UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
þQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017March 31, 2018
OR
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from_____________to___________                 
Commission File Number 333-199861
MYLAN N.V.
(Exact name of registrant as specified in its charter)
The Netherlands 98-1189497
(State or other jurisdiction
of incorporation or organization)
 
(I.R.S. Employer
Identification No.)
Building 4, Trident Place, Mosquito Way, Hatfield, Hertfordshire, AL10 9UL, England
(Address of principal executive offices)
+44 (0) 1707-853-000
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  þ    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ Accelerated filer ¨
       
Non-accelerated filer 
¨  (Do not check if a smaller reporting company)
 Smaller reporting company ¨
       
    Emerging growth company ¨
       
If an emerging growth company, indicate by check mark if the registrant has elected not to us the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  þ
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
As of November 2, 2017,May 4, 2018, there were 536,436,323515,445,063 of the issuer’s €0.01 nominal value ordinary shares outstanding.
 

MYLAN N.V. AND SUBSIDIARIES
INDEX TO FORM 10-Q
For the Quarterly Period Ended
September 30, 2017March 31, 2018

  
 Page
 PART I — FINANCIAL INFORMATION 
ITEM 1.Condensed Consolidated Financial Statements (unaudited) 
 
Condensed Consolidated Statements of Operations — Three and Nine Months Ended September 30,March 31, 2018 and 2017 and 2016
3
 
Condensed Consolidated Statements of Comprehensive Earnings — Three and Nine Months Ended September 30,March 31, 2018 and 2017 and 2016
4
 
Condensed Consolidated Balance Sheets — September 30, 2017March 31, 2018 and December 31, 20162017
5
 
Condensed Consolidated Statements of Cash Flows — NineThree Months Ended September 30,March 31, 2018 and 2017 and 2016
6
   
 
Notes to Condensed Consolidated Financial Statements
7
   
ITEM 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
6256
   
ITEM 3.
Quantitative and Qualitative Disclosures About Market Risk
8270
   
ITEM 4.
Controls and Procedures
8270
   
 PART II — OTHER INFORMATION 
ITEM 1.
Legal Proceedings
8371
   
ITEM 1A.
Risk Factors
8371
   
ITEM 5.2.
Other InformationUnregistered Sales of Equity Securities and Use of Proceeds
8371
   
ITEM 6.
Exhibits
8472
   
SIGNATURES
 
8573

PART I — FINANCIAL INFORMATION

MYLAN N.V. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(Unaudited; in millions, except per share amounts)
Three Months Ended Nine Months EndedThree Months Ended
September 30, September 30,March 31,
2017 2016 2017 20162018 2017
Revenues:          
Net sales$2,956.3
 $3,029.5
 $8,570.2
 $7,745.5
$2,650.4
 $2,687.4
Other revenues30.8
 27.6
 98.6

63.6
34.1

32.1
Total revenues2,987.1
 3,057.1
 8,668.8
 7,809.1
2,684.5
 2,719.5
Cost of sales1,809.0
 1,773.8
 5,180.3
 4,447.1
1,700.2
 1,634.5
Gross profit1,178.1
 1,283.3
 3,488.5
 3,362.0
984.3
 1,085.0
Operating expenses:          
Research and development182.3
 199.1
 580.9
 632.2
204.9
 217.5
Selling, general and administrative664.6
 656.9
 1,916.8
 1,787.6
607.5
 630.8
Litigation settlements and other contingencies, net15.2
 558.0
 (25.8) 556.4
16.2
 9.0
Total operating expenses862.1
 1,414.0
 2,471.9
 2,976.2
828.6
 857.3
Earnings (loss) from operations316.0
 (130.7) 1,016.6
 385.8
Earnings from operations155.7
 227.7
Interest expense131.8
 144.4
 406.3
 305.0
131.7
 138.2
Other expense, net4.6
 50.2
 34.4
 184.0
13.5
 17.9
Earnings (loss) before income taxes179.6
 (325.3) 575.9
 (103.2)
Income tax provision (benefit)91.3
 (205.5) 124.2
 (165.7)
Net earnings (loss)$88.3
 $(119.8) $451.7
 $62.5
Earnings (loss) per ordinary share:       
Earnings before income taxes10.5
 71.6
Income tax (benefit) provision(76.6) 5.2
Net earnings$87.1
 $66.4
Earnings per ordinary share:   
Basic$0.17
 $(0.23) $0.84
 $0.12
$0.17
 $0.12
Diluted$0.16
 $(0.23) $0.84
 $0.12
$0.17
 $0.12
Weighted average ordinary shares outstanding:          
Basic535.2
 523.6
 534.9
 505.9
514.4
 534.5
Diluted537.0
 523.6
 537.0
 515.2
516.8
 536.9



See Notes to Condensed Consolidated Financial Statements
3

Table of Contents

MYLAN N.V. AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Earnings
(Unaudited; in millions)
Three Months Ended Nine Months EndedThree Months Ended
September 30, September 30,March 31,
2017 2016 2017 20162018 2017
Net earnings (loss)$88.3
 $(119.8) $451.7
 $62.5
Net earnings$87.1
 $66.4
Other comprehensive earnings (loss), before tax:          
Foreign currency translation adjustment423.0
 290.6
 1,831.9
 645.5
261.9
 434.2
Change in unrecognized gain (loss) and prior service cost related to defined benefit plans1.1
 0.1
 2.4
 (0.3)(4.3) —
Net unrecognized (loss) gain on derivatives in cash flow hedging relationships(4.5) 22.8
 29.2
 (22.9)(32.0) 32.4
Net unrecognized loss on derivatives in net investment hedging relationships(72.1) (10.4) (203.2) (10.4)(59.2) (9.9)
Net unrealized (loss) gain on marketable securities(8.9) 21.5
 3.5
 32.5
(0.4) 7.7
Other comprehensive earnings, before tax338.6
 324.6
 1,663.8
 644.4
166.0
 464.4
Income tax (benefit) provision(5.8) 13.7
 11.3
 0.5
(11.2) 13.7
Other comprehensive earnings, net of tax344.4
 310.9
 1,652.5
 643.9
177.2
 450.7
Comprehensive earnings$432.7
 $191.1
 $2,104.2
 $706.4
$264.3
 $517.1




See Notes to Condensed Consolidated Financial Statements
4

Table of Contents

MYLAN N.V. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Unaudited; in millions, except share and per share amounts)
September 30,
2017		 December 31,
2016		March 31,
2018		 December 31,
2017
ASSETS
Assets      
Current assets:      
Cash and cash equivalents$614.9
 $998.8
$367.4
 $292.1
Accounts receivable, net3,220.2
 3,310.9
3,024.8
 3,612.4
Inventories2,548.1
 2,456.4
2,641.1
 2,542.7
Prepaid expenses and other current assets883.4
 756.4
728.0
 766.1
Total current assets7,266.6
 7,522.5
6,761.3
 7,213.3
Property, plant and equipment, net2,310.0
 2,322.2
2,275.2
 2,339.1
Intangible assets, net15,270.5
 14,447.8
15,047.6
 15,245.8
Goodwill9,984.7
 9,231.9
10,318.3
 10,205.7
Deferred income tax benefit559.8
 633.2
497.6
 496.8
Other assets427.3
 568.6
284.5
 305.6
Total assets$35,818.9
 $34,726.2
$35,184.5
 $35,806.3
      
LIABILITIES AND EQUITY
Liabilities      
Current liabilities:      
Trade accounts payable$1,276.1
 $1,348.1
$1,386.6
 $1,452.5
Short-term borrowings—
 46.4
355.5
 46.5
Income taxes payable14.8
 97.7
31.6
 112.9
Current portion of long-term debt and other long-term obligations793.0
 290.0
2,325.8
 1,808.9
Other current liabilities2,900.1
 3,258.5
2,287.3
 2,964.5
Total current liabilities4,984.0
 5,040.7
6,386.8
 6,385.3
Long-term debt13,992.4
 15,202.9
12,451.4
 12,865.3
Deferred income tax liability2,138.4
 2,006.4
2,042.4
 2,012.4
Other long-term obligations1,412.5
 1,358.6
1,127.2
 1,235.7
Total liabilities22,527.3
 23,608.6
22,007.8
 22,498.7
Equity      
Mylan N.V. shareholders’ equity      
Ordinary shares — nominal value €0.01 per ordinary share
      
Shares authorized: 1,200,000,000      
Shares issued: 537,660,870 and 536,639,291 as of September 30, 2017 and December 31, 20166.0
 6.0
Shares issued: 538,861,761 and 537,902,426 as of March 31, 2018 and December 31, 20176.0
 6.0
Additional paid-in capital8,570.5
 8,499.3
8,610.3
 8,586.0
Retained earnings5,393.8
 4,942.1
5,751.6
 5,644.5
Accumulated other comprehensive loss(611.2) (2,263.7)(191.5) (361.2)
13,359.1
 11,183.7
14,176.4
 13,875.3
Noncontrolling interest—
 1.4
Less: Treasury stock — at cost      
Ordinary shares: 1,311,193 as of September 30, 2017 and December 31, 201667.5
 67.5
Ordinary shares: 23,490,867 and 13,695,251 as of March 31, 2018 and December 31, 2017999.7
 567.7
Total equity13,291.6
 11,117.6
13,176.7
 13,307.6
Total liabilities and equity$35,818.9
 $34,726.2
$35,184.5
 $35,806.3


See Notes to Condensed Consolidated Financial Statements
5

Table of Contents

MYLAN N.V. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited; in millions)
Nine Months EndedThree Months Ended
September 30,March 31,
2017 20162018 2017
Cash flows from operating activities:      
Net earnings$451.7
 $62.5
$87.1
 $66.4
Adjustments to reconcile net earnings to net cash provided by operating activities:      
Depreciation and amortization1,279.8
 1,046.4
498.5
 415.5
Share-based compensation expense64.2
 71.1
21.4
 23.1
Deferred income tax expense (benefit)17.4
 (356.6)
Deferred income tax expense16.0
 35.6
Loss from equity method investments77.2
 85.5
23.1
 33.2
Other non-cash items265.4
 226.1
38.0
 98.8
Litigation settlements and other contingencies, net(45.2) 558.6
16.4
 8.9
Write off of financing fees—
 35.8
Unrealized losses on acquisition-related foreign currency derivatives—
 128.6
Changes in operating assets and liabilities:      
Accounts receivable216.2
 183.3
370.2
 286.7
Inventories(87.9) (336.7)(157.6) (105.6)
Trade accounts payable(187.4) (45.0)(92.8) (242.7)
Income taxes(149.3) 51.3
(155.7) (175.0)
Other operating assets and liabilities, net(332.8) (13.2)(42.8) 8.0
Net cash provided by operating activities1,569.3
 1,697.7
621.8
 452.9
Cash flows from investing activities:      
Cash paid for acquisitions, net(71.6) (6,151.7)(63.3) (71.6)
Capital expenditures(156.4) (239.5)(30.7) (58.4)
Proceeds from the sale of assets31.1
 —
—
 31.1
Change in restricted cash12.6
 (50.5)
Purchase of marketable securities(8.9) (22.8)(7.5) (2.3)
Proceeds from the sale of marketable securities8.9
 15.8
15.0
 2.3
Cash paid for Meda's unconditional deferred payment—
 (308.0)
Settlement of acquisition-related foreign currency derivatives—
 (128.6)
Payments for product rights and other, net(558.8) (196.3)(342.4) (77.9)
Net cash used in investing activities(743.1) (7,081.6)(428.9) (176.8)
Cash flows from financing activities:      
Proceeds from issuance of long-term debt498.4
 —
Payments of long-term debt(1,747.3) (1,067.0)(498.0) (550.0)
Purchase of ordinary shares(432.0) —
Change in short-term borrowings, net(48.3) 48.6
309.1
 (17.6)
Taxes paid related to net share settlement of equity awards(7.4) (12.9)(8.9) (6.1)
Contingent consideration payments(10.1) (15.5)(0.2) (3.8)
Payments of financing fees(8.7) (95.3)(0.4) (3.7)
Proceeds from issuance of long-term debt555.8
 6,519.8
Proceeds from exercise of stock options12.8
 11.1
10.8
 5.0
Acquisition of noncontrolling interest—
 (1.0)
Other items, net(0.7) 1.6
(0.2) 0.5
Net cash (used in) provided by financing activities(1,253.9) 5,389.4
Net cash used in financing activities(121.4) (575.7)
Effect on cash of changes in exchange rates43.8
 15.1
3.7
 12.2
Net (decrease) increase in cash and cash equivalents(383.9) 20.6
Cash and cash equivalents — beginning of period998.8
 1,236.0
Cash and cash equivalents — end of period$614.9
 $1,256.6
Net increase (decrease) in cash, cash equivalents and restricted cash75.2
 (287.4)
Cash, cash equivalents and restricted cash — beginning of period369.9
 1,147.0
Cash, cash equivalents and restricted cash — end of period$445.1
 $859.6

See Notes to Condensed Consolidated Financial Statements
6

Table of Contents
MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited)


1.General
The accompanying unaudited Condensed Consolidated Financial Statements (“interim financial statements”) of Mylan N.V. and subsidiaries (“Mylan” or the “Company”) were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for reporting on Form 10-Q; therefore, as permitted under these rules, certain footnotes and other financial information included in audited financial statements were condensed or omitted. The interim financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the interim results of operations, comprehensive earnings, financial position and cash flows for the periods presented.
These interim financial statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto in Mylan N.V.’s Annual Report on Form 10-K for the year ended December 31, 20162017, as amended. The December 31, 20162017 Condensed Consolidated Balance Sheet was derived from audited financial statements.
The interim results of operations, and comprehensive earnings for the three and nine months ended September 30, 2017 and cash flows for the ninethree months ended September 30, 2017March 31, 2018 are not necessarily indicative of the results to be expected for the full fiscal year or any other future period.
2.Revenue Recognition and Accounts Receivable
TheOn January 1, 2018, the Company recognizesadopted Accounting Standards Codification (“ASC”) Topic 606 Revenue from Contracts with Customers (“ASC 606”) using the modified retrospective method applied to those contracts which were not completed as of the date of adoption. Results for reporting periods beginning on January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with ASC Topic 605 Revenue Recognition (“ASC 605”). Under ASC 605, the Company recognized net sales when title and risk of loss pass to its customers and when provisions for estimates, as described below, were reasonably determinable.
Under ASC 606, the Company recognizes net revenue for product sales when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Revenues are recorded net of provisions for variable consideration, including discounts, sales allowances,rebates, governmental rebate programs, price adjustments, returns, chargebacks, promotional programs and other sales allowances. Accruals for these provisions are presented in the interim financial statements as reductions in determining net sales and as a contra asset in accounts receivable, net (if settled via credit) and other current liabilities (if paid in cash). The following briefly describes the nature of our provisions for variable consideration and how such provisions are estimated:
Chargebacks: the Company has agreements with certain indirect customers, such as independent pharmacies, managed care organizations, hospitals, nursing homes, governmental agencies and pharmacy benefit managers, which establish contract prices for certain products. The indirect customers then independently select a wholesaler from which to purchase the products at these contracted prices. Alternatively, certain wholesalers may enter into agreements with indirect customers that establish contract pricing for certain products, which the wholesalers provide. Under either arrangement, Mylan will provide credit to the wholesaler for any difference between the contracted price with the indirect party and the wholesaler’s invoice price. Such credits are called chargebacks. The provision for chargebacks is based on expected sell-through levels by our wholesaler customers to indirect customers, as well as estimated wholesaler inventory levels.
Rebates, promotional programs and other sales allowances: this category includes rebate and other programs to assist in product sales. These programs generally provide that the customer receives credit directly related to the amount of purchases or credits upon the attainment of pre-established volumes. Also included in this category are reasonably determinable.prompt pay discounts, administrative fees and price adjustments to reflect decreases in the selling prices of products.
Returns: consistent with industry practice, Mylan maintains a return policy that allows customers to return a product, which varies country by country in accordance with local practices, generally within a specified period prior (six months) and subsequent to the expiration date (twelve months). The Company’s estimate of the provision for returns is generally based upon historical experience with actual returns.
Governmental rebate programs: government reimbursement programs include Medicare, Medicaid, and State Pharmacy Assistance Programs established according to statute, regulations and policy. Manufacturers of pharmaceutical products that are covered by the Medicaid program are required to pay rebates to each state based on a statutory formula set forth in the Social Security Act. Medicare beneficiaries are eligible to obtain discounted

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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


prescription drug coverage from private sector providers. In addition, certain states have also implemented supplemental rebate programs that obligate manufacturers to pay rebates in excess of those required under federal law. Our estimate of these rebates is based on the historical trends of rebates paid as well as on changes in wholesaler inventory levels and increases or decreases in the level of sales. Also, includes price reductions that are mandated by law outside of the U.S.
Wholesaler and distributor inventory levels of our products can fluctuate throughout the year due to the seasonality of certain products, the timing of product demand and other factors. Such fluctuations may impact the comparability of our net sales between periods.
Consideration received for royalty or profit share from licenses of intellectual property, which are based on sales of licensed products and technology, is recorded when the customer’s subsequent sales or usages occur. Royalty revenue is included in other revenue in the Consolidated Statements of Operations.
The Company elected to apply the following practical expedients and elections in connection with the adoption of ASC 606: i) taxes collected from customers and remitted to government authorities and that are related to the sales of the Company’s products, primarily in Europe, are excluded from revenues, and ii) shipping and handling activities are accounted for as fulfillment costs and are recorded in selling, general and administrative expense (“SG&A”). Payment terms related to product sales vary by jurisdiction and customer, but revenue for product sales has not been adjusted for the effects of a financing component as we expect that the period between when we transfer control of the product and when we receive payment to be one year or less.
Revenue Disaggregation
The following table presents the Company’s net sales by therapeutic franchise for each of our reportable segments for the three months ended March 31, 2018:
(In millions)North America Europe Rest of World Total
Three Months Ended March 31, 2018       
Central Nervous System & Anesthesia$199.6
 $225.4
 $82.9
 $507.9
Infectious Disease46.4
 64.5
 169.0
 279.9
Respiratory & Allergy113.9
 127.6
 46.6
 288.1
Cardiovascular90.4
 146.8
 39.5
 276.7
Gastroenterology44.1
 153.2
 66.1
 263.4
Diabetes & Metabolism109.6
 73.8
 24.8
 208.2
Dermatology94.5
 80.3
 24.9
 199.7
Women’s Healthcare93.1
 70.0
 19.2
 182.3
Oncology109.3
 18.8
 30.9
 159.0
Immunology14.0
 2.5
 8.4
 24.9
Other (1)
70.4
 75.5
 114.4
 260.3
Total$985.3
 $1,038.4
 $626.7
 $2,650.4
____________
(1)
Other consists of numerous therapeutic franchises, none of which individually exceeds 5% of consolidated net sales.

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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Variable Consideration and Accounts Receivable
The following table presents a reconciliation of gross sales to net sales by each significant category of variable consideration during the three months ended March 31, 2018:
(In millions) 
Gross sales$4,732.3
Gross to net adjustments: 
Chargebacks(872.1)
Rebates, promotional programs and other sales allowances(1,030.6)
Returns(77.3)
Governmental rebate programs(101.9)
Total gross to net adjustments$(2,081.9)
Net sales$2,650.4
Accounts receivable are presented net of allowances relating to these provisions.certain variable consideration adjustments that are settled via credit. No significant revisions were made to the methodology used in determining these provisions or the nature of the provisions during the ninethree months ended September 30, 2017.March 31, 2018. Such allowances were $1.92$1.82 billion and $2.05$1.98 billion at September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively. Other current liabilities include $808.9$626.1 million and $809.0$818.0 million at September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively, for certain sales allowances and othervariable consideration adjustments that are settled in cash.
Accounts receivable, net was comprised of the following at September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively:
(In millions)September 30,
2017		 December 31,
2016		March 31,
2018		 December 31,
2017
Trade receivables, net$2,822.6
 $3,015.4
$2,555.3
 $3,173.1
Other receivables397.6
 295.5
469.5
 439.3
Accounts receivable, net$3,220.2
 $3,310.9
$3,024.8
 $3,612.4
Through its wholly owned subsidiary Mylan Pharmaceuticals Inc. (“MPI”), the Company has access to a $400$400 million accounts receivable securitization facility (the “Receivables Facility”). The receivables underlying any borrowings are included in accounts receivable, net, in the Condensed Consolidated Balance Sheets.Sheets. There were $785.6$493.7 million and $1.13$1.04 billion of securitized accounts receivable at September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively.
3.Recent Accounting Pronouncements
Accounting Standards Issued Not Yet Adopted    
In August 2017,February 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update 2018-02, Income Statement - Reporting Comprehensive Income, (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the newly enacted federal corporate income tax rate under the comprehensive tax legislation enacted by the U.S. government on December 22, 2017 commonly referred to as the Tax Cuts and Jobs Act. The amount of the reclassification would be the difference between the historical corporate income tax rate and the newly enacted 21% corporate income tax rate. The new standard is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2018 with early adoption in any interim period permitted. The Company is currently assessing the impact of the adoption of this guidance on its consolidated financial statements and disclosures.
In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases (Topic 842) which supersedes FASB Topic 840, Leases (Topic 840) (“ASU 2016-02”) and provides principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on

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a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for similar to existing guidance for operating leases. In January 2018, the FASB issued Accounting Standards Update 2018-01, Leases (Topic 842) Land Easement Practical Expedient for Transition to Topic 842, which amends ASU 2016-02 to provide entities an optional transition practical expedient to not evaluate under Topic 842 existing or expired land easements that were not previously accounted for as leases under the current leases guidance in Topic 842. An entity that elects this practical expedient should evaluate new or modified land easements under Topic 842 beginning at the date that the entity adopts Topic 842. The standard will be effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is currently assessing the impact of the adoption of this guidance on its consolidated financial statements and disclosures.
Adoption of New Accounting Standards
In August 2017, the FASB issued Accounting Standards Update 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). The objective of this update is to improve the financial reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements. The amendments in this update also make certain targeted improvements to simplify the application of the hedge accounting guidance in current U.S. GAAP based on feedback received from preparers, auditors, users, and other stakeholders. This guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted, including adoption in any interim period. The Company is currently assessing the impact of the adoption ofhas elected to early adopt this guidance as of January 1, 2018 and will apply it on its consolidated financial statements and disclosures.    a prospective basis. Upon adoption, the Company recorded a cumulative effect adjustment.

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In May 2017, the FASB issued Accounting Standards Update 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting (“ASU 2017-09”), which amends the scope of modification accounting for share-based payment arrangements. ASU 2017-09 provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under Accounting Standards CodificationTopic 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions and classification of the awards are the same immediately before and after the modification. This guidance is effective for fiscal years,As required, the Company applied the provisions of ASU 2017-09 on a prospective basis as of January 1, 2018 and interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period. The Company is currently assessing the impact of the adoption of this guidancedid not have a material impact on its condensed consolidated financial statements and disclosures.statements.
In March 2017, the FASB issued Accounting Standards Update 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost(“ASU 2017-07”), which requires companies to disaggregate the service cost component from the other components of net benefit cost and disclose the amount of net benefit cost that is included in the income statement or capitalized in assets, by line item. This guidance requires companies to report the service cost component in the same line item(s) as other compensation costs and to report other pension-related costs (which include interest costs, amortization of pension-related costs from prior periods and gains or losses on plan assets) separately and exclude them from the subtotal of operating income. This guidance also allows only the service cost component to be eligible for capitalization when applicable. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. This guidance should be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets. The update allows a practical expedient that permits a company to use the amounts disclosed in its pension and other postretirement plan note for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. TheAs required, the Company is currently assessingapplied the impactprovisions of the adoption of this guidance on its consolidated financial statements and disclosures.
In January 2017, the FASB issued Accounting Standards Update 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test which previously required measurement of any goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Under ASU 2017-04, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; without exceeding the total amount of goodwill allocated to that reporting unit. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company has elected to early adopt this guidance2017-07 as of January 1, 20172018 and is applying it on a prospective basis. Thethe adoption did not have a material impact on its condensed consolidated financial statements.
In January 2017,November 2016, the FASB issued Accounting Standards Update 2017-01,2016-18, Business CombinationsStatement of Cash Flows (Topic 805) Clarifying the Definition of a Business230) Restricted Cash (“ASU 2016-18”), which narrowsrequires that the definition of a business and requires an entity to evaluate if substantially allreconciliation of the fair valuebeginning of period and end of period amounts shown in the gross assets acquiredstatement of cash flows include restricted cash and restricted cash equivalents. If restricted cash is concentrated in a single identifiable asset or a grouppresented separately from cash and cash equivalents on the balance sheet, companies will be required to reconcile the amounts presented on the statement of similar identifiable assets, which would not constitutecash flows to the acquisition of a business. The guidance also requires a business to include at least one substantive process and narrowsamounts on the definition of outputs.balance sheet. This guidance is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. The Company has elected to early adopt this guidance as of January 1, 2017 and will apply it on a prospective basis. The adoption did not have a material impact on its condensed consolidated financial statements.
In March 2016, the FASB issued Accounting Standards Update 2016-09, Compensation - Stock Compensation (Topic 718) (“ASU 2016-09”), which simplifies the accounting for share-based compensation payments. The new standard requires all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) to be recognized as income tax expense or benefit on the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. ASU 2016-09 also addresses the classification of excess tax benefits in the statement of cash flows.years. As required, the Company applied the provisions of ASU 2016-09 on a prospective basis2016-18 as of January 1, 20172018. As a result, the change in restricted cash has been excluded from investing activities and the adoption did not have a material impact on its condensed consolidated financial statements.

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included in the change in cash, cash equivalents and restricted cash and the prior year period has been recast to reflect the new presentation.
In January 2016, the FASB issued Accounting Standards Update 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”), which supersedes the current guidance to classify equity securities with readily determinable fair values into different categories and requires equity securities to be measured at fair value with changes in the fair value recognized through net income (loss). In February 2018, the FASB issued Accounting Standards Update 2018-03 (“ASU 2018-03”), Technical Corrections and Improvements to Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which clarifies the guidance in ASU 2016-01. The standards are effective for annual and interim periods beginning after December 15, 2017. As required, the Company applied the provisions of ASU 2016-01 as of January 1, 2018. Upon adoption, the Company recorded a cumulative effect adjustment.
In May 2014, the FASB issued Accounting Standards Update 2014-09 (“ASU 2014-09”), Revenue from Contracts with Customers (updated with Accounting Standards Update 2015-14, 2016-08, 2016-10, 2016-12 and 2016-20), which revises accounting guidance on revenue recognition that will supersede nearly all existing revenue recognition guidance under U.S. GAAP. The core principalprinciple of this guidance is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. This guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. This guidance is effective for fiscal years beginning after December 15, 2017, and for interim periods within those fiscal years, and can be applied using a full retrospective or modified retrospective approach. The Company has substantially completedadopted this standard and its reviewupdates as of revenue arrangementsJanuary 1, 2018 and currently is finalizingelected to apply the quantification of any impact. Althoughmodified retrospective transition approach. As a result, the Company is continuing to assessrecognizing revenue on certain arrangements upon the impacttransfer of control of product shipments rather than upon sell-through by the customer, and is recording certain costs historically in cost of sales as contra revenue.
The cumulative effect of the new standard, based upon its preliminary assessment,changes made to our consolidated January 1, 2018 balance sheet for the Company believes that there may be arrangements under which the Company will recognize revenue earlier under the new standard, however such arrangements are not expected to be a significant partadoption of the Company’s operations. In addition, upon implementation there may be certain changes in the presentation of certain items, including changes related to the classification of certain costs in the consolidated statements of operations. The Company currently expects to adopt the standard using the modified retrospective approach.ASU 2014-09, ASU 2016-01 and ASU 2017-12 were as follows:
4.Acquisitions and Other Transactions
Meda AB
On February 10, 2016, the Company issued an offer announcement under the Nasdaq Stockholm’s Takeover Rules and the Swedish Takeover Act (collectively, the “Swedish Takeover Rules”) setting forth a public offer to the shareholders of Meda AB (publ.) (“Meda”) to acquire all of the outstanding shares of Meda (the “Offer”), with an enterprise value, including the net debt of Meda, of approximately Swedish kronor (“SEK” or “kr”) 83.6 billion (based on a SEK/USD exchange rate of 8.4158) or $9.9 billion at announcement. On August 2, 2016, the Company announced that the Offer was accepted by Meda shareholders holding an aggregate of approximately 343 million shares, representing approximately 94% of the total number of outstanding Meda shares, as of July 29, 2016, and the Company declared the Offer unconditional. On August 5, 2016, settlement occurred with respect to the Meda shares duly tendered by July 29, 2016 and, as a result, Meda became a controlled subsidiary of the Company. Pursuant to the terms of the Offer, each Meda shareholder that duly tendered Meda shares into the Offer received at settlement (1) in respect of 80% of the number of Meda shares tendered by such shareholder, 165kr in cash per Meda share, and (2) in respect of the remaining 20% of the number of Meda shares tendered by such shareholder, 0.386 of the Company’s ordinary shares per Meda share (subject to treatment of fractional shares as described in the offer document published on June 16, 2016). The non-tendered shares were required to be acquired for cash through a compulsory acquisition proceeding, in accordance with the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)). The compulsory acquisition proceeding price accrued interest as required by the Swedish Companies Act. Meda’s shares were delisted from the Nasdaq Stockholm exchange on August 23, 2016.
On November 1, 2016, the Company made an offer to the remaining Meda shareholders to tender all their Meda shares for cash consideration of 161.31kr per Meda share (the “November Offer”) to provide such remaining shareholders with an opportunity to sell their shares in Meda to the Company in advance of the automatic acquisition of their shares for cash in connection with the compulsory acquisition proceeding. At the end of November 2016, Mylan completed the acquisition of approximately 19 million Meda shares duly tendered for aggregate cash consideration of approximately $330.3 million. In March 2017, the Company received full legal ownership to the remaining non-tendered Meda shares in exchange for a cash payment of approximately $71.6 million, equal to the uncontested portion of the compulsory acquisition price plus statutory interest, and the Company’s arrangement of a customary bank guarantee to secure the payment of any additional cash consideration that may be awarded to the former Meda shareholders in the compulsory acquisition proceeding. In October 2017, the arbitration tribunal awarded a price of 163.07kr per Meda share, plus statutory interest of 1.5% per annum, to the former Meda shareholders subject to the compulsory acquisition proceeding. Mylan expects to pay an additional approximately $0.9 million plus interest to such former Meda shareholders and, in accordance with Swedish law, pay the fees of the arbitrators and costs of other parties to the compulsory acquisition proceeding. Mylan expects that the award will become final in mid-December 2017, at which time Mylan will cause the bank guarantee to be released, definitively concluding the compulsory acquisition proceeding. As of September 30, 2017, the Company continues to maintain the bank guarantee as required by Swedish law.
On August 5, 2016, the total purchase price was approximately $6.92 billion, net of cash acquired, which includes cash consideration paid of approximately $5.3 billion, the issuance of approximately 26.4 million Mylan N.V. ordinary shares
(In millions)Balance as of December 31, 2017 Adjustments Due to ASU 2014-09 Adjustments Due to ASU 2016-01 Adjustments Due to ASU 2017-12 Balance as of January 1, 2018
Condensed Consolidated Balance Sheet         
Assets         
Prepaid expenses and other current assets$766.1
 $18.5
 $—
 $—
 $784.6
          
Liabilities         
Deferred income tax liability2,012.4
 5.7
 —
 —
 2,018.1
          
Equity         
Retained earnings5,644.5
 12.8
 10.0
 (2.5) 5,664.8
Accumulated other comprehensive loss(361.2) —
 (10.0) 2.5
 (368.7)

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atIn accordance with ASU 2014-09, the disclosure of the impact of adoption on our condensed consolidated statement of operations and balance sheet was as follows: 
 For the Three Months Ended March 31, 2018
(In millions)As Reported Balances Without Adoption of ASC 606 Effect of Change Increase (Decrease)
Condensed Consolidated Statement of Operations     
Revenues$2,684.5
 $2,706.4
 $(21.9)
Cost of sales1,700.2
 1,725.8
 (25.6)
Income tax benefit(76.6) (77.8) 1.2
Net earnings87.1
 84.6
 2.5
      
 March 31, 2018
(In millions)As Reported Balances Without Adoption of ASC 606 Effect of Change Increase (Decrease)
Condensed Consolidated Balance Sheet     
Prepaid expenses and other current assets$728.0
 $724.3
 $3.7
Income taxes payable31.6
 30.4
 1.2
Retained earnings5,751.6
 5,749.1
 2.5
4.Acquisitions and Other Transactions
Apicore Inc.
On October 3, 2017, the Company completed the acquisition of Apicore, Inc. (“Apicore”), a fair valueU.S. based developer and manufacturer of active pharmaceutical ingredient (“API”) for approximately $174.9 million, net of cash acquired, which included estimated contingent consideration of approximately $1.3 billion based on the closing price of the Company’s ordinary shares on August 5, 2016, as reported by the NASDAQ Global Select Stock Market (“NASDAQ”) and an assumed liability of approximately $431.0$4.0 million related to the November Offer andpotential $15.0 million payment contingent on the compulsory acquisition proceeding forachievement of certain 2017 financial results of the non-tendered Meda shares. In accordance with U.S. GAAP,acquired business. As of December 31, 2017, the Company usedcontingent consideration liability was zero as Apicore did not achieve the acquisition method of accounting to account for this transaction. Underfinancial results that would have triggered the acquisition method of accounting, the assets acquired and liabilities assumed in the transaction have been recorded at their respective estimated fair values at the acquisition date.contingent consideration payment.
During the nine months ended September 30, 2017, adjustments were made to theThe preliminary purchase price and are reflected as “Measurement Period Adjustments” in the table below. The allocation of the $6.92 billion$174.9 million purchase price to the assets acquired and liabilities assumed for Medathis business is as follows:
(In millions)
Preliminary Purchase Price Allocation as of December 31, 2016 (a)
 
Measurement Period Adjustments (b)
 Purchase Price Allocation as of September 30, 2017 (as adjusted)
Current assets (excluding inventories and net of cash acquired)$482.5
 $(9.2) $473.3
Inventories463.1
 5.0
 468.1
Property, plant and equipment177.5
 —
 177.5
Identified intangible assets8,060.7
 —
 8,060.7
Goodwill3,676.9
 7.7
 3,684.6
Other assets9.5
 (0.7) 8.8
Total assets acquired12,870.2
 2.8
 12,873.0
Current liabilities(1,105.9) (4.9) (1,110.8)
Long-term debt, including current portion(2,864.6) —
 (2,864.6)
Deferred tax liabilities(1,613.9) 0.7
 (1,613.2)
Pension and other postretirement benefits(322.3) —
 (322.3)
Other noncurrent liabilities(42.4) 1.4
 (41.0)
Net assets acquired$6,921.1
 $—
 $6,921.1
____________
(a)
(In millions) 
Current assets (net of cash acquired)$6.5
Identified intangible assets121.0
Goodwill92.2
Other assets1.9
Total assets acquired221.6
Current liabilities(4.1)
Deferred tax liabilities(40.9)
Other non-current liabilities(1.7)
Net assets acquired$174.9
There were no measurement period adjustments recorded during the three months ended March 31, 2018. The preliminary fair value estimates for the assets acquired and liabilities assumed were based upon preliminary calculations, valuations and assumptions that are subject to change as the Company obtains additional information during the measurement period (up to one year from the acquisition date). The primary areas subject to change relate to the finalization of the working capital components, the valuation of intangible assets and income taxes.

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As previously reported in the Company’s December 31, 2016 Annual Report on Form 10-K, as amended.
(b)
The measurement period adjustments recorded during the nine months ended September 30, 2017 are primarily related to certain income tax adjustments and working capital related estimates to reflect facts and circumstances that existed as of the acquisition date.
The acquisition of Meda createdApicore added a more diversified and expansive portfolio of branded and generic medicines along with a strong and growing portfolio of over-the-counter (“OTC”) products. The combined company has a balanced global footprint with significant scale in key geographic markets, particularlyAPI products to the U.S. and Europe. The acquisition of Meda also expanded our presence in emerging markets, which includes countries in Africa, as well as countries throughout Asia and the Middle East, and is complemented by Mylan’s presence in India, Brazil and Africa (including South Africa). The Company recorded a step-up in the fair value of inventory of approximately $107 million at the acquisition date, which was fully amortized as of December 31, 2016.
Company’s existing portfolio. The identified intangible assets of $8.06 billion$121.0 million are comprised of product rights and licenses that havewith a weighted average useful life of 20 years.seven years and includes in-process research and development (“IPR&D”) with a fair value of $9.0 million at date of the acquisition. Significant assumptions utilized in the valuation of identified intangible assets were based on company specific information and projections which are not observable in the market and are thus considered Level 3 measurements as defined by U.S. GAAP. The goodwill of $3.68 billion arising from the acquisition consisted largely of the value of the employee workforce and the expected value of products to be developed in the future. Approximately $3.4 billion of goodwill recognized was allocated to the Europe segment, with approximately $290 million allocated to the North America segment, and approximately $6 million allocated to the Rest of World segment. None of the goodwill recognized in this transaction is currently expected to be deductible for income tax purposes.

