Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 04, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-39329 | |
Entity Registrant Name | Royalty Pharma plc | |
Entity Incorporation, State or Country Code | X0 | |
Entity Tax Identification Number | 98-1535773 | |
Entity Address, Address Line One | 110 East 59th Street | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10022 | |
City Area Code | 212 | |
Local Phone Number | 883-0200 | |
Title of 12(b) Security | Class A ordinary shares, par value $0.0001 | |
Trading Symbol | RPRX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001802768 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Class A Ordinary Shares | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 441,104,204 | |
Class B Ordinary Shares | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 166,117,591 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 991,628 | $ 1,541,048 |
Marketable securities | 139,926 | 581,872 |
Financial royalty assets | 675,857 | 614,351 |
Accrued royalty receivable | 15,712 | 53,286 |
Available for sale debt securities | 409,347 | 66,000 |
Other royalty income receivable | 19,131 | 15,023 |
Other current assets | 90,515 | 6,631 |
Total current assets | 2,342,116 | 2,878,211 |
Financial royalty assets, net | 14,287,399 | 13,718,245 |
Intangible royalty assets, net | 0 | 5,670 |
Equity securities | 262,820 | 269,800 |
Available for sale debt securities | 339,800 | 204,400 |
Equity method investments | 409,857 | 435,394 |
Other assets | 30,613 | 4,145 |
Total assets | 17,672,605 | 17,515,865 |
Current liabilities | ||
Distributions payable to non-controlling interests | 105,731 | 107,934 |
Accounts payable and accrued expenses | 16,112 | 5,620 |
Interest payable | 13,199 | 57,696 |
Current portion of long-term debt | 996,583 | 0 |
Total current liabilities | 1,131,625 | 171,250 |
Long-term debt | 6,114,677 | 7,096,070 |
Other liabilities | 9,900 | 0 |
Total liabilities | 7,256,202 | 7,267,320 |
Commitments and contingencies | ||
Shareholders’ equity | ||
Deferred shares, $0.000001 par value; 369,265 and 361,170 issued and outstanding, respectively | 0 | 0 |
Additional paid-in capital | 3,632,903 | 3,507,533 |
Retained earnings | 2,504,974 | 2,255,179 |
Non-controlling interests | 4,264,303 | 4,471,951 |
Accumulated other comprehensive income | 16,904 | 16,491 |
Treasury interests | (2,788) | (2,715) |
Total shareholders’ equity | 10,416,403 | 10,248,545 |
Total liabilities and shareholders’ equity | 17,672,605 | 17,515,865 |
Class A Ordinary Shares | ||
Shareholders’ equity | ||
Common stock | 44 | 43 |
Class B Ordinary Shares | ||
Shareholders’ equity | ||
Common stock | 0 | 0 |
Class R Redeemable Shares | ||
Shareholders’ equity | ||
Common stock | $ 63 | $ 63 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) shares in Thousands | Sep. 30, 2022 $ / shares shares | Sep. 30, 2022 £ / shares shares | Dec. 31, 2021 $ / shares shares | Dec. 31, 2021 £ / shares shares |
Deferred stock, par value (in dollars per share) | $ / shares | $ 0.000001 | $ 0.000001 | ||
Deferred stock, issued (in shares) | 369,265 | 369,265 | 361,170 | 361,170 |
Deferred stock, outstanding (in shares) | 369,265 | 369,265 | 361,170 | 361,170 |
Class A Ordinary Shares | ||||
Common stock, par value (in dollars/pounds per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Common stock, issued (in shares) | 441,104 | 441,104 | 432,963 | 432,963 |
Common stock, outstanding (in shares) | 441,104 | 441,104 | 432,963 | 432,963 |
Class B Ordinary Shares | ||||
Common stock, par value (in dollars/pounds per share) | $ / shares | $ 0.000001 | $ 0.000001 | ||
Common stock, issued (in shares) | 166,118 | 166,118 | 174,213 | 174,213 |
Common stock, outstanding (in shares) | 166,118 | 166,118 | 174,213 | 174,213 |
Class R Redeemable Shares | ||||
Common stock, par value (in dollars/pounds per share) | £ / shares | £ 1 | £ 1 | ||
Common stock, issued (in shares) | 50 | 50 | 50 | 50 |
Common stock, outstanding (in shares) | 50 | 50 | 50 | 50 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues | $ 573,463 | $ 585,773 | $ 1,671,467 | $ 1,713,763 |
Operating expenses | ||||
Provision for changes in expected cash flows from financial royalty assets | 305,061 | 137,837 | 595,396 | 186,337 |
Research and development funding expense | 25,500 | 90,500 | 126,606 | 96,263 |
Amortization of intangible assets | 0 | 5,796 | 5,670 | 17,200 |
General and administrative expenses | 50,692 | 48,588 | 154,075 | 136,665 |
Total operating expenses, net | 381,253 | 282,721 | 881,747 | 436,465 |
Operating income | 192,210 | 303,052 | 789,720 | 1,277,298 |
Other expense/(income) | ||||
Equity in losses/(earnings) of equity method investees | 3,251 | (2,749) | 2,117 | (18,532) |
Interest expense | 46,977 | 44,327 | 141,006 | 119,168 |
(Gains)/losses on derivative financial instruments | (25,785) | 16,972 | (97,590) | 21,436 |
(Gains)/losses on equity securities | (5,168) | 19,289 | 22,970 | 17,980 |
(Gains)/losses on available for sale debt securities | (44,243) | 14,885 | (97,985) | (8,246) |
Interest income | (14,034) | (12,261) | (34,482) | (42,896) |
Other non-operating expense, net | 10,798 | 793 | 13,590 | 858 |
Total other (income)/expenses, net | (28,204) | 81,256 | (50,374) | 89,768 |
Consolidated net income before tax | 220,414 | 221,796 | 840,094 | 1,187,530 |
Income tax expense | 0 | 0 | 0 | 0 |
Consolidated net income | 220,414 | 221,796 | 840,094 | 1,187,530 |
Net income attributable to non-controlling interests | 77,763 | 119,867 | 341,178 | 575,706 |
Net income attributable to Royalty Pharma plc | $ 142,651 | $ 101,929 | $ 498,916 | $ 611,824 |
Earnings per Class A ordinary share: | ||||
Basic (in dollars per share) | $ 0.32 | $ 0.24 | $ 1.14 | $ 1.49 |
Diluted (in dollars per share) | $ 0.32 | $ 0.24 | $ 1.14 | $ 1.49 |
Weighted average Class A ordinary shares outstanding: | ||||
Basic (in shares) | 439,293 | 428,230 | 436,542 | 409,253 |
Diluted (in shares) | 607,226 | 607,174 | 607,209 | 607,152 |
Financial Royalty Assets | ||||
Revenues | $ 551,682 | $ 505,832 | $ 1,578,555 | $ 1,538,871 |
Intangible Royalty Assets | ||||
Revenues | 1,073 | 63,406 | 37,196 | 139,594 |
Royalty Income, Other | ||||
Revenues | $ 20,708 | $ 16,535 | $ 55,716 | $ 35,298 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Consolidated net income | $ 220,414 | $ 221,796 | $ 840,094 | $ 1,187,530 |
Changes in other comprehensive income/(loss): | ||||
Unrealized gains/(losses) on available for sale debt securities | 13,050 | (2,575) | 24,000 | 8,574 |
Reclassification of unrealized gains on available for sale debt securities | (7,111) | (11,756) | (24,053) | (40,545) |
Other comprehensive income/(loss) | 5,939 | (14,331) | (53) | (31,971) |
Comprehensive income | 226,353 | 207,465 | 840,041 | 1,155,559 |
Comprehensive income attributable to non-controlling interests | 80,161 | 113,867 | 341,109 | 561,594 |
Comprehensive income attributable to Royalty Pharma plc | $ 146,192 | $ 93,598 | $ 498,932 | $ 593,965 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Class R Redeemable Shares | Common Stock Class A Ordinary Shares | Common Stock Class B Ordinary Shares | Common Stock Class R Redeemable Shares | Deferred Shares | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income | Non-Controlling Interests | Treasury Interests |
Beginning balance (in shares) at Dec. 31, 2020 | 388,135 | 218,976 | 50 | 316,407 | |||||||
Beginning balance at Dec. 31, 2020 | $ 9,895,815 | $ 39 | $ 0 | $ 63 | $ 0 | $ 2,865,964 | $ 1,920,635 | $ 34,395 | $ 5,077,036 | $ (2,317) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Contributions | 20,803 | 20,803 | |||||||||
Distributions | (475,901) | 0 | (475,901) | ||||||||
Dividends | (211,581) | (211,581) | |||||||||
Other exchanges (in shares) | 41,313 | (41,313) | 41,313 | ||||||||
Other exchanges | 0 | $ 4 | 586,315 | 4,017 | (589,968) | (368) | |||||
Share-based compensation and related issuances of Class A ordinary shares (in shares) | 63 | ||||||||||
Share-based compensation and related issuances of Class A ordinary shares | 1,939 | 1,939 | |||||||||
Net income | 1,187,530 | 611,824 | 575,706 | ||||||||
Unrealized gains on available for sale debt securities | 8,574 | 4,562 | 4,012 | ||||||||
Reclassification of unrealized gains on available for sale debt securities | (40,545) | (22,421) | (18,124) | ||||||||
Ending balance (in shares) at Sep. 30, 2021 | 429,511 | 177,663 | 50 | 357,720 | |||||||
Ending balance at Sep. 30, 2021 | 10,386,634 | $ 43 | $ 0 | $ 63 | $ 0 | 3,454,218 | 2,320,878 | 20,553 | 4,593,564 | (2,685) | |
Beginning balance (in shares) at Jun. 30, 2021 | 427,006 | 180,166 | 50 | 355,217 | |||||||
Beginning balance at Jun. 30, 2021 | 10,405,365 | $ 42 | $ 0 | $ 63 | $ 0 | 3,415,598 | 2,291,966 | 28,672 | 4,671,686 | (2,662) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Contributions | 6,030 | 6,030 | |||||||||
Distributions | (159,714) | (159,714) | |||||||||
Dividends | (73,017) | (73,017) | |||||||||
Other exchanges (in shares) | 2,503 | (2,503) | 2,503 | ||||||||
Other exchanges | 0 | $ 1 | 38,115 | 212 | (38,305) | (23) | |||||
Share-based compensation and related issuances of Class A ordinary shares (in shares) | 2 | ||||||||||
Share-based compensation and related issuances of Class A ordinary shares | 505 | 505 | |||||||||
Net income | 221,796 | 101,929 | 119,867 | ||||||||
Unrealized gains on available for sale debt securities | (2,575) | (1,497) | (1,078) | ||||||||
Reclassification of unrealized gains on available for sale debt securities | (11,756) | (6,834) | (4,922) | ||||||||
Ending balance (in shares) at Sep. 30, 2021 | 429,511 | 177,663 | 50 | 357,720 | |||||||
Ending balance at Sep. 30, 2021 | 10,386,634 | $ 43 | $ 0 | $ 63 | $ 0 | 3,454,218 | 2,320,878 | 20,553 | 4,593,564 | (2,685) | |
Beginning balance (in shares) at Dec. 31, 2021 | 432,963 | 174,213 | 50 | 361,170 | |||||||
Beginning balance at Dec. 31, 2021 | 10,248,545 | $ 43 | $ 0 | $ 63 | $ 0 | 3,507,533 | 2,255,179 | 16,491 | 4,471,951 | (2,715) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Contributions | 9,173 | 9,173 | |||||||||
Distributions | (433,822) | (433,822) | |||||||||
Dividends | (249,121) | (249,121) | |||||||||
Other exchanges (in shares) | 8,095 | (8,095) | 8,095 | ||||||||
Other exchanges | 0 | $ 1 | 123,783 | 397 | (124,108) | (73) | |||||
Share-based compensation and related issuances of Class A ordinary shares (in shares) | 46 | ||||||||||
Share-based compensation and related issuances of Class A ordinary shares | 1,587 | 1,587 | |||||||||
Net income | 840,094 | 498,916 | 341,178 | ||||||||
Unrealized gains on available for sale debt securities | 24,000 | 14,262 | 9,738 | ||||||||
Reclassification of unrealized gains on available for sale debt securities | (24,053) | (14,246) | (9,807) | ||||||||
Ending balance (in shares) at Sep. 30, 2022 | 50 | 441,104 | 166,118 | 50 | 369,265 | ||||||
Ending balance at Sep. 30, 2022 | 10,416,403 | $ 44 | $ 0 | $ 63 | $ 0 | 3,632,903 | 2,504,974 | 16,904 | 4,264,303 | (2,788) | |
Beginning balance (in shares) at Jun. 30, 2022 | 437,139 | 170,081 | 50 | 365,302 | |||||||
Beginning balance at Jun. 30, 2022 | 10,408,187 | $ 44 | $ 0 | $ 63 | $ 0 | 3,570,585 | 2,446,132 | 13,177 | 4,380,938 | (2,752) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Contributions | 2,970 | 2,970 | |||||||||
Distributions | (137,880) | (137,880) | |||||||||
Dividends | (83,809) | (83,809) | |||||||||
Other exchanges (in shares) | 3,963 | (3,963) | 3,963 | ||||||||
Other exchanges | 0 | 61,736 | 186 | (61,886) | (36) | ||||||
Share-based compensation and related issuances of Class A ordinary shares (in shares) | 2 | ||||||||||
Share-based compensation and related issuances of Class A ordinary shares | 582 | 582 | |||||||||
Net income | 220,414 | 142,651 | 77,763 | ||||||||
Unrealized gains on available for sale debt securities | 13,050 | 7,781 | 5,269 | ||||||||
Reclassification of unrealized gains on available for sale debt securities | (7,111) | (4,240) | (2,871) | ||||||||
Ending balance (in shares) at Sep. 30, 2022 | 50 | 441,104 | 166,118 | 50 | 369,265 | ||||||
Ending balance at Sep. 30, 2022 | $ 10,416,403 | $ 44 | $ 0 | $ 63 | $ 0 | $ 3,632,903 | $ 2,504,974 | $ 16,904 | $ 4,264,303 | $ (2,788) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Dividends declared and paid (in dollars per share) | $ 0.17 | $ 0.19 | ||
Class A Ordinary Shares | ||||
Dividends declared and paid (in dollars per share) | $ 0.19 | $ 0.17 | $ 0.57 | $ 0.51 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Cash collections from financial royalty assets | $ 1,843,899 | $ 1,733,147 |
Cash collections from intangible royalty assets | 72,406 | 113,133 |
Other royalty cash collections | 51,607 | 27,469 |
Distributions from equity method investees | 33,316 | 28,213 |
Interest received | 10,556 | 3,004 |
Derivative collateral received | 0 | 34,660 |
Derivative collateral posted | 0 | (34,660) |
Termination payments on derivative instruments | 0 | (16,093) |
Development-stage funding payments - ongoing | (1,606) | (6,263) |
Development-stage funding payments - upfront and milestone | (125,000) | (90,000) |
Payments for operating and professional costs | (141,653) | (135,272) |
Interest paid | (169,476) | (129,759) |
Net cash provided by operating activities | 1,574,049 | 1,527,579 |
Cash flows from investing activities: | ||
Distributions from equity method investees | 0 | 523 |
Investments in equity method investees | (9,896) | (28,320) |
Purchases of equity securities | (62,785) | (100,013) |
Proceeds from equity securities | 46,158 | 115,957 |
Purchases of available for sale debt securities | (393,737) | (52,755) |
Proceeds from available for sale debt securities | 46,875 | 46,875 |
Purchases of marketable securities | (234,869) | (755,668) |
Proceeds from sales and maturities of marketable securities | 676,705 | 1,493,135 |
Acquisitions of financial royalty assets | (1,491,399) | (2,019,768) |
Acquisitions of other financial assets | (21,215) | 0 |
Milestone payments | 0 | (18,600) |
Net cash used in investing activities | (1,444,163) | (1,318,634) |
Cash flows from financing activities: | ||
Distributions to non-controlling interests | (322,726) | (363,624) |
Distributions to non-controlling interests- other | (113,299) | (119,507) |
Dividends to shareholders | (249,121) | (211,581) |
Contributions from non-controlling interests- R&D | 971 | 6,083 |
Contributions from non-controlling interests- other | 4,869 | 11,524 |
Proceeds from issuance of long-term debt, net of discount | 0 | 1,272,533 |
Debt issuance costs and other | 0 | (12,245) |
Net cash (used in)/provided by financing activities | (679,306) | 583,183 |
Net change in cash and cash equivalents | (549,420) | 792,128 |
Cash and cash equivalents, beginning of period | 1,541,048 | 1,008,680 |
Cash and cash equivalents, end of period | $ 991,628 | $ 1,800,808 |
Organization and Purpose
Organization and Purpose | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Purpose | Organization and Purpose Royalty Pharma plc is an English public limited company incorporated under the laws of England and Wales that was created for the purpose of consolidating our predecessor entities and facilitating the initial public offering (“IPO”) of our Class A ordinary shares. “Royalty Pharma,” the “Company,” “we,” “us” and “our” refer to Royalty Pharma plc and its subsidiaries on a consolidated basis. We are the largest buyer of biopharmaceutical royalties and a leading funder of innovation across the biopharmaceutical industry. We fund innovation in the biopharmaceutical industry both directly and indirectly—directly when we partner with companies to co-fund late-stage clinical trials and new product launches in exchange for future royalties, and indirectly when we acquire existing royalties from the original innovators. We control Royalty Pharma Holdings Ltd. (“RP Holdings”), a private limited company incorporated under the laws of England and Wales and U.K. tax resident, through our ownership of RP Holdings’ Class A ordinary shares and RP Holdings’ Class B ordinary shares (the “RP Holdings Class B Interests”). The Continuing Investors Partnerships (defined below) have a non-controlling interest in RP Holdings through their ownership of RP Holdings Class B Interests. We conduct our business through RP Holdings and its subsidiaries. RP Holdings is the sole owner of Royalty Pharma Investments 2019 ICAV (“RPI 2019 ICAV”), which is an Irish collective asset management entity formed to facilitate our Exchange Offer Transactions (defined below), and is the successor to Royalty Pharma Investments, an Irish unit trust (“Old RPI”). RP Holdings is directly or indirectly owned by RPI US Partners 2019, LP, a Delaware limited partnership, RPI International Holdings 2019, LP, a Cayman Islands exempted limited partnership (together, the “Continuing Investors Partnerships”) and Royalty Pharma plc. Prior to the Exchange Offer Transactions, Old RPI was owned by various partnerships (the “Legacy Investors Partnerships”). RP Management, LLC (the “Manager”), a Delaware limited liability company, is responsible for our management, including our day-to-day operations, pursuant to advisory and management agreements (collectively, the “Management Agreement”). Exchange Offer Transactions We consummated an exchange offer on February 11, 2020 to facilitate the IPO. Through the exchange offer, investors which represented 82% of the aggregate limited partnership in the Legacy Investors Partnerships exchanged their limited partnership interests in the Legacy Investors Partnerships for limited partnership interests in the Continuing Investors Partnerships. The exchange offer transaction together with (i) the concurrent incurrence of indebtedness under senior secured credit facilities and (ii) the issuance of additional interests in Continuing Investors Partnerships to satisfy performance payments payable in respect of assets acquired prior to the date of the IPO are referred to as the “Exchange Offer Transactions.” |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Preparation and Use of Estimates The accompanying unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, all adjustments considered necessary to present fairly the results of the interim periods have been included and consist only of normal and recurring adjustments. Certain information and footnote disclosures have been condensed or omitted as permitted under GAAP. