense $ 395.5 $ 232.3 $ 163.2 $ 653.8 $ 438.4 $ 215.4
S&M expense consisted of the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Metabolic Conditions $ 75.8 $ 56.0 $ 19.8 $ 139.1 $ 104.6 $ 34.5
VOXZOGO 48.8 42.9 5.9 93.1 77.4 15.7
Other 17.6 23.2 (5.6) 34.9 42.6 (7.7)
Total S&M expense $ 142.2 $ 122.1 $ 20.1 $ 267.1 $ 224.6 $ 42.5
The increase in S&M expense for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to expenses associated with commercial products acquired in the Amicus transaction and higher spend related to global expansion of VOXZOGO.
The increase in G&A expense for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to integration and restructuring charges related to the acquisition of Amicus and incremental administrative costs related to ongoing support of corporate initiatives.
Intangible Asset Amortization
Intangible Asset Amortization was as follows:
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Amortization of intangible assets $ 73.5 $ 4.8 $ 68.7 $ 78.0 $ 9.7 $ 68.3
The increase in Amortization of intangible assets for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to the amortization of the intangible assets acquired from Amicus on April 27, 2026. With the addition on the acquired intangible assets, we expect amortization of intangible assets to increase over the next 12 months.
Interest Income
We invest our cash equivalents and investments in U.S. government securities and other high credit quality debt securities in order to limit default and market risk.
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Interest income $ 10.5 $ 18.8 $ (8.3) $ 33.0 $ 37.8 $ (4.8)
The decrease in Interest income for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to lower cash and investment balances as investments were liquidated to fund a portion of the Amicus transaction. We expect Interest income to decrease over the next 12 months due to lower cash and investment balances.
Interest Expense
We incur interest expense primarily on our long-term debt. Interest Expense for the periods presented was as follows:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Interest expense $ 63.3 $ 2.7 $ 60.6 $ 78.3 $ 5.5 $ 72.8
The increase in Interest expense for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to borrowings obtained to finance a portion of the Amicus transaction in April 2026. The increase was also partially attributable to bridge commitment fees that were amortized to interest expense following the termination of the bridge commitment. We expect Interest expense to increase over the next 12 months due to long-term debt financings completed in 2026. See Note 7 - Debt to our accompanying Condensed Consolidated Financial Statements for additional information regarding our debt.
Other Income, Net
Other Income, Net for the periods presented was as follows:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Other income, net $ 3.3 $ 4.8 $ (1.5) $ 7.2 $ 2.9 $ 4.3
Other Income, Net for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 was relatively flat. The increase in Other Income, Net for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 was primarily due to gain on sale of marketable securities resulting from the sale of our short-term and long-term investments to fund the Amicus transaction.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
Provision for Income Taxes
The Provision for Income Taxes for the periods presented was as follows:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change 2026 2025 Change
Provision for income taxes $ 16.6 $ 57.3 $ (40.7) $ 52.3 $ 109.7 $ (57.4)
The decrease in Provision for Income Taxes for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025 was primarily due to lower pre-tax income.
Financial Condition, Liquidity and Capital Resources
Our cash, cash equivalents and investments as of June 30, 2026 and December 31, 2025 were as follows:
June 30, 2026 December 31, 2025 Change
Cash and cash equivalents $ 874.0 $ 1,311.7 $ (437.7)
Short-term investments — 248.9 (248.9)
Long-term investments — 492.2 (492.2)
Total cash, cash equivalents and investments $ 874.0 $ 2,052.8 $ (1,178.8)
We believe cash generated from sales of our commercial products, in addition to our cash, cash equivalents and external financings, will be sufficient to satisfy our liquidity requirements for at least the next 12 months, including our debt service commitments relating to the Amicus acquisition. We believe we will meet longer-term expected future cash requirements and obligations through a combination of cash flows from operating activities and available cash. We will need to raise additional funds by issuing equity, debt or convertible securities, taking loans or entering into collaborative or other agreements if we are unable to satisfy our liquidity requirements. For example, we may require additional financing to fund the repayment of our outstanding indebtedness, future milestone payments and our future operations, including the commercialization of our products and product candidates currently under development, preclinical studies and clinical trials, and potential licenses and acquisitions. The timing and mix of our funding alternatives could change depending on many factors, including how much we elect to spend on our development programs, potential licenses and acquisitions of complementary technologies, products and companies or if we settle our long-term debt in cash. In addition, depending on prevailing market conditions, our liquidity requirements, contractual restrictions, and other factors, we may also from time to time seek to retire or purchase our outstanding convertible debt through cash purchases and/or exchanges for equity securities, in open market purchases, privately negotiated transactions or otherwise.