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RenaissanceTopicals Business
On June 15, 2016, the Company completed the acquisition of the non-sterile, topicals-focused business (the “Topicals Business”) of Renaissance Acquisition Holdings, LLC (“Renaissance”) for approximately $1.0 billion in cash at closing, including amounts deposited into escrow for potential contingent payments, subject to customary adjustments. The Topicals Business provided the Company with a complementary portfolio of approximately 25 products, an active pipeline of approximately 25 products, and an established U.S. sales and marketing infrastructure targeting dermatologists. The Topicals Business also provided an integrated manufacturing and development platform. In accordance with U.S. GAAP, the Company used the acquisition method of accounting to account for this transaction. Under the acquisition method of accounting, the assets acquired and liabilities assumed in the transaction were recorded at their respective estimated fair values at the acquisition date. The U.S. GAAP purchase price was $972.7 million, which includes estimated contingent consideration of approximately $16 million related to the potential $50 million payment contingent on the achievement of certain 2016 financial targets. The final resolution of the contingent consideration has not been completed at September 30, 2017. The $50 million contingent payment remains in escrow and is classified as restricted cash included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets at September 30, 2017 and December 31, 2016.
The allocation of the $972.7 million purchase price to the assets acquired and liabilities assumed for the Topicals Business is as follows:
(In millions) 
Current assets (excluding inventories)$57.7
Inventories74.2
Property, plant and equipment54.8
Identified intangible assets467.0
In-process research and development275.0
Goodwill318.6
Other assets0.1
Total assets acquired1,247.4
Current liabilities(74.2)
Deferred tax liabilities(194.6)
Other noncurrent liabilities(5.9)
Net assets acquired$972.7
The acquisition of the Topicals Business broadened the Company’s dermatological portfolio. The amount allocated to in-process research and development (“IPR&D”) represents an estimate of the fair value of purchased in-process technology for research projects that, as of the closing date of the acquisition, had not reached technological feasibility and had no alternative future use. The fair value of IPR&D of $275.0 million was based on the excess earnings method, which utilizes forecasts of expected cash inflows (including estimates for ongoing costs) and other contributory charges. A discount rate of 12.5% was utilized to discount net cash inflows to present values. IPR&D is accounted for as an indefinite-lived intangible asset and will be subject to impairment testing until completion or abandonment of the projects. Upon successful completion and launch of each product, the Company will make a determination of the estimated useful life of the individual asset. The acquired IPR&D projects are in various stages of completion and the estimated costs to complete these projects total approximately $48 million, which is expected to be incurred through 2019. There are risks and uncertainties associated with the timely and successful completion of the projects included in IPR&D, and no assurances can be given that the underlying assumptions used to estimate the fair value of IPR&D will not change or the timely completion of each project to commercial success will occur.
The identified intangible assets of $467.0 million are comprised of $454.0 million of product rights and licenses that have a weighted average useful life of 14 years and $13.0 million of contract manufacturing agreements that have a weighted average useful life of five years. Significant assumptions utilized in the valuation of identified intangible assets were based on company specific information and projections which are not observable in the market and are thus considered Level 3 measurements as defined by U.S. GAAP.

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The goodwill of $318.6$92.2 million arising from the acquisition consisted largely of the value of the employee workforce and the expected value of products to be developed in the future. AllThe final allocation of goodwill to Mylan’s reportable segments has not been completed; however, the goodwill was assignedis expected to be allocated to the North America segment. None of the goodwill recognized in this transaction is currently expected to be deductible for income tax purposes. The acquisition did not have a material impact on the Company’s results of operations since the acquisition date or on a pro forma basis for the three months ended March 31, 2018 and nine month periods ended September 30, 2016.
Unaudited Pro Forma Financial Results
The following table presents supplemental unaudited pro forma information for the acquisition of Meda, as if it had occurred on January 1, 2015. The unaudited pro forma results reflect certain adjustments related to past operating performance and acquisition accounting adjustments, such as increased amortization expense based on the fair value of assets acquired, the impact of transaction costs and the related income tax effects. The unaudited pro forma results do not include any anticipated synergies which may be achievable, or have been achieved, subsequent to the closing of the Meda transaction. Accordingly, the unaudited pro forma results are not necessarily indicative of the results that actually would have occurred had the acquisitions been completed on the stated dates above, nor are they indicative of the future operating results of Mylan N.V. and its subsidiaries.
 Three Months Ended Nine Months Ended
 September 30, September 30,
(Unaudited, in millions, except per share amounts)2016 2016
Total revenues$3,168.6
 $9,008.2
Net (loss) earnings$(111.4) $132.0
(Loss) earnings per ordinary share:   
Basic$(0.21) $0.25
Diluted$(0.21) $0.25
Weighted average ordinary shares outstanding:   
Basic533.9
 526.9
Diluted533.9
 536.2
2017.
Other Transactions
On February 14,December 25, 2017, the Company entered into a joint developmentan agreement to reacquire certain intellectual property rights and marketing agreementauthorizations related to a product commercialized in Japan for a respiratory product that resulted in approximately $50$90.0 million in research and development (“R&D”) expensepayable in the firstsecond quarter of 2017.
On2018. The Company has recognized a liability in its Condensed Consolidated Balance Sheet as of March 29, 2017,31, 2018 for the Company announced that it had completed its acquisitionreacquisition of the global rights to the Cold-EEZE® brand cold remedy line from ProPhase Labs, Inc. for approximately $50 million in cash.these rights. The Company accounted for this transaction as an asset acquisition and the asset is being amortized over a useful life of 15 years.
On June 2, 2017, the Company completed the acquisition of additional intellectual property rights and marketing authorizations in certain rest of world markets for a product that the Company previously licensed in certain European markets. The acquisition price was $128.0 million and the Company accounted for this transaction as an asset acquisition. The intangiblecapitalized asset is being amortized over a useful life of five years.
On June 19, 2017,On February 28, 2018, the Company completedand Revance Therapeutics, Inc. (“Revance”) entered into a collaboration agreement (the “Revance Collaboration Agreement”) pursuant to which the acquisitionCompany and Revance will collaborate exclusively, on a world-wide basis (excluding Japan), to develop, manufacture and commercialize a biosimilar to the branded biologic product (onabotulinumtoxinA) marketed as BOTOX®.
Under the Revance Collaboration Agreement, the Company will be primarily responsible for (a) clinical development activities outside of a portfolioNorth America (excluding Japan) (the “ex-U.S. Mylan territories”), (b) regulatory activities, and (c) commercialization for any approved product. Revance will be primarily responsible for (a) non-clinical development activities, (b) clinical development activities in North America, and (c) manufacturing and supply of four generic pharmaceutical productsclinical drug substance and drug product; Revance will be solely responsible for an initial portion of non-clinical development costs. The remaining portion of any non-clinical development costs and clinical development costs for obtaining approval in the U.S. The acquisition price was $277.9 millionand Europe will be shared equally between the parties, and the Company accountedwill be responsible for this transaction as an asset acquisition. The intangible asset recognized totaled $252.5all other clinical development costs and commercialization expenses. Upon closing, Revance received a non-refundable upfront payment of $25.0 million. In addition, under the Revance Collaboration Agreement, Revance can receive potential development milestone payments of up to $100.0 million, within the remaining assets primarily consistingaggregate, upon the achievement of receivables. The intangible asset is being amortized over a useful lifespecified clinical and regulatory milestones and potential tiered sales milestones of seven years.
On September 29, 2017,up to $225.0 million. In addition, Mylan will pay Revance royalties on sales of the Company completedbiosimilar in the acquisition of intellectual property rights and marketing authorizations related to a product in certain markets for $40 million.ex-U.S. Mylan territories. The Company accounted for this transaction as an asset acquisition of IPR&D and the total upfront payment was expensed as a component of research and development (“R&D”) expense in the three months ended March 31, 2018.
The Company also entered into four agreements, three of which were subsequent to March 31, 2018, to acquire certain intellectual property rights and marketing authorizations, including agreements with Fujifilm Kyowa Kirin Biologics Co., Ltd. and Mapi Pharma Ltd. The Company is accounting for these transactions as asset is being amortized overacquisitions. The Company recorded expense of $17.7 million as a useful lifecomponent of five years.
On October 3, 2017,R&D expense related to a non-refundable upfront payment for one of the agreements. The non-contingent payments for these agreements total approximately $265.0 million and are principally due within the next twelve months. Certain of the agreements include additional development and commercial milestones and two agreements are subject to regulatory approvals in countries outside the U.S. The Company completedexpects to complete these transactions in the acquisitionsecond quarter of a U.S. based developer and manufacturer of active pharmaceutical ingredients (“API”) for approximately $189 million, which includes $15 million of contingent payments based2018.

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on the achievement of certain financial results of the acquired business following the closing of the transaction. The Company will account for this transaction as the acquisition of a business. Due to the limited time since the acquisition date and limitations on access to the financial information prior to the acquisition date, the initial accounting for the business combination was incomplete at November 6, 2017. As a result, the Company was unable to provide amounts recognized as of the acquisition date for major classes of assets and liabilities acquired resulting from the acquisition, including information related to contingencies and goodwill. The Company anticipates that the majority of the goodwill will be assigned to the North America and Rest of World segments and does not currently expect the goodwill recognized to be deductible for income tax purposes. The acquisition does not have a material impact on the Company’s results of operations on a pro forma basis for the three and nine month periods ended September 30, 2017 and 2016.
As part of the Meda acquisition, the Company acquired the in-licensed rights to Betadine in certain European markets. These rights were set to expire on December 31, 2017. Under the licensing agreement, Meda had a binding option to acquire a perpetual license for the rights to Betadine under certain conditions. In October 2017, the Company finalized an agreement to acquire the perpetual license. An estimated liability of approximately $300 million for the purchase of these rights was accrued for on the Meda acquisition opening balance sheet. The Company does not expect that a material adjustment to this liability will be necessary upon closing of the transaction in early 2018.
5.Share-Based Incentive Plan
The Company’s shareholders have approved the 2003 Long-Term Incentive Plan (as amended, the “2003 Plan”). Under the 2003 Plan, 55,300,000 ordinary shares are reserved for issuance to key employees, consultants, independent contractors and non-employee directors of the Company through a variety of incentive awards, including: stock options, stock appreciation rights (“SAR”), restricted ordinary shares, restricted stock units, performance awards (“PSU”), other stock-based awards and short-term cash awards. Stock option awards are granted with an exercise price equal to the fair market value of the ordinary shares underlying the stock options at the date of the grant, generally become exercisable over periods ranging from three to four years,, and generally expire in ten years. Since approval of the 2003 Plan, no further grants of stock options have been made under any other previous plan.
The following table summarizes stock option and SAR (together, “stock awards”) activity:
 Number of Shares Under Stock Awards Weighted Average Exercise Price per Share
Outstanding at December 31, 20167,699,441
 $33.38
Granted905,521
 42.93
Exercised(659,621) 19.62
Forfeited(381,659) 49.16
Outstanding at September 30, 20177,563,682
 $34.92
Vested and expected to vest at September 30, 20177,314,174
 $34.53
Exercisable at September 30, 20175,707,402
 $31.37
 Number of Shares Under Stock Awards Weighted Average Exercise Price per Share
Outstanding at December 31, 20177,198,684
 $35.17
Granted772,981
 41.10
Exercised(485,923) 22.45
Forfeited(177,480) 49.42
Outstanding at March 31, 20187,308,262
 $36.30
Vested and expected to vest at March 31, 20187,069,168
 $36.03
Exercisable at March 31, 20185,472,652
 $33.91
As of September 30, 2017,March 31, 2018, stock awards outstanding, stock awards vested and expected to vest, and stock awards exercisable had average remaining contractual terms of 5.8 years, 5.7 years, 5.6 and 4.8 years, and 4.7 years, respectively. Also, at September 30, 2017,March 31, 2018, stock awards outstanding, stock awards vested and expected to vest, and stock awards exercisable each had an aggregate intrinsic value of $36.6 million.$60.4 million, $60.3 million and $59.3 million, respectively.

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A summary of the status of the Company’s nonvested restricted ordinary shares and restricted stock unit awards, including PSUs (collectively, “restricted stock awards”), as of September 30, 2017March 31, 2018 and the changes during the ninethree months endedSeptember 30, 2017 March 31, 2018 are presented below:
Number of Restricted Stock Awards Weighted Average Grant-Date Fair Value per ShareNumber of Restricted Stock Awards Weighted Average Grant-Date Fair Value per Share
Nonvested at December 31, 20165,667,830
 $42.46
Nonvested at December 31, 20175,964,207
 $41.92
Granted1,402,907
 44.04
1,523,498
 41.03
Released(500,854) 52.29
(674,115) 49.84
Forfeited(274,034) 45.96
(206,346) 45.40
Nonvested at September 30, 20176,295,849
 $41.88
Nonvested at March 31, 20186,607,244
 $40.80
As of September 30, 2017,March 31, 2018, the Company had $139.7$157.7 million of total unrecognized compensation expense, net of estimated forfeitures, related to all of its stock-based awards, which will be recognizedwe expect to recognize over the remaining weighted average vesting period of 1.9 years.years. The total intrinsic value of stock awards exercised and restricted stock units released during the ninethree months endedSeptember 30, March 31, 2018 and 2017 was $38.1 million and $26.1 million, respectively.
In February 2014, Mylan’s Compensation Committee and the independent members of the Board of Directors adopted the One-Time Special Performance-Based Five-Year Realizable Value Incentive Program (the “2014 Program”) under the 2003 Plan. Under the 2014 Program, certain key employees received a one-time, performance-based incentive award (the “Awards”) either in the form of a grant of SARs or PSUs. The initial Awards were granted in February 2014 and contain a five-year cliff-vesting feature based on the achievement of various performance targets, external market conditions and the employee’s continued services. Additional Awards were granted in 2016 and 2017 and are subject to the same performance conditions as

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the Awards granted in February 2014 and with a service vesting condition of between two and six years. The market condition was $34.7met on June 10, 2015 and is therefore no longer applicable to any of the Awards. As of March 31, 2018, there are approximately 2.6 million and $49.1 million, respectively. Awards outstanding under the 2014 Program. Each Award is equal to one ordinary share with the maximum value of each Award upon vesting subject to varying limitations.
6.Pensions and Other Postretirement Benefits
Defined Benefit Plans
The Company sponsors various defined benefit pension plans in several countries. Benefits provided generally depend on length of service, pay grade, and remuneration levels. The Company maintains two fully frozen defined benefit pension plans in the U.S., and employees in the U.S. and Puerto Rico are generally provided retirement benefits through defined contribution plans.
The Company also sponsors other postretirement benefit plans including plans that provide for postretirement supplemental medical coverage. Benefits from these plans are provided to employees and their spouses and dependents who meet various minimum age and service requirements. In addition, the Company sponsors other plans that provide for life insurance benefits and postretirement medical coverage for certain officers and management employees.
Net Periodic Benefit Cost
Components of net periodic benefit cost for the three and nine months ended September 30,March 31, 2018 and 2017 and 2016 were as follows:
Pension and Other Postretirement BenefitsPension and Other Postretirement Benefits
Three Months Ended Nine Months EndedThree Months Ended
September 30, September 30,March 31,
(In millions)2017 2016 2017 20162018 2017
Service cost$5.0
 $4.8
 $15.1
 $12.6
$5.0
 $5.0
Interest cost3.7
 2.8
 11.2
 5.7
3.6
 3.7
Expected return on plan assets(3.5) (3.0) (10.6) (7.0)(3.6) (3.5)
Amortization of prior service costs0.1
 0.1
 0.2
 0.2
0.1
 0.1
Recognized net actuarial losses0.2
 0.2
 0.5
 0.7
—
 0.2
Net periodic benefit cost$5.5
 $4.9
 $16.4
 $12.2
$5.1
 $5.5
The Company is making the minimum mandatory contributions to its U.S. defined benefit pension plans in the 20172018 plan year. The Company expects to make total benefit payments of approximately $30.4$31.1 million from pension and postretirement benefit plans.plans in 2018. The Company anticipates making contributions to pension and other postretirement benefit plans of approximately $30.2$29.9 million in 2017.2018.

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7.Balance Sheet Components
Selected balance sheet components consist of the following:
InventoriesCash and restricted cash
(In millions)September 30,
2017		 December 31,
2016
Raw materials$885.1
 $783.4
Work in process381.0
 436.0
Finished goods1,282.0
 1,237.0
Inventories$2,548.1
 $2,456.4
Prepaid and other current assets
(In millions)September 30,
2017		 December 31, 2016
Prepaid expenses$153.6
 $169.1
Restricted cash135.9
 148.1
Available-for-sale securities87.6
 83.7
Fair value of financial instruments82.5
 62.2
Trading securities32.7
 29.6
Other current assets391.1
 263.7
Prepaid expenses and other current assets$883.4
 $756.4
Prepaid expenses consist primarily of prepaid rent, insurance and other individually insignificant items.
Property, plant and equipment, net
(In millions)September 30,
2017		 December 31, 2016
Machinery and equipment$2,310.3
 $2,227.9
Buildings and improvements1,175.5
 1,106.5
Construction in progress277.0
 328.8
Land and improvements146.9
 144.7
Gross property, plant and equipment3,909.7
 3,807.9
Accumulated depreciation1,599.7
 1,485.7
Property, plant and equipment, net$2,310.0
 $2,322.2
Other assets
(In millions)September 30,
2017		 December 31, 2016
Equity method investments, clean energy investments$274.8
 $320.6
Equity method investments, Sagent Agila—
 75.8
Other long-term assets152.5
 172.2
Other assets$427.3
 $568.6
(In millions)March 31,
2018		 December 31,
2017		 March 31,
2017
Cash and cash equivalents$367.4
 $292.1
 $723.8
Restricted cash, included in prepaid expenses and other current assets77.7
 77.8
 135.8
Cash, cash equivalents and restricted cash$445.1
 $369.9
 $859.6

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Inventories
(In millions)March 31,
2018		 December 31,
2017
Raw materials$861.4
 $895.5
Work in process432.4
 384.7
Finished goods1,347.3
 1,262.5
Inventories$2,641.1
 $2,542.7
Prepaid and other current assets
(In millions)March 31,
2018		 December 31, 2017
Prepaid expenses$156.9
 $119.8
Restricted cash77.7
 77.8
Available-for-sale fixed income securities23.5
 31.5
Fair value of financial instruments69.6
 88.9
Equity securities34.6
 79.1
Other current assets365.7
 369.0
Prepaid expenses and other current assets$728.0
 $766.1
Prepaid expenses consist primarily of prepaid rent, insurance and other individually insignificant items.
Property, plant and equipment, net
(In millions)March 31,
2018		 December 31, 2017
Machinery and equipment$2,423.5
 $2,414.5
Buildings and improvements1,186.4
 1,191.7
Construction in progress229.0
 252.9
Land and improvements144.1
 143.1
Gross property, plant and equipment3,983.0
 4,002.2
Accumulated depreciation1,707.8
 1,663.1
Property, plant and equipment, net$2,275.2
 $2,339.1
Other assets
(In millions)March 31,
2018		 December 31, 2017
Equity method investments, clean energy investments$209.0
 $226.0
Other long-term assets75.5
 79.6
Other assets$284.5
 $305.6
Trade accounts payable
(In millions)September 30,
2017		 December 31,
2016		March 31,
2018		 December 31,
2017
Accounts payable$799.0
 $939.5
$921.8
 $976.0
Other payables477.1
 408.6
464.8
 476.5
Trade accounts payable$1,276.1
 $1,348.1
$1,386.6
 $1,452.5

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Other current liabilities
(In millions)September 30,
2017		 December 31, 2016March 31,
2018		 December 31, 2017
Accrued sales allowances$808.9
 $809.0
$626.1
 $818.0
Legal and professional accruals, including litigation accruals473.7
 720.4
267.0
 241.1
Payroll and employee benefit plan accruals373.4
 409.8
323.1
 404.6
Contingent consideration119.4
 256.9
199.5
 167.8
Accrued interest167.7
 41.0
135.2
 42.3
Restructuring55.8
 138.6
81.3
 91.5
Equity method investments, clean energy investments67.0
 64.7
57.4
 56.7
Fair value of financial instruments10.1
 15.3
8.1
 31.1
Compulsory acquisition proceeding—
 70.2
Other824.1
 732.6
589.6
 1,111.4
Other current liabilities$2,900.1
 $3,258.5
$2,287.3
 $2,964.5
On March 31, 2017, the Company announced that Meridian Medical Technologies (“Meridian”), a Pfizer company that manufactures the EpiPen® Auto-Injector, expanded a voluntary recall of select lots of EpiPen® Auto-Injector and EpiPen Jr® Auto-Injector to include additional lots distributed in the U.S. and other markets in consultation with the U.S. Food and Drug Administration (“FDA”) (the “EpiPen® Auto-Injector Recall”). This recall was conducted as a result of the receipt of two previously disclosed reports outside of the U.S. of the failure to activate the device due to a potential defect in a supplier component. Both reports were related to the single lot that was previously recalled. The expanded voluntary recall was initiated in the U.S. and also extends to additional markets in Europe, Asia, North and South America. The Company is replacing recalled devices at no cost to the consumer. Estimated costs to Mylan related to product recalls are based on a formal campaign soliciting return of the product and are accrued when they are deemed to be probable and can be reasonably estimated. As of September 30, 2017,March 31, 2018, the Company recorded an accrual for certain costs of the recall but there can be no assurance that future costs related to the recall will not exceed amounts recorded. In addition, Meridian is contractually obligated to reimburse Mylan for costs related to the EpiPen® Auto-Injector Recall, and the Company has recorded an asset for the recovery of such costs.
Other long-term obligations
(In millions)September 30,
2017		 December 31, 2016March 31,
2018		 December 31, 2017
Employee benefit liabilities$432.9
 $396.7
$428.9
 $408.2
Contingent consideration351.7
 307.7
261.9
 285.9
Equity method investments, clean energy investments264.8
 302.3
264.8
 171.8
Tax contingencies247.7
 239.3
159.2
 237.7
Other115.4
 112.6
12.4
 132.1
Other long-term obligations$1,412.5
 $1,358.6
$1,127.2
 $1,235.7
8.Equity Method Investments
The Company has five equity method investments in limited liability companies that own refined coal production plants (the “clean energy investments”), who’s whose activities qualify for income tax credits under Section 45 of the U.S. Internal Revenue Code of 1986, as amended.amended (the “Code”).

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Since December 2013, the Company held a 50% interest in Sagent Agila LLC (“Sagent Agila”), which was a joint venture established to develop, manufacture and distribute certain generic injectable products in the U.S. In April 2017, the Company and Sagent Pharmaceuticals Inc. (“Sagent”) finalized an agreement to dissolve the joint venture. Under the terms of the agreement, Mylan received Sagent’s interest in the joint venture in exchange for an approved product right. The assets in the joint venture consisted entirely of product rights for commercialized generic injectables. As a result of this transaction, during the nine months ended September 30, 2017, the Company recognized a loss of $5.7 million as a component of net losses from equity method investments. Additionally, during the nine months ended September 30, 2017, the Company received a dividend payment of $8.4 million from Sagent Agila, which reduced the carrying value of the equity investment. In the second quarter of 2017, the Company reclassified its investment in Sagent Agila to product rights and licenses and is amortizing the amount over the remaining estimated useful lives of the products.
Summarized financial information, in the aggregate, for the Company’s significant equity method investments on a 100% basis for the three and nine months ended September 30,March 31, 2018 and 2017 and 2016 are as follows:
Three Months Ended Nine Months EndedThree Months Ended
September 30, September 30,March 31,
(In millions)2017 2016 2017 20162018 2017
Total revenues$129.3
 $170.0
 $352.0
 $418.2
$129.0
 $122.9
Gross loss(2.4) (3.0) (8.8) (3.8)(7.7) (2.7)
Operating and non-operating expense6.5
 6.3
 16.9
 16.3
5.6
 5.8
Net loss$(8.9) $(9.3) $(25.7) $(20.1)$(13.3) $(8.5)
The Company’s net losses from its equity method investments includesinclude amortization expense related to the excess of the cost basis of the Company’s investment over the underlying assets of each individual investee. For the three months ended September 30,March 31, 2018 and 2017, and 2016, the Company recognized net losses from equity method investments of $22.4$23.1 million and $29.7 million, respectively. For the nine months ended September 30, 2017 and 2016, the Company recognized net losses from equity method investments of $77.2 million and $85.5$33.2 million, respectively, which waswere recognized as a component of other expense, net in the Condensed Consolidated Statements of Operations. The Company recognizes the income tax credits and benefits from the clean energy investments as part of its provision for income taxes.
9.Earnings per Ordinary Share
Basic earnings per ordinary share is computed by dividing net earnings by the weighted average number of ordinary shares outstanding during the period. Diluted earnings per ordinary share is computed by dividing net earnings by the weighted average number of ordinary shares outstanding during the period increased by the number of additional shares that would have been outstanding related to potentially dilutive securities or instruments, if the impact is dilutive.
On April 15, 2016, in connection with the expiration and settlement of the Company’s equity classified warrants, the Company issued approximately 17.0 million Mylan N.V. ordinary shares. The dilutive impact of the warrants, prior to settlement, is included in the calculation of diluted earnings per ordinary share based upon the average market value of the Company’s ordinary shares during the period as compared to the exercise price. For the nine months ended September 30, 2016, 6.6 million warrants were included in the calculation of diluted earnings per ordinary share.

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Basic and diluted earnings per ordinary share are calculated as follows:
 Three Months Ended Nine Months Ended
 September 30, September 30,
(In millions, except per share amounts)2017 2016 2017 2016
Basic earnings (numerator):       
Net earnings (loss)$88.3
 $(119.8) $451.7
 $62.5
Shares (denominator):       
Weighted average ordinary shares outstanding535.2
 523.6
 534.9
 505.9
Basic earnings (loss) per ordinary share$0.17
 $(0.23) $0.84
 $0.12
Diluted earnings (numerator):       
Net earnings (loss)$88.3
 $(119.8) $451.7
 $62.5
Three Months Ended
March 31,
(In millions, except per share amounts)2018 2017
Basic earnings (numerator):   
Net earnings$87.1
 $66.4
Shares (denominator):          
Weighted average ordinary shares outstanding535.2
 523.6
 534.9
 505.9
514.4
 534.5
Share-based awards and warrants1.8
 —
 2.1
 9.3
Basic earnings per ordinary share$0.17
 $0.12
   
Diluted earnings (numerator):   
Net earnings$87.1
 $66.4
Shares (denominator):   
Weighted average ordinary shares outstanding514.4
 534.5
Share-based awards2.4
 2.4
Total dilutive shares outstanding537.0
 523.6
 537.0
 515.2
516.8
 536.9
Diluted earnings (loss) per ordinary share$0.16
 $(0.23) $0.84
 $0.12
Diluted earnings per ordinary share$0.17
 $0.12
Additional stock awards and restricted stock awards were outstanding during the three and nine months ended September 30,March 31, 2018 and 2017, and 2016, but were not included in the computation of diluted earnings per ordinary share for each respective period because the effect would be anti-dilutive. Excluded shares at September 30, 2017March 31, 2018 include certain share-based compensation awards and restricted ordinary shares whose performance conditions had not been fully met. Such excluded shares and anti-dilutive awards represented 8.93.9 million shares and 8.64.4 million shares for the three and nine months ended September 30,March 31, 2018 and 2017, respectively, and 13.9 million shares and 7.3 million shares for the three and nine months ended September 30, 2016, respectively.

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10.Goodwill and Intangible Assets
The changes in the carrying amount of goodwill for the ninethree months endedSeptember 30, 2017 March 31, 2018 are as follows:
(In millions)North America Segment Europe Segment Rest of World Segment Total
Balance at December 31, 2016:       
Goodwill$3,990.4
 $3,859.1
 $1,767.4
 $9,616.9
Accumulated impairment losses(385.0) —
 —
 (385.0)
 3,605.4
 3,859.1
 1,767.4
 9,231.9
Reclassifications (1)
(199.0) 371.8
 (172.8) —
Measurement period adjustments—
 7.7
 —
 7.7
Divestiture—
 (1.3) —
 (1.3)
Foreign currency translation52.9
 614.6
 78.9
 746.4
 $3,459.3
 $4,851.9
 $1,673.5
 $9,984.7
Balance at September 30, 2017:       
Goodwill$3,844.3
 $4,851.9
 $1,673.5
 $10,369.7
Accumulated impairment losses(385.0) —
 —
 (385.0)
 $3,459.3
 $4,851.9
 $1,673.5
 $9,984.7
____________
(1)
(In millions)North America Segment Europe Segment Rest of World Segment Total
Balance at December 31, 2017:       
Goodwill$3,934.6
 $4,967.1
 $1,689.0
 $10,590.7
Accumulated impairment losses(385.0) —
 —
 (385.0)
 3,549.6
 4,967.1
 1,689.0
 10,205.7
Foreign currency translation(5.9) 112.6
 5.9
 112.6
 $3,543.7
 $5,079.7
 $1,694.9
 $10,318.3
Balance at March 31, 2018:       
Goodwill$3,928.7
 $5,079.7
 $1,694.9
 $10,703.3
Accumulated impairment losses(385.0) —
 —
 (385.0)
 $3,543.7
 $5,079.7
 $1,694.9
 $10,318.3
The reclassifications in the year-to-date period relate to the allocation of goodwill for the Meda acquisition.
Intangible assets consist of the following components at September 30, 2017March 31, 2018 and December 31, 2016:2017:
(In millions)Weighted Average Life (Years) Original Cost Accumulated Amortization Net Book ValueWeighted Average Life (Years) Original Cost Accumulated Amortization Net Book Value
September 30, 2017      
March 31, 2018      
Amortized intangible assets:            
Product rights and licenses15 $19,193.0
 $4,947.7
 $14,245.3
15 $20,069.3
 $5,814.6
 $14,254.7
Patents and technologies20 116.7
 112.0
 4.7
20 116.6
 114.3
 2.3
Other (1)
6 505.3
 404.1
 101.2
5 472.7
 449.2
 23.5
 19,815.0
 5,463.8
 14,351.2
 20,658.6
 6,378.1
 14,280.5
In-process research and development 919.3
 —
 919.3
 767.1
 —
 767.1
 $20,734.3
 $5,463.8
 $15,270.5
 $21,425.7
 $6,378.1
 $15,047.6
December 31, 2016      
December 31, 2017      
Amortized intangible assets:            
Product rights and licenses15 $16,968.4
 $3,585.7
 $13,382.7
15 $19,762.9
 $5,373.7
 $14,389.2
Patents and technologies20 116.6
 108.5
 8.1
20 116.6
 113.1
 3.5
Other (1)
6 465.9
 330.0
 135.9
6 459.2
 419.3
 39.9
 17,550.9
 4,024.2
 13,526.7
 20,338.7
 5,906.1
 14,432.6
In-process research and development 921.1
 —
 921.1
 813.2
 —
 813.2
 $18,472.0
 $4,024.2
 $14,447.8
 $21,151.9
 $5,906.1
 $15,245.8
____________
(1) 
Other intangible assets consist principally of customer lists, contractual rights and other contracts.
In December 2011, the Company completed the acquisition of the exclusive worldwide rights to develop, manufacture and commercialize a generic equivalent to GlaxoSmithKline’s Advair® Diskus and Seretide® Diskus incorporating Pfizer

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Inc.’s proprietary dry powder inhaler delivery platform (the “respiratory delivery platform”). The Company accounted for this transaction as a purchase of a business and utilized the acquisition method of accounting. In conjunction with the Company’s Generic Drug User Fee Agreement goal date, on March 28, 2017, the Company received a complete response letter from the FDA regarding its Abbreviated New Drug Application (“ANDA”) for the respiratory delivery platform. As of September 30, 2017,March 31, 2018, the Company has an IPR&D asset of $347.2 million and a related contingent consideration liability of $361.0$368.4 million. The Company performed an analysis and valuation of the IPR&D asset and the fair value of the related contingent consideration liability using a discounted cash flow model. The model contained certain key assumptions including: the expected product launch date, the number of competitors, the timing of competition and a discount factor based on an industry specific weighted average cost of capital. Based on the analysis performed, the Company determined that the fair value of the IPR&D asset was substantially in

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


excess of its carrying value, and the asset was not impaired at September 30, 2017.March 31, 2018. Additionally, noa fair value adjustment of $2.7 million was required for the contingent consideration during the three months ended September 30, 2017. In the second quarter of 2017, a fair value adjustment was required for the contingent consideration liability resulting in a gain of approximately $88.1 million based upon changes to assumptions relating to the timing of the product launch along with other competitive and market factors.March 31, 2018. The fair value of the contingent consideration liability was determined based upon detailed valuations employing the income approach which utilized Level 3 inputs, as defined in Note 11 - Financial Instruments and Risk Management. Resolution of the matters with the FDA, market conditions and other factors may result in significant future changes in the projections and assumptions utilized in the discounted cash flow model, which could lead to material adjustments to the amounts recorded for IPR&D and contingent consideration.
During the three months ended June 30, 2017,March 31, 2018, the Company performed its annual impairment review of its IPR&D assets acquired as part of the Topicals Business and recorded an impairment charge in the amount of $13.0$30.0 million, which has been recorded as a component of amortization expense, infor certain IPR&D assets that were acquired as part of the nine months ended September 30, 2017.acquisition of the non-sterile, topicals-focused business of Renaissance Acquisition Holdings, LLC. The impairment charge resulted from the Company’s updated estimate of the fair value of these assets, which was based upon updated forecasts and future development plans, compared with the assigned fair values as of the acquisition date, June 15, 2016. The fair value was determined based upon detailed valuations employing the income approach which utilized Level 3 inputs, as defined in Note 11 - Financial Instruments and Risk Management. These valuations reflect, among other things, the impact of changes to the development programs, the projected development and regulatory time frames and the current competitive environment. Changes in any of the Company’s assumptions may result in a further reduction to the estimated fair values of these IPR&D assets and could result in additional future impairment charges.
The Company has performed its annual goodwill impairment test as of April 1, 2017 on a quantitative basis for its four reporting units, North America Generics, North America Specialty, Europe and Rest of World. As of the date of our annual impairment test, the allocation of the Company’s total goodwill was as follows: North America Generics $2.89 billion, North America Specialty $0.35 billion, Europe $4.30 billion and Rest of World $1.79 billion. The fair value of the North America Generics, North America Specialty and Rest of World reporting units was substantially in excess of the respective unit’s carrying value. For the Europe reporting unit, the estimated fair value exceeded its carrying value by approximately $800 million or 6%. The excess fair value over the carrying value declined from the prior year primarily as a result of an increase in the discount rate utilized in the income approach from 8.5% to 9.0% and an increase in the estimated tax rate from 22.0% to 24.0%. Additionally, the net assets acquired as part of the Meda acquisition, the majority of which were allocated to the Europe reporting unit, were included in the April 1, 2017 impairment test for the first time. As it relates to the income approach for the Europe reporting unit at April 1, 2017, the Company forecasted cash flows for the next 5 years. During the forecast period, the revenue compound annual growth rate was approximately 4%. A terminal value year was calculated with a 2.0% revenue growth rate applied. Under the market-based approach, we utilized an estimated range of market multiples of 9.0 to 10.5 times EBITDA plus a control premium of 15%. If all other assumptions are held constant, a reduction in the terminal value growth rate by 2.0% or an increase in discount rate by 1.5% would result in an impairment charge for the Europe reporting unit.
In estimating each reporting unit’s fair value, the Company performed an extensive valuation analysis, utilizing both income and market-based approaches. The determination of the fair value of the reporting units requires the Company to make significant estimates and assumptions that affect the reporting unit’s expected future cash flows. These estimates and assumptions, utilizing Level 3 inputs, primarily include, but are not limited to, market multiples, control premiums, the discount rate, terminal growth rates, operating income before depreciation and amortization, and capital expenditures forecasts. Due to the inherent uncertainty involved in making these estimates, actual results could differ from those estimates. In addition, changes in underlying assumptions, especially as it relates to the key assumptions detailed, could have a significant impact on the fair value of the reporting units.

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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Amortization expense, which is classified primarily within cost of sales in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30,March 31, 2018 and 2017 and 2016 totaled:
Three Months Ended Nine Months EndedThree Months Ended
September 30, September 30,March 31,
(In millions)2017 2016 2017 20162018 2017
Intangible asset amortization expense$369.4
 $364.3
 $1,065.6
 $852.9
$392.3
 $342.4
Intangible asset impairment charges30.0
 —
Total Intangible asset amortization expense (including impairment charges)$422.3
 $342.4
Intangible asset amortization expense over the remainder of 20172018 and for the years ended December 31, 2018 through 20212022 is estimated to be as follows:
(In millions)  
2017$339
20181,341
$1,117
20191,248
1,405
20201,129
1,243
20211,050
1,159
20221,088
11.Financial Instruments and Risk Management
The Company is exposed to certain financial risks relating to its ongoing business operations. The primary financial risks that are managed by using derivative instruments are foreign currency risk and interest rate risk.
Foreign Currency Risk Management
In order to manage certain foreign currency risks, the Company enters into foreign exchange forward contracts to mitigate risk associated with changes in spot exchange rates of mainly non-functional currency denominated assets or liabilities. The foreign exchange forward contracts are measured at fair value and reported as current assets or current liabilities on the Condensed Consolidated Balance Sheets. Any gains or losses on the foreign exchange forward contracts are recognized in earnings in the period incurred in the Condensed Consolidated Statements of Operations.
The Company has also entered into forward contracts to hedge forecasted foreign currency denominated sales from certain international subsidiaries. These contracts are designated as cash flow hedges to manage foreign currency transaction risk and are measured at fair value and reported as current assets or current liabilities on the Condensed Consolidated Balance

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Sheets. Any changes in the fair value of designated cash flow hedges are includeddeferred in earnings or deferred through accumulated other comprehensive earnings (“AOCE”), depending onand are reclassified into earnings when the naturehedged item impacts earnings.
Net Investment Hedges
We hedge the foreign currency risk associated with certain net investment positions in foreign subsidiaries. To accomplish this, we either borrow directly in foreign currencies and effectivenessdesignate all or a portion of the offset. Any ineffectiveness inforeign currency debt as a cash flow hedging relationship is recognized immediately in earnings inhedge of the Condensed Consolidated Statementsapplicable net investment position or we enter into foreign currency swaps that are designated as hedges of Operations.net investments.
During the nine months ended September 30,In 2017, the Company designated certain Euro borrowings as a hedge of its investment in certain Euro-functional currency subsidiaries in order to manage foreign currency translation risk. The notional amount of the net investment hedges was €1.9 billion and consisted of €1.0 billion aggregate principal amount of the 2.250% Euro Senior Notes due 2024 (the “2024 Euro Notes”), €750 million aggregate principal amount of 3.125% Euro Senior Notes due 2028 (the “2028 Euro Notes”) and €104 million of the €750 million aggregate principal amount of the 1.250% Euro Senior Notes due 2020 (the “2020 Euro Notes”).
Borrowings designated as net investment hedges are marked to marketmarked-to-market using the current spot exchange rate as of the end of the period, with gains and losses included in the foreign currency translation component of AOCE until the sale or substantial liquidation of the underlying net investments. The Company recorded no ineffectiveness from its net investment hedges for the nine months ended September 30, 2017. In addition, the Company manages the related foreign exchange risk of the €500 million aggregate principal amount of floating rate Senior Notes due 2018 (the “2018 Floating Rate Euro Notes”), €500 million aggregate principal amount of the Floating Ratefloating rate Senior Notes due 2020 (the “2020 Floating Rate Euro Notes”) and the remaining portion of the 2020 Euro Notes through certain Euro denominated financial assets and forward contracts.currency swaps.