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2021, included in our Annual Report on Form 10-K. The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of income, revenues and expenses during the reporting period. Actual results may differ from those estimates. The results for the interim periods are not necessarily indicative of results for the full year. We continue to monitor the impact from the COVID-19 pandemic on our operational and financial performance. To date, certain marketers have commented that the performance of products on which we own royalties have been impacted by the COVID-19 pandemic. However, the COVID-19 pandemic has not had a material impact on our results of operations and liquidity and we do not believe it is reasonably likely to in the future. Basis of Consolidation The unaudited condensed consolidated financial statements include the accounts of Royalty Pharma plc and all majority-owned and controlled subsidiaries, as well as variable interest entities, where we are the primary beneficiary. We consolidate based upon evaluation of our power, through voting rights or similar rights, to direct the activities of another entity that most significantly impact the entity’s economic performance. For consolidated entities where we own or are exposed to less than 100% of the economics of such entity, we record Net income attributable to non-controlling interests on our condensed consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. We report non-controlling interests related to the portion of ownership interests of consolidated subsidiaries not owned by us which are attributable to: (1) the Legacy Investors Partnerships’ ownership of approximately 18% in Old RPI, (2) the Continuing Investors Partnerships’ ownership in RP Holdings through their ownership of RP Holdings Class B Interests, (3) a de minimis interest in RPCT held by RPSFT and (4) RPI EPA Holdings, LP’s (“EPA Holdings”) ownership of the RP Holdings’ Class C ordinary share (the “RP Holdings Class C Special Interest”). Income will not be allocated to EPA Holdings until certain performance conditions are met. All intercompany transactions and balances have been eliminated in consolidation. Concentrations of Credit Risk Financial instruments that subject us to significant concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities, available for sale securities, financial royalty assets, derivatives and receivables. Our cash management and investment policy limits investment instruments to investment-grade securities with the objective to preserve capital and to maintain liquidity until the funds are needed for operations. Our cash and cash equivalents and marketable securities balances as of September 30, 2022 and December 31, 2021 were held with State Street, Bank of America and Scotiabank. Our primary operating accounts significantly exceed the Federal Deposit Insurance Corporation limits. The majority of our financial royalty assets and receivables arise from contractual royalty agreements that entitle us to royalties on the sales of underlying biopharmaceutical products in the United States, Europe and the rest of the world, with concentrations of credit risk limited due to the broad range of marketers responsible for paying royalties to us and the variety of geographies from which our royalties on product sales are derived. The products in which we hold royalties are marketed by leading industry participants, including, among others, Vertex, Biogen, AbbVie, Johnson & Johnson, Merck & Co., Pfizer, Astellas, Novartis and Gilead. As of September 30, 2022 and December 31, 2021, Vertex, as the marketer and payor of our royalties on the cystic fibrosis franchise, accounted for 31% and 32%, respectively, of our current portion of financial royalty assets and represented the largest individual marketer and payor of our royalties. We monitor the financial performance and creditworthiness of the counterparties to our royalty agreements so that we can properly assess and respond to changes in their credit profile. To date, we have not experienced any significant losses with respect to the collection of income or revenue on our royalty assets. Significant Accounting Policies |
Available for Sale Debt Securit
Available for Sale Debt Securities | 9 Months Ended |
Sep. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Available for Sale Debt Securities | Available for Sale Debt Securities Cytokinetics Commercial Launch Funding On January 7, 2022, we entered into a long-term funding agreement with Cytokinetics, Incorporated (“Cytokinetics”) to support further development of aficamten and potential commercialization of omecamtiv mecarbil. As part of the funding agreement, we agreed to provide capital (“Cytokinetics Commercial Launch Funding”) of up to $300 million, which is comprised of five tranches, including an initial tranche of $50 million that was funded upon closing. In the three months ended June 30, 2022, we amended the long-term funding agreement with Cytokinetics to increase the required draw amount. Cytokinetics is required to draw $50 million if a certain contingency is met and has the option to draw the remaining $200 million upon the occurrence of certain regulatory and clinical development milestones (“Cytokinetics Funding Commitments”). As of September 30, 2022, we expect $125 million of the optional $200 million to remain available under the Cytokinetics Commercial Launch Funding due to the likelihood that certain regulatory milestones will not be met by December 31, 2022. Each tranche has an interest-free and payment-free period of six calendar quarters, followed by 34 calendar quarters of installment re-payments totaling 1.9 times the amount drawn. We elected the fair value option to account for the Cytokinetics Commercial Launch Funding, recorded within Available for sale debt securities on the condensed consolidated balance sheets, as it most accurately reflects the nature of the funding arrangement. The Cytokinetics Funding Commitments, which include options and forwards over the subsequent tranches, are recognized at fair value within Other liabilities as of September 30, 2022 and within Available for sale debt securities as of December 31, 2021 on the condensed consolidated balance sheets. The unrealized changes in the fair value of the funded Cytokinetics Commercial Launch Funding and the Cytokinetics Funding Commitments are recorded within (Gains)/losses on available for sale debt securities in the condensed consolidated statements of operations. MorphoSys Development Funding Bonds On June 2, 2021, we announced a long-term strategic funding partnership with MorphoSys AG (“MorphoSys”) to support its acquisition of Constellation Pharmaceuticals, Inc. which closed on July 15, 2021. As part of the funding agreement, we agreed to provide MorphoSys up to $350 million of capital (the “Development Funding Bonds”), of which MorphoSys was required to draw a minimum of $150 million. Our commitment to fund at least $150 million of the Development Funding Bonds was recognized as the Development Funding Bond Forward. During the three months ended September 30, 2022, we funded $300 million of the Development Funding Bonds, which represents additional funding of $150 million above the minimum funding commitment (“Additional Funding”) and we settled the Development Funding Bond Forward at the same time. We have no remaining funding commitment under the Development Funding Bonds. We expect to receive a return of 2.2 times the amount funded on the Development Funding Bonds payable on a quarterly basis over nine years, with the first payment beginning during the three months ended December 31, 2024. We elected the fair value option to account for the Development Funding Bonds and the Development Funding Bond Forward as it most accurately reflects the nature of the instruments. The Development Funding Bonds and the Development Funding Bond Forward are recorded within Available for sale debt securities on our consolidated balance sheet. The changes in the fair values of the Development Funding Bonds and the Development Funding Bond Forward are recorded within (Gains)/losses on available for sale debt securities in the condensed consolidated statements of operations. Series A Biohaven Preferred Shares On April 5, 2019, RPIFT funded the purchase of 2,495 Series A Biohaven Preferred Shares from Biohaven Pharmaceutical Holding Company Ltd. (“Biohaven”) at a price of $50,100 per preferred share for a total of $125 million. The approval of Nurtec ODT by the U.S. Food and Drug Administration (“FDA”) in February 2020 resulted in a payment due to us of two times the original purchase price of the Series A Biohaven Preferred Shares payable in equal quarterly installments beginning in the three months ended March 31, 2021 through the three months ended December 31, 2024. In the three months ended March 31, 2021, we began receiving payments from the quarterly redemption of the Series A Biohaven Preferred Shares. On October 3, 2022, Pfizer acquired Biohaven, which was a change of control event that accelerated the redemption of all outstanding Series A Biohaven Preferred Shares at a price equal to two times the original purchase price. In connection with the completion of Pfizer’s acquisition of Biohaven, all outstanding Series A Biohaven Preferred Shares were redeemed in a lump sum payment. We no longer hold any Series A Biohaven Preferred Shares. The Series A Biohaven Preferred Shares are classified as Available for sale debt securities on our condensed consolidated balance sheets. The unrealized change in the fair value of the Series A Biohaven Preferred Shares is recorded within Unrealized gains/(losses) on available for sale debt securities in the condensed consolidated statements of comprehensive income. In the three and nine months ended September 30, 2022, $7.1 million and $24.1 million, respectively, of the unrealized gains were reclassified from other comprehensive income to Interest income in the condensed consolidated statements of operations. In the three and nine months ended September 30, 2021, $11.8 million and $40.5 million, respectively, of the unrealized gains were reclassified from other comprehensive income to Interest income in the condensed consolidated statements of operations. Series B Biohaven Preferred Shares On August 7, 2020, we entered into the Series B Biohaven Preferred Share Purchase Agreement (“Series B Biohaven Preferred Share Agreement”) with Biohaven where we committed to acquire 3,992 shares of Series B Biohaven Preferred Shares at a price of $50,100 per preferred share (the “Commercial Launch Preferred Equity”) for a total of $200 million payable on a quarterly basis between the three months ended March 31, 2021 and the three months ended December 31, 2024. Our commitment to purchase the Series B Biohaven Preferred Shares is recognized as the Series B Forwards. On October 3, 2022, Pfizer acquired Biohaven, which was a change of control event that accelerated the issuance of all unissued Series B Biohaven Preferred Shares and the redemption of all outstanding Series B Biohaven Preferred Shares at a price equal to approximately 1.8 times the original issue price. In connection with the completion of Pfizer’s acquisition of Biohaven, we purchased all remaining Series B Biohaven Preferred Shares simultaneously with the redemption of all outstanding Series B Biohaven Preferred Shares, for which we received a lump sum payment. We no longer hold any Series B Biohaven Preferred Shares. As of September 30, 2022, we have acquired 2,279 shares of Series B Biohaven Preferred Shares. We elected the fair value option to account for the Series B Biohaven Preferred Shares and the Series B Forwards, which are recorded in aggregate as Available for sale debt securities on the condensed consolidated balance sheets. We believe the fair value option most accurately reflects the nature of these instruments. The unrealized changes in the fair values of the Series B Biohaven Preferred Shares and Series B Forwards are recorded within (Gains)/losses on available for sale debt securities in the condensed consolidated statements of operations. The table below summarizes our available for sale debt securities recorded at fair value as of September 30, 2022 and December 31, 2021 (in thousands): Cost Unrealized Gains/(Losses) Fair Value Current Assets Non-Current Assets Current Liabilities Non-Current Liabilities (3) Total As of September 30, 2022 Debt securities (1) $ 584,824 $ 98,007 $ 682,831 $ 343,031 $ 339,800 $ — $ — $ 682,831 Forwards (2) — 66,316 66,316 66,316 — — — 66,316 Funding commitments (2) (9,400) (500) (9,900) — — — (9,900) (9,900) Total available for sale debt securities $ 575,424 $ 163,823 $ 739,247 $ 409,347 $ 339,800 $ — $ (9,900) $ 739,247 As of December 31, 2021 Debt securities (1) $ 204,509 $ 49,191 $ 253,700 $ 66,000 $ 187,700 $ — $ — $ 253,700 Forwards (2) — 16,700 16,700 — 16,700 — — 16,700 Total available for sale debt securities $ 204,509 $ 65,891 $ 270,400 $ 66,000 $ 204,400 $ — $ — $ 270,400 (1) The cost for the Series A Biohaven Preferred Shares represents amortized cost. The cost for the Series B Biohaven Preferred Shares represents the amounts paid to purchase the instruments. The cost of the Development Funding Bonds represents the amounts funded. The cost associated with the funded Cytokinetics Commercial Launch Funding reflects the fair value on the purchase date. (2) There are no costs associated with the forwards. The cost associated with the funding commitments represents the fair value on the purchase date. (3) Reflected within Other liabilities |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments Fair Value Hierarchy We determine the fair value of assets and liabilities using the fair value hierarchy, which establishes three levels of inputs that may be used to measure fair value as follows: • Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. • Level 2: Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. • Level 3: Prices or valuation that require inputs that are both significant to the fair value measurement and unobservable. Our financial instruments consist primarily of cash and cash equivalents, marketable securities, equity securities, derivatives, available for sale debt securities, royalty interests and long-term debt. Cash and cash equivalents, marketable securities, equity securities, derivatives, available for sale debt securities and certain royalty interests are reported at their respective fair values on our condensed consolidated balance sheets. For financial instruments which are carried at fair value, the level in the fair value hierarchy is based on the lowest level of inputs that is significant to the fair value measurement in its entirety. Outstanding borrowings and non-current financial royalty assets are reported at their amortized costs on our condensed consolidated balance sheets, for which fair values are disclosed. The remaining financial instruments are reported on our condensed consolidated balance sheets at amounts that approximate fair values. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table summarizes assets and liabilities measured at fair value on a recurring basis at the dates indicated, classified in accordance with the fair value hierarchy described above (in thousands): As of September 30, 2022 As of December 31, 2021 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market funds $ — $ — $ — $ — $ 598,253 $ — $ — $ 598,253 Commercial paper — — — — — 13,997 — 13,997 Certificates of deposit — — — — — 40,954 — 40,954 Marketable securities Commercial paper — 27,750 — 27,750 — 207,457 — 207,457 Certificates of deposit — 88,087 — 88,087 — 374,415 — 374,415 U.S. government securities — 24,089 — 24,089 — — — — Available for sale debt securities Debt securities (1) — — 343,031 343,031 — — 66,000 66,000 Forwards (2) — — 66,316 66,316 — — — — Derivative instruments (3) — — 84,860 84,860 — — — — Total current assets $ — $ 139,926 $ 494,207 $ 634,133 $ 598,253 $ 636,823 $ 66,000 $ 1,301,076 Equity securities 244,524 — 18,296 262,820 226,787 — 43,013 269,800 Available for sale debt securities Debt securities (1) — — 339,800 339,800 — — 187,700 187,700 Forwards (2) — — — — — — 16,700 16,700 Derivative instruments (3) — — 12,730 12,730 — — — — Royalty at fair value (4) — — 13,937 13,937 — — — — Total non-current assets $ 244,524 $ — $ 384,763 $ 629,287 $ 226,787 $ — $ 247,413 $ 474,200 Liabilities: Available for sale debt securities Funding commitments (5) — — (9,900) (9,900) — — — — Total non-current liabilities $ — $ — $ (9,900) $ (9,900) $ — $ — $ — $ — (1) Reflects the fair value of the Series A Biohaven Preferred Shares and Series B Biohaven Preferred Shares. As of September 30, 2022, amounts also include the fair value of the funded portion of the Cytokinetics Commercial Launch Funding and the Development Funding Bonds. (2) Reflects the fair value of our obligations to fund the acquisitions of the Series B Biohaven Preferred Shares as recorded within current assets as of September 30, 2022 and within non-current assets as of December 31, 2021. As of December 31, 2021, the amount also reflects the fair value of our obligations to fund the Development Funding Bonds as recorded within non-current assets. (3) Related to the Milestone Acceleration Option (defined below) recorded within Other current assets and Other assets on the condensed consolidated balance sheet. (4) Recorded within Other assets on the condensed consolidated balance sheet. See Note 8–Non-Consolidated Affiliates for additional discussion. (5) Related to the fair value of the Cytokinetics Funding Commitments as reflected within Other liabilities on the condensed consolidated balance sheet. For the three and nine months ended September 30, 2022, we recognized gains of $5.2 million and losses of $12.8 million, respectively, on equity securities still held as of September 30, 2022. For the three and nine months ended September 30, 2021, we recognized gains of $10.0 million and $22.6 million, respectively, on equity securities still held as of September 30, 2022. The tables presented below summarize the change in the combined fair value (current and non-current) of Level 3 financial instruments, which relate to equity securities, a royalty interest, derivative instruments and available for sale debt securities, including the underlying securities, forwards and funding commitments (in thousands): For the Three Months Ended September 30, 2022 For the Three Months Ended September 30, 2021 Equity Securities Debt Securities Forwards Funding Commitments Derivative Instruments Royalty at Fair Value Debt Securities Forwards Balance at the beginning of the period $ 28,785 $ 363,000 $ 28,100 $ (8,100) $ 71,800 $ 21,215 $ 240,400 $ 30,800 Purchases — 314,579 — — — — 17,585 — Losses on initial recognition (1) — (8,800) — — — — — — Losses on equity securities (10,489) — — — — — — — Gains on derivative financial instruments — — — — 25,790 — — — Unrealized gains/(losses) on available for sale debt securities included in other comprehensive income/(losses) (2) — 13,050 — — — — (2,575) — Gains/(losses) on available for sale debt securities included in earnings (3) — 14,200 40,643 (1,800) — — (200) (14,685) Other non-operating expense — — — — — (7,278) — — Settlement of forwards (4) — 2,427 (2,427) — — — 4,215 (4,215) Redemption of debt securities — (15,625) — — — — (15,625) — Balance at the end of the period $ 18,296 $ 682,831 $ 66,316 $ (9,900) $ 97,590 $ 13,937 $ 243,800 $ 11,900 (1) Represents the difference in (a) the fair value of the Additional Funding (as defined above) of the Development Funding Bonds and (b) the actual additional funded amount of $150 million. Refer to footnote (3) below for discussion on the change in fair value of the Development Funding Bond Forward. (2) Related to Series A Biohaven Preferred Shares. (3) Amounts reflect changes in the fair values of the Series B Biohaven Preferred Shares, Series B Forwards, and Development Funding Bond Forward. For the three months ended September 30, 2022, amounts also reflect the change in the fair value of the funded portion of the Cytokinetics Commercial Launch Funding and the Cytokinetics Funding Commitments. (4) Amounts reflect the fair value attributed to the Series B Forwards that were settled as we acquired the Series B Biohaven Preferred Shares, which is included in the fair value of the Series B Biohaven Preferred Shares. Amounts also reflect the fair value attributed to the Development Funding Bond Forward that was settled upon funding the Development Funding Bonds in the three months ended September 30, 2022, which is included in the fair value of the Development Funding Bonds. For the Nine Months Ended September 30, 2022 For the Nine Months Ended September 30, 2021 Equity Securities Debt Securities Forwards Funding Commitments Derivative Instruments Royalty at Fair Value Debt Securities Forwards Balance at the beginning of the period $ 43,013 $ 253,700 $ 16,700 $ — $ — $ — $ 214,400 $ 18,600 Purchases 28,785 393,737 — — — 21,215 52,755 — Gains/(losses) on initial recognition (1) — 600 — (9,400) — — — — Losses on equity securities (12,810) — — — — — — — Gains on derivative financial instruments — — — — 97,590 — — — Unrealized gains on available for sale debt securities included in other comprehensive losses (2) — 24,000 — — — — 8,574 — Gains/(losses) on available for sale debt securities included in earnings (3) — 44,400 62,885 (500) — — 301 7,945 Other non-operating expense — — — — — (7,278) — — Settlement of forwards (4) — 13,269 (13,269) — — — 14,645 (14,645) Transfer out of Level 3 (5) (40,692) — — — — — — — Redemption of debt securities — (46,875) — — — — (46,875) — Balance at the end of the period $ 18,296 $ 682,831 $ 66,316 $ (9,900) $ 97,590 $ 13,937 $ 243,800 $ 11,900 (1) Represents purchase price allocation to arrive at the appropriate fair value on initial recognition. Amounts also represent the difference in (a) the fair value of the Additional Funding (as defined above) of the Development Funding Bonds and (b) the actual additional funded amount of $150 million. Refer to footnote (3) below for discussion on the change in fair value of the Development Funding Bond Forward. (2) Related to Series A Biohaven Preferred Shares. (3) Amounts reflect changes in the fair values of the Series B Biohaven Preferred Shares, Series B Forwards and Development Funding Bond Forward. For the nine months ended September 30, 2022, amounts also reflect the change in the fair value of the funded portion of the Cytokinetics Commercial Launch Funding and the Cytokinetics Funding Commitments. (4) Amounts reflect the fair value attributed to the Series B Forwards that were settled as we acquired the Series B Biohaven Preferred Shares, which is included in the fair value of the Series B Biohaven Preferred Shares. Amounts also reflect the fair value attributed to the Development Funding Bond Forward that was settled upon funding the Development Funding Bonds in the three months ended September 30, 2022, which is included in the fair value of the Development Funding Bonds. (5) Related to transfer restriction expiration of BioCryst common stock. Valuation Inputs for Recurring Fair Value Measurements Below is a discussion of the valuation inputs used for financial instruments classified as Level 2 and Level 3 measurements in the fair value hierarchy. ApiJect Investment We utilized the discounted cash flow method using Level 3 inputs, including forecasted cash flows and the weighted average cost of capital, to estimate the fair value as of September 30, 2022 of the equity securities and revenue participation right that we acquired from ApiJect Holdings, Inc. (“ApiJect”), a private company, in April 2022. Our estimate of the forecasted cash flows and the weighted average cost of capital could reasonably be different than those selected by a market participant in the event of a sale of the instruments, which would mean that the estimated fair value could be significantly higher or lower. Refer to Note 8–Non-Consolidated Affiliates for additional discussion. Cytokinetics Commercial Launch Funding We estimated the fair value of the funded Cytokinetics Commercial Launch Funding as of September 30, 2022 by utilizing probability-adjusted discounted cash flow calculations using Level 3 inputs, including an estimated risk-adjusted discount rate and the probability that there will be a change of control event, which would result in accelerated payments. Developing a risk-adjusted discount rate and assessing the probability that there will be a change of control event over the duration of the Cytokinetics Commercial Launch Funding requires significant judgement. Our estimate of the risk-adjusted discount rate could reasonably be different than the discount rate selected by a market participant, which would mean that the estimated fair value could be significantly higher or lower. Our expectation of the probability and timing of the occurrence of a change of control event could reasonably be different than the timing of an actual change of control event, and if so, would mean that the estimated fair value could be significantly higher or lower than the fair value determined by management at any particular date. We estimated the fair value of the Cytokinetics Funding Commitments as of September 30, 2022 using a Monte Carlo simulation methodology that includes simulating the interest rate movements using a Geometric Brownian Motion-based pricing model. This methodology simulates the likelihood of future discount rates exceeding the counterparty’s assumed cost of debt, which would impact Cytokinetics’ decision to exercise its option to draw on each respective tranche. This methodology incorporates Level 3 fair value measurements and inputs, including an assumed interest rate volatility of 30% and an assumed risk-adjusted discount rate of 17.9%. We also assumed probabilities for the occurrence of each regulatory or clinical milestone, which impacts the availability of each future tranche of funding. Our estimate of the risk-adjusted discount rate, the interest rate volatility and the probabilities of each underlying milestone could reasonably be different than the assumptions selected by a market participant, which would mean that the estimated fair value could be significantly higher or lower. BioCryst Common Stock In November 2021, we purchased 3,846 thousand shares of common stock of BioCryst Pharmaceuticals, Inc. (“BioCryst”), calculated based on the volume-weighted average price of BioCryst’s common stock over a period preceding the closing of the transaction. As part of the transaction, we were restricted from selling the BioCryst common stock for six months following the close of the transaction. We determined the fair value of the BioCryst common stock as of December 31, 2021 based on the closing stock price and adjusted for the transfer restriction, which was determined by calculating the value of a put option over the BioCryst common stock to match the duration of the transfer restriction. This methodology incorporated Level 3 inputs, including the estimated volatility of the BioCryst common stock, which required the use of significant judgement. Our estimated volatility could be reasonably different than the actual volatility of BioCryst’s common stock, which would mean that the estimated fair value for the BioCryst common stock could be significantly higher or lower than the fair value determined by management at any particular date. The transfer restriction expired and the BioCryst common stock was transferred from a Level 3 to a Level 1 asset during the three months ended June 30, 2022. MorphoSys Development Funding Bonds The fair value of the Development Funding Bonds and the Development Funding Bond Forward as of September 30, 2022 and December 31, 2021, respectively, was based on a discounted cash flow calculation using an estimated risk-adjusted discount rate, which is a Level 3 fair value input. Our estimate of a risk adjusted discount rate could reasonably be different than the discount rate selected by a market participant in the event of a sale of the instrument, which would mean that the estimated fair value could be significantly higher or lower. During the three months ended September 30, 2022, the Development Funding Bond Forward was settled upon funding the Development Funding Bonds. Series A Biohaven Preferred Shares The fair value of the Series A Biohaven Preferred Shares as of September 30, 2022 and December 31, 2021 was based on the cash flows due to us from Biohaven of two times the original purchase price of the Series A Biohaven Preferred Shares payable in equal quarterly installments of $15.6 million following the FDA approval and starting one-year after FDA approval through the three months ended December 31, 2024. When the FDA approved Nurtec ODT in February 2020, we became entitled to receive a fixed payment amount of $250 million payable in equal quarterly payments between the three months ended March 31, 2021 and the three months ended December 31, 2024. We estimated the fair value of the Series A Biohaven Preferred Shares as of September 30, 2022 and December 31, 2021 using probability-adjusted discounted cash flow calculations incorporating Level 3 fair value measurements and inputs, including estimated risk-adjusted discount rates and the probability of a change of control event occurring during the investment term, which would result in accelerated payments and redemptions. Assessing the probability that there will be a change of control event over a four-year time period and developing a risk-adjusted discount rate requires significant judgement. As of September 30, 2022, we estimated that a change of control event was imminent and, as such, we did not apply a discount rate. Our estimate of a risk adjusted discount rate was 9.5% as of December 31, 2021.Our estimated discount rate could reasonably be different than the discount rate selected by a market participant, which would mean that the estimated fair value could be significantly higher or lower. Series B Biohaven Preferred Shares The fair value of each of the Series B Biohaven Preferred Shares and Series B Forwards as of September 30, 2022 and December 31, 2021 were based on probability-adjusted discounted cash flow calculations using Level 3 fair value measurements and inputs, including estimated risk-adjusted discount rates and the probability that there will be a change of control event in different periods of time, which would result in accelerated payments and redemptions. Assessing the probability that there will be a change of control event over the duration of the Series B Biohaven Preferred Shares and developing a risk-adjusted discount rate requires significant judgement. As of September 30, 2022, we estimated that a change of control event was imminent. Our estimate of a risk adjusted discount rate, expectation of the probability and timing of the occurrence of a change of control event could reasonably be different than those determined by a market participant, which would mean that the estimated fair value could be significantly higher or lower. Milestone Acceleration Option On August 7, 2020, we entered into an expanded funding agreement with Biohaven, including the Series B Biohaven Preferred Share Agreement, to fund the development of zavegepant and the commercialization of Nurtec ODT in exchange for royalties and success-based milestones payable over time. We exercised our right to accelerate outstanding zavegepant milestone payments in a lump sum amount (“Milestone Acceleration Option”) in connection with Pfizer’s acquisition of Biohaven. The Milestone Acceleration Option is an embedded derivative instrument for which the associated fair value was not material prior to three months ended June 30, 2022, when Pfizer announced its intended acquisition of Biohaven. As of September 30, 2022, the fair value of the Milestone Acceleration Option was $97.6 million, of which $84.9 million was recorded within Other current assets and $12.7 million was recorded within Other assets on the condensed consolidated balance sheet. For the three and nine months ended September 30, 2022, we recorded unrealized gains of $25.8 million and $97.6 million, respectively, related to the change in the fair value of the Milestone Acceleration Option within (Gains)/losses on derivative financial instruments in the condensed consolidated statements of operations. We estimated the fair value of the Milestone Acceleration Option as of September 30, 2022 using the “with-and-without” methodology, which is a variation of the income approach and is based on the difference between cash flows for two different scenarios. The prospective cash flows for the success-based milestone payments include the Milestone Acceleration Option in the first scenario. For the second scenario, the prospective cash flows are estimated assuming they remain payable over time. The difference between the fair value of these two scenarios represents the fair value of the Milestone Acceleration Option. This methodology includes the use of Level 3 fair value measurements and inputs, including estimated risk-adjusted discount rates, estimated probabilities of achieving the success-based milestones, and the probability that there will be a change of control event in different periods of time, which would result in accelerated milestone payments. Assessing the probability that there will be a change of control event, the likelihood that the success-based milestones are achieved over the duration of the Milestone Acceleration Option and developing a risk-adjusted discount rate requires significant judgement; however, as of September 30, 2022, we estimated that a change of control was imminent. Our estimate of a risk adjusted discount rate, probabilities of achieving marketing approval, and the probability and timing of the occurrence of a change of control event could reasonably be different than those determined by a market participant, which would mean that the estimated fair value could be significantly higher or lower. Other Financial Instruments Financial instruments whose fair values are measured on a recurring basis using Level 2 inputs primarily consist of commercial paper, certificates of deposit and U.S. government securities. We measure the fair value of these financial instruments with the help of third-party pricing services that either provide quoted market prices in active markets for identical or similar securities or observable inputs for their pricing without applying significant adjustments. Financial Assets Not Measured at Fair Value Financial royalty assets are measured and carried on the condensed consolidated balance sheets at amortized cost using the effective interest method. The current portion of financial royalty assets approximates fair value. Management calculates the fair value of financial royalty assets using the forecasted royalty payments that are expected to be received based on the projected product sales for all royalty bearing products as estimated by sell-side equity research analysts’ consensus sales forecasts. Where such consensus sales forecasts are not available, management uses reasonable judgment to make assumptions about the projected product sales. These projected future royalty payments by asset along with any projected incoming or outgoing milestone payments are then discounted to a present value using appropriate individual discount rates. The fair value of financial royalty assets is classified as Level 3 within the fair value hierarchy since it is determined based upon inputs that are both significant and unobservable. Estimated fair values based on Level 3 inputs and related carrying values for the non-current portion of financial royalty assets as of September 30, 2022 and December 31, 2021 are presented below (in thousands): As of September 30, 2022 As of December 31, 2021 Fair Value Carrying Value, net Fair Value Carrying Value, net Financial royalty assets, net $ 18,490,959 $ 14,287,399 $ 19,047,183 $ 13,718,245 |