We are mindful that conditions in the current macroeconomic environment, such as inflation, changes in interest and foreign currency exchange rates, natural disasters, geopolitical instability, wars and military conflicts, impact of new or increased tariffs and escalating trade tensions, regulatory uncertainty, and supply chain disruptions could affect our ability to achieve our goals. In addition, we sell our products in certain countries that face economic volatility and weakness. Although we have historically collected receivables from customers in such countries, sustained weakness or further deterioration of the local economies and currencies may cause customers in those countries to be unable to pay for our products. We will continue to monitor these conditions and will attempt to adjust our business processes, as appropriate, to mitigate macroeconomic risks to our business.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
Our cash flows are summarized as follows:
Six Months Ended June 30,
2026 2025 Change
Net cash provided by operating activities $ 388.8 $ 359.7 $ 29.1
Net cash used in investing activities $ (4,376.4) $ (40.8) $ (4,335.6)
Net cash provided by (used in) financing activities $ 3,551.5 $ (43.4) $ 3,594.9
The increase in net cash provided by operating activities in the six months ended June 30, 2026 compared to June 30, 2025 was primarily attributed to timing of cash receipts from our customers and a decrease in inventory purchases, partially offset by a decrease in Net Income.
The increase in net cash used in investing activities in the six months ended June 30, 2026 compared to June 30, 2025 was primarily attributable to approximately $5.1 billion net cash paid for acquisition of Amicus, partially offset by higher net maturities of marketable securities.
The increase in net cash provided by financing activities in the six months ended June 30, 2026 compared to June 30, 2025 was primarily attributable to proceeds from the secured term loan facilities and the 2034 Notes.
Financing
As of June 30, 2026, we had approximately $4.3 billion (undiscounted) aggregate principal amount of indebtedness, which requires and will require material cash payments for interest and principal. Our indebtedness consisted of:
•$600.0 million aggregate principal amount of 1.25% senior subordinated convertible notes due May 2027 (the 2027 Notes);
•$850.0 million aggregate principal amount of 5.5% senior unsecured notes due February 2034;
•$800.0 million outstanding under a senior secured term loan A facility maturing in April 2031 (the Term Loan A Facility); and
•$2,000.0 million outstanding under a senior secured term loan B facility maturing in April 2033 (the Term Loan B Facility, and, together with the Term Loan A Facility, the Term Facilities).
In April 2026, we used the net proceeds from the 2034 Notes, borrowings under the Term Facilities and approximately $1.7 billion of cash on hand to fund the consideration payable in connection with the Amicus acquisition, totaling approximately $5.3 billion. As a result of the acquisition financing, the aggregate principal amount of our indebtedness increased from approximately $1.5 billion as of March 31, 2026 to approximately $4.3 billion as of June 30, 2026.
Our increased indebtedness has increased our cash requirements, including fixed-rate interest payments on the 2027 Notes and 2034 Notes, variable-rate interest payments and scheduled principal payments under the Term Facilities. The 2027 Notes mature in May 2027 and, to the extent not converted, repurchased, refinanced or otherwise settled before maturity, will be required to be paid in cash. See also “In addition, our ability to refinance our indebtedness will depend on capital markets and our financial condition at such time” in “Risk Factors” included in Part II, Item 1A of this Quarterly Report.
In April 2026, we also entered into a $600.0 million senior secured revolving credit facility maturing in April 2031 (the 2026 Revolving Facility and, together with the Term Facilities, the 2026 Senior Secured Credit Facilities). As of June 30, 2026, $600.0 million was available under the 2026 Revolving Facility subject to satisfaction of the applicable borrowing conditions under the credit agreement governing the 2026 Senior Secured Credit Facilities (the 2026 Credit Agreement), for working capital and general corporate purposes. As of June 30, 2026, there were no amounts outstanding under the 2026 Revolving Facility.
In August 2024, we entered into an unsecured revolving credit facility (2024 Revolving Facility) providing for $600.0 million in revolving loan commitments. The 2024 Revolving Facility was intended to finance ongoing working capital needs and for other general corporate purposes. In April 2026, in connection with the entry into the 2026 Senior Secured Credit Facilities, we terminated the 2024 Revolving Facility.