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Interest Rate Risk Management
The Company enters into interest rate swaps in order to manage interest rate risk associated with the Company’s fixed-rate and floating-rate debt. TheseInterest rate swaps that meet specific accounting criteria are accounted for as fair value or cash flow hedges. All derivative instruments used to manage interest rate risk are measured at fair value and reported as current assets or current liabilities in the Condensed Consolidated Balance Sheets.
Cash Flow Hedging Relationships
The Company’s interest rate swaps designated as cash flow hedges fix the interest rate on a portion of the Company’s variable-rate debt or hedge part of the Company’s interest rate exposure associated with variability in future cash flows attributable to changes in interest rates or foreign currencies. Any changes in fair value are included in earnings or deferred through AOCE, depending on the nature and effectiveness of the offset. Any ineffectiveness in a cash flow hedging relationship is recognized immediately in earnings in the Condensed Consolidated Statements of Operations.
Fair Value Hedging Relationships
The Company’s interest rate swaps designated as For fair value hedges, convert the fixed rate on a portion of the Company’s fixed-rate senior notes to a variable rate. Any changes in the fair value of these derivative instruments, as well asboth the offsettinghedging instrument and the underlying debt obligations are included in interest expense. For cash flow hedges, the change in fair value of the portion ofhedging instrument is deferred through AOCE, and are reclassified into earnings when the fixed-rate debt being hedged is included in interest expense.item impacts earnings.
Credit Risk Management
The Company regularly reviews the creditworthiness of its financial counterparties and does not expect to incur a significant loss from the failure of any counterparties to perform under any agreements. The Company is not subject to any obligations to post collateral under derivative instrument contracts. Certain derivative instrument contracts entered into by the Company are governed by master agreements, which contain credit-risk-related contingent features that would allow the counterparties to terminate the contracts early and request immediate payment should the Company trigger an event of default on other specified borrowings. The Company records all derivative instruments on a gross basis in the Condensed Consolidated Balance Sheets. Accordingly, there are no offsetting amounts that net assets against liabilities.
The Effect of Derivative Instruments on the Condensed Consolidated Balance Sheets
Fair Values of Derivative Instruments
Derivatives Designated as Hedging Instruments
Asset DerivativesAsset Derivatives
September 30, 2017 December 31, 2016March 31, 2018 December 31, 2017
(In millions)Balance Sheet Location Fair Value Balance Sheet Location Fair ValueBalance Sheet Location Fair Value Balance Sheet Location Fair Value
Interest rate swapsPrepaid expenses and other current assets $25.3
 Prepaid expenses and other current assets $26.2
Prepaid expenses and other current assets $0.2
 Prepaid expenses and other current assets $16.2
Foreign currency forward contractsPrepaid expenses and other current assets 43.8
 Prepaid expenses and other current assets 21.9
Prepaid expenses and other current assets 38.8
 Prepaid expenses and other current assets 63.4
Total $69.1
 $48.1
 $39.0
 $79.6

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


The Effect of Derivative Instruments on the Condensed Consolidated Balance Sheets
Fair Values of Derivative Instruments
Derivatives Not Designated as Hedging Instruments
Asset DerivativesAsset Derivatives
September 30, 2017 December 31, 2016March 31, 2018 December 31, 2017
(In millions)Balance Sheet Location Fair Value Balance Sheet Location Fair ValueBalance Sheet Location Fair Value Balance Sheet Location Fair Value
Foreign currency forward contractsPrepaid expenses and other current assets $13.4
 Prepaid expenses and other current assets $14.0
Prepaid expenses and other current assets $30.6
 Prepaid expenses and other current assets $9.3
Total $13.4
 $14.0
 $30.6
 $9.3
Liability DerivativesLiability Derivatives
September 30, 2017 December 31, 2016March 31, 2018 December 31, 2017
(In millions)Balance Sheet Location Fair Value Balance Sheet Location Fair ValueBalance Sheet Location Fair Value Balance Sheet Location Fair Value
Foreign currency forward contractsOther current liabilities $10.1
 Other current liabilities $15.3
Other current liabilities $8.1
 Other current liabilities $31.1
Total $10.1
 $15.3
 $8.1
 $31.1
The Effect of Derivative Instruments on the Condensed Consolidated Statements of Operations
Derivatives in Fair Value Hedging Relationships
Location of Gain (Loss)
Recognized in Earnings
on Derivatives
 Amount of Gain (Loss) Recognized in Earnings on Derivatives
Location of Gain (Loss)
Recognized in Earnings
on Derivatives
 Amount of Gain (Loss) Recognized in Earnings on Derivatives
(In millions) Three Months Ended Nine Months Ended Three Months Ended
Location of Gain (Loss)
Recognized in Earnings
on Derivatives
September 30, September 30,
Location of Gain (Loss)
Recognized in Earnings
on Derivatives
March 31,
2017 2016 2017 20162018 2017
Interest rate swapsInterest expense$(2.5) $(9.7) $(1.0) $30.2
Interest expense$(16.0) $(2.4)
Total $(2.5) $(9.7) $(1.0) $30.2
 $(16.0) $(2.4)
Location of Gain (Loss)
Recognized in Earnings
on Hedged Items
 Amount of Gain (Loss) Recognized in Earnings on Hedged Items
Location of Gain (Loss)
Recognized in Earnings
on Hedged Items
 Amount of Gain (Loss) Recognized in Earnings on Hedged Items
(In millions) Three Months Ended Nine Months Ended Three Months Ended
Location of Gain (Loss)
Recognized in Earnings
on Hedged Items
September 30, September 30,
Location of Gain (Loss)
Recognized in Earnings
on Hedged Items
March 31,
2017 2016 2017 20162018 2017
2023 Senior Notes (3.125% coupon)Interest expense$2.5
 $9.7
 $1.0
 $(30.2)Interest expense$16.0
 $2.4
Total $2.5
 $9.7
 $1.0
 $(30.2) $16.0
 $2.4
The Effect of Derivative Instruments on the Condensed Consolidated Statements of Comprehensive Earnings
Derivatives in Cash Flow Hedging Relationships
 Amount of Gain (Loss) Recognized in AOCE (Net of Tax) on Derivative (Effective Portion) Amount of Gain (Loss) Recognized in AOCE (Net of Tax) on Derivative
 Three Months Ended Nine Months Ended Three Months Ended
 September 30, September 30, March 31,
(In millions) 2017 2016 2017 2016 2018 2017
Foreign currency forward contracts $(8.8) $2.9
 $7.5
 $(16.3) $(15.1) $14.1
Interest rate swaps (3.3) (0.9) (2.0) (38.0) —
 0.7
Total $(12.1) $2.0
 $5.5
 $(54.3) $(15.1) $14.8

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


The Effect of Derivative Instruments on the Condensed Consolidated Statements of Comprehensive Earnings
Derivatives in Net Investment Hedging Relationships
 Amount of Gain (Loss) Recognized in AOCE
(Net of Tax) on Derivative
(Effective Portion)		 Amount of Gain (Loss) Recognized in AOCE
(Net of Tax) on Derivative
 Three Months Ended Nine Months Ended Three Months Ended
 September 30, September 30, March 31,
(In millions) 2017 2016 2017 2016 2018 2017
Foreign currency borrowings and forward contracts $(72.1) $(8.1) $(203.2) $(8.1) $(59.2) $(9.9)
Total $(72.1) $(8.1) $(203.2) $(8.1) $(59.2) $(9.9)
The Effect of Derivative Instruments on the Condensed Consolidated Statements of Operations
Derivatives in Cash Flow Hedging Relationships
Location of Gain (Loss) Reclassified from AOCE into Earnings (Effective Portion) Amount of Gain (Loss) Reclassified from AOCE into Earnings (Effective Portion)Location of Gain (Loss) Reclassified from AOCE into Earnings (Effective Portion) Amount of Gain (Loss) Reclassified from AOCE into Earnings
 Three Months Ended Nine Months Ended Three Months Ended
 September 30, September 30, March 31,
(In millions) 2017 2016 2017 2016 2018 2017
Foreign currency forward contractsNet sales $2.0
 $(10.7) $(3.8) $(34.2)Net sales $4.8
 $(5.2)
Interest rate swapsInterest expense (1.9) (2.3) (5.5) (6.6)Interest expense (1.9) (1.8)
Total $0.1
 $(13.0) $(9.3) $(40.8) $2.9
 $(7.0)
Location of Gain (Loss) Excluded from the Assessment of Hedge Effectiveness Amount of Gain (Loss) Excluded from the Assessment of Hedge EffectivenessLocation of Gain (Loss) Excluded from the Assessment of Hedge Effectiveness Amount of Gain (Loss) Excluded from the Assessment of Hedge Effectiveness
 Three Months Ended Nine Months Ended Three Months Ended
 September 30, September 30, March 31,
(In millions) 2017 2016 2017 2016 2018 2017
Foreign currency forward contractsOther expense, net $3.3
 $8.9
 $6.9
 $26.0
Other expense, net $—
 $(0.8)
Total $3.3
 $8.9
 $6.9
 $26.0
 $—
 $(0.8)
At September 30, 2017March 31, 2018, the Company expects that approximately $11$9 million of pre-tax net gainslosses on cash flow hedges will be reclassified from AOCE into earnings during the next twelve months.
The Effect of Derivative Instruments on the Condensed Consolidated Statements of Operations
Derivatives Not Designated as Hedging Instruments
Location of Gain (Loss) Recognized in Earnings on Derivatives Amount of Gain (Loss) Recognized in Earnings on DerivativesLocation of Gain (Loss) Recognized in Earnings on Derivatives Amount of Gain (Loss) Recognized in Earnings on Derivatives
 Three Months Ended Nine Months Ended Three Months Ended
 September 30, September 30, March 31,
(In millions) 2017 2016 2017 2016 2018 2017
Foreign currency option and forward contractsOther expense, net $(43.0) $(36.8) $(60.1) $(98.3)Other expense, net $44.0
 $(0.3)
Total $(43.0) $(36.8) $(60.1) $(98.3) $44.0
 $(0.3)

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Fair Value Measurement
Fair value is based on the price that would be received from the sale of an identical asset or paid to transfer an identical liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, a fair value hierarchy has been established that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described below:
Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.
Level 2: Observable market-based inputs other than quoted prices in active markets for identical assets or liabilities.
Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.
In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as considers counterparty credit risk in its assessment of fair value.
The Company recognized unrealized losses of $0.2 million during thethree months ended March 31, 2018 and unrealized gains of $8.8 million during the three months ended March 31, 2017 attributable to the changes in fair value of equity securities.
Financial assets and liabilities carried at fair value are classified in the tables below in one of the three categories described above:
September 30, 2017March 31, 2018
(In millions)Level 1 Level 2 Level 3 TotalLevel 1 Level 2 Level 3 Total
Recurring fair value measurements              
Financial Assets              
Cash equivalents:              
Money market funds$170.8
 $—
 $—
 $170.8
$7.9
 $—
 $—
 $7.9
Total cash equivalents170.8
 —
 —
 170.8
7.9
 —
 —
 7.9
Trading securities:       
Equity securities — exchange traded funds32.7
 —
 —
 32.7
Total trading securities32.7
 —
 —
 32.7
Equity securities:       
Exchange traded funds33.6
 —
 —
 33.6
Marketable securities1.0
 —
 —
 1.0
Total equity securities34.6
 —
 —
 34.6
Available-for-sale fixed income investments:              
Corporate bonds—
 17.0
 —
 17.0
—
 14.6
 —
 14.6
U.S. Treasuries—
 7.4
 —
 7.4
—
 7.3
 —
 7.3
Agency mortgage-backed securities—
 4.3
 —
 4.3
Asset backed securities—
 1.9
 —
 1.9
Other—
 1.7
 —
 1.7
—
 1.6
 —
 1.6
Total available-for-sale fixed income investments—
 32.3
 —
 32.3
—
 23.5
 —
 23.5
Available-for-sale equity securities:       
Marketable securities55.3
 —
 —
 55.3
Total available-for-sale equity securities55.3
 —
 —
 55.3
Foreign exchange derivative assets—
 57.2

—

57.2
—
 69.4

—

69.4
Interest rate swap derivative assets—
 25.3
 —
 25.3
—
 0.2
 —
 0.2
Total assets at recurring fair value measurement$258.8

$114.8

$—

$373.6
$42.5

$93.1

$—

$135.6
Financial Liabilities              
Foreign exchange derivative liabilities$—
 $10.1
 $—
 $10.1
$—
 $8.1
 $—
 $8.1
Contingent consideration—
 —
 471.1
 471.1
—
 —
 461.4
 461.4
Total liabilities at recurring fair value measurement$—
 $10.1
 $471.1
 $481.2
$—
 $8.1
 $461.4
 $469.5


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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


December 31, 2016December 31, 2017
(In millions)Level 1 Level 2 Level 3 TotalLevel 1 Level 2 Level 3 Total
Recurring fair value measurements              
Financial Assets              
Cash equivalents:              
Money market funds$433.7
 $—
 $—
 $433.7
$8.4
 $—
 $—
 $8.4
Total cash equivalents433.7
 —
 —
 433.7
8.4
 —
 —
 8.4
Trading securities:       
Equity securities — exchange traded funds29.6
 —
 —
 29.6
Total trading securities29.6
 —
 —
 29.6
Equity securities:       
Exchange traded funds33.9
 —
 —
 33.9
Marketable securities45.2
 —
 —
 45.2
Total equity securities79.1
 —
 —
 79.1
Available-for-sale fixed income investments:              
Corporate bonds—
 17.5
 —
 17.5
—
 16.5
 —
 16.5
U.S. Treasuries—
 6.0
 —
 6.0
—
 7.4
 —
 7.4
Agency mortgage-backed securities—
 4.0
 —
 4.0
—
 4.1
 —
 4.1
Asset backed securities—
 1.6
 —
 1.6
—
 2.1
 —
 2.1
Other—
 2.3
 —
 2.3
—
 1.4
 —
 1.4
Total available-for-sale fixed income investments—
 31.4
 —
 31.4
—
 31.5
 —
 31.5
Available-for-sale equity securities:       
Marketable securities52.3
 —
 —
 52.3
Total available-for-sale equity securities52.3
 —
 —
 52.3
Foreign exchange derivative assets—
 35.9
 —
 35.9
—
 72.7
 —
 72.7
Interest rate swap derivative assets—
 26.2
 —
 26.2
—
 16.2
 —
 16.2
Total assets at recurring fair value measurement$515.6
 $93.5
 $—
 $609.1
$87.5
 $120.4
 $—
 $207.9
Financial Liabilities              
Foreign exchange derivative liabilities$—
 $15.3
 $—
 $15.3
$—
 $31.1
 $—
 $31.1
Contingent consideration—
 —
 564.6
 564.6
—
 —
 453.7
 453.7
Total liabilities at recurring fair value measurement$—
 $15.3
 $564.6
 $579.9
$—
 $31.1
 $453.7
 $484.8
For financial assets and liabilities that utilize Level 2 inputs, the Company utilizes both direct and indirect observable price quotes, including the LIBOR yield curve, foreign exchange forward prices and bank price quotes. Below is a summary of valuation techniques for Level 1 and Level 2 financial assets and liabilities:
Cash equivalents — valued at observable net asset value prices.
TradingEquity securities, exchange traded funds — valued at the active quoted market prices from broker or dealer quotations or transparent pricing sources at the reporting date. Unrealized gains and losses attributable to changes in fair value are included in other expense, net, in the Condensed Consolidated Statements of Operations.
Equity securities, marketable securities — valued using quoted stock prices from public exchanges at the reporting date. Unrealized gains and losses attributable to changes in fair value are included in other expense, net, in the Condensed Consolidated Statements of Operations.
Available-for-sale fixed income investments — valued at the quoted market prices from broker or dealer quotations or transparent pricing sources at the reporting date.
Available-for-sale equity securities — valued using quoted stock prices from public exchanges at the reporting date. Unrealized gains and losses attributable to changes in fair value, net of income taxes, are included in accumulated other comprehensive loss as a component of shareholders’ equity.
Foreign exchange derivative assets and liabilities — valued using quoted forward foreign exchange prices and spot rates at the reporting date. Counterparties to these contracts are highly rated financial institutions.
Interest rate swap derivative assets and liabilities — valued using the LIBOR/EURIBOR yield curves at the reporting date. Counterparties to these contracts are highly rated financial institutions.

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Contingent Consideration
The fair value measurement of contingent consideration is determined using Level 3 inputs. The Company’s contingent consideration represents a component of the total purchase consideration for the respiratory delivery platform, the acquisition of Agila Specialties Private Limited (“Agila”), the acquisition of certain female healthcare businesses from Famy Care Limited (such businesses “Jai Pharma Limited”), the acquisition of the Topicals Business and certain other acquisitions. The measurement is calculated using unobservable inputs based on the Company’s own assumptions. For the respiratory delivery platform, Jai Pharma Limited the Topicals Business and certain other acquisitions, significant unobservable inputs in the valuation include the probability and timing of future development and commercial milestones and future profit sharing payments. When valuing the contingent consideration related to the respiratory delivery platform and Jai Pharma Limited, the value of the obligations areis derived from a probability assessment based on expectations of when certain milestones or profit share payments occur which are discounted using a market rate of return. At September 30, 2017March 31, 2018 and December 31, 2016,2017, discount rates ranging from 0.5%2.1% to 10.0% were utilized in the valuations. Significant changes in unobservable inputs could result in material changes to the contingent consideration liability.
A rollforward of the activity in the Company’s fair value of contingent consideration from December 31, 20162017 to September 30, 2017March 31, 2018 is as follows:
(In millions)
Current Portion (1)
 
Long-Term Portion (2)
 Total Contingent Consideration
Current Portion (1)
 
Long-Term Portion (2)
 Total Contingent Consideration
Balance at December 31, 2016$256.9
 $307.7
 $564.6
Balance at December 31, 2017$167.8
 $285.9
 $453.7
Payments(36.1) (0.2) (36.3)(0.3) —
 (0.3)
Reclassifications(38.5) 38.5
 —
32.0
 (32.0) —
Accretion—
 20.8
 20.8
—
 5.1
 5.1
Fair value adjustments (3)
(62.9) (15.1) (78.0)—
 2.9
 2.9
Balance at September 30, 2017$119.4
 $351.7
 $471.1
Balance at March 31, 2018$199.5
 $261.9
 $461.4
____________
(1) 
Included in other current liabilities on the Condensed Consolidated Balance Sheets.
(2) 
Included in other long-term obligations on the Condensed Consolidated Balance Sheets.
(3) 
Included in litigation settlements and other contingencies, net in the Condensed Consolidated Statements of Operations.
20172018 Significant Changes to Contingent Consideration: During the ninethree months ended September 30, 2017,March 31, 2018, the Company recorded a fair value gainloss of $88.1$2.7 million related to the respiratory delivery platform contingent consideration offset by a fair value loss of $9.9 million related to Jai Pharma Limited contingent consideration. In addition, the Company made payments of approximately $12.5 million related to the Agila contingent consideration and payments of approximately $20.0 million related to the Jai Pharma Limited contingent consideration.
Although the Company has not elected the fair value option for other financial assets and liabilities, any future transacted financial asset or liability will be evaluated for the fair value election.
12.Debt
Short-Term Borrowings
(In millions)March 31,
2018		 December 31,
2017
Receivables Facility$355.0
 $45.0
Other0.5
 1.5
Short-term borrowings$355.5
 $46.5
In January 2018, the maturity of the Receivables Facility was extended to January 2019.
The Company uses net proceeds from its commercial paper program and the Receivables Facility as a source of liquidity for general corporate purposes, including for business development transactions, working capital and share repurchases. Commercial paper borrowings and the Receivables Facility may vary during a particular period, as a result of fluctuations in working capital requirements and timing of cash receipts.

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12.Debt
Long-Term Debt
A summary of long-term debt is as follows:
(In millions)Interest Rate as of September 30, 2017 September 30,
2017		 December 31,
2016		Interest Rate as of March 31, 2018 March 31,
2018		 December 31,
2017
Current portion of long-term debt:          
Meda 2.0kr billion Term Loan  $—
 $219.6
2018 Senior Notes *
2.600% 649.8
 —
2.600% $649.9
 $649.9
Meda Medium Term Notes due 20182.356% 72.2
 —
2018 Floating Rate Euro Notes (a) **
  616.2
 600.2
2018 Senior Notes **
3.000% 499.8
 499.8
2019 Senior Notes *
2.550% 499.8
 —
Other  2.2
 3.7
  2.7
 2.4
Deferred financing fees  (1.4) —
  (3.2) (3.1)
Current portion of long-term debt  $722.8
 $223.3
  $2,265.2
 $1,749.2
          
Non-current portion of long-term debt:          
2016 Term Loans due 2019(a) **
2.610% $100.0
 $1,600.0
Meda Medium Term Notes due 20191.173% 91.4
 146.4
2018 Floating Rate Euro Notes(b) **
0.541% 590.7
 526.0
2018 Senior Notes *
2.600% —
 649.6
2018 Senior Notes **
3.000% 499.7
 499.6
2016 Term Facility (b) **
3.252% 100.0
 100.0
2019 Senior Notes **
2.500% 999.4
 999.1
2.500% 999.5
 999.5
2019 Senior Notes *
2.550% 499.6
 499.5
2.550% —
 499.7
2020 Floating Rate Euro Notes(c) **
0.172% 590.7
 —
  616.2
 600.2
2020 Euro Senior Notes **
1.250% 883.1
 785.7
1.250% 921.7
 897.6
2020 Senior Notes **
3.750% 499.9
 499.9
3.750% 499.9
 499.9
2021 Senior Notes **
3.150% 2,248.0
 2,247.7
3.150% 2,248.3
 2,248.2
2023 Senior Notes *
3.125% 774.4
 775.3
3.125% 749.4
 765.4
2023 Senior Notes *
4.200% 498.7
 498.6
4.200% 498.8
 498.8
2024 Euro Senior Notes **
2.250% 1,178.6
 1,049.2
2.250% 1,229.7
 1,197.7
2026 Senior Notes **
3.950% 2,234.6
 2,233.5
3.950% 2,235.3
 2,235.0
2028 Euro Senior Notes **
3.125% 877.7
 781.1
3.125% 915.9
 892.0
2043 Senior Notes *
5.400% 497.1
 497.0
5.400% 497.1
 497.1
2046 Senior Notes **
5.250% 999.8
 999.8
5.250% 999.8
 999.8
Other  7.2
 7.1
  6.9
 6.3
Deferred financing fees  (78.2) (92.2)  (67.1) (71.9)
Long-term debt  $13,992.4
 $15,202.9
  $12,451.4
 $12,865.3
____________
(a) 
Instrument bears interest at a rate of three-month EURIBOR plus 0.870% per annum, reset quarterly.
(b)
The 2016 Term Loans bearFacility bears interest at LIBOR plus a base rate, which margins can fluctuate based on the Company’s credit ratings. The Company voluntarily prepaid $400 million ofAt March 31, 2018, the aggregate principal amountweighted average interest rate of the 2016 Term Loans in the fourth quarter of 2016. An additional $1.50 billionFacility was voluntarily prepaid during the nine months ended September 30, 2017 utilizing proceeds from the issuance of the 2020 Floating Rate Euro Notes and cash on-hand.
(b)
Instrument bears interest at a rate of three-month EURIBOR plus 0.870% per annum, reset quarterly.approximately 3.25%.
(c) 
Instrument bears interest at a rate of three-month EURIBOR plus 0.50% per annum, reset quarterly.
*
Instrument was issued by Mylan Inc.
**  
Instrument was issued by Mylan N.V.
For additional information, see Note 8 Debt in Mylan N.V.’s Annual Report filed on Form 10-K for the year ended December 31, 2016,2017, as amended.

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Commercial Paper Program
On June 8, 2017, the Company established an unsecured commercial paper program (the “CP Program”) pursuant to which the Company may issue short-term, unsecured commercial paper notes pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended. For additional information, see Note 12Debt in the Company’s Quarterly Report filed on Form 10-Q for the quarter ended June 30, 2017. At September 30, 2017, the Company had no amounts outstanding under the CP program.
2016 Revolving Facility, Receivables Facility and 2016 Term Facility
At September 30, 2017 and December 31, 2016, the Company had no amounts outstanding under the $2.0 billion revolving credit facility (the “2016 Revolving Facility”) and had no short-term borrowings under the $400 million Receivables Facility in the Condensed Consolidated Balance Sheets. At September 30, 2017, the Company had $100 million outstanding under the $2.0 billion term credit facility (the “2016 Term Facility”). For additional information, see Note 8 Debt in the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2016, as amended.
The 2016 Term Facility and 2016 Revolving Facility contain a maximum consolidated leverage ratio financial covenant requiring maintenance of a maximum ratio of 3.75 to 1.00 for consolidated total indebtedness as of the end of any quarter to consolidated EBITDA for the trailing four quarters as defined in the related credit agreements (“leverage ratio”). The Company is in compliance at September 30, 2017.
Following the acquisition of Meda acquisitionAB (publ.) (“Meda”) (a qualifying acquisition), the leverage ratio changed to 4.25 to 1.00 through June 30, 2017. On November 3, 2017, the Company entered into amendments to the agreements for the 2016 Term Facility and 2016 Revolving Facility to extend the leverage ratio covenant of 4.25 to 1.00 through the December 31, 2018 reporting period. The Company is in compliance at March 31, 2018 and expects to remain in compliance for the next twelve months.
EuroApril 2018 Senior Notes Offering
On May 24, 2017,The following table provides the amounts of senior unsecured debt issued by Mylan Inc., and guaranteed by Mylan N.V., on April 9, 2018 (the “April 2018 Senior Notes”). The April 2018 Senior Notes were issued pursuant to an indenture dated April 9, 2018. The April 2018 Senior Notes were issued in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) to qualified institutional buyers in accordance with Rule 144A under the Securities Act and to persons outside of the U.S. pursuant to Regulation S under the Securities Act. The Company completed its offeringhas entered into a registration rights agreement, dated as of €500 millionApril 9, 2018 pursuant to which Mylan Inc. and Mylan N.V. are required to use commercially reasonable efforts to file a registration statement with respect to an offer to exchange each series of the April 2018 Senior Notes for new notes with the same aggregate principal amount of 2020 Floating Rate Euro Notes. For additional information, see Note 12Debt and terms substantially identical in the Company’s Quarterly Report filed on Form 10-Q for the quarter ended June 30, 2017.all material respects.
(In millions)Interest Rate Principal Amount
2028 Senior Notes (1)
4.550% $750.0
2048 Senior Notes (1)
5.200% 750.0
Total Senior Notes  $1,500.0
During the nine months ended September 30, 2017,____________
(1)
Redeemable, in whole or in part, at our option at any time prior to three months (in the case of the 2028 Senior Notes) or six months (in the case of the 2048 Senior Notes) of the maturity date at the greater of 100% of the principal amount or the sum of the present values of the remaining scheduled payments of principal and interest discounted at the U.S. Treasury rate plus an incremental spread of 0.30% (in the case of the 2028 Senior Notes) or 0.35% (in the case of the 2048 Senior Notes), plus, in each case, accrued and unpaid interest.
On April 28, 2018, the Company recorded mark-to-market losses related to the 2018 Floating Rate Euro Notes, 2020 Floating Rate Euro Notes, 2020 Euro Notes, 2024 Euro Notes and 2028 Euro Notes of approximately $64.8 million, $36.2 million, $97.1 million, $129.5 million and $97.1 million, respectively. Refer to Note 11Financial Instruments and Risk Management for further discussionredeemed all of the foreign currency risk managementoutstanding $650 million principal amount of Mylan Inc.’s 2.600% senior notes due 2018, all of the outstanding $500 million principal amount of Mylan N.V.’s 3.000% senior notes due 2018 and $350 million of the outstanding $500 million principal amount of Mylan Inc.’s 2.550% senior notes due 2019. The redemption of these instruments.notes was funded with the net proceeds from the April 2018 Senior Notes offering.
Fair Value
At September 30, 2017March 31, 2018 and December 31, 2016,2017, the fair value of the Company’s 2.600% Senior Notes due 2018, 3.000% Senior Notes due 2018, 2.500% Senior Notes due 2019, 2.550% Senior Notes due 2019, 3.750% Senior Notes due 2020, 3.150% Senior Notes due 2021, 3.125% Senior Notes due 2023, 4.200% Senior Notes due 2023, 3.950% Senior Notes due 2026, 5.400% Senior Notes due 2043 and 5.250% Senior Notes due 2046 (collectively, the “Senior Notes”), 1.250% Euro Senior Notes due 2020, 2.250% Euro Senior Notes due in 2024, 3.125% Euro Senior Notes due in 2028, 2018 Floating Rate Euro Notes and 2020 Floating Rate Euro Notes (collectively, the “Euro Notes”) was approximately $15.0$14.7 billion and $13.2$14.9 billion, respectively. The fair values of the Senior Notes and Euro Notes were valued at quoted market prices from broker or dealer quotations and were classified as Level 2 in the fair value hierarchy. Based on quoted market rates of interest and maturity schedules of similar debt issues, the fair valuesvalue of the Company’s 2016 Term Loans and the Meda borrowings,Facility determined based on Level 2 inputs, approximate theirapproximates its carrying valuesvalue at September 30, 2017March 31, 2018 and December 31, 2016.2017.

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Mandatory minimum repayments remaining on the notional amount of outstanding long-term debt at September 30, 2017 areMarch 31, 2018 were as follows for each of the periods ending December 31:
(In millions)TotalTotal
2017$—
20181,813
$1,766
20191,691
1,600
20201,977
2,041
20212,250
2,250
2022—
Thereafter7,068
7,157
Total$14,799
$14,814
13.Comprehensive Earnings
Accumulated other comprehensive loss, as reflected on the Condensed Consolidated Balance Sheets, is comprised of the following:
(In millions)September 30,
2017		 December 31,
2016		March 31,
2018		 December 31,
2017
Accumulated other comprehensive loss:      
Net unrealized gain on marketable securities, net of tax$16.6
 $14.5
Net unrecognized gains (losses) and prior service cost related to defined benefit plans, net of tax1.4
 (0.5)
Net unrealized (loss) gain on marketable securities, net of tax$(0.2) $10.1
Net unrecognized gains and prior service cost related to defined benefit plans, net of tax2.2
 6.0
Net unrecognized losses on derivatives in cash flow hedging relationships, net of tax(18.8) (38.6)(22.6) (3.7)
Net unrecognized losses on derivatives in net investment hedging relationships, net of tax(204.6) (1.4)(299.0) (239.8)
Foreign currency translation adjustment(405.8) (2,237.7)128.1
 (133.8)
$(611.2) $(2,263.7)$(191.5) $(361.2)

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Components of accumulated other comprehensive loss, before tax, consist of the following, for the three months ended March 31, 2018 and 2017:
 Three Months Ended March 31, 2018
Gains and Losses on Derivatives in Cash Flow Hedging Relationships Gains and Losses on Net Investment Hedges Gains and Losses on Marketable Securities Defined Pension Plan Items Foreign Currency Translation Adjustment Totals
(In millions)Foreign Currency Forward Contracts Interest Rate Swaps Total          
Balance at December 31, 2017, net of tax    $(3.7) $(239.8) $10.1
 $6.0
 $(133.8) $(361.2)
Other comprehensive (loss) earnings before reclassifications, before tax    (29.1) (59.2) (0.4) (4.4) 261.9
 168.8
Amounts reclassified from accumulated other comprehensive loss, before tax:               
Gain on foreign exchange forward contracts classified as cash flow hedges, included in net sales(4.8)   (4.8)         (4.8)
Loss on interest rate swaps classified as cash flow hedges, included in interest expense  1.9
 1.9
         1.9
Amortization of prior service costs included in SG&A          0.1
   0.1
Amortization of actuarial loss included in SG&A          —
   —
Net other comprehensive (loss) earnings, before tax    (32.0) (59.2) (0.4) (4.3) 261.9
 166.0
Income tax benefit    (10.6) —
 (0.1) (0.5) —
 (11.2)
Cumulative effect of the adoption of new accounting standards    2.5
 —
 (10.0) —
 —
 (7.5)
Balance at March 31, 2018, net of tax    $(22.6) $(299.0) $(0.2) $2.2
 $128.1
 $(191.5)

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


Components of accumulated other comprehensive loss, before tax, consist
 Three Months Ended March 31, 2017
Gains and Losses on Derivatives in Cash Flow Hedging Relationships Gains and Losses on Net Investment Hedges Gains and Losses on Marketable Securities Defined Pension Plan Items Foreign Currency Translation Adjustment Totals
(In millions)Foreign Currency Forward Contracts Interest Rate Swaps Total          
Balance at December 31, 2016, net of tax    $(38.6) $(1.4) $14.5
 $(0.5) $(2,237.7) $(2,263.7)
Other comprehensive earnings (loss) before reclassifications, before tax    25.4
 (9.9) 7.7
 (0.3) 434.2
 457.1
Amounts reclassified from accumulated other comprehensive (loss) earnings, before tax:               
Loss on foreign exchange forward contracts classified as cash flow hedges, included in net sales5.2
   5.2
         5.2
Loss on interest rate swaps classified as cash flow hedges, included in interest expense  1.8
 1.8
         1.8
Amortization of prior service costs included in SG&A          0.1
   0.1
Amortization of actuarial gain included in SG&A          0.2
   0.2
Net other comprehensive earnings (loss), before tax    32.4
 (9.9) 7.7
 —
 434.2
 464.4
Income tax provision (benefit)    11.1
 —
 2.8
 (0.2) —
 13.7
Balance at March 31, 2017, net of tax    $(17.3) $(11.3) $19.4
 $(0.3) $(1,803.5) $(1,813.0)
14.Shareholders’ Equity
A summary of the following,changes in shareholders’ equity for the three and nine months endedSeptember 30, March 31, 2018 and 2017 and 2016: is as follows:
 Three Months Ended September 30, 2017
Gains and Losses on Derivatives in Cash Flow Hedging Relationships Gains and Losses on Net Investment Hedges Gains and Losses on Marketable Securities Defined Pension Plan Items Foreign Currency Translation Adjustment Totals
(In millions)Foreign Currency Forward Contracts Interest Rate Swaps Total          
Balance at June 30, 2017, net of tax    $(17.1) $(132.5) $22.3
 $0.5
 $(828.8) $(955.6)
Other comprehensive (loss) earnings before reclassifications, before tax    (4.4) (72.1) (8.9) 0.8
 423.0
 338.4
Amounts reclassified from accumulated other comprehensive earnings (loss), before tax:               
Loss on foreign exchange forward contracts classified as cash flow hedges, included in net sales(2.0)   (2.0)         (2.0)
Gain on interest rate swaps classified as cash flow hedges, included in interest expense  1.9
 1.9
         1.9
Amortization of prior service costs included in SG&A          0.1
   0.1
Amortization of actuarial loss included in SG&A          0.2
   0.2
Net other comprehensive (loss) earnings, before tax    (4.5) (72.1) (8.9) 1.1
 423.0
 338.6
Income tax (benefit) provision    (2.8) —
 (3.2) 0.2
 —
 (5.8)
Balance at September 30, 2017, net of tax    $(18.8) $(204.6) $16.6
 $1.4
 $(405.8) $(611.2)

(In millions)Total
December 31, 2017$13,307.6
Net earnings87.1
Other comprehensive earnings, net of tax177.2
Stock option activity10.6
Ordinary share repurchase(432.0)
Share-based compensation expense21.4
Issuance of restricted stock, net of shares withheld(8.0)
Cumulative effect of the adoption of new accounting standards12.8
March 31, 2018$13,176.7

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


 Nine Months Ended September 30, 2017
Gains and Losses on Derivatives in Cash Flow Hedging Relationships Gains and Losses on Net Investment Hedges Gains and Losses on Marketable Securities Defined Pension Plan Items Foreign Currency Translation Adjustment Totals
(In millions)Foreign Currency Forward Contracts Interest Rate Swaps Total          
Balance at December 31, 2016, net of tax    $(38.6) $(1.4) $14.5
 $(0.5) $(2,237.7) $(2,263.7)
Other comprehensive earnings (loss) before reclassifications, before tax    19.9
 (203.2) 3.5
 1.7
 1,831.9
 1,653.8
Amounts reclassified from accumulated other comprehensive (loss) earnings, before tax:               
Gain on foreign exchange forward contracts classified as cash flow hedges, included in net sales3.8
   3.8
         3.8
Gain on interest rate swaps classified as cash flow hedges, included in interest expense  5.5
 5.5
         5.5
Amortization of prior service costs included in SG&A          0.2
   0.2
Amortization of actuarial loss included in SG&A          0.5
   0.5
Net other comprehensive earnings (loss), before tax    29.2
 (203.2) 3.5
 2.4
 1,831.9
 1,663.8
Income tax provision    9.4
 —
 1.4
 0.5
 —
 11.3
Balance at September 30, 2017, net of tax    $(18.8) $(204.6) $16.6
 $1.4
 $(405.8) $(611.2)


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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


 Three Months Ended September 30, 2016
Gains and Losses on Derivatives in Cash Flow Hedging Relationships Gains and Losses on Net Investment Hedges Gains and Losses on Marketable Securities Defined Pension Plan Items Foreign Currency Translation Adjustment Totals
(In millions)Foreign Currency Forward Contracts Interest Rate Swaps Total          
Balance at June 30, 2016, net of tax    $(46.7) $—
 $6.0
 $(15.2) $(1,375.4) $(1,431.3)
Other comprehensive earnings (loss) before reclassifications, before tax    9.8
 (10.4) 21.5
 (0.2) 290.6
 311.3
Amounts reclassified from accumulated other comprehensive (loss) earnings, before tax:               
Gain on foreign exchange forward contracts classified as cash flow hedges, included in net sales10.7
   10.7
         10.7
Gain on interest rate swaps classified as cash flow hedges, included in interest expense  2.3
 2.3
         2.3
Amortization of prior service costs included in SG&A          —
   —
Amortization of actuarial gain included in SG&A          0.3
   0.3
Net other comprehensive earnings (loss), before tax    22.8
 (10.4) 21.5
 0.1
 290.6
 324.6
Income tax provision (benefit)    8.0
 (2.3) 8.0
 —
 —
 13.7
Balance at September 30, 2016, net of tax    $(31.9) $(8.1) $19.5
 $(15.1) $(1,084.8) $(1,120.4)


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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


 Nine Months Ended September 30, 2016
Gains and Losses on Derivatives in Cash Flow Hedging Relationships Gains and Losses on Net Investment Hedges Gains and Losses on Marketable Securities Defined Pension Plan Items Foreign Currency Translation Adjustment Totals
(In millions)Foreign Currency Forward Contracts Interest Rate Swaps Total          
Balance at December 31, 2015, net of tax    $(18.1) $—
 $(1.0) $(14.9) $(1,730.3) $(1,764.3)
Other comprehensive (loss) earnings before reclassifications, before tax    (63.7) (10.4) 32.5
 (1.2) 645.5
 602.7
Amounts reclassified from accumulated other comprehensive (loss) earnings, before tax:               
Gain on foreign exchange forward contracts classified as cash flow hedges, included in net sales34.2
   34.2
         34.2
Gain on interest rate swaps classified as cash flow hedges, included in interest expense  6.6
 6.6
         6.6
Amortization of prior service costs included in SG&A          0.2
   0.2
Amortization of actuarial gain included in SG&A          0.7
   0.7
Net other comprehensive (loss) earnings, before tax    (22.9) (10.4) 32.5
 (0.3) 645.5
 644.4
Income tax (benefit) provision    (9.1) (2.3) 12.0
 (0.1) —
 0.5
Balance at September 30, 2016, net of tax    $(31.9) $(8.1) $19.5
 $(15.1) $(1,084.8) $(1,120.4)
14.Shareholders’ Equity
A summary of the changes in shareholders’ equity for the nine months endedSeptember 30, 2017 and 2016 is as follows:
(In millions)Total
Mylan N.V.
Shareholders' Equity		 Noncontrolling Interest Total
December 31, 2016$11,116.2
 $1.4
 $11,117.6
Net earnings451.7
 —
 451.7
Other comprehensive earnings, net of tax1,652.5
 —
 1,652.5
Stock option activity12.8
 —
 12.8
Share-based compensation expense64.2
 —
 64.2
Issuance of restricted stock, net of shares withheld(5.8) —
 (5.8)
Other—
 (1.4) (1.4)
September 30, 2017$13,291.6
 $—
 $13,291.6

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


(In millions)Total
Mylan N.V.
Shareholders' Equity		 Noncontrolling Interest TotalTotal
Mylan N.V.
Shareholders' Equity		 Noncontrolling Interest Total
December 31, 2015$9,764.4
 $1.4
 $9,765.8
December 31, 2016$11,116.2
 $1.4
 $11,117.6
Net earnings62.5
 —
 62.5
66.4
 —
 66.4
Other comprehensive earnings, net of tax643.9
 —
 643.9
450.7
 —
 450.7
Stock option activity11.1
 —
 11.1
5.2
 —
 5.2
Share-based compensation expense71.1
 —
 71.1
23.1
 —
 23.1
Issuance of restricted stock, net of shares withheld(9.6) —
 (9.6)(5.6) —
 (5.6)
Tax benefit of stock option plans2.2
 —
 2.2
Issuance of ordinary shares to purchase Meda1,281.7
 —
 1,281.7
Other—
 0.1
 0.1
—
 (1.4) (1.4)
September 30, 2016$11,827.3
 $1.5
 $11,828.8
March 31, 2017$11,656.0
 $—
 $11,656.0
15.Segment Information
As a result of our acquisition of Meda and the integration of our portfolio across our branded, generics and OTC platforms in all of our regions, effective October 1, 2016, the Company expanded its reportable segments. The Company has three reportable segmentsMylan reports segment information on a geographic basis as follows: basis. This approach reflects the company’s focus on bringing its broad and diversified portfolio of generic, branded generics, brand-name and over-the-counter products to people in markets everywhere. Our North America Europe and Rest of World. Our North America segment is made up ofcomprises our operations in the U.S. and Canada and includes the operations of our previously reported Specialty segment.Canada. Our Europe segment is made up ofcomprises our operations in more than 35 countries, withinincluding France, Italy, Germany, the region.U.K. and Spain. Our Rest of World segment is primarily made up ofreflects our operations in more than 120 countries, including Japan, Australia, China, Brazil, Russia, India, Australia, JapanSouth Africa and New Zealand. Also includedcertain markets in our Rest of World segment are our operations in emerging markets, which include countries in Africa (including South Africa) as well as Brazil and other countries throughout Asia and the Middle East. Comparative segment financial information has been recast for prior periods to conform to this revised segment reporting.East and Southeast Asia.
The Company’s chief operating decision maker is the Chief Executive Officer, who evaluates the performance of its segments based on total revenues and segment profitability. Segment profitability represents segment gross profit less direct R&D expenses and direct selling, general and administrative (“SG&A”) expenses.&A. Certain general and administrative and R&D expenses not allocated to the segments, including certain special items, net charges for litigation settlements and other contingencies, amortization of intangible assets, impairment charges and other expenses not directly attributable to the segments and certain intercompany transactions, including eliminations, are reported in Corporate/Other. Additionally, amortizationseparately or outside of intangible assets and other purchase accounting related items, as well as certain other significant special items, are included in Corporate/Other.segment profitability. Items below the earnings from operations line on the Company’s Condensed Consolidated Statements of Operations are not presented by segment, since they are excluded from the measure of segment profitability. The Company does not report depreciation expense, total assets and capital expenditures by segment, as such information is not used by the chief operating decision maker.
The accounting policies of the segments are the same as those described in Note 2 Revenue Recognition and Accounts Receivable and the “Summary of Significant Accounting Policies” included in Mylan N.V.’s Annual Report on Form 10-K for the year ended December 31, 2016,2017, as amended. Intersegment revenues are accounted for at current market values and are eliminated at the consolidated level.