Financial Royalty Assets
Financial Royalty Assets | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
Financial Royalty Assets | Financial Royalty AssetsFinancial royalty assets consist of contractual rights to cash flows relating to royalty payments derived from the expected sales of patent-protected biopharmaceutical products that entitle us and our subsidiaries to receive a portion of income from the sale of such products by third parties. The gross carrying value, cumulative allowance for changes in expected cash flows, exclusive of the allowance for credit losses, and net carrying value for the current and non-current portion of financial royalty assets as of September 30, 2022 and December 31, 2021 are as follows (in thousands): As of September 30, 2022 Estimated Royalty Duration (1) Gross Carrying Value Cumulative Allowance for Changes in Expected Cash Flows (Note 6) Net Carrying Value (4) Cystic fibrosis franchise 2037 (2) $ 5,343,413 $ — $ 5,343,413 Tysabri (3) 1,722,204 (119,691) 1,602,513 Trelegy 2029-2030 1,298,901 — 1,298,901 Imbruvica 2027-2032 1,441,303 (550,915) 890,388 Tremfya 2031-2032 885,917 — 885,917 Xtandi 2027-2028 1,032,627 (226,217) 806,410 Other 2023-2040 5,523,607 (1,195,662) 4,327,945 Total $ 17,247,972 $ (2,092,485) $ 15,155,487 Less: Cumulative allowance for credit losses (Note 6) (192,231) Total financial royalty assets, net $ 14,963,256 (1) Durations shown represent our estimates as of the current reporting date of when a royalty will substantially end, which may depend on clinical trial results, regulatory approvals, contractual terms, commercial developments, estimates of patent expiration dates (which may include estimated patent term extensions) or other factors and may vary by geography. There can be no assurances that our royalties will expire when expected. (2) Royalty is perpetual; year shown represents Trikafta expected patent expiration and potential sales decline based on timing of potential generic entry. (3) RPIFT acquired a perpetual royalty on net sales of Tysabri. We have applied an end date of 2031 for purposes of accreting income over the royalty term, which is periodically reviewed. (4) The net carrying value by asset is presented before the allowance for credit losses. Refer to Note 6–Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets for additional information. As of December 31, 2021 Estimated Royalty Duration (1) Gross Carrying Value Cumulative Allowance for Changes in Expected Cash Flows (Note 6) Net Carrying Value (5) Cystic fibrosis franchise 2037 (2) $ 5,335,641 $ (48,636) $ 5,287,005 Tysabri (3) 1,846,069 (16,617) 1,829,452 Imbruvica 2027-2032 1,438,730 (236,871) 1,201,859 Xtandi 2027-2028 1,100,065 (172,101) 927,964 Tremfya 2031-2032 881,671 — 881,671 Evrysdi 2030-2035 (4) 727,774 — 727,774 Other 2023-2040 4,697,591 (909,916) 3,787,675 Total $ 16,027,541 $ (1,384,141) $ 14,643,400 Less: Cumulative allowance for credit losses (Note 6) (310,804) Total financial royalty assets, net $ 14,332,596 (1) Durations shown represent our estimates as of the current reporting date of when a royalty will substantially end, which may depend on clinical trial results, regulatory approvals, contractual terms, commercial developments, estimates of patent expiration dates (which may include estimated patent term extensions) or other factors and may vary by geography. There can be no assurances that our royalties will expire when expected. (2) Royalty is perpetual; year shown represents Trikafta expected patent expiration and potential sales decline based on timing of potential generic entry. (3) RPIFT acquired a perpetual royalty on net sales of Tysabri. We have applied an end date of 2031 for purposes of accreting income over the royalty term, which is periodically reviewed. (4) Key patents on Evrysdi in the United States expire in 2035, but our royalty will cease when aggregate royalties paid to us equal $1.3 billion. (5) The net carrying value by asset is presented before the allowance for credit losses. Refer to Note 6–Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets for additional information. |
Cumulative Allowance and the Pr
Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets | 9 Months Ended |
Sep. 30, 2022 | |
Credit Loss [Abstract] | |
Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets | Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets The cumulative allowance for changes in expected future cash flows from financial royalty assets is presented net within the non-current portion of financial royalty assets on the condensed consolidated balance sheets and includes the following activities: • the movement in the cumulative allowance related to changes in forecasted royalty payments expected to be received based on projected product sales for royalty bearing products as estimated by sell-side equity research analysts’ consensus sales forecasts, and • the movement in the cumulative allowance for current expected credit losses, primarily associated with new financial royalty assets with limited protective rights and changes in the underlying cash flow forecasts of financial royalty assets with limited protective rights. The following table sets forth the activity in the cumulative allowance for changes in expected cash flows from financial royalty assets, inclusive of the cumulative allowance for credit losses, as of the dates indicated (in thousands): Activity for the Period Balance at December 31, 2021 (1) $ (1,694,945) Increases to the cumulative allowance for changes in expected cash flows from financial royalty assets (987,507) Decreases to the cumulative allowance for changes in expected cash flows from financial royalty assets 273,538 Write-off of cumulative allowance 5,625 Current period provision for credit losses, net (2) 118,573 Balance at September 30, 2022 $ (2,284,716) (1) Includes $310.8 million related to cumulative allowance for credit losses. (2) In the nine months ended September 30, 2022, the provision income for credit losses was primarily related to a change in the payor for a particular product and a significant decline in the value of the Tazverik financial royalty asset. |
Intangible Royalty Assets, Net
Intangible Royalty Assets, Net | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Royalty Assets, Net | Intangible Royalty Assets, Net The following tables summarize the cost, accumulated amortization and net carrying value of our intangible royalty assets as of September 30, 2022 and December 31, 2021 (in thousands): As of September 30, 2022 Cost Accumulated Amortization Net Carrying Value DPP-IV patents $ 606,216 $ 606,216 $ — Total intangible royalty assets $ 606,216 $ 606,216 $ — As of December 31, 2021 Cost Accumulated Amortization Net Carrying Value DPP-IV patents $ 606,216 $ 600,546 $ 5,670 Total intangible royalty assets $ 606,216 $ 600,546 $ 5,670 As of September 30, 2022, the intangible royalty assets were fully amortized as our royalties on Januvia and Janumet expired in the three months ended March 31, 2022. Our royalties on the other DPP-IV products have also substantially ended. |
Non-Consolidated Affiliates
Non-Consolidated Affiliates | 9 Months Ended |
Sep. 30, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Non-Consolidated Affiliates | Non-Consolidated Affiliates We have equity investments in certain entities at a level that provide us with significant influence. We account for such investments as equity method investments or as equity securities for which we have elected the fair value option. ApiJect During the three months ended June 30, 2022, we acquired common stock and a revenue participation right from ApiJect. We elected the fair value option to account for our investments in ApiJect because it is more reflective of current values for our investments in ApiJect. We are also required to purchase additional common stock from ApiJect if certain milestones are achieved. The fair value of our equity investment was recorded within Equity securities and the change in fair value was recorded within (Gains)/losses on equity securities . The fair value of the revenue participation right was recorded within Other assets and the change in fair value was recorded within Other non-operating expense, net . No amounts were due from ApiJect as of September 30, 2022. The Legacy SLP Interest In connection with the Exchange Offer Transactions, we acquired a special limited partnership interest in the Legacy Investors Partnerships (the “Legacy SLP Interest”) from the Continuing Investors Partnerships for $303.7 million in exchange for issuing shares in our subsidiary. As a result, we became a special limited partner in the Legacy Investors Partnerships. The Legacy SLP Interest entitles us to the equivalent of performance distribution payments that would have been paid to the general partner of the Legacy Investors Partnerships and an income allocation on a similar basis. Our income allocation is equal to the general partner’s former contractual rights to the income of the Legacy Investors Partnerships, net of amortization of the basis difference. The Legacy SLP Interest is treated as an equity method investment as our Manager is also the Manager of the Legacy Investors Partnerships and has the ability to exercise significant influence. The Legacy Investors Partnerships no longer participate in investment opportunities from June 30, 2020 and, as such, the value of the Legacy SLP Interest is expected to decline over time. The Legacy Investors Partnerships also indirectly own a non-controlling interest in Old RPI. The income allocation from the Legacy SLP Interest is based on an estimate as the Legacy Investors Partnerships are private partnerships that are expected to report on a lag subsequent to the date of this quarterly report. Management’s estimate of equity in earnings from the Legacy SLP Interest for the current period will be updated for historical results in the subsequent period. During the three and nine months ended September 30, 2022, we recorded a loss allocation of $2.1 million and an income allocation of $7.2 million, respectively, within Equity in losses/(earnings) of equity method investees . During the three and nine months ended September 30, 2021, we recorded income allocations of $11.2 million and $41.9 million, respectively, within Equity in losses/(earnings) of equity method investees. We received cash distributions from the Legacy SLP Interest of $5.8 million and $19.9 million in the three and nine months ended September 30, 2022, respectively. We received cash distributions from the Legacy SLP Interest of $6.2 million and $14.8 million in the three and nine months ended September 30, 2021, respectively. The Avillion Entities We account for our partnership interests in Avillion Financing I, LP and its related entities (“Avillion I”), BAv Financing II, LP and its related entities (“Avillion II,” together with Avillion I, the “Avillion Entities”) as equity method investments because RPIFT has the ability to exercise significant influence over the Avillion Entities. During the three and nine months ended September 30, 2022, we recorded a loss allocation from the Avillion Entities of $1.2 million and $9.3 million, respectively, within Equity in losses/(earnings) of equity method investees . During the three and nine months ended September 30, 2021, we recorded a loss allocation from the Avillion Entities of $8.4 million and $23.4 million, respectively, within Equity in losses/(earnings) of equity method investees . On December 19, 2017, the FDA approved a supplemental New Drug Application for Pfizer’s Bosulif. Avillion I is eligible to receive fixed payments from Pfizer based on this approval under its co-development agreement with Pfizer. The only operations of Avillion I are the collection of cash and unwinding of the discount on the series of fixed annual payments due from Pfizer. We received distributions from Avillion I of $13.4 million during each of the nine months ended September 30, 2022 and 2021, respectively. |
Research & Development ("R&D")
Research & Development ("R&D") Funding Expense | 9 Months Ended |
Sep. 30, 2022 | |
Research and Development [Abstract] | |
Research & Development ("R&D") Funding Expense | Research & Development (“R&D”) Funding Expense R&D funding expense consists of payments that we have made to counterparties to acquire royalties or milestones on product candidates. R&D funding expense includes development-stage funding payments that are made upfront or upon pre-approval milestones and development-stage funding payments that are made over time as the related product candidates undergo clinical trials with our counterparties. During the nine months ended September 30, 2022 and 2021, we did not enter into any new ongoing R&D funding arrangements. We recognized R&D funding expense of $25.5 million and $126.6 million for the three and nine months ended September 30, 2022, respectively. We recognized R&D funding expense of $90.5 million and $96.3 million for the three and nine months ended September 30, 2021, respectively. During the nine months ended September 30, 2022, R&D funding expense primarily related to upfront and milestone development-stage funding payments of $100.0 million and $25.0 million to acquire royalties on development-stage product candidates from Cytokinetics and Theravance Biopharma, Inc., respectively. During the nine months ended September 30, 2021, we recognized $90.0 million as upfront R&D funding expense in exchange for future royalties on two development-stage products from MorphoSys. |
Borrowings