Borrowings under the Term Facilities bear interest, at our option, at either (a) an alternate base rate, which is defined as a fluctuating rate per annum equal to the greatest of (i) the prime rate then in effect, (ii) the federal funds effective rate then in effect plus 0.50% per annum, (iii) a term Secured Overnight Financing Rate (SOFR) rate determined on the basis of a one-month interest period plus 1.00% per annum and (iv) 1.00%, in each case, plus the applicable margin, or (b) a term SOFR rate based on a one-, three- or six-month interest period, plus the applicable margin. The applicable margin for borrowings under the Term Loan B Facility is 0.75% for alternate base rate borrowings and 1.75% for term SOFR borrowings. The applicable margin for borrowings under the
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
Term Loan A Facility is initially 0.75% for alternate base rate borrowings and 1.75% for term SOFR borrowings and, beginning on the first business day immediately following delivery of the compliance certificate for the first full fiscal quarter ending after April 27, 2026, ranges from 0.00% to 0.75% for alternate base rate borrowings and from 1.00% to 1.75% for term SOFR borrowings, in each case based on our total net leverage ratio. Dollar-denominated borrowings under the 2026 Revolving Facility, if any, bear interest on the same basis and at the same applicable margins as borrowings under the Term Loan A Facility. Interest on alternate base rate borrowings is payable quarterly in arrears on the last business day of March, June, September and December and on the applicable maturity date. Interest on term SOFR borrowings is payable in arrears on the last day of the applicable interest period or, if earlier, on the maturity date of the applicable facility and, for any interest period exceeding three months, every three months after the beginning of such interest period. As a result, our interest expense and cash requirements under the Term Facilities will vary based on changes in applicable benchmark interest rates. See also “Interest Rate Market Risk” in “Quantitative and Qualitative Disclosures About Market Risk” included in Part I, Item 3 of this Quarterly Report.
Our obligations under the 2026 Credit Agreement are guaranteed by certain of our subsidiaries and secured by first-priority liens on substantially all of our and the guarantors’ assets, subject to specified exceptions. The 2026 Credit Agreement contains customary affirmative and negative covenants, including covenants that restrict, subject to specified exceptions, our ability to incur additional indebtedness, create liens, make investments, pay dividends or make other restricted payments, dispose of assets and enter into transactions with affiliates. In addition, the Term Loan A Facility and 2026 Revolving Facility require us to maintain a maximum Total Net Leverage Ratio (as defined in the 2026 Credit Agreement) of 3.50 to 1.00, subject to a temporary increase to 4.00 to 1.00 in connection with certain acquisitions, and a minimum Interest Coverage Ratio (as defined in the 2026 Credit Agreement) of 3.00 to 1.00. As of June 30, 2026, we are in compliance with these covenants.
See Note 7 - Debt to our Condensed Consolidated Financial Statements for additional information regarding our indebtedness and the 2026 Senior Secured Credit Facilities and Note 10 to the Consolidated Financial Statements accompanying our Annual Report on Form 10-K for the year ended December 31, 2025.
Material Cash Requirements
Material Indebtedness
Our increased indebtedness has increased our cash requirements, including fixed-rate interest payments on the 2027 Notes and 2034 Notes, variable-rate interest payments and scheduled principal payments under the Term Facilities. See Note 7 - Debt to our Condensed Consolidated Financial Statements for additional information regarding our indebtedness.
Purchase and Lease Obligations, and Unrecognized Tax Benefits
As of June 30, 2026, we had obligations of approximately $854.4 million, of which $361.5 million is expected to be paid in 2026. Our purchase obligations are primarily related to firm purchase commitments entered into in the normal course of business to procure active pharmaceutical ingredients, certain inventory-related items, certain third-party R&D services, production services and facility construction services.
Our lease commitments and unrecognized tax benefits as of June 30, 2026 have not materially changed from those discussed in “Financial Condition, Liquidity and Capital Resources” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2025.
See Note 13 - Commitments and Contingencies to our accompanying Condensed Consolidated Financial Statements for additional information on our commitments.
Critical Accounting Estimates
In preparing our Condensed Consolidated Financial Statements in accordance with U.S. GAAP and pursuant to the rules and regulations promulgated by the Securities and Exchange Commission (the SEC), we make assumptions, judgments and estimates that can have a significant impact on our net income/loss and affect the reported amounts of certain assets, liabilities, revenues and expenses, and related disclosures. On an ongoing basis, we evaluate our estimates and discuss our critical accounting policies and estimates with the Audit Committee of our Board of Directors. We base our estimates on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions. Historically, our assumptions, judgments and estimates relative to our critical accounting estimates have not differed materially from actual results.
There have been no significant changes to our critical accounting estimates during the six months ended June 30, 2026, compared to those disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 26, 2026.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations (continued)
(In millions of U.S. dollars, except as otherwise disclosed)
Recent Accounting Pronouncements
See Note 1 - Business Overview and Significant Accounting Policies to our accompanying Condensed Consolidated Financial Statements for a description of recent accounting pronouncements, if any, and our expectation of their impact on our results of operations and financial condition.
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