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Presented in the table below is segment information for the periods identified and a reconciliation of segment information to total consolidated information.
(In millions)North America Europe Rest of World Corporate / Other ConsolidatedNorth America Europe Rest of World Eliminations Consolidated
Three Months Ended September 30, 2017         
Third party net sales$1,172.2
 $1,040.8
 $743.3
 $—
 $2,956.3
Three Months Ended March 31, 2018Three Months Ended March 31, 2018       
Net sales$985.3
 $1,038.4
 $626.7
 $—
 $2,650.4
Other revenue20.0
 8.9
 1.9
 —
 30.8
21.1
 9.5
 3.5
 —
 34.1
Intersegment15.5
 18.4
 87.7
 (121.6) —
Intersegment revenue12.3
 25.6
 86.7
 (124.6) —
Total$1,207.7
 $1,068.1
 $832.9
 $(121.6) $2,987.1
$1,018.7
 $1,073.5
 $716.9
 $(124.6) $2,684.5
                  
Segment profitability$575.8
 $290.3
 $133.9
 $(684.0) $316.0
$459.9
 $258.2
 $106.6
 $—
 $824.7
                  
Nine Months Ended September 30, 2017       
Third party net sales$3,666.7
 $2,887.1
 $2,016.4
 $—
 $8,570.2
Other revenue67.3
 25.0
 6.3
 —
 98.6
Intersegment60.5
 87.6
 275.4
 (423.5) —
Total$3,794.5
 $2,999.7
 $2,298.1
 $(423.5) $8,668.8
         
Segment profitability$1,810.5
 $776.8
 $437.1
 $(2,007.8) $1,016.6
Intangible asset amortization expense        (392.3)
Intangible asset impairment charges        (30.0)
Globally managed research and development costs        (76.9)
Corporate costs and special items        (153.6)
Litigation settlements & other contingencies        (16.2)
Earnings from operations        $155.7
(In millions)North America Europe Rest of World Corporate / Other ConsolidatedNorth America Europe Rest of World Eliminations Consolidated
Three Months Ended September 30, 2016         
Third party net sales$1,505.5
 $841.2
 $682.8
 $—
 $3,029.5
Other revenue21.6
 3.9
 2.1
 —
 27.6
Intersegment10.3
 53.2
 105.0
 (168.5) —
Total$1,537.4
 $898.3
 $789.9
 $(168.5) $3,057.1
         
Segment profitability$784.7
 $252.6
 $115.6
 $(1,283.6) $(130.7)
         
Nine Months Ended September 30, 2016         
Third party net sales$4,064.5
 $2,026.4
 $1,654.6
 $—
 $7,745.5
Three Months Ended March 31, 2017         
Net sales$1,214.9
 $892.0
 $580.5
 $—
 $2,687.4
Other revenue54.3
 4.5
 4.8
 —
 63.6
23.4
 6.7
 2.0
 —
 32.1
Intersegment revenue24.5
 104.0
 291.9
 (420.4) —
13.1
 42.9
 99.1
 (155.1) —
Total$4,143.3
 $2,134.9
 $1,951.3
 $(420.4) $7,809.1
$1,251.4
 $941.6
 $681.6
 $(155.1) $2,719.5
                  
Segment profitability$2,141.2
 $495.1
 $221.5
 $(2,472.0) $385.8
$589.7
 $233.8
 $76.6
 $—
 $900.1
         
Intangible asset amortization expense        (342.4)
Globally managed research and development costs        (113.9)
Corporate costs and special items        (207.1)
Litigation settlements & other contingencies        (9.0)
Earnings from operations        $227.7

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


16.Subsidiary Guarantors
The following tables present condensed consolidating financial information for (a) Mylan N.V., the issuer of the 3.000% Senior Notes due 2018, 2.500% Senior Notes due 2019, 3.750% Senior Notes due 2020, 3.150% Senior Notes due 2021, 3.950% Senior Notes due 2026 and 5.250% Senior Notes due 2046 (collectively, the “Mylan N.V. Senior Notes”), which are guaranteed on a senior unsecured basis by Mylan Inc.; (b) Mylan Inc., the issuer of the 2.600% Senior Notes due 2018, 2.550% Senior Notes due 2019, 3.125% Senior Notes due 2023, 4.200% Senior Notes due 2023 and 5.400% Senior Notes due 2043 (collectively, the “Mylan Inc. Senior Notes”), which are guaranteed on a senior unsecured basis by Mylan N.V.; and (c) all other subsidiaries of the Company on a combined basis, none of which guarantee the Mylan N.V. Senior Notes or guarantee the Mylan Inc. Senior Notes (“Non-Guarantor Subsidiaries”). The consolidating adjustments primarily relate to eliminations of investments in subsidiaries and intercompany balances and transactions. The condensed consolidating financial statements present investments in subsidiaries using the equity method of accounting.
The following financial information presents the unaudited Condensed Consolidating Statements of Operations for the three and nine months ended September 30,March 31, 2018 and 2017, and 2016, the unaudited Condensed Consolidating Statements of Comprehensive Earnings

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


for the three and nine months ended September 30,March 31, 2018 and 2017, and 2016, the unaudited Condensed Consolidating Balance Sheets as of September 30, 2017March 31, 2018 and December 31, 20162017 and the unaudited Condensed Consolidating Statements of Cash Flows for the ninethree months ended September 30, 2017March 31, 2018 and 2016.2017. This unaudited condensed consolidating financial information has been prepared and presented in accordance with SEC Regulation S-X Rule 3-10 “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.”

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UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
Three Months Ended September 30, 2017March 31, 2018
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenues:           
Net sales$—
 $—
 $—
 $2,956.3
 $—
 $2,956.3
Other revenues—
 —
 —
 30.8
 —
 30.8
Total revenues—
 —
 —
 2,987.1
 —
 2,987.1
Cost of sales—
 —
 —
 1,809.0
 —
 1,809.0
Gross profit—
 —
 —
 1,178.1
 —
 1,178.1
Operating expenses:           
Research and development—
 —
 —
 182.3
 —
 182.3
Selling, general and administrative6.5
 184.3
 —
 473.8
 —
 664.6
Litigation settlements and other contingencies, net—
 17.0
 —
 (1.8) —
 15.2
Total operating expenses6.5
 201.3
 —
 654.3
 —
 862.1
(Loss) earnings from operations(6.5) (201.3) —
 523.8
 —
 316.0
Interest expense93.3
 26.7
 —
 11.8
 —
 131.8
Other (income) expense, net(122.3) (44.7) —
 171.6
 —
 4.6
Earnings (loss) before income taxes22.5
 (183.3) —
 340.4
 —
 179.6
Income tax provision (benefit)2.4
 (0.6) —
 89.5
 —
 91.3
Earnings of equity interest subsidiaries68.2
 129.9
 —
 —
 (198.1) —
Net earnings (loss)$88.3
 $(52.8) $—
 $250.9
 $(198.1) $88.3

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
Nine Months Ended September 30, 2017
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenues:                      
Net sales$—
 $—
 $—
 $8,570.2
 $—
 $8,570.2
$—
 $—
 $—
 $2,650.4
 $—
 $2,650.4
Other revenues—
 —
 —
 98.6
 —
 98.6
—
 —
 —
 34.1
 —
 34.1
Total revenues—
 —
 —
 8,668.8
 —
 8,668.8
—
 —
 —
 2,684.5
 —
 2,684.5
Cost of sales—
 —
 —
 5,180.3
 —
 5,180.3
—
 —
 —
 1,700.2
 —
 1,700.2
Gross profit—
 —
 —
 3,488.5
 —
 3,488.5
—
 —
 —
 984.3
 —
 984.3
Operating expenses:                      
Research and development—
 —
 —
 580.9
 —
 580.9
—
 —
 —
 204.9
 —
 204.9
Selling, general and administrative32.4
 477.6
 —
 1,406.8
 —
 1,916.8
9.8
 130.7
 —
 467.0
 —
 607.5
Litigation settlements and other contingencies, net—
 17.0
 —
 (42.8) —
 (25.8)—
 7.0
 —
 9.2
 —
 16.2
Total operating expenses32.4
 494.6
 —
 1,944.9
 —
 2,471.9
9.8
 137.7
 —
 681.1
 —
 828.6
(Loss) earnings from operations(32.4) (494.6) —
 1,543.6
 —
 1,016.6
(9.8) (137.7) —
 303.2
 —
 155.7
Interest expense285.6
 77.8
 —
 42.9
 —
 406.3
93.5
 26.9
 —
 11.3
 —
 131.7
Other (income) expense, net(331.3) (161.5) —
 527.2
 —
 34.4
(114.0) (57.7) —
 185.2
 —
 13.5
Earnings (loss) before income taxes13.3
 (410.9) —
 973.5
 —
 575.9
10.7
 (106.9) —
 106.7
 —
 10.5
Income tax provision1.4
 5.1
 —
 117.7
 —
 124.2
Earnings of equity interest subsidiaries439.8
 788.8
 —
 —
 (1,228.6) —
Net earnings$451.7
 $372.8
 $—
 $855.8
 $(1,228.6) $451.7
Income tax benefit(7.3) (17.7) —
 (51.6) —
 (76.6)
Earnings (losses) of equity interest subsidiaries69.1
 (8.3) —
 —
 (60.8) —
Net earnings (loss)$87.1
 $(97.5) $—
 $158.3
 $(60.8) $87.1


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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
Three Months Ended September 30, 2016
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenues:           
Net sales$—
 $—
 $—
 $3,029.5
 $—
 $3,029.5
Other revenues—
 —
 —
 27.6
 —
 27.6
Total revenues—
 —
 —
 3,057.1
 —
 3,057.1
Cost of sales—
 —
 —
 1,773.8
 —
 1,773.8
Gross profit—
 —
 —
 1,283.3
 —
 1,283.3
Operating expenses:           
Research and development—
 —
 —
 199.1
 —
 199.1
Selling, general and administrative43.1
 134.0
 —
 479.8
 —
 656.9
Litigation settlements and other contingencies, net—
 —
 —
 558.0
 —
 558.0
Total operating expenses43.1
 134.0
 —
 1,236.9
 —
 1,414.0
(Loss) earnings from operations(43.1) (134.0) —
 46.4
 —
 (130.7)
Interest expense70.7
 40.9
 —
 32.8
 —
 144.4
Other (income) expense, net(31.4) (102.7) —
 184.3
 —
 50.2
Loss from operations(82.4) (72.2) —
 (170.7) —
 (325.3)
Income tax provision (benefit)—
 8.1
 —
 (213.6) —
 (205.5)
(Loss) earnings of equity interest subsidiaries(37.4) 442.9
 —
 —
 (405.5) —
Net (loss) earnings$(119.8) $362.6
 $—
 $42.9
 $(405.5) $(119.8)


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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
Nine Months Ended September 30, 2016
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenues:           
Net sales$—
 $—
 $—
 $7,745.5
 $—
 $7,745.5
Other revenues—
 —
 —
 63.6
 —
 63.6
Total revenues—
 —
 —
 7,809.1
 —
 7,809.1
Cost of sales—
 —
 —
 4,447.1
 —
 4,447.1
Gross profit—
 —
 —
 3,362.0
 —
 3,362.0
Operating expenses:           
Research and development—
 —
 —
 632.2
 —
 632.2
Selling, general and administrative75.8
 499.2
 —
 1,212.6
 —
 1,787.6
Litigation settlements and other contingencies, net—
 —
 —
 556.4
 —
 556.4
Total operating expenses75.8
 499.2
 —
 2,401.2
 —
 2,976.2
(Loss) earnings from operations(75.8) (499.2) —
 960.8
 —
 385.8
Interest expense115.1
 126.3
 —
 63.6
 —
 305.0
Other expense (income), net53.6
 (305.7) —
 436.1
 —
 184.0
(Loss) earnings before income taxes(244.5) (319.8) —
 461.1
 —
 (103.2)
Income tax provision (benefit)—
 22.1
 —
 (187.8) —
 (165.7)
Earnings of equity interest subsidiaries307.0
 1,055.7
 —
 —
 (1,362.7) —
Net earnings$62.5
 $713.8
 $—
 $648.9
 $(1,362.7) $62.5


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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE EARNINGS
Three Months Ended September 30, 2017
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Net earnings (loss)$88.3
 $(52.8) $—
 $250.9
 $(198.1) $88.3
Other comprehensive earnings (loss), before tax:           
Foreign currency translation adjustment423.0
 —
 —
 423.0
 (423.0) 423.0
Change in unrecognized gain and prior service cost related to defined benefit plans1.1
 0.1
 —
 1.2
 (1.3) 1.1
Net unrecognized (loss) gain on derivatives in cash flow hedging relationships(4.5) 1.9
 —
 (6.4) 4.5
 (4.5)
Net unrecognized loss on derivatives in net investment hedging relationships(72.1) —
 —
 —
 —
 (72.1)
Net unrealized loss on marketable securities(8.9) (8.9) —
 —
 8.9
 (8.9)
Other comprehensive earnings (loss), before tax338.6
 (6.9) —
 417.8
 (410.9) 338.6
Income tax (benefit) provision(5.8) 2.5
 —
 (8.0) 5.5
 (5.8)
Other comprehensive earnings (loss), net of tax344.4
 (9.4) —
 425.8
 (416.4) 344.4
Comprehensive earnings (loss)$432.7
 $(62.2) $—
 $676.7
 $(614.5) $432.7

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Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE EARNINGS
Nine Months Ended September 30,March 31, 2017
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Net earnings$451.7
 $372.8
 $—
 $855.8
 $(1,228.6) $451.7
Other comprehensive earnings (loss), before tax:           
Foreign currency translation adjustment1,831.9
 —
 —
 1,831.9
 (1,831.9) 1,831.9
Change in unrecognized gain and prior service cost related to defined benefit plans2.4
 0.3
 —
 2.1
 (2.4) 2.4
Net unrecognized gain on derivatives in cash flow hedging relationships29.2
 5.5
 —
 23.7
 (29.2) 29.2
Net unrecognized loss on derivatives in net investment hedging relationships(203.2) —
 —
 —
 —
 (203.2)
Net unrealized gain (loss) on marketable securities3.5
 3.7
 —
 (0.2) (3.5) 3.5
Other comprehensive earnings, before tax1,663.8
 9.5
 —
 1,857.5
 (1,867.0) 1,663.8
Income tax provision (benefit)11.3
 (3.5) —
 14.8
 (11.3) 11.3
Other comprehensive earnings, net of tax1,652.5
 13.0
 —
 1,842.7
 (1,855.7) 1,652.5
Comprehensive earnings$2,104.2
 $385.8
 $—
 $2,698.5
 $(3,084.3) $2,104.2

(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Revenues:           
Net sales$—
 $—
 $—
 $2,687.4
 $—
 $2,687.4
Other revenues—
 —
 —
 32.1
 —
 32.1
Total revenues—
 —
 —
 2,719.5
 —
 2,719.5
Cost of sales—
 —
 —
 1,634.5
 —
 1,634.5
Gross profit—
 —
 —
 1,085.0
 —
 1,085.0
Operating expenses:           
Research and development—
 —
 —
 217.5
 —
 217.5
Selling, general and administrative12.6
 156.5
 —
 461.7
 —
 630.8
Litigation settlements and other contingencies, net—
 —
 —
 9.0
 —
 9.0
Total operating expenses12.6
 156.5
 —
 688.2
 —
 857.3
(Loss) earnings from operations(12.6) (156.5) —
 396.8
 —
 227.7
Interest expense97.6
 25.4
 —
 15.2
 —
 138.2
Other (income) expense, net(95.5) (57.3) —
 170.7
 —
 17.9
(Loss) earnings before income taxes(14.7) (124.6) —
 210.9
 —
 71.6
Income tax (benefit) provision(1.6) 3.2
 —
 3.6
 —
 5.2
Earnings of equity interest subsidiaries79.5
 214.0
 —
 —
 (293.5) —
Net earnings$66.4
 $86.2
 $—
 $207.3
 $(293.5) $66.4

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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE EARNINGS
Three Months Ended September 30, 2016March 31, 2018
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Net (loss) earnings$(119.8) $362.6
 $—
 $42.9
 $(405.5) $(119.8)
Net earnings (loss)$87.1
 $(97.5) $—
 $158.3
 $(60.8) $87.1
Other comprehensive earnings (loss), before tax:                      
Foreign currency translation adjustment290.6
 1.5
 —
 289.0
 (290.5) 290.6
261.9
 —
 —
 261.9
 (261.9) 261.9
Change in unrecognized gain (loss) and prior service cost related to defined benefit plans0.1
 0.2
 —
 (0.1) (0.1) 0.1
Net unrecognized gain on derivatives in cash flow hedging relationships22.8
 2.3
 —
 20.5
 (22.8) 22.8
Change in unrecognized (loss) gain and prior service cost related to defined benefit plans(4.3) 0.1
 —
 (4.4) 4.3
 (4.3)
Net unrecognized (loss) gain on derivatives in cash flow hedging relationships(32.0) 1.9
 —
 (33.9) 32.0
 (32.0)
Net unrecognized loss on derivatives in net investment hedging relationships(10.4) —
 —
 (10.4) 10.4
 (10.4)(59.2) —
 —
 —
 —
 (59.2)
Net unrealized gain (loss) on marketable securities21.5
 21.5
 —
 (0.1) (21.4) 21.5
Net unrealized (loss) gain on marketable securities(0.4) (0.6) —
 0.2
 0.4
 (0.4)
Other comprehensive earnings, before tax324.6
 25.5
 —
 298.9
 (324.4) 324.6
166.0
 1.4
 —
 223.8
 (225.2) 166.0
Income tax provision13.7
 8.7
 —
 3.9
 (12.6) 13.7
Income tax benefit(11.2) (0.4) —
 (10.8) 11.2
 (11.2)
Other comprehensive earnings, net of tax310.9
 16.8
 —
 295.0
 (311.8) 310.9
177.2
 1.8
 —
 234.6
 (236.4) 177.2
Comprehensive earnings$191.1
 $379.4
 $—
 $337.9
 $(717.3) $191.1
Comprehensive earnings (loss)$264.3
 $(95.7) $—
 $392.9
 $(297.2) $264.3

4437
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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE EARNINGS
NineThree Months Ended September 30, 2016March 31, 2017
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Net earnings$62.5
 $713.8
 $—
 $648.9
 $(1,362.7) $62.5
$66.4
 $86.2
 $—
 $207.3
 $(293.5) $66.4
Other comprehensive earnings (loss), before tax:                      
Foreign currency translation adjustment645.5
 —
 —
 645.5
 (645.5) 645.5
434.2
 —
 —
 434.2
 (434.2) 434.2
Change in unrecognized (loss) gain and prior service cost related to defined benefit plans(0.3) 0.2
 —
 (0.6) 0.4
 (0.3)
Net unrecognized (loss) gain on derivatives in cash flow hedging relationships(22.9) (49.8) —
 26.9
 22.9
 (22.9)
Change in unrecognized gain (loss) and prior service cost related to defined benefit plans—
 0.1
 —
 (0.1) —
 —
Net unrecognized gain on derivatives in cash flow hedging relationships32.4
 1.8
 —
 30.6
 (32.4) 32.4
Net unrealized loss on derivatives in net investment hedging relationships(10.4) —
 —
 (10.4) 10.4
 (10.4)(9.9) —
 —
 (9.9) 9.9
 (9.9)
Net unrealized gain on marketable securities32.5
 31.5
 —
 0.9
 (32.4) 32.5
Other comprehensive earnings (loss), before tax644.4
 (18.1) —
 662.3
 (644.2) 644.4
Net unrealized gain (loss) on marketable securities7.7
 7.8
 —
 (0.1) (7.7) 7.7
Other comprehensive earnings, before tax464.4
 9.7
 —
 454.7
 (464.4) 464.4
Income tax provision (benefit)0.5
 (6.8) —
 6.3
 0.5
 0.5
13.7
 (3.6) —
 17.3
 (13.7) 13.7
Other comprehensive earnings (loss), net of tax643.9
 (11.3) —
 656.0
 (644.7) 643.9
Other comprehensive earnings, net of tax450.7
 13.3
 —
 437.4
 (450.7) 450.7
Comprehensive earnings$706.4
 $702.5
 $—
 $1,304.9
 $(2,007.4) $706.4
$517.1
 $99.5
 $—
 $644.7
 $(744.2) $517.1


4538
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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEET
As of September 30, 2017March 31, 2018
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
ASSETS                      
Assets                      
Current assets:                      
Cash and cash equivalents$—
 $82.2
 $—
 $532.7
 $—
 $614.9
$—
 $0.8
 $—
 $366.6
 $—
 $367.4
Accounts receivable, net—
 4.8
 —
 3,215.4
 —
 3,220.2
—
 38.1
 —
 2,986.7
 —
 3,024.8
Inventories—
 —
 —
 2,548.1
 —
 2,548.1
—
 —
 —
 2,641.1
 —
 2,641.1
Intercompany receivables329.2
 447.8
 —
 12,224.7
 (13,001.7) —
316.0
 475.6
 —
 12,005.3
 (12,796.9) —
Prepaid expenses and other current assets9.9
 250.4
 —
 623.1
 —
 883.4
10.7
 97.0
 —
 620.3
 —
 728.0
Total current assets339.1
 785.2
 —
 19,144.0
 (13,001.7) 7,266.6
326.7
 611.5
 —
 18,620.0
 (12,796.9) 6,761.3
Property, plant and equipment, net—
 300.7
 —
 2,009.3
 —
 2,310.0
—
 282.0
 —
 1,993.2
 —
 2,275.2
Investments in subsidiaries19,248.7
 10,991.2
 —
 —
 (30,239.9) —
20,061.8
 15,639.4
 —
 —
 (35,701.2) —
Intercompany notes and interest receivable7,832.5
 10,156.1
 —
 1,722.6
 (19,711.2) —
7,990.3
 10,384.5
 —
 2,788.8
 (21,163.6) —
Intangible assets, net—
 —
 —
 15,270.5
 —
 15,270.5
—
 —
 —
 15,047.6
 —
 15,047.6
Goodwill—
 17.1
 —
 9,967.6
 —
 9,984.7
—
 17.1
 —
 10,301.2
 —
 10,318.3
Other assets4.4
 91.5
 —
 891.2
 —
 987.1
4.7
 50.0
 —
 727.4
 —
 782.1
Total assets$27,424.7
 $22,341.8
 $—
 $49,005.2
 $(62,952.8) $35,818.9
$28,383.5
 $26,984.5
 $—
 $49,478.2
 $(69,661.7) $35,184.5
                      
LIABILITIES AND EQUITY                      
Liabilities                      
Current liabilities:                      
Trade accounts payable$—
 $36.3
 $—
 $1,239.8
 $—
 $1,276.1
$—
 $30.8
 $—
 $1,355.8
 $—
 $1,386.6
Short-term borrowings—
 —
 —
 —
 —
 —
—
 —
 —
 355.5
 —
 355.5
Income taxes payable—
 3.7
 —
 11.1
 —
 14.8
—
 —
 —
 31.6
 —
 31.6
Current portion of long-term debt and other long-term obligations—
 648.6
 —
 144.4
 —
 793.0
1,114.5
 1,148.2
 —
 63.1
 —
 2,325.8
Intercompany payables650.4
 12,290.5
 —
 60.8
 (13,001.7) —
707.2
 12,089.6
 —
 0.1
 (12,796.9) —
Other current liabilities138.0
 363.3
 —
 2,398.8
 —
 2,900.1
105.4
 351.7
 —
 1,830.2
 —
 2,287.3
Total current liabilities788.4
 13,342.4
 —
 3,854.9
 (13,001.7) 4,984.0
1,927.1
 13,620.3
 —
 3,636.3
 (12,796.9) 6,386.8
Long-term debt11,641.3
 2,252.7
 —
 98.4
 —
 13,992.4
10,713.7
 1,730.8
 —
 6.9
 —
 12,451.4
Intercompany notes payable1,703.4
 3,296.2
 —
 14,711.6
 (19,711.2) —
2,566.0
 3,437.5
 —
 15,160.1
 (21,163.6) —
Other long-term obligations—
 58.4
 —
 3,492.5
 —
 3,550.9
—
 39.5
 —
 3,130.1
 —
 3,169.6
Total liabilities14,133.1
 18,949.7
 —
 22,157.4
 (32,712.9) 22,527.3
15,206.8
 18,828.1
 —
 21,933.4
 (33,960.5) 22,007.8
                      
Total equity13,291.6
 3,392.1
 —
 26,847.8
 (30,239.9) 13,291.6
13,176.7
 8,156.4
 —
 27,544.8
 (35,701.2) 13,176.7
                      
Total liabilities and equity$27,424.7
 $22,341.8
 $—
 $49,005.2
 $(62,952.8) $35,818.9
$28,383.5
 $26,984.5
 $—
 $49,478.2
 $(69,661.7) $35,184.5

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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING BALANCE SHEET
As of December 31, 20162017
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
ASSETS                      
Assets                      
Current assets:                      
Cash and cash equivalents$0.3
 $12.3
 $—
 $986.2
 $—
 $998.8
$—
 $0.2
 $—
 $291.9
 $—
 $292.1
Accounts receivable, net—
 12.3
 —
 3,298.6
 —
 3,310.9
—
 1.0
 —
 3,611.4
 —
 3,612.4
Inventories—
 —
 —
 2,456.4
 —
 2,456.4
—
 —
 —
 2,542.7
 —
 2,542.7
Intercompany receivables215.9
 416.0
 —
 10,506.6
 (11,138.5) —
317.2
 462.1
 —
 11,828.5
 (12,607.8) —
Prepaid expenses and other current assets—
 256.4
 —
 500.0
 —
 756.4
5.6
 171.1
 —
 589.4
 —
 766.1
Total current assets216.2
 697.0
 —
 17,747.8
 (11,138.5) 7,522.5
322.8
 634.4
 —
 18,863.9
 (12,607.8) 7,213.3
Property, plant and equipment, net—
 360.3
 —
 1,961.9
 —
 2,322.2
—
 294.1
 —
 2,045.0
 —
 2,339.1
Investments in subsidiaries15,606.2
 8,277.8
 —
 —
 (23,884.0) —
19,736.5
 15,288.3
 —
 —
 (35,024.8) —
Intercompany notes and interest receivable7,952.3
 9,817.3
 —
 16.7
 (17,786.3) —
7,822.6
 10,271.2
 —
 2,186.3
 (20,280.1) —
Intangible assets, net—
 —
 —
 14,447.8
 —
 14,447.8
—
 —
 —
 15,245.8
 —
 15,245.8
Goodwill—
 17.1
 —
 9,214.8
 —
 9,231.9
—
 17.1
 —
 10,188.6
 —
 10,205.7
Other assets5.2
 51.9
 —
 1,144.7
 —
 1,201.8
4.9
 56.5
 —
 741.0
 —
 802.4
Total assets$23,779.9
 $19,221.4
 $—
 $44,533.7
 $(52,808.8) $34,726.2
$27,886.8
 $26,561.6
 $—
 $49,270.6
 $(67,912.7) $35,806.3
                      
LIABILITIES AND EQUITY                      
Liabilities                      
Current liabilities:                      
Trade accounts payable$3.9
 $69.6
 $—
 $1,274.6
 $—
 $1,348.1
$—
 $45.3
 $—
 $1,407.2
 $—
 $1,452.5
Short-term borrowings—
 —
 —
 46.4
 —
 46.4
—
 —
 —
 46.5
 —
 46.5
Income taxes payable—
 —
 —
 97.7
 —
 97.7
—
 —
 —
 112.9
 —
 112.9
Current portion of long-term debt and other long-term obligations—
 0.2
 —
 289.8
 —
 290.0
1,097.8
 649.1
 —
 62.0
 —
 1,808.9
Intercompany payables416.0
 10,722.5
 —
 —
 (11,138.5) —
664.7
 11,911.5
 —
 31.6
 (12,607.8) —
Other current liabilities90.9
 388.8
 —
 2,778.8
 —
 3,258.5
35.5
 397.0
 —
 2,532.0
 —
 2,964.5
Total current liabilities510.8
 11,181.1
 —
 4,487.3
 (11,138.5) 5,040.7
1,798.0
 13,002.9
 —
 4,192.2
 (12,607.8) 6,385.3
Long-term debt12,151.5
 2,897.6
 —
 153.8
 —
 15,202.9
10,614.3
 2,244.5
 —
 6.5
 —
 12,865.3
Intercompany notes payable—
 3,870.9
 —
 13,915.4
 (17,786.3) —
2,166.9
 3,312.7
 —
 14,800.5
 (20,280.1) —
Other long-term obligations—
 58.1
 —
 3,306.9
 —
 3,365.0
—
 57.3
 —
 3,190.8
 —
 3,248.1
Total liabilities12,662.3
 18,007.7
 —
 21,863.4
 (28,924.8) 23,608.6
14,579.2
 18,617.4
 —
 22,190.0
 (32,887.9) 22,498.7
                      
Total equity11,117.6
 1,213.7
 —
 22,670.3
 (23,884.0) 11,117.6
13,307.6
 7,944.2
 —
 27,080.6
 (35,024.8) 13,307.6
                      
Total liabilities and equity$23,779.9
 $19,221.4
 $—
 $44,533.7
 $(52,808.8) $34,726.2
$27,886.8
 $26,561.6
 $—
 $49,270.6
 $(67,912.7) $35,806.3

4740
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MYLAN N.V. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited) - Continued


UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
NineThree Months Ended September 30, 2017March 31, 2018
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Cash flows from operating activities:                      
Net cash (used in) provided by operating activities$(175.1) $(338.8) $—
 $2,083.2
 $—
 $1,569.3
$(28.1) $(128.3) $—
 $778.2
 $—
 $621.8
Cash flows from investing activities:                      
Capital expenditures—
 (31.4) —
 (125.0) —
 (156.4)—
 (5.8) —
 (24.9) —
 (30.7)
Change in restricted cash—
 —
 —
 12.6
 —
 12.6
Purchase of marketable securities—
 —
 —
 (8.9) —
 (8.9)—
 —
 —
 (7.5) —
 (7.5)
Proceeds from the sale of assets—
 —
 —
 31.1
 —
 31.1
Proceeds from the sale of marketable securities—
 —
 —
 8.9
 —
 8.9
—
 —
 —
 15.0
 —
 15.0
Cash paid for acquisitions, net(71.6) —
 —
 —
 —
 (71.6)—
 —
 —
 (63.3) —
 (63.3)
Investments in affiliates—
 (21.1) —
 —
 21.1
 —
—
 (6.0) —
 —
 6.0
 —
Dividends from affiliates168.1
 —
 —
 —
 (168.1) —
56.9
 —
 —
 —
 (56.9) —
Loans to affiliates(143.7) (364.1) —
 (2,558.0) 3,065.8
 —
(409.2) —
 —
 (1,316.6) 1,725.8
 —
Repayments of loans from affiliates1,066.4
 0.3
 —
 943.6
 (2,010.3) —
425.7
 —
 —
 677.4
 (1,103.1) —
Payments for product rights and other, net—
 (0.3) —
 (558.5) —
 (558.8)—
 (0.1) —
 (342.3) —
 (342.4)
Net cash provided by (used in) investing activities1,019.2
 (416.6) —
 (2,254.2) 908.5
 (743.1)73.4
 (11.9) —
 (1,062.2) 571.8
 (428.9)
Cash flows from financing activities:                      
Payments of financing fees(8.3) (0.4) —
 —
 —
 (8.7)—
 (0.4) —
 —
 —
 (0.4)
Purchase of ordinary shares(432.0) —
 —
 —
 —
 (432.0)
Change in short-term borrowings, net—
 —
 —
 (48.3) —
 (48.3)—
 —
 —
 309.1
 —
 309.1
Proceeds from issuance of long-term debt554.5
 —
 —
 1.3
 —
 555.8
496.5
 —
 —
 1.9
 —
 498.4
Payments of long-term debt(1,500.0) —
 —
 (247.3) —
 (1,747.3)(496.5) —
 —
 (1.5) —
 (498.0)
Proceeds from exercise of stock options12.8
 —
 —
 —
 —
 12.8
10.8
 —
 —
 —
 —
 10.8
Taxes paid related to net share settlement of equity awards(7.4) —
 —
 —
 —
 (7.4)(8.9) —
 —
 —
 —
 (8.9)
Contingent consideration payments—
 —
 —
 (10.1) —
 (10.1)—
 —
 —
 (0.2) —
 (0.2)
Capital contribution from affiliates—
 —
 —
 21.1
 (21.1) —
—
 —
 —
 6.0
 (6.0) —
Capital payments to affiliates—
 —
 —
 (168.1) 168.1
 —
—
 —
 —
 (56.9) 56.9
 —
Payments on borrowings from affiliates—
 (1,664.4) —
 (345.9) 2,010.3
 —
—
 (837.4) —
 (265.7) 1,103.1
 —
Proceeds from borrowings from affiliates104.0
 2,497.5
 —
 464.3
 (3,065.8) —
384.8
 978.6
 —
 362.4
 (1,725.8) —
Other items, net—
 (7.4) —
 6.7
 —
 (0.7)—
 —
 —
 (0.2) —
 (0.2)
Net cash (used in) provided by financing activities(844.4) 825.3
 —
 (326.3) (908.5) (1,253.9)(45.3) 140.8
 —
 354.9
 (571.8) (121.4)
Effect on cash of changes in exchange rates—
 —
 —
 43.8
 —
 43.8
—
 —
 —
 3.7
 —
 3.7
Net (decrease) increase in cash and cash equivalents(0.3) 69.9
 —
 (453.5) —
 (383.9)
Cash and cash equivalents — beginning of period0.3
 12.3
 —
 986.2
 —
 998.8
Cash and cash equivalents — end of period$—
 $82.2
 $—
 $532.7
 $—
 $614.9
Net increase in cash, cash equivalents and restricted cash—
 0.6
 —
 74.6
 —
 75.2
Cash, cash equivalents and restricted cash — beginning of period—
 23.8
 —
 346.1
 —
 369.9
Cash, cash equivalents and restricted cash — end of period$—
 $24.4
 $—
 $420.7
 $—
 $445.1