Borrowings | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Borrowings | Borrowings Our borrowings as of September 30, 2022 and December 31, 2021 consisted of the following (in thousands): Type of Borrowing Date of Issuance Maturity As of September 30, 2022 As of December 31, 2021 Senior Unsecured Notes: $1,000,000, 0.75% (issued at 99.322% of par) 9/2020 9/2023 $ 1,000,000 $ 1,000,000 $1,000,000, 1.20% (issued at 98.875% of par) 9/2020 9/2025 1,000,000 1,000,000 $1,000,000, 1.75% (issued at 98.284% of par) 9/2020 9/2027 1,000,000 1,000,000 $1,000,000, 2.20% (issued at 97.760% of par) 9/2020 9/2030 1,000,000 1,000,000 $600,000, 2.15% (issued at 98.263% of par) 7/2021 9/2031 600,000 600,000 $1,000,000, 3.30% (issued at 95.556% of par) 9/2020 9/2040 1,000,000 1,000,000 $1,000,000, 3.55% (issued at 95.306% of par) 9/2020 9/2050 1,000,000 1,000,000 $700,000, 3.35% (issued at 97.565% of par) 7/2021 9/2051 700,000 700,000 Unamortized debt discount and issuance costs (188,740) (203,930) Total debt carrying value 7,111,260 7,096,070 Less: Current portion of long-term debt (996,583) — Total long-term debt $ 6,114,677 $ 7,096,070 Senior Unsecured Notes On July 26, 2021, we issued $1.3 billion of senior unsecured notes (the “2021 Notes”) comprised of $600.0 million principal amount of notes due September 2031 and $700.0 million principal amount of notes due September 2051. Interest on each series of the 2021 Notes accrues at the respective rate per annum and is payable semi-annually in arrears on March 2 and September 2 of each year, which began on March 2, 2022. The 2021 Notes were issued at a total discount of $27.5 million and we capitalized approximately $12.3 million in debt issuance costs primarily composed of underwriting fees. The 2021 Notes were issued with a weighted average coupon rate and a weighted average effective interest rate of 2.80% and 3.06%, respectively. On September 2, 2020, we issued $6.0 billion of senior unsecured notes (the “2020 Notes” and, together with the 2021 Notes, the “Notes”). We used the net proceeds from the 2020 Notes offering, together with available cash on hand, to repay in full the outstanding principal amounts of term loans under our prior senior secured credit facilities. Interest on each series of the 2020 Notes accrues at the respective rate per annum and is payable semi-annually in arrears on March 2 and September 2 of each year. The 2020 Notes were issued at a total discount of $149.0 million and we capitalized approximately $40.4 million in debt issuance costs primarily comprised of underwriting fees. The 2020 Notes were issued with a weighted average coupon rate and a weighted average effective interest rate of 2.125% and 2.50%, respectively. On August 3, 2021, we completed an exchange offer for the 2020 Notes where certain holders elected to tender their unregistered outstanding notes for freely tradable exchange notes that were registered under the Securities Act of 1933. The Notes may be redeemed at our option at a redemption price equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis at the treasury rate, plus a make-whole premium as defined in the indenture. In each case, accrued and unpaid interest is also required to be redeemed to the date of redemption. Upon the occurrence of a change of control triggering event and downgrade in the rating of our Notes by two of three credit agencies, the holders may require us to repurchase all or part of their Notes at a price equal to 101% of the aggregate principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, to the date of repurchase. Our obligations under the Notes are fully and unconditionally guaranteed by RP Holdings, a non-wholly-owned subsidiary. We are required to comply with certain covenants under our Notes and as of September 30, 2022, we were in compliance with all applicable covenants. As of September 30, 2022 and December 31, 2021, the fair value of our outstanding Notes using Level 2 inputs was approximately $5.6 billion and $7.2 billion, respectively. Senior Unsecured Revolving Credit Facility On September 15, 2021, we entered into an amended and restated revolving credit agreement (the “Credit Agreement”). The Credit Agreement amended and restated the prior credit agreement that our subsidiary RP Holdings, as borrower, entered into on September 18, 2020, which provided for a five-year unsecured revolving credit facility (the “Revolving Credit Facility”) with borrowing capacity of up to $1.5 billion for general corporate purposes. The Credit Agreement extended the maturity of the Revolving Credit Facility to September 15, 2026. As of September 30, 2022 and December 31, 2021, there were no outstanding borrowings under the Revolving Credit Facility. The Revolving Credit Facility is subject to an interest rate, at our option, of either (a) a base rate determined by reference to the highest of (1) the administrative agent’s prime rate, (2) the federal funds effective rate and the overnight bank funding rate, plus 0.5% and (3) the one month adjusted LIBOR, plus 1% or (b) the Eurocurrency Rate or the Alternative Currency Daily Rate (each as defined in the Credit Agreement), plus in each case, the applicable margin. The applicable margin for the Revolving Credit Facility varies based on our public debt rating. Accordingly, the interest rates for the Revolving Credit Facility fluctuates during the term of the facility based on changes in the applicable interest rate and future changes in our public debt rating. The Credit Agreement that governs the Revolving Credit Facility contains certain customary covenants, that among other things, require us to maintain (i) a consolidated leverage ratio at or below 4.00 to 1.00 (or at or below 4.50 to 1.00 following a qualifying material acquisition) of consolidated funded debt to consolidated EBITDA, each as defined and calculated with the ratio level calculated with further adjustments as set forth in the Credit Agreement and (ii) a consolidated coverage ratio at or above 2.50 to 1.00 of consolidated EBITDA to consolidated interest expense, each as defined and calculated with further adjustments as set forth in the Credit Agreement. All obligations under the Revolving Credit Facility are unconditionally guaranteed by us. Noncompliance with the leverage ratio and interest coverage ratio covenants under the Credit Agreement could result in our lenders requiring us to immediately repay all amounts borrowed. If these financial covenants are not satisfied, the Credit Agreement prohibits us from engaging in certain activities, such as incurring additional indebtedness, paying dividends, making certain payments and acquiring and disposing of assets. As of September 30, 2022, RP Holdings was in compliance with these covenants. Principal Payments on the Notes The future principal payments for our borrowings as of September 30, 2022 over the next five years and thereafter are as follows (in thousands): Year Principal Payments Remainder of 2022 $ — 2023 1,000,000 2024 — 2025 1,000,000 2026 — Thereafter 5,300,000 Total (1) $ 7,300,000 |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Capital Structure We have two classes of voting shares: Class A ordinary shares and Class B ordinary shares, each of which has one vote per ordinary share. The Class A ordinary shares and Class B ordinary shares vote together as a single class on all matters submitted to a vote of shareholders, except as otherwise required by applicable law. Our Class B ordinary shares are not publicly traded and holders of Class B ordinary shares only have limited rights to receive a distribution equal to their nominal value upon a liquidation, dissolution or winding up of the Company. As of September 30, 2022, we had 441,104 thousand Class A ordinary shares and 166,118 thousand Class B ordinary shares outstanding. An exchange agreement entered into in connection with the IPO by us, RP Holdings, the Continuing Investors Partnerships, RPI International Partners 2019, LP and EPA Holdings (the “Exchange Agreement”) governs the exchange of RP Holdings Class B Interests held by the Continuing Investors Partnerships for Class A ordinary shares. Pursuant to the Exchange Agreement, RP Holdings Class B interests are exchangeable on a one-for-one basis for Class A ordinary shares on a quarterly basis. Each such exchange also results in the re-designation of the same number of our Class B ordinary shares as deferred shares. As of September 30, 2022, we had outstanding deferred shares of 369,265 thousand. In addition, we have in issue 50 thousand Class R redeemable shares, which do not entitle the holder to voting or dividend rights. The Class R redeemable shares may be redeemed at our option in the future. Any such redemption would be at the nominal value of £1 each. Non-Controlling Interests The net change in the balance of our four non-controlling interests for the three and nine months ended September 30, 2022 and 2021 is as follows (in thousands): RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total June 30, 2022 $ 8,882 $ 1,716,186 $ 2,655,870 $ — $ 4,380,938 Contributions — 1,570 1,400 — 2,970 Distributions (4,175) (95,084) (38,621) — (137,880) Other exchanges — — (61,886) — (61,886) Net Income 1,935 21,432 54,396 — 77,763 Other comprehensive income/(loss): Unrealized gains on available for sale debt securities — 2,294 2,975 — 5,269 Reclassification of unrealized gains on available for sale debt securities — (1,250) (1,621) — (2,871) September 30, 2022 $ 6,642 $ 1,645,148 $ 2,612,513 $ — $ 4,264,303 RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total December 31, 2021 $ 13,528 $ 1,809,269 $ 2,649,154 $ — $ 4,471,951 Contributions — 4,964 4,209 — 9,173 Distributions (20,188) (302,670) (110,964) — (433,822) Other exchanges — — (124,108) — (124,108) Net Income 13,302 133,595 194,281 — 341,178 Other comprehensive income/(loss): Unrealized gains on available for sale debt securities — 4,218 5,520 — 9,738 Reclassification of unrealized gains on available for sale debt securities — (4,228) (5,579) — (9,807) September 30, 2022 $ 6,642 $ 1,645,148 $ 2,612,513 $ — $ 4,264,303 RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total June 30, 2021 $ 20,640 $ 1,894,027 $ 2,757,019 $ — $ 4,671,686 Contributions — 3,300 2,730 — 6,030 Distributions (18,562) (109,780) (31,372) — (159,714) Other exchanges — — (38,305) — (38,305) Net income 13,851 63,424 42,592 — 119,867 Other comprehensive loss: — Unrealized losses on available for sale debt securities — (453) (625) — (1,078) Reclassification of unrealized gains on available for sale debt securities — (2,066) (2,856) — (4,922) September 30, 2021 $ 15,929 $ 1,848,452 $ 2,729,183 $ — $ 4,593,564 RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total December 31, 2020 $ 12,436 $ 1,939,509 $ 3,125,091 $ — $ 5,077,036 Contributions — 13,207 7,596 — 20,803 Distributions (44,691) (332,069) (99,141) — (475,901) Other exchanges — — (589,968) — (589,968) Net income 48,184 233,424 294,098 — 575,706 Other comprehensive income/(loss): Unrealized gains on available for sale debt securities — 1,507 2,505 — 4,012 Reclassification of unrealized gains on available for sale debt securities — (7,126) (10,998) — (18,124) September 30, 2021 $ 15,929 $ 1,848,452 $ 2,729,183 $ — $ 4,593,564 The Continuing Investors Partnerships’ ownership in RP Holdings decreases as the Continuing Investors Partnerships exchange RP Holdings Class B Interests held for Class A ordinary shares. As of September 30, 2022, the Continuing Investors Partnerships owned approximately 27% of RP Holdings with the remaining 73% owned by Royalty Pharma plc. RP Holdings Class C Special Interest Held by EPA Holdings EPA Holdings, an affiliate of the Manager, is entitled to Equity Performance Awards (as defined below) through its RP Holdings Class C Special Interest based on our performance, as determined on a portfolio-by-portfolio basis. Investments made during each two-year period are grouped together as separate portfolios (each, a “Portfolio”). Subject to certain conditions, at the end of each fiscal quarter, EPA Holdings is entitled to a distribution from RP Holdings in respect of each Portfolio equal to 20% of the Net Economic Profit (defined as the aggregate cash receipts for all new portfolio investments in such Portfolio less Total Expenses (defined as interest expense, operating expense and recovery of acquisition cost in respect of such Portfolio)) for such Portfolio for the applicable measuring period (the “Equity Performance Awards”). The Equity Performance Awards will be allocated and paid by RP Holdings to EPA Holdings as the holder of the RP Holdings Class C Special Interest. The Equity Performance Awards will be payable in RP Holdings Class B Interests that will be exchanged upon issuance for Class A ordinary shares. EPA Holdings may also receive a periodic cash advance in respect of the RP Holdings Class C Special Interest to the extent necessary for EPA Holdings or any of its beneficial owners to pay when due any income tax imposed on it or them as a result of holding such RP Holdings Class C Special Interest. We do not expect any material Equity Performance Awards to be payable until certain performance conditions discussed above are met. Dividends The holders of Class A ordinary shares are entitled to receive dividends subject to approval by our board of directors. The holders of Class B ordinary shares do not have any rights to receive dividends; however, RP Holdings Class B Interests are entitled to dividends and distributions from RP Holdings. In the nine months ended September 30, 2022, we declared and paid three quarterly cash dividends of $0.19 per Class A ordinary share for an aggregate amount of $249.1 million to holders of our Class A ordinary shares. In the nine months ended September 30, 2021, we declared and paid three quarterly cash dividends of $0.17 per Class A ordinary share for an aggregate amount of $211.6 million to holders of our Class A ordinary shares. 2020 Independent Directors Equity Incentive Plan On June 15, 2020, our 2020 Independent Director Equity Incentive Plan was approved and became effective, whereby 800 thousand Class A ordinary shares have been reserved for future issuance to our independent directors. RSU Activity and Share-based Compensation We grant RSUs to our independent directors under the 2020 Independent Director Equity Incentive Plan. Share-based compensation expense is recognized on a straight-line basis over the requisite service period of generally one year as part of General and administrative expenses |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to us by the weighted average number of Class A ordinary shares outstanding during the period. Diluted EPS is calculated by dividing net income attributable to us, including the impact of potentially dilutive securities, by the weighted average number of Class A ordinary shares outstanding during the period, including the number of Class A ordinary shares that would have been outstanding if the potentially dilutive securities had been issued. Our Class B ordinary shares, Class R redeemable shares and deferred shares do not share in the earnings or losses attributable to us and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share for Class B ordinary shares, Class R redeemable shares and deferred shares under the two-class method has not been presented. Our outstanding Class B ordinary shares are, however, considered potentially dilutive shares of Class A ordinary shares because Class B ordinary shares, together with the related RP Holdings Class B Interests, are exchangeable into Class A ordinary shares on a one-for-one basis. Potentially dilutive securities also include Class B ordinary shares contingently issuable to EPA Holdings related to Equity Performance Awards and unvested RSUs issued under our 2020 Independent Director Equity Incentive Plan. We use the “if-converted” method to determine the potentially dilutive effect of our outstanding Class B ordinary shares, and the treasury stock method to determine the potentially dilutive effect of the unvested RSUs. For the three and nine months ended September 30, 2022 and 2021, Class B ordinary shares contingently issuable to EPA Holdings were evaluated and were determined not to have any dilutive impact. The following table sets forth reconciliations of the numerators and denominators used to calculate basic and diluted earnings per Class A ordinary share for the three and nine months ended September 30, 2022 and 2021 (in thousands, except per share amounts): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2022 2021 2022 2021 Numerator Consolidated net income $ 220,414 $ 221,796 $ 840,094 $ 1,187,530 Less: Net income attributable to Continuing Investors Partnerships 54,396 42,592 194,281 294,098 Less: Net income attributable to Legacy Investors Partnerships and RPSFT 23,367 77,275 146,897 281,608 Net income attributable to Royalty Pharma plc - basic 142,651 101,929 498,916 611,824 Add: Reallocation of net income attributable to non-controlling interest from the assumed conversion of Class B ordinary shares 54,396 42,592 194,281 294,098 Net income attributable to Royalty Pharma plc - diluted $ 197,047 $ 144,521 $ 693,197 $ 905,922 Denominator Weighted average Class A ordinary shares outstanding - basic 439,293 428,230 436,542 409,253 Add: Dilutive effects as shown separately below Class B ordinary shares exchangeable for Class A ordinary shares 167,927 178,942 170,651 197,881 Unvested RSUs 6 2 16 18 Weighted average Class A ordinary shares outstanding - diluted 607,226 607,174 607,209 607,152 Earnings per Class A ordinary share - basic $ 0.32 $ 0.24 $ 1.14 $ 1.49 Earnings per Class A ordinary share - diluted $ 0.32 $ 0.24 $ 1.14 $ 1.49 |
Indirect Cash Flow