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UNAUDITED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
NineThree Months Ended September 30, 2016March 31, 2017
(In millions)Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations ConsolidatedMylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Cash flows from operating activities:                      
Net cash (used in) provided by operating activities$(1.6) $724.7
 $—
 $974.6
 $—
 $1,697.7
$(27.4) $(192.7) $—
 $673.0
 $—
 $452.9
Cash flows from investing activities:                      
Capital expenditures—
 (64.8) —
 (174.7) —
 (239.5)—
 (18.3) —
 (40.1) —
 (58.4)
Change in restricted cash—
 (49.5) —
 (1.0) —
 (50.5)
Purchase of marketable securities—
 (4.1) —
 (18.7) —
 (22.8)—
 —
 —
 (2.3) —
 (2.3)
Cash paid for Meda’s unconditional deferred payment—
 —
 —
 (308.0) —
 (308.0)
Proceeds from the sale of assets—
 —
 —
 31.1
 —
 31.1
Proceeds from the sale of marketable securities—
 —
 —
 15.8
 —
 15.8
—
 —
 —
 2.3
 —
 2.3
Cash paid for acquisitions, net(5,278.5) (931.3) —
 58.1
 —
 (6,151.7)(71.6) —
 —
 —
 —
 (71.6)
Settlement of acquisition-related foreign currency derivatives(128.6) —
 —
 —
 —
 (128.6)
Investments in affiliates—
 (43.6) —
 —
 43.6
 —
—
 (7.2) —
 —
 7.2
 —
Dividends from affiliates135.6
 —
 —
 —
 (135.6) —
52.4
 —
 —
 —
 (52.4) —
Loans to affiliates(7,971.9) (417.0) —
 (726.3) 9,115.2
 —
(100.2) (111.1) —
 (977.5) 1,188.8
 —
Repayments of loans from affiliates6,838.3
 442.6
 —
 1,031.3
 (8,312.2) —
701.3
 0.3
 —
 188.8
 (890.4) —
Payments for product rights and other, net—
 (0.4) —
 (195.9) —
 (196.3)—
 (0.1) —
 (77.8) —
 (77.9)
Net cash used in investing activities(6,405.1) (1,068.1) —
 (319.4) 711.0
 (7,081.6)581.9
 (136.4) —
 (875.5) 253.2
 (176.8)
Cash flows from financing activities:                      
Payments of financing fees(95.3) —
 —
 —
 —
 (95.3)(3.7) —
 —
 —
 —
 (3.7)
Change in short-term borrowings, net—
 —
 —
 48.6
 —
 48.6
—
 —
 —
 (17.6) —
 (17.6)
Proceeds from issuance of long-term debt6,478.8
 —
 —
 41.0
 —
 6,519.8
Payments of long-term debt—
 (500.0) —
 (567.0) —
 (1,067.0)(550.0) —
 —
 —
 —
 (550.0)
Proceeds from exercise of stock options11.1
 —
 —
 —
 —
 11.1
5.0
 —
 —
 —
 —
 5.0
Taxes paid related to net share settlement of equity awards(12.9) —
 —
 —
 —
 (12.9)(6.1) —
 —
 —
 —
 (6.1)
Contingent consideration payments—
 —
 —
 (15.5) —
 (15.5)—
 —
 —
 (3.8) —
 (3.8)
Capital contribution from affiliates—
 —
 —
 43.6
 (43.6) —
—
 —
 —
 7.2
 (7.2) —
Capital payments to affiliates—
 —
 —
 (135.6) 135.6
 —
—
 —
 —
 (52.4) 52.4
 —
Payments on borrowings from affiliates—
 (1,361.8) —
 (6,950.4) 8,312.2
 —
—
 (648.3) —
 (242.1) 890.4
 —
Proceeds from borrowings from affiliates25.0
 1,380.8
 —
 7,709.4
 (9,115.2) —
—
 977.5
 —
 211.3
 (1,188.8) —
Acquisition of noncontrolling interest—
 —
 —
 (1.0) —
 (1.0)
Other items, net—
 (12.9) —
 14.5
 —
 1.6
—
 (6.1) —
 6.6
 —
 0.5
Net cash provided by (used in) financing activities6,406.7
 (493.9) —
 187.6
 (711.0) 5,389.4
(554.8) 323.1
 —
 (90.8) (253.2) (575.7)
Effect on cash of changes in exchange rates—
 —
 —
 15.1
 —
 15.1
—
 —
 —
 12.2
 —
 12.2
Net (decrease) increase in cash and cash equivalents—
 (837.3) —
 857.9
 —
 20.6
Cash and cash equivalents — beginning of period—
 870.5
 —
 365.5
 —
 1,236.0
Cash and cash equivalents — end of period$—
 $33.2
 $—
 $1,223.4
 $—
 $1,256.6
Net decrease in cash, cash equivalents and restricted cash(0.3) (6.0) —
 (281.1) —
 (287.4)
Cash, cash equivalents and restricted cash — beginning of period0.3
 85.4
 —
 1,061.3
 —
 1,147.0
Cash, cash equivalents and restricted cash — end of period$—
 $79.4
 $—
 $780.2
 $—
 $859.6

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The following tables provide a reconciliation of cash and cash equivalents, as reported on our unaudited condensed consolidating balance sheets, to cash, cash equivalents and restricted cash, as reported on our unaudited condensed consolidating statements of cash flows (in millions):
 March 31, 2018
 Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Cash and cash equivalents$—
 $0.8
 $—
 $366.6
 $—
 $367.4
Restricted cash, included in prepaid expenses and other current assets—
 23.6
 —
 54.1
 —
 77.7
Cash, cash equivalents and restricted cash$—
 $24.4
 $—
 $420.7
 $—
 $445.1
 December 31, 2017
 Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Cash and cash equivalents$—
 $0.2
 $—
 $291.9
 $—
 $292.1
Restricted cash, included in prepaid expenses and other current assets—
 23.6
 —
 54.2
 —
 77.8
Cash, cash equivalents and restricted cash$—
 $23.8
 $—
 $346.1
 $—
 $369.9
 March 31, 2017
 Mylan N.V. Mylan Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated
Cash and cash equivalents$—
 $6.3
 $—
 $717.5
 $—
 $723.8
Restricted cash, included in prepaid expenses and other current assets—
 73.1
 —
 62.7
 —
 135.8
Cash, cash equivalents and restricted cash$—
 $79.4
 $—
 $780.2
 $—
 $859.6

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17.Restructuring
On December 5, 2016, the Company announced restructuring programs in certain locations representing initial steps in a series of actions that are anticipated to further streamline its operations globally. Since 2015, the Company has made a number of significant acquisitions, and as part of the holistic, global integration of these acquisitions, the Company is focused on how to best optimize and maximize all of its assets across the organization and across all geographies.
Charges for restructuring and ongoing cost reduction initiatives are recorded in the period the Company commits to a restructuring or cost reduction plan, or executes specific actions contemplated by the plan and all criteria for liability recognition have been met.
The Company continues to develop the details of the cost reduction initiatives, including workforce actions and other potential restructuring activities beyond the programs announced, including potential shutdown or consolidation of certain operations. The continued restructuring actions are expected to be implemented through fiscal year 2018. In the fourth quarter of 2017, theThe Company committed to additional actions and now anticipates total aggregate pre-tax charges for committed restructuring activities ranging between $375.0$385.0 million and $450.0 million, inclusive of the 2016 and year to date 2017all restructuring charges of $262.4 million.incurred through March 31, 2018. As additional restructuring activities are undertaken, the Company expects to incur additional costs including employee related costs, such as severance and continuation of healthcare and other benefits; asset impairments; accelerated depreciation; costs associated with contract terminations; and other closure costs. At this time, the expenses related to the additional restructuring activities cannot be reasonably estimated.
The following table summarizes the restructuring charges and the reserve activity from December 31, 20162017 to September 30, 2017:March 31, 2018:
(In millions)Employee Related Costs Other Exit Costs TotalEmployee Related Costs Other Exit Costs Total
Balance at December 31, 2016:$138.6
 $1.6
 $140.2
Charges9.6
 13.5
 23.1
Reclassifications(8.3) 8.3
 —
Balance at December 31, 2017:$92.9
 $14.1
 $107.0
Charges (1)
15.1
 30.3
 45.4
Cash payment(54.2) (1.0) (55.2)(28.7) (2.8) (31.5)
Utilization—
 (19.8) (19.8)—
 (30.8) (30.8)
Foreign currency translation(9.8) —
 (9.8)0.6
 —
 0.6
Balance at March 31, 2017:$75.9
 $2.6
 $78.5
Charges13.2
 3.0
 16.2
Cash payment(32.4) (1.9) (34.3)
Utilization—
 (1.8) (1.8)
Foreign currency translation(4.4) —
 (4.4)
Balance at June 30, 2017:$52.3
 $1.9
 $54.2
Charges (1)
20.0
 53.4
 73.4
Reclassifications—
 —
 —
Cash payment(14.2) (0.7) (14.9)
Utilization—
 (53.4) (53.4)
Foreign currency translation(3.3) —
 (3.3)
Balance at September 30, 2017:$54.8
 $1.2
 $56.0
Balance at March 31, 2018:$79.9
 $10.8
 $90.7
____________
(1)
For the three months ended September 30, 2017,March 31, 2018, total restructuring charges in North America, Europe, Rest of World and Corporate / Othercorporate were approximately $5.6$16.4 million, $16.3$20.8 million, $19.1$7.2 million and $32.4 million respectively. For the nine months ended September 30, 2017, total restructuring charges in North America, Europe, Rest of World and Corporate / Other were approximately $12.8 million, $32.9 million, $33.7 million and $33.3$1.0 million, respectively.

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At September 30, 2017March 31, 2018 and December 31, 2016,2017, accrued liabilities for restructuring and other cost reduction programs were primarily included in other current liabilities on the Condensed Consolidated Balance Sheets.

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18.Collaboration and Licensing Agreements
We periodically enter into collaboration and licensing agreements with other pharmaceutical companies for the development, manufacture, marketing and/or sale of pharmaceutical products. Our significant collaboration agreements are focused on the development, manufacturing, supply and commercialization of multiple, high-value generic biologic compounds, insulin analog products and respiratory products, among other complex products. Under these agreements, we have future potential milestone payments and co-development expenses payable to third parties as part of our licensing, development and co-development programs. Payments under these agreements generally become due and are payable upon the satisfaction or achievement of certain developmental, regulatory or commercial milestones or as development expenses are incurred on defined projects. Milestone payment obligations are uncertain, including the prediction of timing and the occurrence of events triggering a future obligation and are not reflected as liabilities in the Condensed Consolidated Balance Sheets, except for milestone and royalty obligations reflected as acquisition related contingent consideration. Refer to Note 11 Financial Instruments and Risk Management for contingent consideration amounts recorded. Our potential maximum development milestones not accrued for at March 31, 2018 totaled approximately $820 million, which includes the new agreements entered into as described in Note 4 Acquisitions and Other Transactions. We estimate that the amounts that may be paid through the end of 2018 to be approximately $130 million. These agreements may also include potential sales-based milestones and call for us to pay a percentage of amounts earned from the sale of the product as a royalty or a profit share. The amounts disclosed do not include sales based milestones or royalty obligations on future sales of product as the timing and amount of future sales levels and costs to produce products subject to these obligations is not reasonably estimable. These sales-based milestones or royalty obligations may be significant depending upon the level of commercial sales for each product.
There have been no other significant changes to our collaboration and licensing agreements as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2016,2017, as amended.
19.Income Taxes
On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the Code including, but not limited to, reducing the U.S. federal corporate income tax rate and requiring a one-time transition tax on certain unrepatriated earnings of non-U.S. corporate subsidiaries of large U.S. shareholders that may electively be paid over eight years. While the Tax Act reduces the U.S. federal corporate income tax rate from 35% to 21% for tax years beginning after December 31, 2017, ASC Topic 740 required the Company to remeasure its deferred tax balances in 2017 in accordance with the 2018 rate reduction.
The Tax Act also puts in place new tax laws that impacts our taxable income beginning in 2018, which include, but are not limited to (1) creating a Base Erosion Anti-Abuse Tax (“BEAT”), which is a new minimum tax, (2) generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries (the “participation exemption”), (3) a new provision designed to tax currently global intangible low-taxed income (“GILTI”) earned by non-U.S. corporate subsidiaries of large U.S. shareholders and a deduction generally equal to 50 percent of GILTI (37.5 percent for tax years beginning after December 31, 2025) to offset the income tax liability, (4) a provision limiting the amount of deductible interest expense in the U.S., (5) the repeal of the domestic manufacturing deduction, (6) limitations on the deductibility of certain executive compensation, and (7) limitations on the utilization of foreign tax credits to reduce the U.S. income tax liability.
Shortly after the Tax Act was enacted, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”) which provides guidance on accounting for the Tax Act’s impact. SAB 118 provides a measurement period, which in no case should extend beyond one year from the Tax Act enactment date, during which a company acting in good faith may complete the accounting for the impacts of the Tax Act under ASC Topic 740. In accordance with SAB 118, the Company must reflect the income tax effects of the Tax Act in the reporting period in which the accounting under ASC Topic 740 is complete.
To the extent that the accounting for certain income tax effects of the Tax Act is incomplete, a company can determine a reasonable estimate for those effects and record a provisional estimate in the financial statements in the first reporting period in which a reasonable estimate can be determined. If a company cannot determine a provisional estimate to be included in the financial statements, then the company should continue to apply ASC Topic 740 based on the provisions of the tax laws that were in effect immediately prior to the Tax Act being enacted. If a company is unable to provide a reasonable estimate of the impacts of the Tax Act in a reporting period, a provisional amount must be recorded in the first reporting period in which a reasonable estimate can be determined.

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The Company recorded a provisional net tax charge of $128.6 million related to the Tax Act in the year ended December 31, 2017. This net charge primarily consisted of a net expense of $15.0 million due to the remeasurement of our net deferred tax accounts to reflect the U.S. federal corporate income tax rate reduction to 21% and a net expense for the transition tax of $113.6 million. While we were able to make a reasonable estimate of the impact of the reduction in corporate tax rate, we are continuing to analyze the temporary differences that existed on the date of enactment, and the temporary differences originating in the current fiscal year.
The transition tax is a 2017 tax on the previously untaxed accumulated and current earnings and profits of certain of our foreign subsidiaries. We were able to make a reasonable estimate of the transition tax and recorded a provisional transition tax obligation of $113.6 million which theCompany expects to elect to pay, net of certain tax attributes and credit carryforwards, over eight years beginning in 2018. This amount is presented in other long-term liabilities. However, we are awaiting further interpretative guidance, along with continuing to assess available tax methods and elections, and continuing to gather additional information to more precisely compute the amount of the transition tax.
During the three months ended March 31, 2018, there were no changes to provisional amounts recorded during the year ended December 31, 2017.
The Tax Act includes a provision designed to currently tax GILTI earned by non-U.S. corporate subsidiaries of large U.S. shareholders starting in 2018. The Company has elected, as permitted in FASB Staff Q&A - Topic 740 - No. 5, to treat any future GILTI tax liabilities as period costs and will expense those liabilities in the period incurred. The Company therefore will not record deferred taxes associated with the GILTI provision of the Tax Act.
As of December 31, 2017, the Company’s practice and intention was to reinvest the earnings in our non-U.S. subsidiaries outside of the U.S., and no U.S. deferred income taxes or foreign withholding taxes were recorded. The transition tax noted above will result in the previously untaxed foreign earnings being included in the federal and state 2017 taxable income. We are currently analyzing our global working capital requirements and the potential tax liabilities that would be incurred if the non-U.S. subsidiaries distribute cash to the U.S. parent, which include local country withholding tax and potential U.S. state taxation. For these reasons, we were not yet able to reasonably estimate the effect of this provision of the Tax Act and have not recorded any withholding or state tax liabilities.
The Company is also analyzing other provisions of the Tax Act that come into effect for tax years starting in 2018 to determine if these items would impact the effective tax rate. These provisions include BEAT, the participation exemption, the treatment of amounts in accumulated other comprehensive income, the new provision that could limit the amount of deductible interest expense in the U.S., and the limitations on the deductibility of certain executive compensation.
Tax Examinations
The Company is subject to income taxes and tax audits in many jurisdictions. A certain degree of estimation is thus required in recording the assets and liabilities related to income taxes. Tax audits and examinations can involve complex issues, interpretations, and judgments and the resolution of matters that may span multiple years, particularly if subject to litigations or negotiation.
Although the Company believes that adequate provisions have been made for these uncertain tax positions, the Company’s assessment of uncertain tax positions is based on estimates and assumptions that the Company believes are reasonable but the estimates for unrecognized tax benefits and potential tax benefits may not be representative of actual outcomes, and variations from such estimates could materially affect the Company’s financial condition, results of operations or cash flows in the period of resolution, settlement or when the statues of limitations expire.
Mylan is subject to ongoing U.S. Internal Revenue Service (“IRS”) examinations and is a voluntary participant in the IRS Compliance Assurance Process (“CAP”), which allows Mylan to work collaboratively with the IRS to identify and review tax matters on an ongoing basis. The years 2015, 2016 and 2017 are open years under examination. The years 2012, 2013 and 2014 have one matter open, and a Tax Court petition has been filed regarding the matter and trial has tentatively been scheduled for October 2018. On February 27, 2015, Mylan N.V. acquired Mylan Inc. and Abbott Laboratories’ non-U.S. developed markets specialty and branded generics business (collectively, the “EPD Business Acquisition”). In connection with the EPD Business Acquisition, we entered into intercompany transactions with our affiliates that affect our U.S. tax liability. Mylan N.V. is not incorporated in the U.S. and expects to be treated as a non-U.S. corporation for U.S. federal income tax purposes. As part of our ongoing participation and cooperation in the CAP, we have received and responded to various IRS requests for

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information about, among other matters, the EPD Business Acquisition, including the interest rates used for intercompany loans and our status as a non-U.S. corporation for U.S. federal income tax purposes. As previously disclosed, the IRS may challenge our positions on the EPD Business Acquisition. If the IRS chooses to challenge our positions, and if the IRS succeeds, a successful challenge may have a material effect on our U.S. tax liability beginning February 27, 2015.
The Company’s major state taxing jurisdictions remain open from fiscal year 2007 through 2017, with several state audits currently in progress. The Company’s major international taxing jurisdictions remain open from 2011 through 2017, some of which are indemnified by Strides Arcolab for tax assessments.
Tax Court Proceeding
The Company's U.S. federal income tax returns for 2007 through 2011 have been subject to proceedings in U.S. Tax Court involving a dispute with the IRS regarding whether the proceeds received by the Company in connection with the 2008 sale of its rights in nebivolol constituted a capital gain or ordinary income. The Company and the IRS filed a joint stipulation of settled issues with the Tax Court that resolved all issues in this dispute and the Tax Court issued the final order closing the case during the three months ended March 31, 2018.
Accounting for Uncertainty in Income Taxes
During the three months ended March 31, 2018, as a result of federal and state audits and settlements and expirations of certain state, federal, and foreign statutes of limitations, the Company reduced its liability for unrecognized tax benefits by approximately $86 million, which resulted in a net benefit to the income tax provision of approximately $53 million.
20.Litigation
The Company is involved in various disputes, governmental and/or regulatory inquiries, investigations and proceedings, tax proceedings and litigation matters, both in the U.S. and abroad, that arise from time to time, some of which could result in losses, including damages, fines and/or civil penalties, and/or criminal charges against the Company. These matters are often complex and have outcomes that are difficult to predict. The Company is also party to certain proceedings and litigation matters for which it may be entitled to indemnification under the respective sale and purchase agreements relating to the acquisitions of the former Merck Generics business, Agila, Abbott Laboratories’ (“Abbott”) non-U.S. developed markets specialty and branded generics business, and certain other acquisitions.
While the Company believes that it has meritorious defenses with respect to the claims asserted against it and intends to vigorously defend its position, the process of resolving these matters is inherently uncertain and may develop over a long period of time,, and so it is not possible to predict the ultimate resolution of any such matter. It is possible that an unfavorable resolution of any of the ongoing matters or the inability or denial of Merck KGaA, Strides Arcolab Limited, Abbott, Laboratories, or another indemnitor or insurer to pay an indemnified claim, could have a material effect on the Company’s business, financial condition, results of operations, cash flows and/or ordinary share price.
Some of these governmental inquiries, investigations, proceedings and litigation matters with which the Company is involved are described below, and unless otherwise disclosed,, the Company is unable to predict the outcome of the matter or to provide an estimate of the range of reasonably possible material losses. The Company records accruals for loss contingencies to the extent we conclude it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company is also involved in other pending proceedings that,for which, in the opinion of the Company based upon facts and circumstances known at the time, either the likelihood of loss is remote or any reasonably possible loss associated with the resolution of such proceedings is not expected to be material to the Company’s business, financial position, results of operations, cash flows and/or ordinary share price. If and when any reasonably possible losses associated with the resolution of such other pending proceedings, in the opinion of the Company, become material, the Company will disclose such matters.
Legal costs are recorded as incurred and are classified in SG&A in the Company’s Condensed Consolidated Statements of Operations.

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Lorazepam and Clorazepate
On June 1, 2005, a jury verdict was rendered against Mylan, MPI, and co-defendants Cambrex Corporation (“Cambrex”) and Gyma Laboratories (“Gyma”) in the U.S. District Court for the District of Columbia in the amount of

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approximately $12.0$12.0 million, which was accrued for by the Company. The jury found that Mylan and its co-defendants willfully violated Massachusetts, Minnesota and Illinois state in an antitrust laws in connection with active pharmaceutical ingredient supply agreements entered into between the Company and its API supplier (Cambrex) and broker (Gyma) for two drugs, Lorazepam and Clorazepate, in 1997, and subsequent price increases on these drugs in 1998. The case was brought by four health insurers who opted out of earlier class action settlements agreed to by the Company in 2001 and represents the last remaining antitrust claims relating to Mylan’s 1998 price increases for Lorazepam and Clorazepate. Following the verdict, the Company filed a motion for judgment as a matter of law, a motion for a new trial, a motion to dismiss two of the insurers and a motion to reduce the verdict. On December 20, 2006, the Company’s motion for judgment as a matter of law and motion for a new trial were denied and the remaining motions were denied on January 24, 2008. In post-trial filings, the plaintiffs requested that the verdict be trebled and that request was granted on January 24, 2008. On February 6, 2008, a judgment was issued against Mylan and its co-defendants in the total amount of approximately $69.0 million, which, in the case of three of the plaintiffs, reflects trebling of the compensatory damages in the original verdict (approximately $11.0 million in total) and, in the case of the fourth plaintiff, reflects their amount of the compensatory damages in the original jury verdict plus doubling this compensatory damage award as punitive damages assessed against each of the defendants (approximately $58.0 million in total), some or all of which may be subject to indemnification obligations by Mylan. Plaintiffs are also seeking an award of attorneys’ fees and litigation costs in unspecified amounts and prejudgment interest of approximately $8.0 million. The Company and its co-defendants appealed to the U.S. Court of Appeals for the D.C. Circuit and have challenged the verdict as legally erroneous on multiple grounds. The appeals were held in abeyance pending a ruling on the motion for prejudgment interest, which has been granted. Mylan has contested this ruling along with the liability finding and other damages awards as part of its appeal, which was filed in the Court of Appeals for the D.C. Circuit. On January 18, 2011, the Court of Appeals issued a judgment remanding the case to the District Court for further proceedings based on lack of diversity with respect to certain plaintiffs. On June 13, 2011, Mylan filed a certiorari petition with the U.S. Supreme Court requesting review of the judgment of the D.C. Circuit. On October 3, 2011, the certiorari petition was denied. The case is now proceeding before the District Court. On January 14, 2013, following limited court-ordered jurisdictional discovery, the plaintiffs filed a fourth amended complaint containing additional factual averments with respect to the diversity of citizenship of the parties, along with a motion to voluntarily dismiss 775 (of 1,387) self-funded customers whose presence would destroy the District Court’s diversity jurisdiction. The plaintiffs also moved for a remittitur (reduction) of approximately $8.1 million from the full damages award. Mylan’s brief in response to the new factual averments in the complaint was filed on February 13, 2013. On July 29, 2014, the court granted both plaintiffs�� motion to amend the complaint and their motion to dismiss 775 self-funded customers. The Court granted the plaintiffs’ motion for remittitur on August 18, 2017, reducing approximately $9.5 million from the full damages award.2001. The Court entered final judgment on August 30, 2017 in the amount of approximately $67$67.0 million (not including post-judgment interest and fees and costs). Mylan filed a notice of appeal on September 15, 2017 with the United States Court of Appeals for the District of Columbia Circuit. A settlement in principle has been reached with all parties. The total accrual for this matter at September 30, 2017 is approximately $29 million, which includes a $17 million charge recorded in the third quarter of 2017 as a result of the final judgment.has increased to $36.0 million.
In connection with the Company’s appeal of the judgment, the Company submittedmaintains a surety bond underwritten by a third-party insurance company in the amount of $74.5 million in February 2008. On May 30, 2012, the District Court ordered the amount of the surety bond reduced to $66.6 million.$66.6 million.
Pricing and Medicaid Litigation
Dey L.P. (now known as Mylan Specialty L.P. and herein as “Mylan Specialty”), a wholly owned subsidiary of the Company, was named in 1997 as a defendant in severala case brought by the United States as well as in later filed class actions brought by consumers and third-party payors. Mylan Specialty reached a settlement of these class actions, which was approved by the court and all claims have been dismissed. Additionally, a complaint was filed under seal by a plaintiff on behalfAll of the United States of Americacases and claims brought against Mylan Specialty in August 1997. In August 2006, the Government filed its complaint-in-interventionhave been fully resolved and the case was unsealed in September 2006. The Government asserted that Mylan Specialty was jointly liable with a co-defendant and sought recovery of alleged overpayments, together with treble damages, civil penalties and equitable relief. Mylan Specialty completed a settlement of this action in December 2010. These cases all have generally alleged that Mylan Specialty falsely reported certain price information concerning certain drugs marketed by Mylan Specialty, that Mylan Specialty caused false claims to be made to Medicaid and to Medicare, and that Mylan Specialty caused Medicaid and Medicare to make overpayments on those claims.

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dismissed.
Under the terms of the purchase agreement with Merck KGaA, Mylan is fully indemnified for the claims in the preceding paragraph and Merck KGaA is entitled to any income tax benefit the Company realizes for any deductions of amounts paid for such pricing litigation. Under the indemnity, Merck KGaA is responsible for all settlement and legal costs, and, as such, these settlements had no impact on the Company’s Consolidated Statements of Operations. At September 30, 2017,March 31, 2018, the Company has accrued approximately $63.3$65.7 million in other current liabilities, which represents its estimate of the remaining amount of anticipated income tax benefits due to Merck KGaA. WeThese amounts are not aware of any outstanding related claims.expected to be paid to Merck KGaA in 2018.
Modafinil Antitrust Litigation and FTC Inquiry
Beginning in April 2006, Mylan and four other drug manufacturers were named as defendants in civil lawsuits filed in or transferred to the U.S. District Court for the Eastern District of Pennsylvania (“EDPA”) by a variety of plaintiffs purportedly representing direct and indirect purchasers of the drug modafinil and in a lawsuit filed by Apotex, Inc., a manufacturer of generic drugs. These actions alleged violations of federal antitrust and state laws in connection with the generic defendants’ settlement of patent litigation with Cephalon relating to modafinil. On March 24, 2015, Mylan reached a settlement in principle with the putative indirect purchasers, and on November 20, 2015, Mylan entered into a settlement agreement with the putative indirect purchasers for approximately $16 million. Plaintiffs have not yet moved for preliminary approval of that settlement. In December 2016,$16.0 million, which is subject to court approval. Mylan reached a settlementhas settled with the putative direct purchaser class and the retailer opt-out plaintiffs for $165 million, a portion of which was paid by the Company prior to 2018, and a final amount of approximately $68.5$89.2 million was paid before December 31, 2016. The settlement with the retailer opt-out plaintiffs has been completed. On February 3, 2017, the putative direct purchaser class moved for preliminary approval of the settlement. The direct purchaser class’ motion for preliminary approval of the settlement was denied on August 29, 2017. The parties are engaging in a continuing dialogue to resolve this matter according to the terms of the settlement agreement. On June 8, 2017,April 2018. Mylan and Apotex agreed to a settlement in principle. The settlement with Apotex has been completed.have also settled Apotex’s claims. The Company has also received subpoenas from certain state Attorneys Generalattorneys general requesting documents related to the modafinil patent litigation.
On June 29, 2015, the City of Providence, Rhode Island filed suit in the District of Rhode Island against the same parties named as defendants in litigation pending in the Eastern District of Pennsylvania, including Mylan, asserting state law claims based on the same underlying allegations. All defendants, including Mylan, moved to dismiss the suit on October 15, 2015, and the case was subsequently settled.
On July 10, 2015, the Louisiana Attorney General filed in the 19th Judicial District Court in Louisiana a petition against Mylan and three other drug manufacturers asserting state law claims based on the same underlying allegations as those made in the litigation then pending in the Eastern District of Pennsylvania. The petition was filed by the State of Louisiana purportedly in its capacity as an indirect purchaser. On May 16, 2016, the Judicial District Court deferred Mylan’s declinatory exception of no personal jurisdiction and its peremptory exception of prescription, and granted in part and denied in part Mylan’s peremptory exceptions of no cause of action and no right of action. On June 30, 2016, the plaintiff filed a supplemental and amended petition. The defendants filed a motion to strike and joint peremptory exceptions to the amended petition. On July 21, 2016, the plaintiff filed in the First Circuit Court of Appeal its application for a supervisory writ regarding the granting of defendant’s exceptions, which the defendants opposed. The appeal was denied on October 31, 2016. On April 20, 2016, the State of Louisiana filed a motion to consolidate the pending action with four other actions against other pharmaceutical manufacturers concerning products not related to modafinil, which Mylan opposed. On June 27, 2016, the Judicial District Court declined to consolidate Mylan’s case with the other four actions, with leave to renew the consolidation request after filing the above-referenced amended petition. On July 21, 2016, the plaintiff filed a motion to reurge consolidation. Subsequently, the action to which plaintiff seeks to join Mylan was stayed, resulting in a stay of the consolidation motion.EDPA. On December 8, 2016, Mylan’s peremptory exceptions of no cause of action with respect to the supplemental and amended petition were granted in their entirety and with prejudice and judgment was entered. On February 17, 2017, the plaintiff filed in the 19th Judicial District Court a motion forprejudice. This ruling is currently on appeal which the Judicial District Court granted on February 21, 2017. The appeal was lodged withto the First Circuit Court of Appeal on April 4, 2017. Briefing on the appeal has been completed and an oral argument was held November 1, 2017.Appeal.
On July 28, 2016, United Healthcare filed a complaint against Mylan Inc. and four other drug manufacturers in the United States District Court for the District of Minnesota, asserting state law claims based on the same underlying allegations as those made in the litigation then pending in the Eastern District of Pennsylvania.EDPA. On January 6, 2017, the case was transferred to the Eastern District of Pennsylvania. Mylan filed its answer to the complaint on March 31, 2017.

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EDPA and is still pending.
The Company believes that it has strong defenses to these remaining cases. Although it is reasonably possible that the Company may incur additional losses from these matters, any amount cannot be reasonably estimated at this time.
In addition, by letter dated July 11, 2006, Mylan was notified by the U.S. Federal Trade Commission (“FTC”) of an investigation relating to the settlement of the modafinil patent litigation. In its letter, the FTC requested certain information from Mylan, MPI and Mylan Technologies, Inc. pertaining to the patent litigation and the settlement thereof. On March 29, 2007, the FTC issued a subpoena, and on April 26, 2007, the FTC issued a civil investigative demand to Mylan, requesting additional information from the Company relating to the investigation. Mylan has cooperated fully with the government’s investigation and completed all requests for information. On February 13, 2008, the FTC filed a lawsuit against Cephalon in the U.S. District Court for the District of Columbia and the case was subsequently transferred to the U.S. District Court for the Eastern District of Pennsylvania. On July 1, 2010, the FTC issued a third party subpoena to Mylan, requesting documents in connection with its lawsuit against Cephalon. Mylan has responded to the subpoena. The lawsuit against Cephalon settled and a Stipulated Order for Permanent Injunction and Equitable Monetary Relief was entered by the Court on June 17, 2015.
The Company has a total accrual of approximately $112.5$105.2 million related to this matter at September 30, 2017,March 31, 2018, which is included in other current liabilities in the Condensed Consolidated Balance Sheets.

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Pioglitazone
Beginning in December 2013, Mylan, Takeda, and several other drug manufacturers have been named as defendants in civil lawsuits consolidated in the U.S. District Court for the Southern District of New York by plaintiffs which purport to represent indirect purchasers of branded or generic Actos® and Actoplus Met®. These actions allege violations of state and federal competition laws in connection with the defendants’ settlements of patent litigation in 2010 relatingrelated to Actos and Actoplus Met®. Plaintiffs filed an amended complaint on August 22, 2014. Mylan and the other defendants filed motions to dismiss the amended complaint on October 10, 2014. Two additional complaints were subsequently filed by plaintiffs purporting to represent classes of direct purchasers of branded or generic Actos® and Actoplus Met®. On September 23, 2015, the District Court granted defendants’ motionsMylan’s motion to dismiss the direct and indirect purchasers amended complaints with prejudice. The indirect purchasers filed a notice ofpurchasers’ complaint was granted and no appeal on October 22, 2015; however they have since abandoned and dismissed their appeal of the District Court’s dismissal of claims asserted against Mylan. The putative direct purchaser class filed an amended complaint on January 8, 2016. Defendants’ motion to dismiss was filed on January 28, 2016 and the briefing has been completed. The case was stayed pending the resolution of the indirect purchasers’ appeal against the defendants remaining in that case. A decision was issued by the Second Circuit on February 8, 2017, reversing in part and affirming in part, the District Court’s decision as to Mylan. Following the remaining defendants. Following thisappellate decision relating to other defendants, the direct purchasers filed an amended complaint;complaint against Mylan and the other manufacturers: Mylan’s motion to dismiss the amended complaint is pending.
SEC Investigation
On September 10, 2015, Mylan N.V. received a subpoena from the SEC seeking documents with regard to certain related party matters. Mylan has received additional requests for information and will continue to fully cooperate with the SEC.
Trade Agreements Act (“TAA”)
On April 9, 2018, a subsidiary of Mylan N.V. received a civil investigative demand from the Commercial Litigation Branch of the U.S. Department of Justice (“DOJ”) concerning its TAA compliance for certain products. The Company is fully cooperating with the SEC.DOJ.
EpiPen® Auto-Injector and Certain Congressional Matters
Classification of EpiPen® Auto-Injector and EpiPen Jr® Auto-Injector
In November 2014, the Company received a subpoena from the U.S. Department of Justice (“DOJ”) related to the classification of the EpiPen® Auto-Injector for purposes of the Medicaid Drug Rebate Program. The Company complied with various information requests received from the DOJ pursuant to the subpoena. The question in the underlying matter was whether EpiPen® Auto-Injector should be classified with the Centers for Medicare and Medicaid Services (“CMS”) as a non-innovator drug under the applicable definition in the Medicaid Rebate statute and subject to the formula that is used to calculate rebates to Medicaid for such drugs. EpiPen® Auto-Injector had been classified with CMS as a non-innovator drug since before Mylan acquired the product in 2007 based on longstanding written guidance from the federal government. Beginning in August 2016, questions regarding the pricing of the EpiPen® Auto-Injector significantly increased and the Company has received or has been the subject of additional inquiries, including with respect to the classification of EpiPen® Auto-Injector for purposes of the Medicaid Drug Rebate Program and certain other federal programs, from committees and members of Congress and from other federal and state governmental agencies.

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Subsequent to these developments, on October 7, 2016, Mylan agreed to the terms of a $465 million settlement, plus interest, with the DOJ and other government agencies related to the classification of the EpiPen® Auto-Injector for purposes of the Medicaid Drug Rebate Program (the “Medicaid Drug Rebate Program Settlement”(“MDRP”). On August 17, 2017, two of Mylan’s subsidiaries - Mylan Inc. and Mylan Specialty L.P. - signed an agreement for a $465 million settlement, plus interest, with the DOJ, state government agencies and two relators finalizing the $465 million settlement.(the “MDRP Settlement”). The settlement agreement provides for resolution ofwith the DOJ, two relators and all potential Medicaid rebate liability claims by the federal government, as well as potential claims by certain hospitals and other covered entities that participate in the 340B Drug Pricing Program. The settlement agreement allocates money to the Medicaid programs of all 50 states and establishes a framework for resolving all potential state Medicaid rebate liability claims within 60 days. All 50 states plus the District of Columbia have agreed tohas been completed and both the settlement,federal and therefore, all potential state Medicaid rebate liability claimsmatters have been resolved.dismissed through stipulations of dismissal. In connection with the settlement, Mylan Inc. and Mylan Specialty L.P. entered into a Corporate Integrity Agreement (the “CIA”) with the Office of Inspector General of the Department of Health and Human Services (“OIG-HHS”).Services. The CIA has a five-year term and requires, among other things, that an independent review organization annually review various matters relating to the Medicaid Drug Rebate Program.MDRP. Neither the settlement agreement nor the CIA contains an admission or finding of wrongdoing. In connection with the settlement, Mylan Specialty L.P. has reclassified EpiPen® Auto-Injector as an innovator product for purposes of the Medicaid Drug Rebate ProgramMDRP effective April 1, 2017. The Company recorded an accrual of $465 million related tofor the full settlement amount during the year ended December 31, 2016 and recorded an additional accrual for interest related to the settlement amount duringprior to the nine months ended September 30,payment made in 2017.
Department of Veterans Affairs Request for Information
On June 30, 2017, the Company responded to a request for information from the Department of Veterans Affairs (VA)(“VA”) (acting on behalf of itself and other government agencies) requesting certain historical pricing data related to the EpiPen® Auto-Injector. The Company and the VA are engaged in a continuing dialogue regarding the classification of the EpiPen® Auto-Injector as a covered drug under Section 603 of the Veterans Health Care Act of 1992, Public Law 102-585. The EpiPen® Auto-Injector has been classified as a non covered drug with the VA based upon long standing written guidance from the federal government. The Company is fully cooperating with the VA.
SEC Request for Information/Subpoena
On October 7, 2016, Mylan received a document request from the SEC’s Division of Enforcement at the SEC seeking communications with CMSthe Centers for Medicare and Medicaid Services and documents concerning Mylan products sold and related to the Medicaid Drug Rebate Program,MDRP, and any related complaints. On November 15, 2016, Mylan received a follow-up letter, modifying the initial document request, seeking information on and public disclosures regarding the $465 million Medicaid Drug Rebate ProgramMDRP Settlement and the classification of the EpiPen® Auto-Injector under the Medicaid Drug Rebate Program.MDRP. On February 6, 2017, Mylan received a subpoena from the SEC in this matter,

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seeking additional documents. Mylan ishas received additional requests for information and will continue to fully cooperatingcooperate with the SEC.
On April 25, 2017, Mylan received a comment letter from the staff of the SEC’s Division of Corporation Finance (“Corporation Finance”) with respect to Mylan’s Annual Report on Form 10-K for the year ended December 31, 2016, requesting information regarding Mylan’s accounting treatment forof the Medicaid Drug Rebate ProgramMDRP Settlement, including with respect to the DOJ.determinations that the settlement amount should be recorded as a charge against earnings in the third quarter of 2016 rather than against any earlier periods, and that the settlement amount should be classified as an expense rather than a reduction of revenue. The Company responded to the comment letter in May 2017 and we will continue to cooperate fullyrespond to any additional correspondence from Corporation Finance. We believe that our accounting treatment for the aforementioned settlement is appropriate and consistent with the SEC.all applicable accounting standards.
FTC Request for Information
On November 18, 2016, Mylan received a request from the FTCU.S. Federal Trade Commission (“FTC”) Bureau of Competition seeking documents and information relating to its preliminary investigation into potential anticompetitive practices relating to epinephrine auto-injectors. Mylan is fully cooperating with the FTC.

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Federal Securities Litigation
Purported class action complaints were filed in October 2016 against Mylan N.V., Mylan Inc. and certain of their current and former directors and officers (collectively, for purposes of this paragraph, the “defendants”) in the United States District Court for the Southern District of New York on behalf of certain purchasers of securities of Mylan N.V. and/or Mylan Inc. on the NASDAQ. The complaints alleged that defendants made false or misleading statements and omissions of purportedly material fact, in violation of federal securities laws, in connection with disclosures relating to Mylan N.V. and Mylan Inc.’s classification of their EpiPen® Auto-Injector as a non-innovator drug for purposes of the Medicaid Drug Rebate Program.MDRP. The complaints sought damages, as well as the plaintiffs’ fees and costs. On March 20, 2017, after the actions were consolidated, a consolidated amended complaint was filed, alleging substantially similar claims and seeking substantially similar relief, but adding allegations that defendants made false or misleading statements and omissions of purportedly material fact in connection with allegedly anticompetitive conduct with respect to EpiPen® Auto-Injector and certain generic drugs, and alleging violations of both federal securities laws (on behalf of a purported class of certain purchasers of securities of Mylan N.V. and/or Mylan Inc. on the NASDAQ) and Israeli securities laws (on behalf of a purported class of certain purchasers of securities of Mylan N.V. on the Tel Aviv Stock Exchange). Defendants’On March 28, 2018, defendants’ motion to dismiss the consolidated amended complaint was filed on May 30, 2017granted in part (including the dismissal of claims arising under Israeli securities laws) and has been fully briefed.denied in part. We believe that the surviving claims in the consolidated amended complaintthis lawsuit are without merit and intend to defend against them vigorously.

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Israeli Securities Litigation
On October 13, 2016, a purported shareholder of Mylan N.V. filed a lawsuit, together with a motion to certify the lawsuit as a class action on behalf of certain Mylan N.V. shareholders on the Tel Aviv Stock Exchange, against Mylan N.V. and four of its directors and officers (collectively, for purposes of this paragraph, the “defendants”) in the Tel Aviv District Court (Economic Division) (the “Friedman Action”). The plaintiff alleges that the defendants made false or misleading statements and omissions of purportedly material fact in Mylan N.V.’s reports to the Tel Aviv Stock Exchange regarding Mylan N.V.’s classification of its EpiPen® Auto-Injector for purposes of the Medicaid Drug Rebate Program,MDRP, in violation of both U.S. and Israeli securities laws, the Israeli Companies Law and the Israeli Torts Ordinance. The plaintiff seeks damages, among other remedies. On January 19, 2017, the Court stayed this casethe Friedman Action until a final judgment is issued in the securities litigation currently pending in the United States District Court for the Southern District of New York. On April 30, 2017, another purported shareholder of Mylan N.V. filed a separate lawsuit, together with a motion to certify the lawsuit as a class action on behalf of certain Mylan N.V. shareholders on the Tel Aviv Stock Exchange, in the Tel Aviv District Court (Economic Division), alleging substantially similar claims and seeking substantially similar relief against the defendants and other directors and officers of Mylan N.V., but alleging also that this group of defendants made false or misleading statements and omissions of purportedly material fact in connection with allegedly anticompetitive conduct with respect to EpiPen® Auto-Injector and certain generic drugs, and alleging violations of both U.S. federal securities laws and Israeli law.law (the “IEC Fund Action”). On April 10, 2018, the Tel Aviv District Court granted the motion filed by plaintiffs in both the Friedman Action and the IEC Fund Action, voluntarily dismissing the Friedman Action and staying the IEC Fund Action until a judgment is issued in the securities litigation pending in the United States. We believe that the claims in these lawsuits are without merit and intend to defend against them vigorously.
EpiPen® Auto-Injector Civil Litigation
Beginning in August 2016, Mylan Specialty L.P. and other Mylan-affiliated entities have been named as defendants in fifteen putative class actions relating to the pricing and/or marketing of the EpiPen® Auto-Injector. The plaintiffs in these cases assert violations of various federal and state antitrust and consumer protection laws, the Racketeer Influenced and Corrupt Organizations Act, (“RICO”), as well as common law claims. Plaintiffs’ claims include purported challenges to the prices charged for the EpiPen® Auto-Injector and/or the marketing of the product in packages containing two auto-injectors, as well as allegedly anti-competitive conduct. A Mylan officer and other non-Mylan affiliated companies were also have been named as defendants in some of the class actions. These lawsuits were filed in the U.S. District Courts for the Northern District of California, Northern District of Illinois, District of Kansas, Eastern District of Michigan, Western District of Washington, District of New Jersey, the Southern District of Alabama,various federal and the Western District of Pennsylvania, as well as the Hamilton County, Ohio Court of Common Pleas (later removed to the Southern District of Ohio). All of these lawsuitsstate courts and have either been dismissed or transferred into a multidistrict litigation (“MDL”) in the U.S. District Court for the District of Kansas and have been consolidated throughconsolidated. Mylan filed a motion to dismiss the filing of anconsolidated amended complaint, on October 17, 2017.which is currently pending. A trial date has been scheduled for July 2020. We believe that the claims in these lawsuits are without merit and intend to defend against them vigorously.
On April 24, 2017, Sanofi-Aventis U.S., LLC (“Sanofi”) filed a lawsuit against Mylan Inc. and Mylan Specialty L.P. in the U.S. District Court for the District of New Jersey. This lawsuit has been transferred into the aforementioned MDL in the U.S. District Court for the District of Kansas.and is still pending. In this lawsuit, Sanofi alleges exclusive dealings and anti-competitive marketing

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practices in violation of the antitrust laws in connection with the sale and marketing of the EpiPen® Auto-Injector. Mylan’s Motion to Dismiss is pending. We believe that theSanofi’s claims in this lawsuit are without merit and intend to defend against them vigorously.
On September 29, 2017, plaintiffs in a pending putative class action brought against certain pharmacy benefit managers (“PBMs”) defendants in the U.S. District Court for the District of Kansas filed a motion for leave to file an amended complaint that would addhave added Mylan N.V., Mylan Specialty, and Mylan Pharmaceuticals Inc.MPI as additional defendants to this case. In thedefendants. The proposed amended complaint plaintiffs bringincluded purported claims under the Employee Retirement Income Security Act of 1974 for allegedly knowingly participatingalleged knowing participation in conduct related to the pricing of EpiPenEpiPen® Auto-Injector products that plaintiffs assert wasasserted constituted a breach of fiduciary duties by the PBMs. The motion remains pending. We believecase was transferred to the U.S. District Court for the District of Minnesota. After that the claimstransfer, plaintiffs filed an amended consolidated complaint that did not name any Mylan entity as a defendant. As a result, no Mylan entities are defendants in this lawsuit are without merit and intend to defend against them vigorously.case.
EpiPen® Auto-Injector State AG Investigations
Beginning in August 2016, theThe Company and certain of its affiliated entities have received subpoenas and informal requests from various state attorneys general seeking information and documents relating to the pricing and/or marketing of the EpiPen® Auto-Injector. The Company has cooperated and is fully cooperating with the various state attorneys general.

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U.S. Congress/State Requests for Information and Documents
Beginning in August 2016, Mylan has received several requests for information and documents from various Committees of the U.S. Congress and federal and state lawmakers concerning the marketing, distribution and sales of Mylan products. Mylan has cooperated and intends to continue cooperating with federal and state lawmakers as appropriate in response to their requests.
The Company has a total accrual of approximately $228.4$10.0 million related to this matter at September 30, 2017,March 31, 2018, which is included in other current liabilities in the Condensed Consolidated Balance Sheets. During the three monthsyear ended September 30,December 31, 2017, the Company made payments of approximately $255.2$472.7 million related to this matter. Subsequent to September 30, 2017, the Company made additional payments of approximately $217.5 million, which was accrued for at September 30, 2017. The Company believes that it has strong defenses to current and future potential civil litigation, as well as governmental investigations and enforcement proceedings, discussed in this “EpiPen® Auto-Injector and Certain Congressional Matters” section of this Note 1920 Litigation. Although it is reasonably possible that the Company may incur additional losses from these matters, any amount cannot be reasonably estimated at this time. In addition, the Company expects to incur additional legal and other professional service expenses associated with such matters in future periods and will recognize these expenses as services are received. The Company believes that the ultimate amount paid for these services and claims could have a material effect on the Company's business, consolidated financial condition, results of operations, cash flows and/or ordinary share price in future periods.
Opioid Subpoena, Missouri State AG Civil Investigative Demand and Congressional RequestOpioids
On July 27, 2017, Mylan N.V. received a subpoena from the DOJ seeking information relating to opioids manufactured, marketed or sold by Mylan during the period from January 1, 2013 to December 31, 2016. On August 29, 2017, Mylan N.V. received a civil investigative demand from the Attorney General of the State of Missouri seeking information relating to opioids manufactured, marketed or sold by Mylan during the period from January 1, 2010 to the present and related subject matter. Mylan is fully cooperating with these subpoena requests.
Mylan also has responded to a letter from the ranking member of the U.S. Senate Committee on Homeland Security and Governmental Affairs seeking information relating to sales, marketing and educational strategies for opioid products manufactured by Mylan. In connection with this matter, Senator Claire McCaskill issued a report on February 15, 2018 relating to payments by five drug manufacturers to third-party advocacy groups and professional societies. This report positively differentiated Mylan, finding that Mylan is “[a]t the other end of the spectrum” from the other companies whose payments were examined because Mylan made only de minimis payments, and to only one of the fourteen third-parties cited in the report.

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TableMylan has been named, along with numerous other manufacturers, distributors, and/or individual healthcare professionals, in certain civil lawsuits brought by plaintiffs, including local governmental entities generally asserting statutory and/or common law claims arising from the manufacture, distribution, marketing, and promotion of Contents
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Notespurported prescription opioids. The lawsuits seek damages, including punitive and/or exemplary damages, injunctive relief, attorneys’ fees and costs, and other relief. Mylan believes that the claims in these lawsuits are without merit and intends to Condensed Consolidated Financial Statements (Unaudited) - Continueddefend against them vigorously.


Drug Pricing Matters
Department of Justice SubpoenaSubpoenas
On December 3, 2015, a subsidiary of Mylan N.V. received a subpoena from the Antitrust Division of the DOJ seeking information relating to the marketing, pricing, and sale of our generic Doxycycline products and any communications with competitors about such products.
On September 8, 2016, a subsidiary of Mylan N.V., as well as certain employees and a member of senior management, received subpoenas from the DOJ seeking additional information relating to the marketing, pricing and sale of our generic Cidofovir, Glipizide-metformin, Propranolol and Verapamil products and any communications with competitors about such products. Related search warrants also were executed. The Company is fully cooperating with the DOJ.

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Civil Litigation
On March 2, 2016, a putative class action was filed in the United States District Court for the Eastern District of Pennsylvania (“EDPA”)EDPA by indirect purchasers against Mylan and several other manufacturers, generally alleging anticompetitive conduct with respect to certain generic doxycycline and digoxin products. The complaint allegesalleged harm under federal antitrust laws, state antitrust laws, state consumer protection laws and theories of unjust enrichment. Subsequently, additional cases were filed by putative classes of indirect purchasers, direct purchasers and an indirect reseller. These cases were consolidated in ana MDL proceeding in the EDPA. Similar lawsuits were filed by direct and indirect purchasers in the EDPA, the Southern District of New York, the District of Puerto Rico and the District of New Jerseyvarious U.S. district courts, involving Mylan’s and other manufacturer’s pravastatin, divalproex, levothyroxine, propranolol, clomipramine, albuterol, benazepril and amitriptyline products (as well as non-Mylan products clobatesol, desonide, fluocinonide, econazole, lidocaine/prilocaine, glyburide, ursodiol and baclofen). All of the above-referenced lawsuits have also been consolidated in the MDL proceeding in the EDPA. Putative classes of direct purchasers, indirect purchasers, and indirect resellers filed consolidated complaints with respect to the products referenced above on August 15, 2017. Mylan is no longer a named defendant in the pravastatin lawsuits. The Court has sequenced the complaints into three separate product groups. Defendants’ Motionsfiled motions to Dismiss briefing is ongoing.dismiss complaints in the first product group and decisions are pending. On January 22, 2018, three direct purchaser retailers filed a complaint against Mylan and other manufacturers asserting similar allegations with respect to the products identified above, as well as doxycycline monohydrate, glipizide-metformin, and verapamil. The Company believes that the claims in these lawsuits are without merit and intends to defend against them vigorously.
A complaint was filed on January 31, 2017 by putative classes of direct and indirect purchasers against Mylan Pharmaceuticals Inc. and other pharmaceutical manufacturers in the United States District Court for the District of Connecticut. Plaintiffs generally allege anticompetitive conduct and RICO violations with respect to, among other things, certain Doxycycline products. This case has been transferred to the above-mentioned MDL. Mylan Pharmaceuticals Inc. believes that the claims in this lawsuit are without merit and intends to defend against them vigorously.
Attorneys General Litigation
On December 21, 2015, the Company received a subpoena and interrogatories from the Connecticut Office of the Attorney General seeking information relating to the marketing, pricing and sale of certain of the Company’s generic products (including Doxycycline)generic doxycycline) and communications with competitors about such products. On December 14, 2016, attorneys general of twenty states filed a complaint in the United States District Court for the District of Connecticut against several generic pharmaceutical drug manufacturers, including Mylan, alleging anticompetitive conduct with respect to, among other things, Doxycycline Hyclate Delayed Release. On March 1, 2017, theThe complaint was subsequently amended to add thecertain attorneys general of twenty additional states; the complaint alleges violationalleging violations of federal and state antitrust laws, as well as violationviolations of various states’ consumer protection laws. On July 17, 2017, another complaint containing similar allegations as those contained in the complaints referenced above was filed by four additional states and the District of Columbia. This lawsuit has been transferred to the aforementioned MDL proceeding in the EDPA. On October 31, 2017, attorneys general of forty-five states, the District of Columbia and the Commonwealth of Puerto Rico filed a motion for leave to file a consolidated amended complaint (“proposed amended complaint”) against various drug manufacturers, including Mylan. Mylan is alleged to have engaged in anticompetitive conduct with respect to Doxycycline Hyclate Delayed Release, Doxycycline Monohydrate, Glipizide-Metformin, and Verapamil. The proposed amended complaint also includes claims asserted by attorneys general of thirty-four states and the Commonwealth of Puerto Rico against certain individuals, including Rajiv Malik, President of Mylan, with respect to Doxycycline Hyclate Delayed Release. The allegations in the proposed amended complaint are similar to those in the previously filed complaints. On December 8, 2016, the Defendants in the case - including Mylan - filed an opposition to the plaintiff States’ motion for leave to file a proposed amended complaint as to certain allegations. This motion has now been fully briefed and a decision is pending. We believe that the claims in this lawsuit against Mylan and Rajiv Malik are without merit and intend to defend against them vigorously.

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Tax Court Proceeding
The Company's U.S. federal income tax returns for 2007 through 2011 have been subject to proceedings in U.S. Tax Court involving a dispute with the IRS regarding whether the proceeds received by the Company in connection with the 2008 sale of its rights in nebivolol constituted a capital gain or ordinary income. On May 16, 2017, the Company and the IRS filed a joint stipulation of settled issues with the Tax Court that resolved all issues in this dispute. The final computations resulting from the stipulation are being prepared by the Company and the IRS, and will be filed with the Tax Court. The Company expects that a portion of its unrecognized tax benefits will be reduced as a result of the resolution of this dispute.
European Commission Proceedings
Perindopril
On or around July 8, 2009,9, 2014, the European Commission (the “Commission”) stated that it had initiated antitrust proceedings pursuant to Article 11(6) of Regulation No. 1/2003 and Article 2(1) of Regulation No. 773/2004 to explore possible infringement of Articles 81 and 82 EC and Articles 53 and 54 of the European Economic Area Agreement by Les Laboratoires Servier (“Servier”) as well as possible infringement of Article 81 EC by the Company’s Indian subsidiary, Mylan Laboratories Limited, and four other companies, each of which entered into agreements with Servier relating to the product Perindopril. On July 30, 2012, the Commission issued a Statement of Objections to Servier SAS, Servier Laboratories Limited, Les Laboratories Servier, Adir, Biogaran, Krka, d.d. Novo mesto, Lupin Limited, Mylan Laboratories Limited, Mylan, Niche Generics Limited, Teva UK Limited, Teva Pharmaceutical Industries Ltd., Teva Pharmaceuticals Europe B.V. and Unichem Laboratories Limited. Mylan Inc. and Mylan Laboratories Limited filed responses to the Statement of Objections. On July 9, 2014, the Commission issued a decision finding that Mylan Laboratories Limited and Mylan, as well as theseveral other companies, noted above (with the exception of Adir, a subsidiary of Servier), had violated European Union (“EU”) competition rules relating to the product Perindopril and fined Mylan Laboratories Limited approximately €17.2 million, including approximately €8.0 million jointly and severally with Mylan Inc. The Company paid approximately $21.7 million related to this matter during the fourth quarter of 2014. In September 2014, the Company filed an appeal of the Commission’s decision to the General Court of the European Union.EU. A hearing on the appeal before the General Court of the European UnionEU was held in June 2017 and a decision is pending.
Citalopram
On March 19, 2010, Mylan and Generics [U.K.] Limited, a wholly owned subsidiary of the Company, received notice that the Commission had opened proceedings against Lundbeck with respect to alleged unilateral practices and/or agreements related to Citalopram in the European Economic Area. On July 25, 2012 a Statement of Objections was issued to Lundbeck, Merck KGaA, Generics [U.K.] Limited, Arrow, Resolution Chemicals, Xelia Pharmaceuticals, Alpharma, A.L. Industrier and Ranbaxy. Generics [U.K.] Limited filed a response to the Statement of Objections and vigorously defended itself against allegations contained therein. On June 19, 2013, the Commission issued a decision finding that Generics [U.K.] Limited,, as well as theseveral other companies, noted above, had violated European UnionEU competition rules relating to the product Citalopram and fined Generics [U.K.] Limited approximately €7.8€7.8 million,, jointly and severally with Merck KGaA. Generics [U.K.] Limited appealed the Commission’s

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decision to the General Court of the EU and a hearing took placeThe case is currently on October 8, 2015. On September 8, 2016, the General Court dismissed all appeals against the European Commission’s decision. Mylan filed an appeal of the decision on November 18, 2016 to the European Court of Justice. The United Kingdom has applied and was granted permission to intervene in this proceeding. The Company has accrued approximately $8.8 million and $8.2€7.4 million as of September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively, related to this matter. Generics [U.K.] Limited has received notices from NHS Departments across the United Kingdom stating an intention to commence follow-on litigation and asserting damages. Generics [U.K.] Limited has also sought indemnification from Merck KGaA with respect to the €7.8 million portion of the fine for which Merck KGaA and Generics [U.K.] Limited were held jointly and severally liable. Merck KGaA has counterclaimed against Generics [U.K.] Limited seeking the same indemnification. It is reasonably possible that we will incur additional losses above the amount accrued but we cannot estimate a range of such reasonably possible losses at this time. There are no assurances, however, that settlements reached and/or adverse judgments received, if any, will not exceed amounts accrued.

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U.K. Competition and Markets Authority
Paroxetine
On August 12, 2011, Generics [U.K.] Limited received notice that the Office of Fair Trading (subsequently changed to the Competition and Markets Authority (the “CMA”)) was openingopened an investigation to explore the possible infringement of the Competition Act 1998 and Articles 101 and 102 of the Treaty on the Functioning of the European Union,EU, with respect to alleged agreements related to Paroxetine. On April 19, 2013, a Statement of Objections was issued to Beecham Group plc, GlaxoSmithKline UK Limited, GlaxoSmithKline plc and SmithKline Beecham Limited (formerly, SmithKline Beecham plc) (together, “GlaxoSmithKline”), Generics [U.K.] Limited, Merck KGaA, Actavis UK Limited (formerly, Alpharma Limited), Xellia Pharmaceuticals ApS (formerly, Alpharma ApS) and Alpharma LLC (formerly, Zoetis Products LLC, Alpharma LLC, and Alpharma Inc.) (together, “Alpharma”), and Ivax LLC (formerly, Ivax Corporation) and Norton Healthcare Limited (which previously traded as Ivax Pharmaceuticals UK) (together, “Ivax”). Generics [U.K.] Limited filed a response to the Statement of Objections, defending itself against the allegations contained therein. The CMA issued a Supplementary Statement of Objections (“SSO”) to the above-referenced parties on October 21, 2014 and a hearing with regard to the SSO took place on December 19, 2014. The CMA issued a decision on February 12, 2016, finding that, GlaxoSmithKline, Generics [U.K.] Limited,, Merck KGaA and Alpharma,other companies, were liable for infringing EU and U.K. competition rules. With respect to Merck KGaA and Generics [U.K.] Limited,, the CMA issued a penalty of approximately £5.8 million, for which Merck KGaA is liable for the entire amount; and of that amount Generics [U.K.] Limited is jointly and severally liable for approximately £2.7 million, which washas been accrued for at September 30, 2017. Generics [U.K.] Limited has appealed the decision.as of March 31, 2018. The hearing beforematter is currently on appeal to the Competition Appeals Tribunal, concludedwhich on March 30, 2017 and8, 2018, referred certain questions of law to the parties are presently awaiting a decision.European Court of Justice.
Nefopam
On October 10, 2017, Mylan N.V. and Meda Pharmaceuticals Limited received notice that the CMA was opening an investigation to explore the possible infringement of the Competition Act 1998 and Article 101 of the Treaty on the Functioning of the European Union,EU, with respect to alleged agreements related to Nefopam, a product from Meda’s portfolio. On October 16, 2017, the CMA issued a notice under Section 26 of the Competition Act 1998 to Mylan N.V. and Meda Pharmaceuticals Limited to provide specified information and produce specified documents. The Company is fully cooperating with the CMA.
Italy Investigation
On April 18, 2018, certain employees of Mylan S.p.A. were served with search warrants issued by the Public Prosecutor’s Office in Milan, Italy seeking information concerning interactions with an Italian hospital and sales of certain reimbursable Mylan S.p.A. drugs. The Company is assisting its employees in their cooperation with the investigation.   
Product Liability
The Company is involved in a number of product liability lawsuits and claims related to alleged personal injuries arising out of certain products manufactured and/or distributed by the Company, including but not limited to Phenytoin, Alendronate Sodium and Reglan.Company. The Company believes that it has meritorious defenses to these lawsuits and claims and is vigorously defending itself with respect to those matters. From time to time, the Company has agreed to settle or otherwise resolve certain lawsuits and claims on terms and conditions that are in the best interests of the Company. The Company has accrued approximately $10.9$8.7 million and $31.5$8.4 million at September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively. It is reasonably possible that we will incur additional losses and fees above the amount accrued but we cannot estimate a range of such reasonably possible losses or legal fees related to these claims at this time. There are no assurances, however, that settlements reached and/or adverse judgments received, if any, will not exceed amounts accrued.

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Intellectual Property
MPI filed with the FDA a Paragraph IV certification stating that approval of MPI’s ANDAAbbreviated New Drug Application (“ANDA”) for glatiramer acetate injection, 20 mg/mL will not infringe any valid claim of patents owned or controlled by Teva Pharmaceuticals USA, Inc., Yeda Research and Development Co., or their affiliates (“Plaintiffs”(for purposes of these paragraphs, “Plaintiffs”), listed in the FDA’s Orange Book. There are currently no unexpired patents for the product listed in the FDA’s Orange Book. On October 3, 2017, MylanMPI received final FDA approval and launched its 20 mg/mL glatiramer acetate product in the United States.
MPI filed with the FDA a Paragraph IV certification stating that approval of MPI’s ANDA for glatiramer acetate injection, 40 mg/mL will not infringe any valid claim of patents owned or controlled by the Plaintiffs listed in the FDA’s Orange Book. On October 6, 2014, Plaintiffs filed suit against MPI and Mylan Inc. in the District Court for the District of Delaware seeking monetary damages, injunctive relief, attorneys’ fees, costs and other relief. In February and March 2015, MPI and Mylan Inc. filed petitions with the Patent Trial and Appeal Board requesting inter partes review of the claims of three asserted patents. On August 24, 2016 and September 1, 2016, respectively, the Patent Trial and Appeal Board issued final written

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decisions finding all claims of three asserted patents unpatentable as obvious. After Plaintiffs’ requests for reconsideration of those decisions, the Patent Trial and Appeal Board issued revised final written decisions addressing issues raised in the requests for reconsideration and again finding all claims of three asserted patents unpatentable as obvious. On January 30, 2017, the Delaware District Court found, after trial, the asserted claims of the four patents-in-suit invalid as obvious. Plaintiffs have appealed both decisions, and those appeals are pending. On January 17, 2017, Plaintiffs filed suit against MPI and Mylan Inc. in the District Court for the Northern District of West Virginia asserting claims related to a process patent not listed in the FDA’s Orange Book seeking monetary damages, injunctive relief, attorneys’ fees, costs and other relief. The West Virginia District Court granted Mylan’s request to transfer the case to the Delaware District Court, andCourt. On December 11, 2017, Plaintiffs dismissed the case remains pending. A trial date has been scheduled for October 9, 2018. On October 3, 2017,litigation against Mylan received final FDA approval and launched its 40 mg/mL glatiramer acetate product inrelated to the United States.process patent.
On October 19, 2017, Teva Pharmaceutical Industries Ltd. (“Teva”) commenced an action with the Irish High Court against Mylan Teoranta alleging that Mylan’s glatiramer acetate 40mg/mL product, which is manufactured in Ireland, approved by the FDA and is currently being sold in the U.S., infringes two European patents, EP (IE) 2 949 335 and EP (IE) 3 050 556. Teva subsequently dropped its infringement allegation related to the EP (IE) 3 050 556 patent. Teva is seeking damages and/or an account of profits from Mylan for the alleged infringement. Teva has also requested the Irish High Court to enjoin Mylan Teoranta from making, offering, putting on the market and/or using its glatiramer acetate 40mg/mL product in Ireland pending final determination of the action. A hearing on Teva’s Ireland injunction request was completed on January 16, 2018 and a decision is set for January 2018.pending.
The Company has used its business judgment in connection with the decision to launch the 40mg/mL glatiramer acetate product and has also used its business judgment in certain other situations to decide to market and sell products, notwithstanding the fact that allegations of patent infringement(s) or other potential third party rights have not been finally resolved by the courts. The risk involved in doing so can be substantial because the remedies available to the owner of a patent for infringement may include, a reasonable royalty on sales or damages measured by the profits lost by the patent owner. If there is a finding of willful infringement, damages may be increased up to three times. Moreover, because of the discount pricing typically involved with bioequivalent products, patented branded products generally realize a substantially higher profit margin than bioequivalent products. An adverse decision could have an adverse effect that is material to our business, financial condition, results of operations, cash flows and/or ordinary share price.
Other Litigation
The Company is involved in various other legal proceedings that are considered normal to its business. The Company has approximately $8.8$15.4 million accrued related to these various other legal proceedings at September 30, 2017.March 31, 2018.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis addresses material changes in the financial condition and results of operations of Mylan N.V. and subsidiaries for the periods presented. Unless context requires otherwise, the “Company”, “Mylan”, “our”, or “we” refer to Mylan N.V. and its subsidiaries. This discussion and analysis should be read in conjunction with the Consolidated Financial Statements, the related Notes to Consolidated Financial Statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Mylan N.V.’s Annual Report on Form 10-K for the year ended December 31, 2016,2017, as amended, the unaudited interim financial statements and related Notes included in Part I — ITEM 1 of this Quarterly Report on Form 10-Q (“Form 10-Q”) and our other Securities and Exchange Commission (the “SEC”) filings and public disclosures. The interim results of operations, and comprehensive earnings, for the three and nine months ended September 30, 2017 and cash flows for the ninethree months ended September 30, 2017March 31, 2018 are not necessarily indicative of the results to be expected for the full fiscal year or any other future period.
This Form 10-Q contains “forward-looking statements.” These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include, without limitation, statements about the acquisition of Meda AB (publ.) (“Meda”) by Mylan (the “Meda Transaction”), Mylan’s acquisition (the “EPD Transaction”) of Mylan Inc. and Abbott Laboratories’ non-U.S. developed markets specialty and branded generics business (the “EPD Business”), the potential benefits and synergies of the EPD Transaction and the Meda Transaction, future opportunities for Mylan and products, and any other statements regarding Mylan’s future operations, anticipated business levels, future earnings, planned activities, anticipated growth, market opportunities, strategies, competition, and other expectations and targets for future periods. These may often be identified by the use of words such as “will,” “may,” “could,” “should,” “would,” “project,” “believe,” “anticipate,” “expect,” “plan,” “estimate,” “forecast,” “potential,” “pipeline,” “intend,” “continue,” “target,”“target” and variations of these words or comparable words. Because forward-looking statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: the ability to meet expectations regarding the accounting and tax treatments of the EPD Transaction and the Meda Transaction; changes in relevant tax and other laws, including but not limited to changes in the U.S. tax code and healthcare and pharmaceutical laws and regulations in the U.S. and abroad; actions and decisions of healthcare and pharmaceutical regulators; the integration of the EPD Business and Meda being more difficult, time-consuming, or costly than expected; operating costs, customer loss, and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients, or suppliers) being greater than expected following the EPD Transaction and the Meda Transaction; the retention of certain key employees of the EPD Business and Meda being difficult; the possibility that Mylan may be unablefailure to achieve expected synergies and operating efficiencies in connection with the EPD Transaction, the Meda Transaction, and the December 2016 announced restructuring program in certain locations, within the expected time-frames or at all and to successfully integrate the EPD Business and Meda; expected or targeted future financial and operating performance and results; the capacityuncertainties regarding future demand, pricing and reimbursement for our products; any regulatory, legal, or other impediments to Mylan’s ability to bring new products to market, including, but not limited to, where Mylan uses its business judgment and decides to manufacture, market, and/or sell products, directly or through third parties, notwithstanding the fact that allegations of patent infringement(s) have not been finally resolved by the courts (i.e., an “at-risk launch”); any regulatory, legal, or other impediments to Mylan’s ability to bring new products, including but not limited to generic Advair and Glatiramer Acetate Injection 20 mg/mL and 40 mg/mL, to market, including ongoing and unresolved allegations of patent infringement around our launch of Glatiramer Acetate Injection 40 mg/mL;success of clinical trials and Mylan’s ability to execute on new product opportunities, including but not limited to generic Advair and Glatiramer Acetate Injection 20 mg/mL and 40 mg/mL;opportunities; any changes in or difficulties with our manufacturing facilities, supply chain or inventory of, andor our ability to manufacture and distribute, the EpiPen® Auto-Injector and EpiPen Jr® Auto-Injector (collectively, “EpiPen® Auto-Injector”) to meet anticipated demand; the potential impact of any change in patient access to the EpiPen® Auto-Injector and the introduction of a generic version of the EpiPen® Auto-Injector; the scope, timing, and outcome of any ongoing legal proceedings, including government investigations, and the impact of any such proceedings on our financial condition, results of operations, and/or cash flows; the ability to meet expectations regarding the accounting and tax treatments of acquisitions, including Mylan’s acquisition of Mylan Inc. and Abbott Laboratories’ non-U.S. developed markets specialty and branded generics business (the “EPD Business”); changes in relevant tax and other laws, including but not limited to changes in the U.S. tax code and healthcare and pharmaceutical laws and regulations in the U.S. and abroad; any significant breach of data security or data privacy or disruptions to our information technology systems; the ability to protect intellectual property and preserve intellectual property rights; the effect of any changes in customer and supplier relationships and customer purchasing patterns; the ability to attract and retain key personnel; changes in third-party relationships; the impact of competition; changes in the economic and financial conditions of the businesses of Mylan; the inherent challenges, risks, and costs in identifying, acquiring, and integrating complementary or strategic acquisitions of other companies, products, or assets being more difficult, time-consuming or costly than anticipated; the possibility that Mylan may be unable to achieve expected synergies and operating efficiencies in achieving anticipated synergies;connection with strategic acquisitions or restructuring programs within the expected time-frames or at all; uncertainties and matters beyond the control of management;management, including but not limited to general political and economic conditions and global exchange rates; and inherent uncertainties involved in the estimates and judgments used in the preparation of financial statements, and the providing of estimates of financial measures, in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and related standards or on an adjusted basis. For more detailed information on the risks and uncertainties associated with Mylan’s business activities, see the risks described in Mylan’s Annual Report on Form 10-K for the year ended December 31, 2016,2017, as amended (the “2017 Form 10-K”), and our other

filings with the SEC. You can access Mylan’s filings with the SEC through the SEC website at www.sec.gov or through our website, and Mylan strongly encourages you to do so. Mylan routinely posts information that may be important to investors on our website at investor.mylan.com, and we may use this website address as a means of disclosing material information to the public in a broad, non-exclusionary manner for purposes of the SEC'sSEC’s Regulation Fair Disclosure (Reg FD). The contents of our website are not incorporated by reference in this Report on Form 10-Q and shall not be deemed “filed” under the Securities Exchange Act.Act of 1934, as amended. Mylan undertakes no obligation to update any statements herein for revisions or changes after the filing date of this Form 10-Q.

ExecutiveCompany Overview
Mylan is a leading global pharmaceutical company which develops, licenses, manufactures, markets and distributes generic, brand name and over-the-counter (“OTC”) products in a variety of dosage forms and therapeutic categories. Mylan is committed to setting new standards in healthcare by creating better health for a better world, and our mission is to provide the world’s providing 7 billion people access to high quality medicine. To do so, we innovate to satisfy unmet needs; make reliability and service excellenceWe offer a habit; do what’s right, not what’s easy; and impact the future through passionate global leadership.
Mylan offers onegrowing portfolio of the industry’s broadest product portfolios, including generic, brand name and OTC products in a variety of dosage forms and therapeutic categories. The Company’s product portfolio includes more than 7,500 marketed products, globally,including prescription generic, branded generic and reaches customersbrand-name drugs and over-the-counter (“OTC”) remedies. We market our products in more than 165 countries and territories. We operateEvery member of our approximately 35,000-strong workforce is dedicated to delivering better health for a better world.
Over the last several years, Mylan has transformed itself through a clear, consistent and differentiated strategy into a company that is built to last. Fueling that durability is a business model anchored in providing access, Mylan’s core purpose.
Providing access requires that we satisfy the needs of an incredibly diverse global high quality vertically-integrated manufacturing platform around the worldmarketplace whose economic and onepolitical systems, approaches to delivering and paying for healthcare, languages and traditions, and customer and patient requirements vary by location and over time.
With these considerations in mind, we have scaled our commercial, operational and scientific platforms to meet customers’ evolving needs in ways that are globally consistent and locally sensitive. As a result, not only are we succeeding in expanding people’s access to medicine, we are continually diversifying our business.
That diversification is what drives our durability. Durability allows us to withstand and overcome competitive pressures while continuing to innovate. It also allows us to generate consistent financial results, including reliable cash flows capable of supporting ongoing investments in long-term growth.
Financial Summary
The tables below are a summary of the world’s largest activeCompany’s financial results for the three months ended March 31, 2018 compared to the prior year period:
 Three Months Ended
 March 31,
(In millions, except per share amounts)2018 2017 Change % Change
Total revenues$2,684.5
 $2,719.5
 $(35.0) (1)%
Gross profit984.3
 1,085.0
 (100.7) (9)%
Earnings from operations155.7
 227.7
 (72.0) (32)%
Net earnings87.1
 66.4
 20.7
 31 %
Diluted earnings per ordinary share$0.17
 $0.12
 $0.05
 42 %
Certain Market and Industry Factors
As more fully explained in the 2017 Form 10-K, the global pharmaceutical ingredient (“API”) operations. We also operateindustry is a stronghighly competitive and innovative researchhighly regulated industry. As a result, we face a number of industry-specific factors and development (“R&D”) network that has consistently delivered a robust product pipeline, including complex products such as injectables.challenges, which can significantly impact our results. The following discussion highlights some of these key factors and market conditions.
Generic products, particularly in the U.S., generally contribute most significantly to revenues and gross margins at the time of their launch, and even more so in periods of market exclusivity, or in periods of limited generic competition. As such, the timing of new product introductions can have a significant impact on the Company’s financial results. The entrance into the market of additional competition generally has a negative impact on the volume and pricing of the affected products. Additionally, pricing is often affected by factors outside of the Company’s control.
For branded products, the majority of the product’s commercial value is usually realized during the period in which the product has market exclusivity. In the U.S. and some other countries, when market exclusivity expires and generic versions of a product are approved and marketed, there can often be very substantial and rapid declines in the branded product’s sales. OTC products also participate in a competitive environment that includes both branded and private label products. In the OTC space, value is realized through innovation, access and consumer activation.