Indirect Cash Flow | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Indirect Cash Flow | Indirect Cash Flow Adjustments to reconcile consolidated net income to net cash provided by operating activities are summarized below (in thousands): For the Nine Months Ended September 30, 2022 2021 Cash flow from operating activities: Consolidated net income $ 840,094 $ 1,187,530 Adjustments to reconcile consolidated net income to net cash provided by operating activities: Income from financial royalty assets (1,578,555) (1,538,871) Provision for changes in expected cash flows from financial royalty assets 595,396 186,337 Amortization of intangible assets 5,670 17,200 Amortization of debt discount and issuance costs 16,026 14,822 (Gains)/losses on derivative financial instruments (97,590) 21,436 Losses on equity securities 22,970 17,980 Equity in losses/(earnings) of equity method investees 2,117 (18,532) Distributions from equity method investees 33,316 28,213 Loss on extinguishment of debt — 358 Share-based compensation 1,587 1,939 Interest income accretion (24,053) (40,545) Gains on available for sale debt securities (97,985) (8,246) Termination of derivative financial instruments — (16,093) Other 3,443 3,263 Decrease/(increase) in operating assets: Cash collected on financial royalty assets 1,843,899 1,733,147 Accrued royalty receivable 37,574 (26,502) Other royalty income receivable (4,108) (7,833) Other current assets and other assets 8,253 (473) Increase/(decrease) in operating liabilities: Accounts payable and accrued expenses 10,492 (2,138) Interest payable (44,497) (25,413) Net cash provided by operating activities $ 1,574,049 $ 1,527,579 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Funding Commitments We have various funding commitments as of September 30, 2022 as described below. See Note 3–Available for Sale Debt Securities for additional discussion of the respective arrangements. Cytokinetics Commercial Launch Funding As of September 30, 2022, $250 million of the Cytokinetics Commercial Launch Funding remained unfunded. Cytokinetics is required to draw $50 million if a certain contingency is met and has the option to draw the remaining $200 million upon the occurrence of certain regulatory and clinical development milestones. As of September 30, 2022, we expect $125 million of the optional $200 million to remain available under the Cytokinetics Commercial Launch Funding due to the likelihood that certain regulatory milestones will not be met by December 31, 2022. Series B Biohaven Preferred Shares As of September 30, 2022, we have a remaining commitment of $85.8 million under the Commercial Launch Preferred Equity to purchase 1,713 shares of Series B Biohaven Preferred Shares. On October 3, 2022, Pfizer acquired Biohaven which was a change of control event that accelerated the issuance and redemption of all unissued Series B Biohaven Preferred Shares. In connection with the completion of Pfizer’s acquisition of Biohaven, we have no remaining commitment related to the Series B Biohaven Preferred Shares. Other Commitments We have commitments to advance funds to counterparties through our investment in the Avillion Entities. Please refer to Note 8–Non-Consolidated Affiliates for details of these arrangements. We also have requirements to make Operating and Personnel Payments over the life of the Management Agreement as described in Note 15–Related Party Transactions, which are variable and primarily based on cash receipts. Indemnifications In the ordinary course of our business, we may enter into contracts or agreements that contain customary indemnifications relating to such things as confidentiality agreements and representations as to corporate existence and authority to enter into contracts. The maximum exposure under such agreements is indeterminable until a claim, if any, is made. However, no such claims have been made against us to date and we believe that the likelihood of such occurrences taking place in the future is remote. Legal Proceedings We are a party to legal actions with respect to a variety of matters in the ordinary course of business. Some of these proceedings may be based on complex claims involving substantial uncertainties and unascertainable damages. Unless otherwise noted, it is not possible to determine the probability of loss or estimate damages, and therefore we have not established accruals for any of these proceedings on our condensed consolidated balance sheets. When we determine that a loss is both probable and reasonably estimable, we record a liability, and, if the liability is material, we disclose the amount of the liability reserved. We do not believe the outcome of any existing legal proceedings to which we are a party, either individually or in the aggregate, will adversely affect our business, financial condition or results of operations. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Manager The Manager is the investment manager of Royalty Pharma plc and its subsidiaries. The sole member of the Manager, Pablo Legorreta, holds an interest in us and serves as our Chief Executive Officer and Chairman of our board of directors. Pursuant to the Management Agreement, we pay quarterly operating and personnel expenses to the Manager or its affiliates (“Operating and Personnel Payments”) equal to 6.5% of the cash receipts from royalty investments for such quarter and 0.25% of the value of our security investments under GAAP as of the end of such quarter. The operating and personnel payments for Old RPI, an obligation of the Legacy Investors Partnerships as a non-controlling interest in Old RPI and for which the expense is reflected on our consolidated net income, is calculated as the greater of $1 million per quarter and 0.3125% of Royalty Investments (as defined in the limited partnership agreements of the Legacy Investor Partnerships) during the previous twelve calendar months. During the three and nine months ended September 30, 2022, total operating and personnel payments incurred were $40.6 million and $117.8 million, respectively, including the amounts attributable to Old RPI, and were recognized within General and administrative expenses in the condensed consolidated statements of operations. During the three and nine months ended September 30, 2021, total operating and personnel payments incurred were $39.9 million and $108.0 million, respectively, including the amounts attributable to Old RPI, and were recognized within General and administrative expenses in the condensed consolidated statements of operations. Distributions Payable to Non-Controlling Interests The distributions payable to non-controlling interests represent the contractual cash flows required to be distributed based on the Legacy Investors Partnerships’ non-controlling interest in Old RPI and RPSFT’s non-controlling interest in RPCT. The distributions payable to non-controlling interests include the following (in thousands): As of September 30, 2022 As of December 31, 2021 Due to Legacy Investors Partnerships $ 98,601 $ 92,608 Due to RPSFT 7,130 15,326 Total distributions payable to non-controlling interests $ 105,731 $ 107,934 Acquisition from Bristol Myers Squibb In November 2017, RPI Acquisitions, a consolidated subsidiary, entered into a purchase agreement with Bristol Myers Squibb (“BMS”) to acquire from BMS a percentage of its future royalties on worldwide sales of Onglyza, Farxiga and related diabetes products marketed by AstraZeneca (the “Purchase Agreement”). On December 8, 2017, RPI Acquisitions entered into a purchase, sale and assignment agreement (“Assignment Agreement”) with a wholly-owned subsidiary of BioPharma Credit PLC (“BPCR”), an entity related to us. Under the terms of the Assignment Agreement, RPI Acquisitions assigned the benefit of 50% of the payment stream acquired from BMS to BPCR in consideration for BPCR meeting 50% of the funding obligations owed to BMS under the Purchase Agreement. As of September 30, 2022 and December 31, 2021, the financial royalty asset of $110.9 million and $130.9 million, respectively, on the condensed consolidated balance sheets represents only our right to the future payment streams acquired from BMS. Other Transactions Henry Fernandez, the lead independent director of our board of directors, serves as the chairman and chief executive officer of MSCI Inc. (“MSCI”). On April 16, 2021, we entered into an agreement with MSCI with an initial term of seven years to assist MSCI in the design of a classification framework and index methodologies in order to expand MSCI’s thematic index suite with the launch of new indexes. In return, we will receive a percentage of MSCI’s revenues from those indexes. No amounts were due from MSCI as of both September 30, 2022 and December 31, 2021. The financial impact associated with this transaction has not been material to date. In connection with the Exchange Offer Transactions, we acquired the Legacy SLP Interest from the Continuing Investors Partnerships in exchange for issuing shares in our subsidiary. As a result, we became a special limited partner in the Legacy Investors Partnerships. The Legacy Investors Partnerships own a non-controlling interest in Old RPI. Refer to Note 8–Non-Consolidated Affiliates for additional discussion of the Legacy SLP Interest and our investments in other non-consolidated entities. RPIFT owns 27,210 limited partnership interests in the Continuing Investors Partnership whose only substantive operations are their investment in our subsidiaries. The total investment of $4.3 million is recorded as treasury interests, of which $1.5 million and $1.6 million were held by non-controlling interests as of September 30, 2022 and December 31, 2021, respectively. Based on its ownership percentage of RP Holdings relative to the Company, each Continuing Investor Partnership pays a pro rata portion of any costs and expenses in connection with the contemplation of, formation of, listing and ongoing operation of us and any of our subsidiaries, including any third-party expenses of managing us and any of our subsidiaries, such as accounting, audit, legal, reporting, compliance, administration (including directors’ fees), financial advisory, consulting, investor relations and insurance expenses relating to our affairs and those of any subsidiary. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In October 2022, we entered into a R&D funding agreement with MSD International Business GmbH (“Merck”) to co-fund the development of MK-8189, an investigational oral PDE10A inhibitor currently being evaluated in a Phase 2b study for the treatment of schizophrenia. We funded $50 million upon closing, and if Merck decides to proceed with Phase 3. we have the option to fund up to an additional $375 million. In exchange, we are eligible to receive milestone payments upon certain regulatory approvals and royalties on annual worldwide sales of any approved product. In October 2022, GSK plc (“GSK”) announced that the limited efficacy demonstrated in the ContRAst Phase 3 program does not support a suitable benefit/risk profile for otilimab as a potential treatment for rheumatoid arthritis. As a result, GSK has decided not to progress with regulatory submissions. Following this announcement, we wrote off the financial royalty asset associated with otilimab, which had a carrying value of $160.1 million as of September 30, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Preparation | The accompanying unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, all adjustments considered necessary to present fairly the results of the interim periods have been included and consist only of normal and recurring adjustments. Certain information and footnote disclosures have been condensed or omitted as permitted under GAAP. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2021, included in our Annual Report on Form 10-K. |
Use of Estimates | The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of income, revenues and expenses during the reporting period. Actual results may differ from those estimates. The results for the interim periods are not necessarily indicative of results for the full year. We continue to monitor the impact from the COVID-19 pandemic on our operational and financial performance. To date, certain marketers have commented that the performance of products on which we own royalties have been impacted by the COVID-19 pandemic. However, the COVID-19 pandemic has not had a material impact on our results of operations and liquidity and we do not believe it is reasonably likely to in the future. |
Basis of Consolidation | The unaudited condensed consolidated financial statements include the accounts of Royalty Pharma plc and all majority-owned and controlled subsidiaries, as well as variable interest entities, where we are the primary beneficiary. We consolidate based upon evaluation of our power, through voting rights or similar rights, to direct the activities of another entity that most significantly impact the entity’s economic performance. For consolidated entities where we own or are exposed to less than 100% of the economics of such entity, we record Net income attributable to non-controlling interests on our condensed consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. We report non-controlling interests related to the portion of ownership interests of consolidated subsidiaries not owned by us which are attributable to: (1) the Legacy Investors Partnerships’ ownership of approximately 18% in Old RPI, (2) the Continuing Investors Partnerships’ ownership in RP Holdings through their ownership of RP Holdings Class B Interests, (3) a de minimis interest in RPCT held by RPSFT and (4) RPI EPA Holdings, LP’s (“EPA Holdings”) ownership of the RP Holdings’ Class C ordinary share (the “RP Holdings Class C Special Interest”). Income will not be allocated to EPA Holdings until certain performance conditions are met. |
Concentrations of Credit Risk | Financial instruments that subject us to significant concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities, available for sale securities, financial royalty assets, derivatives and receivables. Our cash management and investment policy limits investment instruments to investment-grade securities with the objective to preserve capital and to maintain liquidity until the funds are needed for operations. Our cash and cash equivalents and marketable securities balances as of September 30, 2022 and December 31, 2021 were held with State Street, Bank of America and Scotiabank. Our primary operating accounts significantly exceed the Federal Deposit Insurance Corporation limits.The majority of our financial royalty assets and receivables arise from contractual royalty agreements that entitle us to royalties on the sales of underlying biopharmaceutical products in the United States, Europe and the rest of the world, with concentrations of credit risk limited due to the broad range of marketers responsible for paying royalties to us and the variety of geographies from which our royalties on product sales are derived. The products in which we hold royalties are marketed by leading industry participants, including, among others, Vertex, Biogen, AbbVie, Johnson & Johnson, Merck & Co., Pfizer, Astellas, Novartis and Gilead. |
Fair Value Measurements | Fair Value Hierarchy We determine the fair value of assets and liabilities using the fair value hierarchy, which establishes three levels of inputs that may be used to measure fair value as follows: • Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. • Level 2: Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. • Level 3: Prices or valuation that require inputs that are both significant to the fair value measurement and unobservable. Our financial instruments consist primarily of cash and cash equivalents, marketable securities, equity securities, derivatives, available for sale debt securities, royalty interests and long-term debt. Cash and cash equivalents, marketable securities, equity securities, derivatives, available for sale debt securities and certain royalty interests are reported at their respective fair values on our condensed consolidated balance sheets. For financial instruments which are carried at fair value, the level in the fair value hierarchy is based on the lowest level of inputs that is significant to the fair value measurement in its entirety. Outstanding borrowings and non-current financial royalty assets are reported at their amortized costs on our condensed consolidated balance sheets, for which fair values are disclosed. The remaining financial instruments are reported on our condensed consolidated balance sheets at amounts that approximate fair values. |
Available for Sale Debt Secur_2
Available for Sale Debt Securities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available for Sale Debt Securities | The table below summarizes our available for sale debt securities recorded at fair value as of September 30, 2022 and December 31, 2021 (in thousands): Cost Unrealized Gains/(Losses) Fair Value Current Assets Non-Current Assets Current Liabilities Non-Current Liabilities (3) Total As of September 30, 2022 Debt securities (1) $ 584,824 $ 98,007 $ 682,831 $ 343,031 $ 339,800 $ — $ — $ 682,831 Forwards (2) — 66,316 66,316 66,316 — — — 66,316 Funding commitments (2) (9,400) (500) (9,900) — — — (9,900) (9,900) Total available for sale debt securities $ 575,424 $ 163,823 $ 739,247 $ 409,347 $ 339,800 $ — $ (9,900) $ 739,247 As of December 31, 2021 Debt securities (1) $ 204,509 $ 49,191 $ 253,700 $ 66,000 $ 187,700 $ — $ — $ 253,700 Forwards (2) — 16,700 16,700 — 16,700 — — 16,700 Total available for sale debt securities $ 204,509 $ 65,891 $ 270,400 $ 66,000 $ 204,400 $ — $ — $ 270,400 (1) The cost for the Series A Biohaven Preferred Shares represents amortized cost. The cost for the Series B Biohaven Preferred Shares represents the amounts paid to purchase the instruments. The cost of the Development Funding Bonds represents the amounts funded. The cost associated with the funded Cytokinetics Commercial Launch Funding reflects the fair value on the purchase date. (2) There are no costs associated with the forwards. The cost associated with the funding commitments represents the fair value on the purchase date. (3) Reflected within Other liabilities |
Fair Value Measurements and F_2
Fair Value Measurements and Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Hierarchy | The following table summarizes assets and liabilities measured at fair value on a recurring basis at the dates indicated, classified in accordance with the fair value hierarchy described above (in thousands): As of September 30, 2022 As of December 31, 2021 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market funds $ — $ — $ — $ — $ 598,253 $ — $ — $ 598,253 Commercial paper — — — — — 13,997 — 13,997 Certificates of deposit — — — — — 40,954 — 40,954 Marketable securities Commercial paper — 27,750 — 27,750 — 207,457 — 207,457 Certificates of deposit — 88,087 — 88,087 — 374,415 — 374,415 U.S. government securities — 24,089 — 24,089 — — — — Available for sale debt securities Debt securities (1) — — 343,031 343,031 — — 66,000 66,000 Forwards (2) — — 66,316 66,316 — — — — Derivative instruments (3) — — 84,860 84,860 — — — — Total current assets $ — $ 139,926 $ 494,207 $ 634,133 $ 598,253 $ 636,823 $ 66,000 $ 1,301,076 Equity securities 244,524 — 18,296 262,820 226,787 — 43,013 269,800 Available for sale debt securities Debt securities (1) — — 339,800 339,800 — — 187,700 187,700 Forwards (2) — — — — — — 16,700 16,700 Derivative instruments (3) — — 12,730 12,730 — — — — Royalty at fair value (4) — — 13,937 13,937 — — — — Total non-current assets $ 244,524 $ — $ 384,763 $ 629,287 $ 226,787 $ — $ 247,413 $ 474,200 Liabilities: Available for sale debt securities Funding commitments (5) — — (9,900) (9,900) — — — — Total non-current liabilities $ — $ — $ (9,900) $ (9,900) $ — $ — $ — $ — (1) Reflects the fair value of the Series A Biohaven Preferred Shares and Series B Biohaven Preferred Shares. As of September 30, 2022, amounts also include the fair value of the funded portion of the Cytokinetics Commercial Launch Funding and the Development Funding Bonds. (2) Reflects the fair value of our obligations to fund the acquisitions of the Series B Biohaven Preferred Shares as recorded within current assets as of September 30, 2022 and within non-current assets as of December 31, 2021. As of December 31, 2021, the amount also reflects the fair value of our obligations to fund the Development Funding Bonds as recorded within non-current assets. (3) Related to the Milestone Acceleration Option (defined below) recorded within Other current assets and Other assets on the condensed consolidated balance sheet. (4) Recorded within Other assets on the condensed consolidated balance sheet. See Note 8–Non-Consolidated Affiliates for additional discussion. (5) Related to the fair value of the Cytokinetics Funding Commitments as reflected within Other liabilities |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The tables presented below summarize the change in the combined fair value (current and non-current) of Level 3 financial instruments, which relate to equity securities, a royalty interest, derivative instruments and available for sale debt securities, including the underlying securities, forwards and funding commitments (in thousands): For the Three Months Ended September 30, 2022 For the Three Months Ended September 30, 2021 Equity Securities Debt Securities Forwards Funding Commitments Derivative Instruments Royalty at Fair Value Debt Securities Forwards Balance at the beginning of the period $ 28,785 $ 363,000 $ 28,100 $ (8,100) $ 71,800 $ 21,215 $ 240,400 $ 30,800 Purchases — 314,579 — — — — 17,585 — Losses on initial recognition (1) — (8,800) — — — — — — Losses on equity securities (10,489) — — — — — — — Gains on derivative financial instruments — — — — 25,790 — — — Unrealized gains/(losses) on available for sale debt securities included in other comprehensive income/(losses) (2) — 13,050 — — — — (2,575) — Gains/(losses) on available for sale debt securities included in earnings (3) — 14,200 40,643 (1,800) — — (200) (14,685) Other non-operating expense — — — — — (7,278) — — Settlement of forwards (4) — 2,427 (2,427) — — — 4,215 (4,215) Redemption of debt securities — (15,625) — — — — (15,625) — Balance at the end of the period $ 18,296 $ 682,831 $ 66,316 $ (9,900) $ 97,590 $ 13,937 $ 243,800 $ 11,900 (1) Represents the difference in (a) the fair value of the Additional Funding (as defined above) of the Development Funding Bonds and (b) the actual additional funded amount of $150 million. Refer to footnote (3) below for discussion on the change in fair value of the Development Funding Bond Forward. (2) Related to Series A Biohaven Preferred Shares. (3) Amounts reflect changes in the fair values of the Series B Biohaven Preferred Shares, Series B Forwards, and Development Funding Bond Forward. For the three months ended September 30, 2022, amounts also reflect the change in the fair value of the funded portion of the Cytokinetics Commercial Launch Funding and the Cytokinetics Funding Commitments. (4) Amounts reflect the fair value attributed to the Series B Forwards that were settled as we acquired the Series B Biohaven Preferred Shares, which is included in the fair value of the Series B Biohaven Preferred Shares. Amounts also reflect the fair value attributed to the Development Funding Bond Forward that was settled upon funding the Development Funding Bonds in the three months ended September 30, 2022, which is included in the fair value of the Development Funding Bonds. For the Nine Months Ended September 30, 2022 For the Nine Months Ended September 30, 2021 Equity Securities Debt Securities Forwards Funding Commitments Derivative Instruments Royalty at Fair Value Debt Securities Forwards Balance at the beginning of the period $ 43,013 $ 253,700 $ 16,700 $ — $ — $ — $ 214,400 $ 18,600 Purchases 28,785 393,737 — — — 21,215 52,755 — Gains/(losses) on initial recognition (1) — 600 — (9,400) — — — — Losses on equity securities (12,810) — — — — — — — Gains on derivative financial instruments — — — — 97,590 — — — Unrealized gains on available for sale debt securities included in other comprehensive losses (2) — 24,000 — — — — 8,574 — Gains/(losses) on available for sale debt securities included in earnings (3) — 44,400 62,885 (500) — — 301 7,945 Other non-operating expense — — — — — (7,278) — — Settlement of forwards (4) — 13,269 (13,269) — — — 14,645 (14,645) Transfer out of Level 3 (5) (40,692) — — — — — — — Redemption of debt securities — (46,875) — — — — (46,875) — Balance at the end of the period $ 18,296 $ 682,831 $ 66,316 $ (9,900) $ 97,590 $ 13,937 $ 243,800 $ 11,900 (1) Represents purchase price allocation to arrive at the appropriate fair value on initial recognition. Amounts also represent the difference in (a) the fair value of the Additional Funding (as defined above) of the Development Funding Bonds and (b) the actual additional funded amount of $150 million. Refer to footnote (3) below for discussion on the change in fair value of the Development Funding Bond Forward. (2) Related to Series A Biohaven Preferred Shares. (3) Amounts reflect changes in the fair values of the Series B Biohaven Preferred Shares, Series B Forwards and Development Funding Bond Forward. For the nine months ended September 30, 2022, amounts also reflect the change in the fair value of the funded portion of the Cytokinetics Commercial Launch Funding and the Cytokinetics Funding Commitments. (4) Amounts reflect the fair value attributed to the Series B Forwards that were settled as we acquired the Series B Biohaven Preferred Shares, which is included in the fair value of the Series B Biohaven Preferred Shares. Amounts also reflect the fair value attributed to the Development Funding Bond Forward that was settled upon funding the Development Funding Bonds in the three months ended September 30, 2022, which is included in the fair value of the Development Funding Bonds. (5) Related to transfer restriction expiration of BioCryst common stock. |
Fair Value Disclosure of Asset and Liability Not Measured at Fair Value | Estimated fair values based on Level 3 inputs and related carrying values for the non-current portion of financial royalty assets as of September 30, 2022 and December 31, 2021 are presented below (in thousands): As of September 30, 2022 As of December 31, 2021 Fair Value Carrying Value, net Fair Value Carrying Value, net Financial royalty assets, net $ 18,490,959 $ 14,287,399 $ 19,047,183 $ 13,718,245 |
Financial Royalty Assets (Table
Financial Royalty Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
Summary of Financial Royalty Assets, Net | The gross carrying value, cumulative allowance for changes in expected cash flows, exclusive of the allowance for credit losses, and net carrying value for the current and non-current portion of financial royalty assets as of September 30, 2022 and December 31, 2021 are as follows (in thousands): As of September 30, 2022 Estimated Royalty Duration (1) Gross Carrying Value Cumulative Allowance for Changes in Expected Cash Flows (Note 6) Net Carrying Value (4) Cystic fibrosis franchise 2037 (2) $ 5,343,413 $ — $ 5,343,413 Tysabri (3) 1,722,204 (119,691) 1,602,513 Trelegy 2029-2030 1,298,901 — 1,298,901 Imbruvica 2027-2032 1,441,303 (550,915) 890,388 Tremfya 2031-2032 885,917 — 885,917 Xtandi 2027-2028 1,032,627 (226,217) 806,410 Other 2023-2040 5,523,607 (1,195,662) 4,327,945 Total $ 17,247,972 $ (2,092,485) $ 15,155,487 Less: Cumulative allowance for credit losses (Note 6) (192,231) Total financial royalty assets, net $ 14,963,256 (1) Durations shown represent our estimates as of the current reporting date of when a royalty will substantially end, which may depend on clinical trial results, regulatory approvals, contractual terms, commercial developments, estimates of patent expiration dates (which may include estimated patent term extensions) or other factors and may vary by geography. There can be no assurances that our royalties will expire when expected. (2) Royalty is perpetual; year shown represents Trikafta expected patent expiration and potential sales decline based on timing of potential generic entry. (3) RPIFT acquired a perpetual royalty on net sales of Tysabri. We have applied an end date of 2031 for purposes of accreting income over the royalty term, which is periodically reviewed. (4) The net carrying value by asset is presented before the allowance for credit losses. Refer to Note 6–Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets for additional information. As of December 31, 2021 Estimated Royalty Duration (1) Gross Carrying Value Cumulative Allowance for Changes in Expected Cash Flows (Note 6) Net Carrying Value (5) Cystic fibrosis franchise 2037 (2) $ 5,335,641 $ (48,636) $ 5,287,005 Tysabri (3) 1,846,069 (16,617) 1,829,452 Imbruvica 2027-2032 1,438,730 (236,871) 1,201,859 Xtandi 2027-2028 1,100,065 (172,101) 927,964 Tremfya 2031-2032 881,671 — 881,671 Evrysdi 2030-2035 (4) 727,774 — 727,774 Other 2023-2040 4,697,591 (909,916) 3,787,675 Total $ 16,027,541 $ (1,384,141) $ 14,643,400 Less: Cumulative allowance for credit losses (Note 6) (310,804) Total financial royalty assets, net $ 14,332,596 (1) Durations shown represent our estimates as of the current reporting date of when a royalty will substantially end, which may depend on clinical trial results, regulatory approvals, contractual terms, commercial developments, estimates of patent expiration dates (which may include estimated patent term extensions) or other factors and may vary by geography. There can be no assurances that our royalties will expire when expected. (2) Royalty is perpetual; year shown represents Trikafta expected patent expiration and potential sales decline based on timing of potential generic entry. (3) RPIFT acquired a perpetual royalty on net sales of Tysabri. We have applied an end date of 2031 for purposes of accreting income over the royalty term, which is periodically reviewed. (4) Key patents on Evrysdi in the United States expire in 2035, but our royalty will cease when aggregate royalties paid to us equal $1.3 billion. (5) The net carrying value by asset is presented before the allowance for credit losses. Refer to Note 6–Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets for additional information. |
Cumulative Allowance and the _2
Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Credit Loss [Abstract] | |
Schedule of Cumulative Allowance for Changes in Expected Cash Flows | The following table sets forth the activity in the cumulative allowance for changes in expected cash flows from financial royalty assets, inclusive of the cumulative allowance for credit losses, as of the dates indicated (in thousands): Activity for the Period Balance at December 31, 2021 (1) $ (1,694,945) Increases to the cumulative allowance for changes in expected cash flows from financial royalty assets (987,507) Decreases to the cumulative allowance for changes in expected cash flows from financial royalty assets 273,538 Write-off of cumulative allowance 5,625 Current period provision for credit losses, net (2) 118,573 Balance at September 30, 2022 $ (2,284,716) (1) Includes $310.8 million related to cumulative allowance for credit losses. (2) In the nine months ended September 30, 2022, the provision income for credit losses was primarily related to a change in the payor for a particular product and a significant decline in the value of the Tazverik financial royalty asset. |
Intangible Royalty Assets, Net
Intangible Royalty Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Royalty Interests | The following tables summarize the cost, accumulated amortization and net carrying value of our intangible royalty assets as of September 30, 2022 and December 31, 2021 (in thousands): As of September 30, 2022 Cost Accumulated Amortization Net Carrying Value DPP-IV patents $ 606,216 $ 606,216 $ — Total intangible royalty assets $ 606,216 $ 606,216 $ — As of December 31, 2021 Cost Accumulated Amortization Net Carrying Value DPP-IV patents $ 606,216 $ 600,546 $ 5,670 Total intangible royalty assets $ 606,216 $ 600,546 $ 5,670 |
Borrowings (Tables)
Borrowings (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Borrowings | Our borrowings as of September 30, 2022 and December 31, 2021 consisted of the following (in thousands): Type of Borrowing Date of Issuance Maturity As of September 30, 2022 As of December 31, 2021 Senior Unsecured Notes: $1,000,000, 0.75% (issued at 99.322% of par) 9/2020 9/2023 $ 1,000,000 $ 1,000,000 $1,000,000, 1.20% (issued at 98.875% of par) 9/2020 9/2025 1,000,000 1,000,000 $1,000,000, 1.75% (issued at 98.284% of par) 9/2020 9/2027 1,000,000 1,000,000 $1,000,000, 2.20% (issued at 97.760% of par) 9/2020 9/2030 1,000,000 1,000,000 $600,000, 2.15% (issued at 98.263% of par) 7/2021 9/2031 600,000 600,000 $1,000,000, 3.30% (issued at 95.556% of par) 9/2020 9/2040 1,000,000 1,000,000 $1,000,000, 3.55% (issued at 95.306% of par) 9/2020 9/2050 1,000,000 1,000,000 $700,000, 3.35% (issued at 97.565% of par) 7/2021 9/2051 700,000 700,000 Unamortized debt discount and issuance costs (188,740) (203,930) Total debt carrying value 7,111,260 7,096,070 Less: Current portion of long-term debt (996,583) — Total long-term debt $ 6,114,677 $ 7,096,070 |
Schedule of Repayments of Debt by Year | The future principal payments for our borrowings as of September 30, 2022 over the next five years and thereafter are as follows (in thousands): Year Principal Payments Remainder of 2022 $ — 2023 1,000,000 2024 — 2025 1,000,000 2026 — Thereafter 5,300,000 Total (1) $ 7,300,000 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of Balance Of Non-controlling Interests | The net change in the balance of our four non-controlling interests for the three and nine months ended September 30, 2022 and 2021 is as follows (in thousands): RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total June 30, 2022 $ 8,882 $ 1,716,186 $ 2,655,870 $ — $ 4,380,938 Contributions — 1,570 1,400 — 2,970 Distributions (4,175) (95,084) (38,621) — (137,880) Other exchanges — — (61,886) — (61,886) Net Income 1,935 21,432 54,396 — 77,763 Other comprehensive income/(loss): Unrealized gains on available for sale debt securities — 2,294 2,975 — 5,269 Reclassification of unrealized gains on available for sale debt securities — (1,250) (1,621) — (2,871) September 30, 2022 $ 6,642 $ 1,645,148 $ 2,612,513 $ — $ 4,264,303 RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total December 31, 2021 $ 13,528 $ 1,809,269 $ 2,649,154 $ — $ 4,471,951 Contributions — 4,964 4,209 — 9,173 Distributions (20,188) (302,670) (110,964) — (433,822) Other exchanges — — (124,108) — (124,108) Net Income 13,302 133,595 194,281 — 341,178 Other comprehensive income/(loss): Unrealized gains on available for sale debt securities — 4,218 5,520 — 9,738 Reclassification of unrealized gains on available for sale debt securities — (4,228) (5,579) — (9,807) September 30, 2022 $ 6,642 $ 1,645,148 $ 2,612,513 $ — $ 4,264,303 RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total June 30, 2021 $ 20,640 $ 1,894,027 $ 2,757,019 $ — $ 4,671,686 Contributions — 3,300 2,730 — 6,030 Distributions (18,562) (109,780) (31,372) — (159,714) Other exchanges — — (38,305) — (38,305) Net income 13,851 63,424 42,592 — 119,867 Other comprehensive loss: — Unrealized losses on available for sale debt securities — (453) (625) — (1,078) Reclassification of unrealized gains on available for sale debt securities — (2,066) (2,856) — (4,922) September 30, 2021 $ 15,929 $ 1,848,452 $ 2,729,183 $ — $ 4,593,564 RPSFT Legacy Investors Partnerships Continuing Investors Partnerships EPA Holdings Total December 31, 2020 $ 12,436 $ 1,939,509 $ 3,125,091 $ — $ 5,077,036 Contributions — 13,207 7,596 — 20,803 Distributions (44,691) (332,069) (99,141) — (475,901) Other exchanges — — (589,968) — (589,968) Net income 48,184 233,424 294,098 — 575,706 Other comprehensive income/(loss): Unrealized gains on available for sale debt securities — 1,507 2,505 — 4,012 Reclassification of unrealized gains on available for sale debt securities — (7,126) (10,998) — (18,124) September 30, 2021 $ 15,929 $ 1,848,452 $ 2,729,183 $ — $ 4,593,564 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth reconciliations of the numerators and denominators used to calculate basic and diluted earnings per Class A ordinary share for the three and nine months ended September 30, 2022 and 2021 (in thousands, except per share amounts): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2022 2021 2022 2021 Numerator Consolidated net income $ 220,414 $ 221,796 $ 840,094 $ 1,187,530 Less: Net income attributable to Continuing Investors Partnerships 54,396 42,592 194,281 294,098 Less: Net income attributable to Legacy Investors Partnerships and RPSFT 23,367 77,275 146,897 281,608 Net income attributable to Royalty Pharma plc - basic 142,651 101,929 498,916 611,824 Add: Reallocation of net income attributable to non-controlling interest from the assumed conversion of Class B ordinary shares 54,396 42,592 194,281 294,098 Net income attributable to Royalty Pharma plc - diluted $ 197,047 $ 144,521 $ 693,197 $ 905,922 Denominator Weighted average Class A ordinary shares outstanding - basic 439,293 428,230 436,542 409,253 Add: Dilutive effects as shown separately below Class B ordinary shares exchangeable for Class A ordinary shares 167,927 178,942 170,651 197,881 Unvested RSUs 6 2 16 18 Weighted average Class A ordinary shares outstanding - diluted 607,226 607,174 607,209 607,152 Earnings per Class A ordinary share - basic $ 0.32 $ 0.24 $ 1.14 $ 1.49 Earnings per Class A ordinary share - diluted $ 0.32 $ 0.24 $ 1.14 $ 1.49 |