Certain markets within Europe in which we do business outside of the U.S. have undergone government-imposed price reductions, and further government-imposed price reductions are expected in the future. Such measures, along with the tender systems discussed below, are likely to have a negative impact on sales and gross profit in these markets. However, government initiatives in certain markets that appear to favor generic products could help to mitigate this unfavorable effect by increasing rates of generic substitution and penetration. In France, we remain the generics market leader.
AAdditionally, a number of markets in which we operate in Europeoutside of the U.S. have implemented, or may implement, tender systems for generic pharmaceuticals in an effort to lower prices. Generally speaking, tender systems can have an unfavorable impact on sales and profitability. Under such tender systems, manufacturers submit bids that establish prices for generic pharmaceutical products. Upon winning the tender, the winning company will receive priority placement for a period of time. The tender system often results in companies underbidding one another by proposing low pricing in order to win the tender. The loss of a tender by a third party to whom we supply APIactive pharmaceutical ingredient (“API”) can also have a negative impact on our sales and profitability. Sales continue to be negatively affected by the impact of tender systems.
Assystems in Europe, both Australia and Japan have undergone government-imposed price reductions that have had, and could continue to have, a negative impact on sales and gross profit in these markets.
The acquisition of Meda significantly increased our operations and revenues throughout Europe, but particularly in France, Italy, Germany and Sweden. Additionally, through the acquisition, we have significantly expanded and strengthened our presence in emerging markets including China, Southeast Asia and the Middle East. These markets provide opportunities for future growth and expansion and are complemented by Mylan’s historical presence in India, Brazil and certain countries in Africa (including South Africa).countries.

Effective October 1, 2016, the Company expanded its reportable segments and now reports in three segments on a geographic basis as follows: North America, Europe and Rest of World. Comparative segment financial information have been recast for prior periods to conform to this revised segment structure.
From time to time, a limited number of our products may represent a significant portion of our net sales, gross profit and net earnings. Generally, this is due to the timing of new product introductions and the amount, if any, of additional competition in the market. Our top ten products in terms of sales, in the aggregate, represented approximately 23% and 30% of the Company’s net sales for the three months ended September 30, 2017 and 2016, respectively. For the nine months ended September 30, 2017 and 2016, our top ten products in terms of sales, in the aggregate, represented approximately 22% and 30%, respectively.
Recent Developments
In the fourth quarter of 2016, the Company announced restructuring programs in certain locations representing initial steps in a series of actions that are anticipated to further streamline our operations globally. The Company continues to develop the details of the cost reduction initiatives, including workforce actions and other potential restructuring activities beyond the programs already announced. During the three and nine months ended September 30, 2017,March 31, 2018, the Company recorded pre-tax charges of $73.4 million and $112.7 million, respectively.$45.4 million. Included within the charges during the ninethree months ended September 30, 2017March 31, 2018 were $64.9$25.9 million for non-cash asset impairment charges with the remaining charges primarily related to severance and employee benefits. For the charges recognized during the three months ended September 30, 2017, $53.4 million were non-cash asset impairment charges and the remaining charges were primarily related to severance and employee benefits. The continued restructuring actions are expected to be implemented through fiscal year 2018. In the fourth quarter of 2017, theThe Company committed to additional actions and now anticipates total aggregate pre-tax charges for committed restructuring activities ranging between $375.0$385.0 million and $450.0 million, inclusive of all restructuring charges incurred through the 2016 and yearfirst quarter of 2018. In addition, as a result of the restructuring activities that have been undertaken to date, 2017 restructuring charges of $262.4 million. In addition, management believes the potential annual savings from these committed restructuring activities will be between approximately $350.0 million and $425.0 million once fully implemented, with the majority of these savings improving operating cash flow. At this time, the expenses related to the additional restructuring activities cannot be reasonably estimated.
On August 17, 2017, the Company announced that its subsidiaries, Mylan Inc. and Mylan Specialty L.P., signed an agreement with the U.S. Department of Justice ("DOJ") and two relators finalizing the $465 million settlement, plus interest, with the DOJ and other government agencies related to the classification of the EpiPen® Auto-Injector for purposes of the Medicaid Drug Rebate Program that Mylan had agreed to the terms of on October 7, 2016 (the “Medicaid Drug Rebate Program Settlement”). The settlement resolves claims relating to the classification of EpiPen® Auto-Injector for purposes of the Medicaid Drug Rebate Program.
In October 2017, the Company announced the U.S. launch of the first Glatiramer Acetate Injection 40 mg/mL for 3-times-a-week injection that is an AP-rated substitutable generic version of Teva's Copaxone® 40 mg/mL, as well as Glatiramer Acetate Injection 20 mg/mL for once-daily injection, an AP-rated, substitutable generic version of Teva's Copaxone® 20 mg/mL. These products are indicated for the treatment of patients with relapsing forms of multiple sclerosis (MS), a chronic inflammatory disease of the central nervous system. The Company also announced in October 2017 that its partner, Synthon, received marketing authorization approval in Europe for Glatiramer Acetate Injection 40 mg/mL. Mylan is partnered with Synthon, the developer and supplier of its European Glatiramer Acetate Injection products, and has exclusive distribution and supply rights in certain key European markets.

Financial Summary
The tables below are a summary of the Company’s financial results for the three and nine months ended September 30, 2017 compared to the prior year period:
 Three Months Ended
 September 30,
(In millions, except per share amounts)2017 2016 Change % Change
Total revenues$2,987.1
 $3,057.1
 $(70.0) (2)%
Gross profit1,178.1
 1,283.3
 (105.2) (8)%
Earnings (loss) from operations316.0
 (130.7) 446.7
 342 %
Net earnings (loss)88.3
 (119.8) 208.1
 174 %
Diluted earnings per ordinary share$0.16
 $(0.23) $0.39
 170 %
 Nine Months Ended
 September 30,
(In millions, except per share amounts)2017 2016 Change % Change
Total revenues$8,668.8
 $7,809.1
 $859.7
 11%
Gross profit3,488.5
 3,362.0
 126.5
 4%
Earnings from operations1,016.6
 385.8
 630.8
 164%
Net earnings451.7
 62.5
 389.2
 623%
Diluted earnings per ordinary share$0.84
 $0.12
 $0.72
 600%
A detailed discussion of the Company’s financial results can be found below in the section titled “Results of Operations.” As part of this discussion, we also report sales performance using the non-GAAP financial measures of “constant currency” third party net sales and total revenues. This measure providesThese measures provide information on the change in net sales and total revenues assuming that foreign currency exchange rates had not changed between the prior and current period. The comparisons presented at constant currency rates reflect comparative local currency sales at the prior year’s foreign exchange rates. We routinely evaluate our third party net sales and total revenues performance at constant currency so that sales results can be viewed without the impact of foreign currency exchange rates, thereby facilitating a period-to-period comparison of our operational activities, and believe that this presentation also provides useful information to investors for the same reason. The following table compares third party net sales on an actual and constant currency basis for each reportable segment and consolidated total revenues on an actual and constant currency basis for the three and nine months ended September 30,March 31, 2018 and 2017 and 2016.as well as for total revenues.
More information about non-GAAP measures used by the Company as part of this discussion, including adjusted cost of sales, adjusted gross margins, adjusted net earnings and adjusted EPS (all of which are defined below) can be found in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Use of Non-GAAP Financial Measures.”

Results of Operations
Three Months Ended September 30, 2017March 31, 2018 Compared to Three Months Ended September 30, 2016March 31, 2017
Three Months EndedThree Months Ended
September 30,March 31,
(In millions)2017 2016 % Change 
2017 Currency Impact (1)
 2017 Constant Currency Revenues 
Constant Currency % Change (2)
2018 2017 % Change 
2018 Currency Impact (1)
 2018 Constant Currency Revenues 
Constant Currency % Change (2)
Third party net sales           
Net sales           
North America (3)
$1,172.2
 $1,505.5
 (22)% $(3.1) $1,169.1
 (22)%$985.3
 $1,214.9
 (19)% $(3.1) $982.2
 (19)%
Europe (3)
1,040.8
 841.2
 24 % (45.5) 995.3
 18 %1,038.4
 892.0
 16 % (132.8) 905.6
 2 %
Rest of World (3)
743.3
 682.8
 9 % (6.2) 737.1
 8 %626.7
 580.5
 8 % (28.2) 598.5
 3 %
Total third party net sales (3)
2,956.3
 3,029.5
 (2)% $(54.8) $2,901.5
 (4)%
Total net sales2,650.4
 2,687.4
 (1)% (164.1) 2,486.3
 (7)%
                      
Other third party revenues30.8
 27.6
 12 % (0.5) 30.3
 10 %
Other revenues (3)
34.1
 32.1
 6 % (1.9) 32.2
 — %
Consolidated total revenues(4)$2,987.1
 $3,057.1
 (2)% $(55.3) $2,931.8
 (4)%$2,684.5
 $2,719.5
 (1)% $(166.0) $2,518.5
 (7)%
____________
(1) 
Currency impact is shown as unfavorable (favorable).
(2) 
The constant currency percentage change is derived by translating third party net sales or revenues for the current period at prior year comparative period exchange rates, and in doing so shows the percentage change from 20172018 constant currency third party net sales or revenues to the corresponding amount in the prior year.
(3) 
Effective October 1, 2016,For the Company expanded its reportable segments as follows:three months ended March 31, 2018, other revenues in North America, Europe, and Rest of World. AsWorld were approximately $21.1 million, $9.5 million, and $3.5 million, respectively.
(4)
Amounts exclude intersegment revenue that eliminates on a result, the amounts previously reported under the Specialty segment have been recast to North America and amounts related to Brazil are included in Rest of World for all periods presented.consolidated basis.
Total Revenues
For the current quarter,three months ended March 31, 2018, Mylan reported total revenues of $2.99$2.68 billion,, compared to $3.06$2.72 billion for the comparable prior year period, representing a decrease of $70.0$35.0 million, or 2%1%. Total revenues include both net sales and other revenues from third parties. Third party netNet sales for the current quarterthree months ended March 31, 2018 were $2.96$2.65 billion,, compared to $3.03$2.69 billion for the comparable prior year period, representing a decrease of $73.2$37.0 million, or 2%1%. Other third party revenues for the current quarterthree months ended March 31, 2018 were $30.8$34.1 million,, compared to $27.6$32.1 million for the comparable prior year period, an increase of $3.2 million.period.
The decrease in total revenues was due primarily to a 22% decline in third partyincluded lower net sales in the North America segment.segment of 19%. This resultdecrease was partially offset by third partyincreased net sales growth in the Europe segment of 24%16%, and in the Rest of World segment of 9%8%. The incremental impact on third partyoverall decrease in total revenues was primarily driven by a decrease in net sales from the acquisition of Meda was approximately $163.6 million. Net sales of existing products, and new product introductions decreased in totalwhich was partially offset by approximately $291.6 million. The decreasefavorable foreign currency translation. Net sales from existing products was dueon a constant currency basis decreased $286.2 million primarily toas a result of lower pricingvolumes, and to a lesser extent, lower volumes inpricing, which were partially offset by new product introductions of $102.6 million. Sales were also negatively impacted by the current period.adoption of new accounting standards of a net impact of approximately $17.7 million. Mylan’s current quarter total revenues were favorably impacted by the effect of foreign currency translation, primarily reflecting changes in the U.S. Dollar as compared to the currencies of Mylan’s subsidiaries in the European Union, India, the United Kingdom, Japan, and India, which was partially offset by the unfavorable impact from changes in the Japanese Yen.Australia. The favorable impact of foreign currency translation on current quarteryear total revenues was approximately $55.3 million resulting in$166.0 million. On a decrease in constant currency basis, the decline in total revenues offor the three months ended March 31, 2018 was approximately $125.3$201.0 million, or 4%7%.
Wholesaler and distributor inventory levels of our products can fluctuate throughout the year due to the seasonality of certain products, the timing of product demand and other factors. Such fluctuations may impact the comparability of our net sales between periods.
From time to time, a limited number of our products may represent a significant portion of our net sales, gross profit and net earnings. Generally, this is due to the timing of new product introductions and the amount, if any, of additional


competition in the market. Our top ten products in terms of sales, in the aggregate, represented approximately 17% and 19% for the three months ended March 31, 2018 and 2017, respectively.
Third party netNet sales are derived from our three geographic reporting segments: North America, Europe and Rest of World. The graph below shows third party net sales by segment for the three months ended September 30,March 31, 2018 and 2017 and 2016 and the increase (decrease) period over period:
myl10q_20170xchart-34309.jpgchart-6ee527a42f69541dbc7a03.jpg
North America Segment
Third party net sales from North America decreased by $333.3 million or 22% during the three months ended September 30, 2017 when compared to the prior year period, including the decrease in sales of the EpiPen® Auto-Injector of $245.1 million. Incremental net sales from the acquisition of Meda were approximately $8.2 million in the current quarter. Net sales were negatively impacted in the current quarter due to a decline in sales of existing products as a result of lower pricing and volume, partially offset by new product introductions. As anticipated, our North American generics business experienced higher price erosion than previous quarters, including the impact of the loss of market exclusivity of armodafinil. Sales of the EpiPen® Auto-Injector declined in the current quarter as a result of the impact of the launch of the authorized generic, higher governmental rebates as a result of the Medicaid Drug Rebate Program Settlement, and increased competition. The impact of foreign currency translation on current period third party net sales was less than 1% within North America.
Europe Segment
Third party net sales from Europe increased by $199.6 million or 24% during the three months ended September 30, 2017 when compared to the prior year period. The increase included the result of the incremental net sales from the acquisition of Meda which totaled approximately $117.2 million. The remaining increase in net sales was the result of new product introductions combined with favorable volume and pricing on existing products. The favorable impact of foreign currency translation on current period third party net sales was $45.5 million, or 5% within Europe. Constant currency third party net sales increased by approximately $154.1 million, or 18% when compared to the prior year period.
Rest of World Segment
Third party net sales from Rest of World increased by $60.5 million, or 9% during the three months ended September 30, 2017 when compared to the prior year period. This increase was partially driven by incremental net sales from the acquisition of Meda which totaled approximately $38.2 million. In addition, net sales were positively impacted by new products and increased net sales in emerging markets, which were driven primarily by higher volumes. These increases were partially offset by lower pricing and volumes on existing products from our anti-retroviral (“ARV”) franchise, including active pharmaceutical ingredients. Net sales in Australia increased as a result of sales of new products. Net sales in Japan increased slightly as a result of sales of new products and favorable volumes. Overall, third party net sales from Rest of World were favorably impacted by the effect of foreign currency translation by approximately $6.2 million, or 1% during the three months ended September 30, 2017. Constant currency third party net sales increased by approximately $54.3 million, or 8%.
In addition to third party net sales, the Rest of World segment supplies finished dosage form (“FDF”) generic products and API, primarily from Mylan India, to Mylan subsidiaries in conjunction with the Company’s vertical integration strategy. Intercompany sales related to this strategy were approximately $117.4 million and $133.9 million in the three months ended September 30, 2017 and 2016, respectively. These intercompany sales are eliminated in consolidation and therefore are not included in the consolidated third party net sales.

Cost of Sales and Gross Profit
Cost of sales increased from $1.77 billion for the three months ended September 30, 2016 to $1.81 billion for the three months ended September 30, 2017. Significant components of cost of sales were purchase accounting related amortization of acquired intangible assets, acquisition related costs, restructuring and other special items, which are described further in the section titled Use of Non-GAAP Financial Measures. Gross profit for the three months ended September 30, 2017 was $1.18 billion and gross margins were 39%. For the three months ended September 30, 2016, gross profit was $1.28 billion and gross margins were 42%. Gross margins were negatively impacted in the current quarter by lower gross profit from the sales of existing products in North America, including the EpiPen® Auto-Injector which reduced gross profit by approximately 435 basis points, partially offset by lower purchase accounting amortization by approximately 200 basis points as a result of the prior year amortization of the step-up in the fair value of acquired inventory. Adjusted gross margins were approximately 53% for the three months ended September 30, 2017, compared to approximately 57% for the three months ended September 30, 2016. For the quarter ended September 30, 2017, adjusted gross margins were negatively impacted in the current quarter as a result of lower gross profit from the sales of existing products in North America, including the EpiPen® Auto-Injector which reduced adjusted gross profit by approximately 335 basis points, partially offset by the contributions from acquired businesses and new product introductions.
A reconciliation between cost of sales, as reported under U.S. GAAP, and adjusted cost of sales and adjusted gross margin for the three months ended September 30, 2017 compared to the three months ended September 30, 2016 is as follows:
 Three Months Ended
 September 30,
(In millions)2017 2016
U.S. GAAP cost of sales$1,809.0
 $1,773.8
Deduct:   
Purchase accounting amortization and other related items(361.4) (421.5)
Restructuring related costs(21.0) (9.7)
Acquisition related items0.2
 (8.5)
Other special items(12.3) (12.0)
Adjusted cost of sales$1,414.5
 $1,322.1
    
Adjusted gross profit (a)
$1,572.6
 $1,735.0
    
Adjusted gross margin (a)
53% 57%
____________
(a)
Adjusted gross profit is calculated as total revenues less adjusted cost of sales. Adjusted gross margin is calculated as adjusted gross profit divided by total revenues.
Operating Expenses
Research & Development Expense
R&D expense for the three months ended September 30, 2017 was $182.3 million, compared to $199.1 million for the comparable prior year period, a decrease of $16.8 million. This decrease was primarily due to lower expenditures related to the Company’s respiratory programs due to the timing of clinical activities when compared to the prior year period. The decrease was partially offset by the incremental impact of the Meda acquisition of approximately $4.1 million in the current quarter.

Selling, General & Administrative Expense
Selling, general and administrative expense (“SG&A”) for the current quarter was $664.6 million, compared to $656.9 million for the comparable prior year period, an increase of $7.7 million. The increase included additional expense related to the Meda acquisition which increased SG&A by approximately $35.5 million in the current quarter. Partially offsetting this increase were lower acquisition related costs, including consulting and legal costs, and the benefit of integration activities in the current quarter.
Litigation Settlements and Other Contingencies, Net
During the three months ended September 30, 2017 and 2016, the Company recorded a charge, net of $15.2 million and $558.0 million, respectively. The net charge for the three months ended September 30, 2017, consists primarily of an increase to an accrual for an anti-trust related matter. The net charge in the prior year period was primarily related to the Medicaid Drug Rebate Program Settlement and the settlement with Strides Arcolab regarding substantially all outstanding regulatory, warranty and indemnity claims (the “Strides Settlement”) related to the acquisition of Agila Specialties Private Limited (“Agila”).
Interest Expense
Interest expense for the three months ended September 30, 2017 totaled $131.8 million, compared to $144.4 million for the three months ended September 30, 2016, a decrease of $12.6 million. The decrease in the current quarter is primarily due to lower long-term debt balances in relation to the prior year period.
Other Expense, Net
Other expense, net, was $4.6 million in the current quarter, compared to $50.2 million for the comparable prior year period. Other expense, net, includes losses from equity affiliates, foreign exchange gains and losses, interest, and other investment gains and losses. Other expense, net was comprised of the following for the three months ended September 30, 2017 and 2016, respectively:
 Three Months Ended September 30,
(In millions)2017 2016
Losses from equity affiliates, primarily clean energy investments$22.4
 $29.7
Foreign exchange (gains)/losses, net(14.9) 27.8
Other gains, net(2.9) (7.3)
Other expense, net$4.6
 $50.2
In the prior year period, other expense, net included foreign exchange losses of $27.8 million which included $44.4 million of mark-to-market losses related to the Company’s SEK non-designated foreign currency contracts related to the Meda acquisition partially offset by foreign currency gains.
Income Tax Provision (Benefit)
For the three months ended September 30, 2017, the Company recognized an income tax provision of $91.3 million, compared to an income tax benefit of $205.5 million for the comparable prior year period. The effective tax rate for the three months ended September 30, 2017 versus the comparable prior year period was impacted by the changing mix of income earned in jurisdictions with differing tax rates, and changes in 2017 valuation allowances applied to certain tax attributes. In addition, during the third quarter of 2016, the Company received approvals from the relevant Indian regulatory authorities to legally merge its wholly owned subsidiary, Jai Pharma Limited, into Mylan Laboratories Limited. The merger resulted in the recognition of a deferred tax asset of $150 million for the tax deductible goodwill in excess of the book goodwill with a corresponding benefit to income tax provision for the three months ended September 30, 2016. In addition to the benefit recognized for the merger of the aforementioned entities, the effective tax rate for the three months ended September 30, 2016 was impacted by the accrual for the Medicaid Drug Rebate Program Settlement.

Nine Months Ended September 30, 2017 Compared to Nine Months Ended September 30, 2016
 Nine Months Ended
 September 30,
(In millions)2017 2016 % Change 
2017 Currency Impact (1)
 2017 Constant Currency Revenues 
Constant Currency % Change (2)
Third party net sales           
North America (3)
$3,666.7
 $4,064.5
 (10)% $(2.3) $3,664.4
 (10)%
Europe (3)
2,887.1
 2,026.4
 42 % (2.4) 2,884.7
 42 %
Rest of World (3)
2,016.4
 1,654.6
 22 % (27.0) 1,989.4
 20 %
Total third party net sales (3)
8,570.2
 7,745.5
 11 % (31.7) 8,538.5
 10 %
            
Other third party revenues98.6
 63.6
 55 % —
 98.6
 55 %
Consolidated total revenues$8,668.8
 $7,809.1
 11 % $(31.7) $8,637.1
 11 %
____________
(1)
Currency impact is shown as unfavorable (favorable).
(2)
The constant currency percentage change is derived by translating third party net sales or revenues for the current period at prior year comparative period exchange rates, and in doing so shows the percentage change from 2017 constant currency third party net sales or revenues to the corresponding amount in the prior year.
(3)
Effective October 1, 2016, the Company expanded its reportable segments as follows: North America, Europe and Rest of World. As a result, the amounts previously reported under the Specialty segment have been recast to North America and amounts related to Brazil are included in Rest of World for all periods presented.
Total Revenues
For the nine months ended September 30, 2017, Mylan reported total revenues of $8.67 billion, compared to $7.81 billion for the comparable prior year period, representing an increase of $859.7 million, or 11%. Total revenues include both net sales and other revenues from third parties. Third party net sales for the nine months ended September 30, 2017 were $8.57 billion, compared to $7.75 billion for the comparable prior year period, representing an increase of $824.7 million, or 11%. Other third party revenues for the nine months ended September 30, 2017 were $98.6 million, compared to $63.6 million for the comparable prior year period, an increase of $35.0 million. The increase in other third party revenues was principally the result of an increase in royalty income from arrangements acquired in the Meda acquisition.
The increase in total revenues included third party net sales growth in the Europe segment of 42%, and in the Rest of World segment of 22%. Third party net sales decreased in the North America segment by 10%. Contributing to the overall increase in total revenues were net sales from the acquisitions of Meda and the non-sterile, topicals-focused business (the “Topicals Business”) of Renaissance Acquisition Holdings, LLC of approximately $1.40 billion. This increase was partially offset by a net decrease in net sales from existing products and lower new product introductions of approximately $609.4 million. The decrease from existing products was due primarily to lower pricing and, to a lesser extent, lower volumes in the current period. Mylan’s total revenues were favorably impacted by the effect of foreign currency translation, primarily reflecting changes in the U.S. Dollar as compared to the currencies of Mylan’s subsidiaries in India, Australia, and the European Union, which was partially offset by the unfavorable impact from changes in Japan and the United Kingdom. The favorable impact of foreign currency translation on current year total revenues was approximately $31.7 million. Constant currency total revenue growth for the nine months ended September 30, 2017 was approximately $828.0 million, or 11%.

Third party net sales are derived from our three geographic reporting segments: North America, Europe and Rest of World. The graph below shows third party net sales by segment for the nine months ended September 30, 2017 and 2016 and the increase (decrease) period over period:
myl10q_20170xchart-34175.jpg
North America Segment
Third party netNet sales from North America decreased by $397.8$229.6 million or 10%19% during the ninethree months ended September 30, 2017March 31, 2018 when compared to the prior year including theperiod. This decrease was driven primarily by a $108.7 million combined decrease in the sales of thebranded products, including EpiPen® Auto-Injector, of $523.5 million. Net sales of existing products decreased due to lower pricing and volume. This was partially offset by net sales from the acquisitions of Meda and the Topicals Business, totaling approximately $340.0 million. As anticipated, for the nine months ended September 30, 2017, the U.S. generics products experienced price erosion in the high-single-digits. Sales of the EpiPen® Auto-Injector declined in the nine month period as a result of the impact of the launchloss of exclusivity of olmesartan and olmesartan HCTZ and the authorized generic, higher governmental rebates asprior year divestiture of certain contract manufacturing assets. In addition, net sales were negatively impacted by $24.6 million related to the implementation of new accounting standards. The remaining decrease was due to lower volumes, and to a result of the Medicaid Drug Rebate Program Settlement, and increased competition.lesser extent, pricing, on other existing products partially offset by new product introductions. The impact of foreign currency translation on the current period third party net sales was insignificant within North America.
Europe Segment
Third party netNet sales from Europe increased by $860.7$146.4 million or 42%16% during the ninethree months ended September 30, 2017March 31, 2018 when compared to the prior year period. This increase was primarily the result of net sales from the acquisition of Meda of approximately $833.2 million during the nine months ended September 30, 2017. Net sales of existing products increased as a result of new product sales and favorable pricing, slightly offset by lower volume. Overall, the favorable impact of foreign currency translation on current period third partyof approximately $132.8 million or 14% within Europe. Net sales from new product introductions and favorable volumes were partially offset by slightly lower pricing. Constant currency net sales was not significantincreased by approximately $13.6 million or 2% when compared to the Europe segment.prior year period.
Rest of World Segment
Third party netNet sales from Rest of World increased by $361.8$46.2 million or 22%8% during the ninethree months ended September 30, 2017March 31, 2018 when compared to the prior year period. This increase was primarily the result of net sales from the acquisition of Meda totaling approximately $229.2 million. In addition, net sales from existing products increased principally as a result of higher volumes in Australia, emerging markets, and from our ARV franchise. Throughout the segment, sales from new products, particularly from our ARV franchise and in Australia, and higher volumes on existing products more than offset lower pricing. Sales from existing products in Japan were flat as higher volumes were offset by unfavorable pricing. The favorable impact of foreign currency translation of approximately $28.2 million and higher net sales as a result of new product sales and favorable volumes, partially offset by unfavorable pricing. The increase in net sales from new products was $27.0 million, or 2%.primarily due to new product sales in emerging markets. The increase in volume was primarily due to the Company’s anti-retroviral therapy franchise. Constant currency third party net sales increased by approximately $334.8$18.0 million or 20%.
In addition3% when compared to third party net sales, the Rest of World segment also supplies FDF generic products and API, primarily from Mylan India, to Mylan subsidiaries in conjunction with the Company’s vertical integration strategy. Intercompany sales related to this strategy were approximately $331.1 million and $308.3 million in the nine months ended September 30, 2017 and 2016, respectively. These intercompany sales are eliminated in consolidation and are not included in the consolidated third party net sales.

prior year period.
Cost of Sales and Gross Profit
Cost of sales increased from $4.45$1.63 billion for the ninethree months ended September 30, 2016March 31, 2017 to $5.18$1.70 billion for the ninethree months ended September 30, 2017.March 31, 2018. Cost of sales was primarily impacted by purchase accounting related amortization of acquired intangible assets acquisition related costs, restructuring, and other special items, which are described further in the section titled Use of Non-GAAP Financial Measures. Gross profit for the ninethree months ended September 30,March 31, 2018 was $984.3 million and gross margins were 37%. For the three months ended March 31, 2017, gross profit was $3.49$1.09 billion and gross margins were 40%. For the nine months ended September 30, 2016, gross profit was $3.36 billion and gross margins were 43%. Gross margins were negatively impacted inby the current period by increasedincremental amortization expense as a resultfrom product acquisitions and in-process research and development (“IPR&D”) impairment charges of the acquisitions290 basis points. The unfavorable impact of Meda and the Topicals Business by approximately 162 basis points, lower gross profit from the sales of existing products in North America, including the EpiPen® Auto-Injector which reduced gross profit by approximately 318 basis points,these items were partially offset by the contributionsimpact from the acquisitions noted above.new product introductions. Adjusted gross margins were approximately 53% for the ninethree months ended September 30, 2017,March 31, 2018, compared to approximately 56%53% for the ninethree months ended September 30, 2016. Adjusted gross margins were negatively impacted in the current period as a result of lower gross profit from the sales of existing products in North America, including the EpiPen® Auto-Injector which reduced adjusted gross profit by approximately 245 basis points, partially offset by the contributions from the acquisitions noted above.March 31, 2017.

A reconciliation between cost of sales, as reported under U.S. GAAP, and adjusted cost of sales and adjusted gross margin for the ninethree months ended September 30, 2017March 31, 2018 compared to the ninethree months ended September 30, 2016March 31, 2017 is as follows:
Nine Months EndedThree Months Ended
September 30,March 31,
(In millions)2017 20162018 2017
U.S. GAAP cost of sales$5,180.3
 $4,447.1
$1,700.2
 $1,634.5
Deduct:      
Purchase accounting amortization and other related items(1,054.9) (914.8)(420.9) (343.3)
Acquisition related items(1.9) (39.8)(0.2) (5.9)
Restructuring related costs(37.3) (13.8)(4.4) (12.9)
Other special items(39.2) (34.1)(10.0) (7.1)
Adjusted cost of sales$4,047.0
 $3,444.6
$1,264.7
 $1,265.3
      
Adjusted gross profit (a)
$4,621.8
 $4,364.5
$1,419.8
 $1,454.2
      
Adjusted gross margin (a)
53% 56%53% 53%
____________
(a) 
Adjusted gross profit is calculated as total revenues less adjusted cost of sales. Adjusted gross margin is calculated as adjusted gross profit divided by total revenues.
Operating Expenses
Research & Development Expense
Research and development (“R&D&D”) expense for the ninethree months ended September 30, 2017March 31, 2018 was $580.9$204.9 million, compared to $632.2$217.5 million for the comparable prior year period, a decrease of $51.3$12.6 million. The decrease was due to lower expenditures related to the Company’s respiratory and biologics programsprimarily due to the timingreprioritization of clinical activities when compared to the prior year period. Offsetting the decrease was the impact from the acquisitions of Meda and the Topicals Business, which increased R&D expense by approximately $33.9 million in the current year period.global programs.
Additionally, during the ninethree months ended September 30, 2017,March 31, 2018, the Company entered into two collaboration agreements for products in development and recognized approximately $43.0 million in expense related to the non-refundable upfront payments for these agreements. In the prior year period, the Company entered into a joint development and marketing agreement for a respiratory product resulting in approximately $50$50.0 million in R&D expense. In the prior year period, the Company made an upfront payment to Momenta Pharmaceuticals, Inc. (“Momenta”) for $45 million related to the Company’s collaboration agreement with Momenta which was entered into on January 8, 2016.

Selling, General & Administrative Expense
Selling, general and administrative expense (“SG&A&A”) for the ninethree months ended September 30, 2017March 31, 2018 was $1.92 billion,$607.5 million, compared to $1.79 billion$630.8 million for the comparable prior year period, a decrease of $23.3 million. The decrease was due to the decrease in general and administrative expenses, which were $34.7 million lower when compared to the prior year period. The overall decrease in general and administrative expenses included an increase in restructuring charges of $129.2 million.approximately $23.6 million when compared to the prior year period. The overall decrease in general and administrative expenses was $58.3 million excluding the increase is duein restructuring charges and was primarily to additional expensedriven by ongoing integration activities and lower expenses related to the acquisitions of Meda and the Topicals Business which increased SG&A by approximately $284.0 million. Partially offsetting this increase were lower acquisition related costs, including consulting and legal costs,professional services. This decrease was also partially offset by a $11.0 million increase in selling and the benefit of integration activitiesmarketing expenses related to investments in the current period.our product portfolio.
Litigation Settlements and Other Contingencies, Net
During the ninethree months ended September 30,March 31, 2018 and 2017, the Company recorded a net gain of $25.8 million, while during the nine months ended September 30, 2016, the Company recorded a net charge of $556.4$16.2 million respectively. The net gain recognized duringand $9.0 million, respectively for litigation settlements and other contingencies. During the ninethree months ended September 30, 2017, consists of a gainMarch 31, 2018, the Company recorded litigation related charges of approximately $88.1$13.3 million, primarily related to an anti-trust matter and a patent infringement matter. In addition, the Company recorded a loss of $2.7 million for a fair value adjustment related to the contingent consideration for the exclusive worldwide rights to develop, manufacture and commercialize a generic equivalent to GlaxoSmithKline’s Advair Diskus® and Seretide Diskus® incorporating Pfizer Inc.’s proprietary dry powder inhaler delivery platform (the “respiratory delivery platform”). The fair value adjustment was the result of changes to assumptions relating to the timing of the product launch along with other competitive and market factors. Offsetting this gain were litigation accruals of approximately $52.5 million primarily related torespiratory development platform contingent consideration. During the modafinil settlement,three months ended March 31, 2017, the Medicaid Drug Rebate Program Settlement, an increase to an accrual for an anti-trust related matter, andCompany recorded a fair value loss of $9.9 million related tofor a fair value adjustment of the Jai Pharma Limited contingent consideration for the acquisition of certain female healthcare businesses from Famy Care Limited (such businesses “Jai Pharma Limited”).  The net charge recognized during the nine months ended September 30, 2016 was primarily related to the Medicaid Drug Rebate Program Settlement and the Strides Settlement.consideration.

Interest Expense
Interest expense for the ninethree months ended September 30, 2017March 31, 2018 totaled $406.3$131.7 million, compared to $305.0$138.2 million for the ninethree months ended September 30, 2016, an increaseMarch 31, 2017, a decrease of $101.3$6.5 million. The increasedecrease in the current year is primarily due to approximately $218.1 million of interest relatedslightly lower average long-term debt balances during the three months ended March 31, 2018 as compared to the issuance of the senior notes in June 2016 and the Euro senior notes issued in November 2016. This increase was partially offset by the repayment of the 1.800% Senior Notes due 2016 and the 1.350% Senior Notes due 2016 in June and November of 2016, respectively.prior year period.
Other Expense, Net
Other expense, net, was $34.4$13.5 million for the ninethree months ended September 30, 2017,March 31, 2018, compared to $184.0$17.9 million for the comparable prior year period. Other expense, net, includes losses from equity affiliates, foreign exchange gains and losses and interest and dividend income. Other expense, net was comprised of the following for the ninethree months ended September 30,March 31, 2018 and 2017, and 2016, respectively:
 Nine Months Ended
 September 30,
(In millions)2017 2016
Losses from equity affiliates, primarily clean energy investments$77.2
 $85.5
Foreign exchange (gains)/losses, net(33.0) 81.6
Write off of deferred financing fees—
 33.2
Other gains, net(9.8) (16.3)
Other expense, net$34.4
 $184.0
In the prior year period, other expense, net included foreign exchange losses of $81.6 million which included $128.6 million of unrealized mark-to-market losses related to the Company’s SEK non-designated foreign currency contracts that were entered into to economically hedge the SEK purchase price for the Meda acquisition, partially offset by foreign currency gains and the write off of approximately $33.2 million of financing fees related to the termination of the bridge credit agreement relating to the Meda acquisition.

 Three Months Ended
 March 31,
(In millions)2018 2017
Losses from equity affiliates, primarily clean energy investments$23.1
 $33.2
Foreign exchange gains, net(15.6) (10.3)
Other losses/(gains), net6.0
 (5.0)
Other expense, net$13.5
 $17.9
Income Tax Provision (Benefit)
For the ninethree months ended September 30, 2017,March 31, 2018, the Company recognized an income tax provisionbenefit of $124.2$76.6 million, compared to an income tax benefitprovision of $165.7$5.2 million for the comparable prior year period. TheDuring the three months ended March 31, 2018, as a result of federal and state audits and settlements and expirations of certain state, federal, and foreign statutes of limitations, the Company reduced its liability for unrecognized tax benefits by approximately $86 million, which resulted in a net benefit to the income tax provision forof approximately $53 million. Also impacting the nine months ended September 30, 2017 versus the comparable priorcurrent year periodincome tax benefit was impacted by the changing mix of income earned in jurisdictions with differing tax rates, changes in 2017 valuation allowances applied to certain tax attributes, statutory releases of certain tax uncertainties, and the revaluation of deferred tax assets and liabilities in countries that changed their statutory corporate tax rate. During the nine months ended September 30, 2016, the Company received approvals from the relevant Indian regulatory authorities to legally merge its wholly owned subsidiary, Jai Pharma Limited, into Mylan Laboratories Limited. The merger resulted in the recognition of a deferred tax asset of $150 million for the tax deductible goodwill in excess of the book goodwill with a corresponding benefit to income tax provision for the nine months ended September 30, 2016. In addition to the benefit recognized for the merger of the aforementioned entities, the effective tax rate for the nine months ended September 30, 2016 was also impacted by the Medicaid Drug Rebate Program Settlement, a changing mix of income earned in jurisdictions with differing tax rates, and statutory releases of certain tax uncertainties.rates.
Use of Non-GAAP Financial Measures
Whenever the Company uses non-GAAP financial measures, we provide a reconciliation of the non-GAAP financial measures to their most directly comparable U.S. GAAP financial measure. Investors and other readers are encouraged to review the related U.S. GAAP financial measures and the reconciliation of non-GAAP measures to their most directly comparable U.S. GAAP measure and should consider non-GAAP measures only as a supplement to, not as a substitute for or as a superior measure to, measures of financial performance prepared in accordance with U.S. GAAP. Additionally, since these are not measures determined in accordance with U.S. GAAP, non-GAAP financial measures have no standardized meaning across companies, or as prescribed by U.S. GAAP and, therefore, may not be comparable to the calculation of similar measures or measures with the same title used by other companies.
Management uses these measures internally for forecasting, budgeting, measuring its operating performance, and incentive-based awards. In addition, primarily due to acquisitions, we believe that an evaluation of our ongoing operations (and comparisons of our current operations with historical and future operations) would be difficult if the disclosure of our financial results was limited to financial measures prepared only in accordance with U.S. GAAP. We believe that non-GAAP financial measures are useful supplemental information for our investors and when considered together with our U.S. GAAP financial measures and the reconciliation to the most directly comparable U.S. GAAP financial measure, provide a more complete understanding of the factors and trends affecting our operations. The financial performance of the Company is measured by senior management, in part, using adjusted metrics as described below, along with other performance metrics. Management’s annual incentive compensation is derived, in part, based on the adjusted EPS (as defined below) metric.
Adjusted Cost of Sales and Adjusted Gross Margin
We use the non-GAAP financial measure “adjusted cost of sales” and the corresponding non-GAAP financial measure “adjusted gross margin.” The principal items excluded from adjusted cost of sales include restructuring, acquisition related and other special items and purchase accounting amortization and other related items, which are described in greater detail below.

Adjusted Net Earnings and Adjusted EPS
Adjusted net earnings (“adjusted earnings”) is a non-GAAP financial measure and provides an alternative view of performance used by management. Management believes that, primarily due to acquisition activity, an evaluation of the Company’s ongoing operations (and comparisons of its current operations with historical and future operations) would be difficult if the disclosure of its financial results were limited to financial measures prepared only in accordance with U.S. GAAP. Management believes that adjusted net earnings and adjusted net earnings per diluted share (“adjusted EPS”) are two of the most important internal financial metrics related to the ongoing operating performance of the Company, and are therefore useful to investors and that their understanding of our performance is enhanced by these adjusted measures. Actual internal and forecasted operating results and annual budgets used by management include adjusted net earnings and adjusted EPS.

The significant items excluded from adjusted cost of sales, adjusted net earnings and adjusted EPS include:
Purchase Accounting Amortization and Other Related Items
The ongoing impact of certain amounts recorded in connection with acquisitions of both businesses and assets is excluded from adjusted cost of sales, adjusted net earnings and adjusted EPS. These amounts include the amortization of intangible assets, inventory step-up and intangible asset impairment charges, including in-process research and development.IPR&D. For the acquisition of businesses accounted for under the provisions of the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 805, these purchase accounting impacts are excluded regardless of the financing method used for the acquisitions, including the use of cash, long-term debt, the issuance of ordinary shares, contingent consideration or any combination thereof.
Upfront and Milestone-Related R&D Expenses
These expenses and payments are excluded from adjusted net earnings and adjusted EPS because they generally occur at irregular intervals and are not indicative of the Company’s ongoing operations. Also included in this adjustment are certain expenses related to the Company’s collaboration agreement with Momenta Pharmaceuticals, Inc. (“Momenta”) including certain milestone related costs. Such costs include payments related to Mylan’s future decisions, on a product by product basis, to continue with the development of such product in the collaboration after certain R&D work is performed. Related amounts are excluded from adjusted net earnings and adjusted EPS as Mylan considers such payments as additional upfront buy-in payments for the products.
Accretion of Contingent Consideration Liability and Other Fair Value Adjustments
The impact of changes to the fair value of contingent consideration and accretion expense are excluded from adjusted net earnings and adjusted EPS because they are not indicative of the Company’s ongoing operations due to the variability of the amounts and the lack of predictability as to the occurrence and/or timing and management believes ittheir exclusion is helpful to understanding the underlying, ongoing operational performance of the business.
Restructuring, Acquisition Related and Other Special Items
Costs related to restructuring, acquisition and integration activities and other actions are excluded from adjusted cost of sales, adjusted net earnings and adjusted EPS, as applicable. These amounts include items such as:
Costs related to formal restructuring programs and actions, including costs associated with facilities to be closed or divested, employee separation costs, impairment charges, accelerated depreciation, incremental manufacturing variances, equipment relocation costs and other restructuring related costs;
Certain acquisition related remediation and integration and planning costs, as well as other costs associated with acquisitions such as advisory and legal fees and certain financing related costs, and other business transformation and/or optimization initiatives, which are not part of a formal restructuring program, including employee separation and post-employment costs;
The pre-tax loss of the Company’s clean energy investments, whose activities qualify for income tax credits under Section 45 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”);amended; only included in adjusted net earnings and adjusted EPS is the net tax effect of the entity’s activities;

The pre-tax mark-to-market gains and losses of the Company’s investments in marketable equity securities historically accounted for as available for sale securities; only included in adjusted net earnings and adjusted EPS are cumulative realized gains and losses; and
Certain costs to further develop and optimize our global enterprise resource planning systems, operations and supply chain.
The Company has undertaken restructurings and other optimization initiatives of differing types, scope and amount during the covered periods and, therefore, these charges should not be considered non-recurring; however, management excludes these amounts from adjusted net earnings and adjusted EPS because it believes it is helpful to understanding the underlying, ongoing operational performance of the business.
Litigation Settlements, Net
Charges and gains related to legal matters, such as those discussed in the Notes to interim financial statements — Note 1920 Litigation included in Part I, Item 1 of this Form 10-Q are generally excluded from adjusted earnings and adjusted EPS. Normal, ongoing defense costs of the Company made in the normal course of our business are not excluded.

Reconciliation of Adjusted Net Earnings and Adjusted EPS
A reconciliation between net earnings and diluted earnings per share, as reported under U.S. GAAP, and adjusted net earnings and adjusted EPS for the periods shown follows:
Three Months Ended September 30, Nine Months Ended September 30,Three Months Ended March 31,
(In millions, except per share amounts)2017 2016 2017 20162018 2017
U.S. GAAP net earnings and U.S. GAAP EPS$88.3
 $0.16
 $(119.8) $(0.23) $451.7
 $0.84
 $62.5
 $0.12
$87.1
 $0.17
 $66.4
 $0.12
Purchase accounting related amortization (primarily included in cost of sales) (a)
370.7
   427.1
   1,074.9
   931.8
  423.4
   349.2
  
Litigation settlements, net (b)
15.2
   468.0
   52.5
   466.4
  
Interest expense (primarily related to clean energy investment financing)5.5
   5.5
   19.5
   18.9
  
Accretion of contingent consideration liability and other fair value adjustments (c)
4.9
   100.4
   (57.6)   120.7
  
Litigation settlements and other contingencies, net16.2
   (0.9)  
Interest expense (primarily clean energy investment financing and accretion of contingent consideration)9.7
   25.0
  
Clean energy investments pre-tax loss22.4
   23.8
   66.4
   69.4
  23.0
   22.3
  
Acquisition related costs (primarily included in SG&A and cost of sales) (d)
15.2
   110.5
   60.1
   346.7
  
Restructuring related costs (e)
73.4
   24.2
   112.7
   45.1
  
Acquisition related costs (primarily included in SG&A and cost of sales) (b)
2.3
   31.3
  
Restructuring related costs (c)
45.4
   23.1
  
Other special items included in:                      
Cost of sales12.3
   12.0
   39.2
   34.1
  10.0
   7.1
  
Research and development expense (f)
15.2
   22.0
   90.1
   98.4
  
Research and development expense (d)
46.6
   65.1
  
Selling, general and administrative expense4.0
   (2.0)   12.7
   0.3
  1.8
   5.9
  
Other expense, net(3.3)   (1.4)   1.8
   1.3
  
Other expense, net (e)
17.4
   6.1
  
Tax effect of the above items and other income tax related items(34.1)   (343.9)   (244.5)   (490.5)  (187.3)   (100.8)  
Adjusted net earnings and adjusted EPS$589.7
 $1.10
 $726.4
 $1.38
 $1,679.5
 $3.13
 $1,705.1
 $3.31
$495.6
 $0.96
 $499.8
 $0.93
Weighted average diluted ordinary shares outstanding537.0
   523.6
   537.0
   515.2
  516.8
   536.9
  
____________
Significant items for the three and nine months ended September 30, 2017March 31, 2018 include the following:
(a)(a) 
The increase in purchase accounting related amortization for the nine month period is due to the amortization expense associated with the intangible assets related to the Topicals Business and Meda acquisitions. The decrease in purchase accounting related amortization for the three month period is primarily due to the impact of foreign currency translation on the amortization expense related to approximately $56 million of inventory step-up amortization related to the Topicals Business and Meda acquisitionsintangible assets acquired in the prior year period.Meda acquisition. In addition, amortization expense increased as a result of the full impact of various product rights acquisitions which occurred throughout 2017 and a $30.0 million IPR&D impairment charge in the current quarter.
(b) 
Litigation settlements, net decrease is dueAcquisition related costs primarily relate to an accrualacquisition and integration activities. Included in SG&A for the Medicaid Drug Rebate Settlement in the prior year periods.three months ended March 31, 2017 is approximately $24.1 million, primarily related to consulting, professional and legal costs.
(c) 
Change to contingent consideration liability
For the three months ended March 31, 2018, approximately $4.4 million is due to a gain recognized for the fair value adjustment of $88.1 million for the respiratory delivery platform contingent liability included in the nine months ended September 30, 2017. The threecost of sales, $4.9 million is included in R&D, and nine months ended September 30, 2016 include approximately $90$36.1 million related to the Strides Settlement.
(d)
Acquisition related costs incurredis included in 2016 primarily relate to the acquisition of the Topicals Business (June 2016) and costs related to the Meda acquisition. These costs primarily related to consulting, professional, and legal costs. Acquisition related costs incurred in 2017 consist primarily of integration activities.
(e)
SG&A. Refer to Note 17 Restructuring included in Item 1 inof this Form 10-Q. Of the total amount, approximately $21.0 million is included in cost of sales, $1.1 million is included in R&D, and $51.3 million is included in SG&A10-Q for the three months ended September 30, 2017. For the nine months ended September 30, 2017, approximately $37.3 million is included in cost of sales, $2.4 million is included in R&D and $73.0 million is included in SG&A.additional information.

(f)(d) 
R&D expense for the three months ended September 30, 2017March 31, 2018 includes $8.0two non-refundable upfront payments totaling approximately $43.0 million relatedfor development agreements entered into during the quarter, and the remaining expense relates to the Momenta collaboration expense.collaboration. For the ninethree months ended September 30,March 31, 2017, R&D expense includes an upfront expense of approximately $50$50.0 million related to a joint development and marketing agreement for a respiratory product, $22.5$5.8 million related to Momenta collaboration expense, and other similar smaller agreements.
(e)
Primarily related to mark-to-market losses of investments in equity securities historically accounted for as available-for-sale securities and the cumulative realized gains on such investments.

collaboration expense and other similar smaller agreements. For the nine months ended September 30, 2016, R&D expense includes a $45 million upfront payment to Momenta and $15 million of milestone payments to Theravance Biopharma. In addition, included in this amount for the three and nine months ended September 30, 2016 is approximately $9.0 million and $22.3 million, respectively, of R&D expense incurred related to the Company’s collaboration with Momenta.
Liquidity and Capital Resources
Our primary source of liquidity is cash provided by operations, which was $1.57 billion$621.8 million for the ninethree months ended September 30, 2017.March 31, 2018. We believe that net cash provided by operating activities and available liquidity will continue to allow us to meet our needs for working capital, capital expenditures and interest and principal payments on debt obligations. Nevertheless, our ability to satisfy our working capital requirements and debt service obligations, or fund planned capital expenditures, will substantially depend upon our future operating performance (which will be affected by prevailing economic conditions), and financial, business and other factors, some of which are beyond our control.
Operating Activities
Net cash provided by operating activities decreasedincreased by $128.4$168.9 million to $1.57 billion$621.8 million for the ninethree months ended September 30, 2017,March 31, 2018, as compared to net cash provided by operating activities of $1.70 billion$452.9 million for the ninethree months ended September 30, 2016. CashMarch 31, 2017. Net cash provided by operating activities is derived by net earnings adjusted for non-cash operating items, gains and losses attributed to investing and financing activities and changes in operating assets and liabilities resulting from timing differences between the receipts and payments of cash, including changes in cash primarily reflecting the timing of cash collections from customers, payments to vendors and employees and tax payments in the ordinary course of business.
myl10q_20170xchart-34057.jpgchart-3e5d8a55fd8850bcacaa03.jpg
The net decreaseincrease in net cash provided by operating activities was principally due to the following:
a decrease in non-cash items of $136.7 million, principally a result of a decrease in litigation settlements and other contingencies expense, net of $603.8 million related to the accrual for the Medicaid Drug Rebate Program Settlement and the Strides Settlement related to the acquisition of Agila recognized in the prior year period and a decrease of $128.6 million related to unrealized losses on acquisition-related foreign currency derivatives recognized in the prior year period partially offset by increased depreciation and amortization as a result of acquisitions of $233.4 million and an increase in the deferred income tax benefitamount of $374.0 million;
a decrease in other operating assetscash provided by accounts receivable of $83.5 million, reflecting the timing of sales and liabilities, net of $319.6 million, principally a result of payments made of approximately $255.2 million related to the Medicaid Drug Rebate Program Settlement and payments of other accruals;cash collections;
a net increasedecrease in the amount of cash used through changes in trade accounts payable of $142.4$149.9 million as a result of the timing of cash payments; and
a net increasedecrease in the amount of cash used through changes in income taxes of $200.6$19.3 million as a result of the level and timing of estimated tax payments made during the current period.
These items were partially offset by the following:
an increase in net earnings for the nine months ended September 30, 2017 of $389.2 million when compared to the prior year period, principally as a result of an increase in earnings from operations;
a net decreaseincrease of $248.8$52.0 million in the amount of cash used through changes in inventory balances; and

a decrease in other operating assets and liabilities, net increase in the amount of cash provided by accounts receivable, including estimated sales allowances of $32.9 million, reflecting the timing of sales, cash collections and disbursements related to sales allowances.$50.8 million.
Investing Activities
CashNet cash used in investing activities was $743.1$428.9 million for the ninethree months ended September 30, 2017,March 31, 2018, as compared to $7.08 billion$176.8 million for the ninethree months ended September 30, 2016,March 31, 2017, a net decreaseincrease of $6.34 billion.$252.1 million.
myl10q_20170xchart-35337.jpg
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In 2017,2018, significant items in investing activities included the following:
cash paid for acquisitions, net totaling approximately $71.6$63.3 million related to deferred non-contingent purchase price payments for the acquisition of the remaining non-tendered shares of Meda in the compulsory acquisition proceeding;Apicore Inc.;
payments for product rights and other, net totaling approximately $558.8$342.4 million, which included a payment of $50.0$325 million related to the acquisition of intellectual propertyperpetual rights for the Cold-EEZE® brand cold remedy line, payments of $168.0 million related to the acquisition of additional intellectual property rights and marketing authorizations outside of the U.S. and a payment of $277.9 million related to the acquisition of a portfolio of generic product rightsBetadine in the U.S.;
proceeds from the sale of certain European assets for approximately $31.1 million;
restricted cash decrease of $12.6 million in the current year due to amounts released from escrow for the payment of certain claims related to the Agila Specialties Private Limited (“Agila”) contingent consideration;markets and other products; and
capital expenditures, primarily for equipment and facilities, totaling approximately $156.4$30.7 million. While there can be no assurance that current expectations will be realized, capital expenditures for the 20172018 calendar year are expected to be approximately $300 million to $350$500 million.
In 2016,2017, significant items in investing activities included the following:
cash paid for acquisitions totaling approximately $6.15 billion$71.6 million related to the Company’s acquisitions of Meda and the Topicals Business;
restricted cash increase of approximately $50.5 million related to amounts deposited in escrow for potential contingent consideration payments in connection with the acquisition of the Topicals Business;Meda;
payments for product rights and other, net totalingtotaled approximately $196.3$77.9 million, which included paymentsa payment of $57.9 million to acquire a marketed pharmaceutical product and $90$50 million related to the acquisition of certain European intellectual property rights for the Cold-EEZE® brand cold remedy line;
proceeds from the sale of certain European assets for approximately $31.1 million; and marketing authorizations;
capital expenditures, primarily for equipment and facilities, totalingtotaled approximately $239.5 million;
cash paid for Meda's unconditional deferred payment of approximately $308.0 million; and
cash paid for settlement of acquisition-related foreign currency derivatives of approximately $128.6$58.4 million.
Financing Activities
CashNet cash used in financing activities was $1.25 billion$121.4 million for the ninethree months ended September 30, 2017,March 31, 2018, compared to net cash provided byused in financing activities of $5.39 billion$575.7 million for the ninethree months ended September 30, 2016,March 31, 2017, a net decrease of $6.64 billion.$454.3 million.

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In 2018, significant items in financing activities included the following:
long-term debt proceeds of approximately $498.4 million primarily related to borrowings under the 2016 Revolving Facility;

the Company repurchased 9.8 million ordinary shares at a cost of approximately $432.0 million completingthe previously authorized share repurchase program. The Company did not repurchase any ordinary shares in the first quarter of 2017;
long-term debt payments of approximately $498.0 million consisting primarily of repayments of borrowings under the 2016 Revolving Facility; and
a net increase in short-term borrowings of $309.1 million.
In 2017, significant items in financing activities included the following:
proceeds of €500the Company voluntarily prepaid $550.0 million related to the issuance of the 2020 Floating Rate Euro Notes;
voluntarily prepayments of $1.5 billionaggregate principal amount of the 2016 Term Loans and $245 million of the Meda 2.0kr billion Term Loan;Loans: and
net repayments of short-term borrowings of $48.3$17.6 million.
In 2016, significant items in financing activities included the following:
proceeds from long-term debt of $6.5 billion which was attributable to the Company’s issuance of $1.00 billion aggregate principal amount of 2.500% Senior Notes due 2019, $2.25 billion aggregate principal amount of 3.150% Senior Notes due 2021, $2.25 billion aggregate principal amount of 3.950% Senior Notes due 2026, and $1.00 billion aggregate principal amount of 5.250% Senior Notes due 2046 in the second quarter of 2016 in anticipation of the completion of the offer to acquire all of the outstanding shares of Meda;
payments of the principal amount of $500.0 million on the 1.800% Senior Notes due 2016 which matured on June 24, 2016 and $567.0 million of Meda’s bank loans;
net short-term borrowings of $48.6 million; and
payments of financing fees which totaled $95.3 million primarily related to a bridge credit agreement related to the Meda acquisition.
Capital Resources
Our cash and cash equivalents at our non-U.S. operations totaled $516.8$367.4 million at September 30, 2017. A portionMarch 31, 2018, and the majority of these funds represented earnings considered to be permanently reinvested to support the growth strategies ofare held by our non-U.S. subsidiaries. The Company anticipates having sufficient U.S. liquidity, including existing borrowing capacity under its revolving credit facility dated as of November 22,the 2016 (as amended, supplemented or otherwise modified from time to time, the “2016 Revolving Facility”), among the Company, certain affiliates and subsidiaries of the Company from time to time party thereto as guarantors, each lender from time to time party thereto and Bank of America, N.A., as administrative agent,Facility, including the commercial paper program, and the Receivables Facility (as defined below) combined with cash to be generated from operations, to fund foreseeable U.S. cash needs without requiring the repatriation of non-U.S. cash. If these funds are ultimately needed for the Company’s operations in the U.S., the Company may be required to accrue and pay U.S. taxes to repatriate these funds. If funds are needed from the Company’s subsidiaries that do not have an ultimate U.S. parent, the Company will generally not be required to accrue and pay taxes to repatriate these funds because its foreign parent would not be subject to tax on receipt of these distributions.
The Company has access to $2.0 billion under the 2016 Revolving Facility which also includes a $200 million subfacility for the issuance of letters of credit and a $175 million sublimit for swingline borrowings. As of September 30, 2017, we had $192.1 million available under the $200 million subfacility on our 2016 Revolving Facility for the issuance of letters of credit.matures in 2021. Up to $1.65 billion of the 2016 Revolving Facility may be used to support future borrowing under our commercial paper program.

In addition to the 2016 Revolving Facility, MPI,Mylan Pharmaceuticals Inc. (“MPI”), a wholly owned subsidiary of the Company, has a $400 million receivables facility (the “Receivables Facility”), which will expire in. In January 2018. Although from2018, the maturity of the Receivables Facility was extended to January 2019. From time-to-time, the available amount of the Receivables Facility may be less than $400 million based on accounts receivable concentration limits and other eligibility requirements. Under the terms of the Receivables Facility, MPI sells certain accounts receivable to Mylan Securitization LLC, a wholly owned special purpose entity which in turn sells a percentage of ownership interest in the receivables to financial institutions and commercial paper conduits sponsored by financial institutions. As of September 30, 2017,March 31, 2018, the Company had no amounts$355.0 million outstanding under the Receivables Facility.
At September 30, 2017,March 31, 2018, our long-term debt, including the current portion, totaled $13.99$14.72 billion, as compared to $15.20$14.61 billion at December 31, 2016.2017. Total long-term debt is calculated net of deferred financing fees which were $79.6was $70.3 million and $92.2$75.0 million at September 30, 2017March 31, 2018 and December 31, 2016,2017, respectively. The decreaseincrease in long-term debt was due primarily to the prepayment of a portionforeign currency impact related to our Euro notes.
On April 28, 2018, we redeemed all of the 2016 Term Loans during the nine months ended September 30, 2017 offset by the issuanceoutstanding $650 million principal amount of Mylan Inc.’s 2.600% senior notes due 2018, all of the 2020 Floating Rate Euro Notes. The total long-term debt balance at September 30, 2017 was comprised primarilyoutstanding $500 million principal amount of $100Mylan N.V.’s 3.000% senior notes due 2018 and $350 million of term loans, $91.4the outstanding $500 million principal amount of Medium Term Notes acquired from Meda, $12.69 billion of fixed rateMylan Inc.’s 2.550% senior notes and $1.18 billiondue 2019. The redemption of floating ratethese notes was funded with the net proceeds from the April 2018 senior notes. In addition, at September 30, 2017, we had $722.8 million of long-term debt classified as current and payable within the next twelve months, as compared to $223.3 million at December 31, 2016. The increase to the current portion of long-term debt is due to the reclassification of the 2.600% Senior Notes due 2018 which mature in June 2018 offset by the prepayment of the Meda 2.0kr billion Term Loan. In addition to the current portion of long-term debt, the Company has significant debt maturities in the fourth quarter of 2018, as the Floating Rate Euro Notes mature in November 2018 and the 3.000% Senior Notes due 2018 mature in December 2018. The Company intends to utilize available liquidity to fund these repayments.notes offering.
For additional information regarding our debt and debt agreements refer to Note 12 12Debt in Part I, Item 1 inof this Form 10-Q.

Long-term Debt Maturity
Mandatory minimum repayments remaining on the outstanding notional amount of long-term debt at September 30, 2017 areMarch 31, 2018 was as follows for each of the periods ending December 31:
myl10q_20170xchart-37849.jpgchart-6510d7876a755717a84.jpg
The Company’s term loan credit facility dated as of November 22, 2016 (as amended, supplemented or otherwise modified from time to time, the “2016 Term Facility”), among the Company, certain affiliates and subsidiaries of the Company from time to time party thereto as guarantors, each lender from time to time party thereto and Goldman Sachs Bank USA, as administrative agent and the 2016 Revolving Facility contain customary affirmative covenants for facilities of this type, including among others, covenants pertaining to the delivery of financial statements, notices of default and certain material events, maintenance of corporate existence and rights, property, and insurance and compliance with laws, as well as customary negative covenants for facilities of this type, including limitations on the incurrence of subsidiary indebtedness, liens, mergers and certain other fundamental changes, investments and loans, acquisitions, transactions with affiliates, payments of dividends and other restricted payments and changes in our lines of business.
The 2016 Term Facility and 2016 Revolving Facility contain a maximum consolidated leverage ratio financial covenant requiring maintenance of a maximum ratio of 3.75 to 1.00 for consolidated total indebtedness as of the end of any quarter to consolidated EBITDA for the trailing four quarters as defined in the related credit agreements (“leverage ratio”). The Company is in compliance at September 30, 2017.
Following the Meda acquisition (a qualifying acquisition), the leverage ratio changed to 4.25 to 1.00 through June 30, 2017. On November 3, 2017, the Company entered into amendments to the agreements for2016 Term Facility and 2016 Revolving Facility to modify the leverage ratio covenant. Following such amendments, the 2016 Term Facility and 2016

Revolving Facility to extend thecontain maximum consolidated leverage ratio covenantfinancial covenants requiring maintenance of a maximum ratio of 4.25 to 1.00 through the December 31, 2018 reporting period.2018. The Company is in compliance with the leverage ratio covenant at March 31, 2018 and expects to remain in compliance for the next twelve months.
Business Acquisitions, Collaboration and Licensing Agreements
We periodically enter into collaboration and licensing agreements with other pharmaceutical companies for the development, manufacture, marketing and/or sale of pharmaceutical products. Our significant collaboration agreements are focused on the development, manufacturing, supply and commercialization of multiple, high-value generic biologic compounds, insulin analog products and respiratory products, among other complex products. Under these agreements, we have future potential milestone payments and co-development expenses payable to third parties as part of our licensing, development and co-development programs. Payments under these agreements generally become due and are payable upon the satisfaction or achievement of certain developmental, regulatory or commercial milestones or as development expenses are incurred on defined projects. Milestone payment obligations are uncertain, including the prediction of timing and the occurrence of events triggering a future obligation and are not reflected as liabilities in the Condensed Consolidated Balance Sheets, except for milestone and royalty obligations reflected as acquisition contingent consideration. Our potential maximum development milestones not accrued for at March 31, 2018 totaled approximately $820 million, which includes the new agreements entered into during 2018. We estimate that the amounts that may be paid through the end of 2018 to be approximately $130 million. These agreements may also include potential sales based milestones and call for us to pay a percentage of amounts earned from the sale of the product as a royalty or a profit share. These sales based milestones or royalty obligations may be significant depending upon the level of commercial sales for each product.
OurWe are contractually obligated to make potential future development, regulatory and commercial milestone, royalty and/or profit sharing payments in conjunction with acquisitions we have entered into with third parties. The most significant contingent paymentof

these relates to the potential future consideration related to our December 2011 acquisition of the respiratory delivery platform. These payments are contingent upon the occurrence of certain future events and, given the ultimate success of the respective projects. Given the inherent uncertaintynature of these events, it is unclear when, if ever, we may be required to pay such amounts or pay amounts in excess of those accrued. The Company has also recorded contingent consideration related to the acquisition of the Topicals Business, the acquisition of Jai Pharma Limited, the acquisition of Agila Specialties Private Limited (“Agila”) and certain other acquisitions.amounts. The amount of the contingent consideration recordedliabilities was $471.1 million and $564.6$461.4 million at September 30, 2017 and DecemberMarch 31, 2016, respectively.2018. In addition, the Company expects to incur approximately $20 million to $25 million to $30 million of annualnon-cash accretion expense related to the increase in the net present value of the contingent consideration liability.
In conjunction with the Company’s Generic Drug User Fee Agreement goal date, on March 28, 2017, the Company received a complete response letter from the FDA regarding its Abbreviated New Drug Application for the respiratory delivery platform. As of September 30, 2017, the Company has an IPR&D asset of $347.2 million and a related contingent consideration liability of $361.0 million. The Company performed an analysis and valuation of the IPR&D asset and the fair value of the related contingent consideration liability using a discounted cash flow model. The model contained certain key assumptions including: the expected product launch date, the number of competitors, the timing of competition and a discount factor based on an industry specific weighted average cost of capital. Based on the analysis performed, the Company determined that the IPR&D asset was not impaired at September 30, 2017. Additionally, no fair value adjustment was required for the contingent consideration during the three months ended September 30, 2017. In the second quarter of 2017, a fair value adjustment was required for the contingent consideration liability resultingliabilities in a gain of approximately $88.1 million based upon changes to assumptions relating to the timing of the product launch along with other competitive and market factors. The fair value of the contingent consideration liability was determined based upon detailed valuations employing the income approach which utilized Level 3 inputs, as defined in Note 11 - Financial Instruments and Risk Management. Resolution of the matters with the FDA, market conditions and other factors may result in significant future changes in the projections and assumptions utilized in the discounted cash flow model, which could lead to material adjustments to the amounts recorded for IPR&D and contingent consideration.
In October 2017, the Company finalized an agreement to acquire the perpetual license to Betadine in certain European markets. An estimated liability of approximately $300 million for the purchase of these rights was accrued for on the Meda acquisition opening balance sheet. The Company does not expect that a material adjustment to this liability will be necessary upon closing of the transaction in early 2018.
On October 3, 2017, the Company completed the acquisition of a U.S. based developer and manufacturer of API for approximately $189 million, which includes $15 million of contingent payments based on the achievement of certain financial results of the acquired business following the closing of the transaction.
We are actively pursuing, and are currently involved in, joint projects related to the development, distribution and marketing of both generic and branded products. Many of these arrangements provide for payments by us upon the attainment

of specified milestones. While these arrangements help to reduce the financial risk for unsuccessful projects, fulfillment of specified milestones or the occurrence of other obligations may result in fluctuations in cash flows.
Other Commitments
We areThe Company is involved in various disputes, governmental and/or regulatory inquiries, investigations and proceedings, tax proceedings and litigation matters, both in the U.S. and abroad, that arise from time to time, some of which could result in financial losses, including damages, fines and/or othercivil penalties, and/or criminal charges (civil and criminal) against the Company, including the possibility of not being ableCompany. These matters are often complex and have outcomes that are difficult to conduct business in a specific jurisdiction. While it is not possible to predict the outcome of such proceedings, an adverse outcome in any of these proceedings could materially affect our business, financial condition, results of operations, and cash flows and could cause the market value of our ordinary shares to decline. We have approximately $402 million accrued for legal contingencies at September 30, 2017. In October, we paid approximately $217.5 million related to the Medicaid Drug Rebate Program Settlement.predict. The Company is also party to certain proceedings and litigation matters for which it may be entitled to indemnification under the respective sale and purchase agreements relating to the acquisitions of the former Merck Generics business, Agila andSpecialties Private Limited, the EPD Business, and certain other acquisitions. TheWe have approximately $188 million accrued for legal contingencies at March 31, 2018.
While the Company believes that it has meritorious defenses with respect to the claims asserted against it and intends to vigorously defend its position, the process of resolving these matters is inherently uncertain and may develop over a long period of time, and so it is not possible to predict the ultimate resolution of any such matter. It is possible that an unfavorable resolution of any of the ongoing matters or the inability or denial of Merck KGaA, Strides Arcolab Limited, Abbott Laboratories, or another indemnitor or insurer to pay on an indemnified claim, could have a material adverse effect on ourthe Company’s business, financial condition, results of operations, cash flows and/or ordinary share price.
In the normal course of business, Mylan periodically enters into employment, legal settlement and other agreements which incorporate indemnification provisions. While the maximum amount to which Mylan may be exposed under such agreements cannot be reasonably estimated, the Company maintains insurance coverage, which management believes will effectively mitigate the Company’s obligations under these indemnification provisions. No amounts have been recorded in the Condensed Consolidated Financial Statements with respect to the Company’s obligations under such agreements.
The Company has also entered into employment and other agreements with certain executives and other employees that provide for compensation, retirement and certain other benefits. These agreements provide for severance payments under certain circumstances. Additionally, the Company has split-dollar life insurance agreements with certain retired executives.
We are continuously evaluating the potential acquisition of products, as well as companies, as a strategic part of our future growth. Consequently, we may utilize current cash reserves or incur additional indebtedness to finance any such acquisitions, which could impact future liquidity. In addition, on an ongoing basis, we review our operations including the evaluation of potential divestitures of products and businesses as part of our future strategy. Any divestitures could impact future liquidity.
Application of Critical Accounting Policies
We prepare our consolidated financial statements in accordance with U.S. GAAP. In doing so, we have to make estimates and assumptions that affect our reported amounts of assets, liabilities, revenues, and expenses, as well as related disclosure of contingent assets and liabilities. On January 1, 2018, we adopted ASC Topic 606 Revenue from Contracts with Customers (“ASC 606”) using the modified retrospective method applied to those contracts which were not completed as of the date of adoption. Under ASC 606, we recognize net revenue for product sales and services when control of the promised goods is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services. The adoption of this standard did not have a material impact of the Company’s consolidated financial position nor is it expected to have a material impact on future net earnings. Please see Note 2 Revenue Recognition and Accounts Receivable of Part I, Item 1 of this Form 10-Q for additional information regarding the adoption of ASC 606. In addition, please see Part I, Item 7, Application Critical Accounting Policies in the 2017 Form 10-K. There have been no other material changes to our critical accounting policies and estimates since our Annual Report on Form 10-K for the year ended December 31, 2017.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
For a discussion of the Company’s market risk, see “Item 7A. Quantitative and Qualitative Disclosures about Market Risk” in Mylan N.V.’s Annual Report filed on Form 10-K for the year ended December 31, 2016,2017, as amended.
ITEM 4.CONTROLS AND PROCEDURES
An evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and the Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of September 30, 2017.March 31, 2018. Based upon that evaluation, the Principal Executive Officer and the Principal Financial Officer concluded that the Company’s disclosure controls and procedures were effective.
Management has not identified the following changeany changes in the Company’s internal control over financial reporting (“ICFR”) that occurred during the first quarter of 2018 that hashave materially affected, or isare reasonably likely to materially affect, the Company’s ICFR. During the quarter ended September 30, 2017, the Company continued to implement and utilize a new Enterprise Resource Planning (“ERP”) system in certain countries, which, when completed, will handle the business,internal control over financial and administrative processes for the Company. The Company has modified and will continue to modify its internal controls relating to its business and financial processes throughout the entire ERP system implementation, which is expected to progress through the end of 2017. While the Company believes that this new system and the related changes to internal controls will ultimately strengthen its ICFR, there are inherent risks in implementing any new ERP system and the Company will continue to evaluate and test control changes in order to provide certification as of its fiscal year ending December 31, 2017 on the effectiveness of its ICFR.reporting.

PART II — OTHER INFORMATION
ITEM 1.LEGAL PROCEEDINGS
For information regarding legal proceedings, refer to Note 1920 Litigation, in the accompanying Notes to interim financial statements in this Quarterly Report.Form 10-Q.
ITEM 1A.
RISK FACTORS
There have been no material changes in the Company’s risk factors from those disclosed in Mylan’s Annual Report on Form 10-K for the year ended December 31, 2016,2017, as amended.
ITEM 5.2.
OTHER INFORMATIONUNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
On November 3, 2017, the Company entered into an amendment (the “Revolving Loan Amendment”) to the 2016 Revolving Facility. In addition, on November 3, 2017, the Company entered into an amendment (the “Term Loan Amendment”) to the 2016 Term Facility. The Revolving Loan Amendment and the Term Loan Amendment increased the maximum consolidated leverage ratio from 3.75 to 1.00 to 4.25 to 1.00 through the December 31, 2018 reporting period in the maximum consolidated leverage ratio financial covenant, which requires maintenanceIssuer purchases of a maximum ratio of consolidated total indebtedness as of the end of any quarter to consolidated EBITDA for the trailing four quarters (as defined in the 2016 Revolving Facility and 2016 Term Facility). The Company is in compliance with this covenant at September 30, 2017, and expects to remain in compliance for the next twelve months.equity securities:
The foregoing description does not purport to be complete and its qualified in its entirety by reference to the Revolving Loan Amendment and Term Loan Amendment, which are attached hereto as Exhibit 10.3 and Exhibit 10.4, respectively, and which are incorporated herein by reference.
Period 
Total Number of Shares Purchased (1)(2)
 
Average Price Paid per Share (3)
 Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
January 1 - January 31, 2018 9,795,616
 $44.10
 9,795,616
 $431,999,974
February 1 - February 28, 2018 —
 $—
 —
 $—
March 1 - March 31, 2018 —
 $—
 —
 $—
Total 9,795,616
 $44.10
 9,795,616
 $—
___________
(1)
On January 9, 2018, the Company completed the previously authorized share repurchase program.
(2)
The number of shares purchased is based on the purchase date and not the settlement date.
(3)
Average price per share includes commissions.

ITEM 6. EXHIBITS
  
4.1
Indenture, dated as of April 9, 2018, among Mylan Inc., Mylan N.V., as guarantor, and the Bank of New York Mellon, as trustee, filed as Exhibit 4.1 to the Report on Form 8-K filed with the SEC on April 9, 2018, and incorporated herein by reference.
10.1
SettlementRegistration Rights Agreement, withdated as of April 9, 2018, among Mylan Inc., Mylan N.V., as guarantor, and Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the U.S. Departmentinitial purchasers of Justice and two relators finalizing the Medicaid drug rebate settlement, dated August 16, 2017,Notes, filed as Exhibit 10.1 to the Report on Form 8-K filed with the SEC on August 21, 2017,April 9, 2018, and incorporated herein by reference.
reference.
  
10.2
Corporate IntegrityForm of Performance-Based Restricted Stock Unit Award Agreement betweenunder the Office of Inspector General of the Department of Health2003 Long-Term Incentive Plan for Heather Bresch and Human Services and Mylan Inc. and Mylan Specialty L.P., dated August 16, 2017, filed as Exhibit 10.2 to the ReportRajiv Malik for awards granted on Form 8-K filed with the SEC on Augustor after February 21, 2017, and incorporated herein by reference.
2018.
  
10.3
Amendment, dated asForm of September 30, 2017, toPerformance-Based Restricted Stock Unit Award Agreement under the revolving credit facility dated as of November 22, 2016, among the Company, certain affiliates and subsidiaries of the Company from time to time party thereto as guarantors, each lender from time to time party thereto and Bank of America, N.A., as administrative agent.
10.4
Amendment, dated as of September 30, 2017, to the term loan credit facility dated as of November 22, 2016, among the Company, certain affiliates and subsidiaries of the Company from time to time party thereto as guarantors, each lender from time to time party thereto and Goldman Sachs Bank USA, as administrative agent.2003 Long-Term Incentive Plan for awards granted on or after February 21, 2018.
  
31.1
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  
31.2
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  
32
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
  
101.INSXBRL Instance Document
  
101.SCHXBRL Taxonomy Extension Schema
  
101.CALXBRL Taxonomy Extension Calculation Linkbase
  
101.DEFXBRL Taxonomy Definition Linkbase
  
101.LABXBRL Taxonomy Extension Label Linkbase
  
101.PREXBRL Taxonomy Extension Presentation Linkbase

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
  
Mylan N.V.
(Registrant)
   
 By:/s/ HEATHER BRESCH
  Heather Bresch
  Chief Executive Officer
  (Principal Executive Officer)
November 6, 2017May 10, 2018
  /s/ KENNETH S. PARKS
  Kenneth S. Parks
  Chief Financial Officer
  (Principal Financial Officer)
November 6, 2017May 10, 2018

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