Indirect Cash Flow (Tables)
Indirect Cash Flow (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | Adjustments to reconcile consolidated net income to net cash provided by operating activities are summarized below (in thousands): For the Nine Months Ended September 30, 2022 2021 Cash flow from operating activities: Consolidated net income $ 840,094 $ 1,187,530 Adjustments to reconcile consolidated net income to net cash provided by operating activities: Income from financial royalty assets (1,578,555) (1,538,871) Provision for changes in expected cash flows from financial royalty assets 595,396 186,337 Amortization of intangible assets 5,670 17,200 Amortization of debt discount and issuance costs 16,026 14,822 (Gains)/losses on derivative financial instruments (97,590) 21,436 Losses on equity securities 22,970 17,980 Equity in losses/(earnings) of equity method investees 2,117 (18,532) Distributions from equity method investees 33,316 28,213 Loss on extinguishment of debt — 358 Share-based compensation 1,587 1,939 Interest income accretion (24,053) (40,545) Gains on available for sale debt securities (97,985) (8,246) Termination of derivative financial instruments — (16,093) Other 3,443 3,263 Decrease/(increase) in operating assets: Cash collected on financial royalty assets 1,843,899 1,733,147 Accrued royalty receivable 37,574 (26,502) Other royalty income receivable (4,108) (7,833) Other current assets and other assets 8,253 (473) Increase/(decrease) in operating liabilities: Accounts payable and accrued expenses 10,492 (2,138) Interest payable (44,497) (25,413) Net cash provided by operating activities $ 1,574,049 $ 1,527,579 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The distributions payable to non-controlling interests represent the contractual cash flows required to be distributed based on the Legacy Investors Partnerships’ non-controlling interest in Old RPI and RPSFT’s non-controlling interest in RPCT. The distributions payable to non-controlling interests include the following (in thousands): As of September 30, 2022 As of December 31, 2021 Due to Legacy Investors Partnerships $ 98,601 $ 92,608 Due to RPSFT 7,130 15,326 Total distributions payable to non-controlling interests $ 105,731 $ 107,934 |
Organization and Purpose (Detai
Organization and Purpose (Details) | Feb. 11, 2020 | Feb. 29, 2020 |
RPCT | ||
Subsidiary, Sale of Stock [Line Items] | ||
Ownership percentage (as a percent) | 66% | |
Legacy Investors Partnerships | Old RPI | ||
Subsidiary, Sale of Stock [Line Items] | ||
Noncontrolling interest (percentage) | 18% | |
RPSFT | RPCT | ||
Subsidiary, Sale of Stock [Line Items] | ||
Noncontrolling interest (percentage) | 34% | |
Exchange Offer Transaction | Old RPI | ||
Subsidiary, Sale of Stock [Line Items] | ||
Ownership percentage (as a percent) | 82% | |
Exchange Offer Transaction | Legacy Investors Partnerships | ||
Subsidiary, Sale of Stock [Line Items] | ||
Exchange offering, ownership percentage | 82% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | Feb. 29, 2020 | |
Customer Concentration Risk | Current portion of Financial royalty assets | Vertex | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk (as a percent) | 31% | 32% | |
Legacy Investors Partnerships | Old RPI | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Noncontrolling interest (percentage) | 18% |
Available for Sale Debt Secur_3
Available for Sale Debt Securities - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Oct. 03, 2022 | Jan. 07, 2022 USD ($) tranche | Aug. 07, 2020 USD ($) $ / shares shares | Apr. 05, 2019 USD ($) $ / shares shares | Feb. 29, 2020 | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 USD ($) | Dec. 31, 2021 | |
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Long term funding partnership, amount | $ 300,000 | |||||||||
Long term funding partnership, number of tranches | tranche | 5 | |||||||||
Long term funding partnership, initial payment | $ 50,000 | |||||||||
Required amount to be drawn | $ 50,000 | |||||||||
Long term funding partnership, aggregate amount | 200,000 | |||||||||
Long term funding partnership, expected payment | $ 125,000 | |||||||||
Installment repayments, percentage of amount drawn | 1.9 | |||||||||
Purchase of available for sale debt securities | $ 393,737 | $ 52,755 | ||||||||
Interest income | $ 14,034 | $ 12,261 | 34,482 | 42,896 | ||||||
Reclassification out of Accumulated Other Comprehensive Income | Unrealized gain/(loss) on available for sale debt securities, Including noncontrolling interest | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Interest income | 7,100 | $ 11,800 | 24,100 | $ 40,500 | ||||||
MorphoSys | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Commitment to fund agreement | $ 150,000 | |||||||||
Redemption price, percentage | 2.2 | |||||||||
MorphoSys | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Payment of capital | 350,000 | $ 350,000 | ||||||||
Commitment to fund agreement | $ 150,000 | $ 150,000 | ||||||||
Period of return | 9 years | |||||||||
Development fund bond | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Commitment to fund agreement | $ 300,000 | |||||||||
Series A Preferred Stock | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Purchase of available for sale debt securities | $ 125,000 | |||||||||
Preferred Shares | Series A Preferred Stock | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Redemption price, percentage | 2 | 2 | ||||||||
Number of shares purchased (in shares) | shares | 2,495 | |||||||||
Price per share (in USD per share) | $ / shares | $ 50,100 | |||||||||
Preferred Shares | Series B Preferred Stock | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Number of shares purchased (in shares) | shares | 3,992 | 2,279 | ||||||||
Price per share (in USD per share) | $ / shares | $ 50,100 | |||||||||
Purchase of available for sale debt securities | $ 200,000 | |||||||||
Preferred Shares | Redemption, Period One | Series A Preferred Stock | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Redemption price, percentage | 2 | |||||||||
Preferred Shares | Redemption, Period One | Series A Preferred Stock | Subsequent Event | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Redemption price, percentage | 2 | |||||||||
Preferred Shares | Redemption, Period Two | Series B Preferred Stock | Subsequent Event | ||||||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||||||
Redemption price, percentage | 1.8 |
Available for Sale Debt Secur_4
Available for Sale Debt Securities - Summary of Available for Sale Debt Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | $ 575,424 | $ 204,509 |
Unrealized Gains/(Losses) | 163,823 | 65,891 |
Fair Value | 739,247 | 270,400 |
Available for sale debt securities, current | 409,347 | 66,000 |
Available for sale debt securities, noncurrent | 339,800 | 204,400 |
Available for sale debt securities, liabilities current | 0 | 0 |
Available for sale debt securities, liabilities noncurrent | (9,900) | 0 |
Debt securities | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | 584,824 | 204,509 |
Unrealized Gains/(Losses) | 98,007 | 49,191 |
Fair Value | 682,831 | 253,700 |
Available for sale debt securities, current | 343,031 | 66,000 |
Available for sale debt securities, noncurrent | 339,800 | 187,700 |
Available for sale debt securities, liabilities current | 0 | 0 |
Available for sale debt securities, liabilities noncurrent | 0 | 0 |
Forwards | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | 0 | 0 |
Unrealized Gains/(Losses) | 66,316 | 16,700 |
Fair Value | 66,316 | 16,700 |
Available for sale debt securities, current | 66,316 | 0 |
Available for sale debt securities, noncurrent | 0 | 16,700 |
Available for sale debt securities, liabilities current | 0 | 0 |
Available for sale debt securities, liabilities noncurrent | 0 | $ 0 |
Funding Commitments | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | (9,400) | |
Unrealized Gains/(Losses) | (500) | |
Fair Value | (9,900) | |
Available for sale debt securities, current | 0 | |
Available for sale debt securities, noncurrent | 0 | |
Available for sale debt securities, liabilities current | 0 | |
Available for sale debt securities, liabilities noncurrent | $ (9,900) |
Fair Value Measurements and F_3
Fair Value Measurements and Financial Instruments - Schedule of Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Marketable securities | $ 139,926 | $ 581,872 |
Available for sale debt securities | 409,347 | 66,000 |
Equity securities | 262,820 | 269,800 |
Available for sale debt securities | 339,800 | 204,400 |
Liabilities: | ||
Available for sale debt securities, liabilities current | 0 | 0 |
Available for sale debt securities, liabilities noncurrent | (9,900) | 0 |
Fair Value, Recurring | ||
Assets: | ||
Derivative instruments, current | 84,860 | 0 |
Total current assets | 634,133 | 1,301,076 |
Equity securities | 262,820 | 269,800 |
Derivative financial instruments | 12,730 | 0 |
Total non-current assets | 629,287 | 474,200 |
Liabilities: | ||
Available for sale debt securities, liabilities noncurrent | (9,900) | 0 |
Fair Value, Recurring | Royalty Investments | ||
Assets: | ||
Available for sale debt securities | 13,937 | 0 |
Fair Value, Recurring | Cytokinetics Funding Commitment | ||
Liabilities: | ||
Available for sale debt securities, liabilities current | (9,900) | 0 |
Level 1 | Fair Value, Recurring | ||
Assets: | ||
Derivative instruments, current | 0 | 0 |
Total current assets | 0 | 598,253 |
Equity securities | 244,524 | 226,787 |
Derivative financial instruments | 0 | 0 |
Total non-current assets | 244,524 | 226,787 |
Liabilities: | ||
Available for sale debt securities, liabilities noncurrent | 0 | 0 |
Level 1 | Fair Value, Recurring | Royalty Investments | ||
Assets: | ||
Available for sale debt securities | 0 | 0 |
Level 1 | Fair Value, Recurring | Cytokinetics Funding Commitment | ||
Liabilities: | ||
Available for sale debt securities, liabilities current | 0 | 0 |
Level 2 | Fair Value, Recurring | ||
Assets: | ||
Derivative instruments, current | 0 | 0 |
Total current assets | 139,926 | 636,823 |
Equity securities | 0 | 0 |
Derivative financial instruments | 0 | 0 |
Total non-current assets | 0 | 0 |
Liabilities: | ||
Available for sale debt securities, liabilities noncurrent | 0 | 0 |
Level 2 | Fair Value, Recurring | Royalty Investments | ||
Assets: | ||
Available for sale debt securities | 0 | 0 |
Level 2 | Fair Value, Recurring | Cytokinetics Funding Commitment | ||
Liabilities: | ||
Available for sale debt securities, liabilities current | 0 | 0 |
Level 3 | Fair Value, Recurring | ||
Assets: | ||
Derivative instruments, current | 0 | |
Total current assets | 494,207 | 66,000 |
Equity securities | 18,296 | 43,013 |
Derivative financial instruments | 0 | |
Total non-current assets | 384,763 | 247,413 |
Liabilities: | ||
Available for sale debt securities, liabilities noncurrent | (9,900) | 0 |
Level 3 | Fair Value, Recurring | Royalty Investments | ||
Assets: | ||
Available for sale debt securities | 13,937 | 0 |
Level 3 | Fair Value, Recurring | Cytokinetics Funding Commitment | ||
Liabilities: | ||
Available for sale debt securities, liabilities current | (9,900) | 0 |
Commercial paper | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 27,750 | 207,457 |
Commercial paper | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 0 | 0 |
Commercial paper | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 27,750 | 207,457 |
Commercial paper | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 0 | 0 |
Certificates of deposit | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 88,087 | 374,415 |
Certificates of deposit | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 0 | 0 |
Certificates of deposit | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 88,087 | 374,415 |
Certificates of deposit | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 0 | 0 |
U.S. government securities | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 24,089 | 0 |
U.S. government securities | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 0 | 0 |
U.S. government securities | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 24,089 | 0 |
U.S. government securities | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Marketable securities | 0 | 0 |
Debt Securities | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 343,031 | 66,000 |
Available for sale debt securities | 339,800 | 187,700 |
Debt Securities | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 0 | 0 |
Available for sale debt securities | 0 | 0 |
Debt Securities | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 0 | 0 |
Available for sale debt securities | 0 | 0 |
Debt Securities | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 343,031 | 66,000 |
Available for sale debt securities | 339,800 | 187,700 |
Forwards | ||
Assets: | ||
Available for sale debt securities | 66,316 | 0 |
Available for sale debt securities | 0 | 16,700 |
Liabilities: | ||
Available for sale debt securities, liabilities current | 0 | 0 |
Available for sale debt securities, liabilities noncurrent | 0 | 0 |
Forwards | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 66,316 | 0 |
Available for sale debt securities | 0 | 16,700 |
Forwards | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 0 | 0 |
Available for sale debt securities | 0 | 0 |
Forwards | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 0 | 0 |
Available for sale debt securities | 0 | 0 |
Forwards | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Available for sale debt securities | 66,316 | 0 |
Available for sale debt securities | 0 | 16,700 |
Money market funds | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 598,253 |
Money market funds | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 598,253 |
Money market funds | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Money market funds | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Commercial paper | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 13,997 |
Commercial paper | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Commercial paper | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 13,997 |
Commercial paper | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Certificates of deposit | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 40,954 |
Certificates of deposit | Level 1 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Certificates of deposit | Level 2 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | 0 | 40,954 |
Certificates of deposit | Level 3 | Fair Value, Recurring | ||
Assets: | ||
Cash equivalents | $ 0 | $ 0 |
Fair Value Measurements and F_4
Fair Value Measurements and Financial Instruments - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Apr. 05, 2019 shares | Nov. 30, 2021 shares | Feb. 29, 2020 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Gain (loss) on equity securities still held | $ 5,200 | $ 10,000 | $ (12,800) | $ 22,600 | ||||
Restrictions on selling common stock, period | 6 months | |||||||
Unrealized Gains/(Losses) | 163,823 | 163,823 | $ 65,891 | |||||
Fair Value, Recurring | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Derivative instrument, current | 84,860 | 84,860 | 0 | |||||
Derivative financial instruments | 12,730 | 12,730 | 0 | |||||
Level 3 | Fair Value, Recurring | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Derivative instrument, current | 0 | |||||||
Derivative financial instruments | 0 | |||||||
BioCryst Pharmaceuticals, Inc. | Level 3 | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Number of shares purchased (in shares) | shares | 3,846,000 | |||||||
Milestone Acceleration | Level 3 | Fair Value, Recurring | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Derivative instrument, current | 84,860 | 84,860 | ||||||
Derivative financial instruments | 12,730 | 12,730 | ||||||
Unrealized gain on derivative financial instruments | 25,800 | $ 97,600 | ||||||
Cytokinetics Commercial Launch Funding | Level 3 | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Interest rate volatility (as a percent) | 30% | |||||||
Risk-adjusted discount rate (as a percent) | 17.90% | |||||||
Preferred Shares | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Unrealized Gains/(Losses) | 98,007 | $ 98,007 | $ 49,191 | |||||
Preferred Shares | Milestone Acceleration | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Unrealized Gains/(Losses) | $ 97,600 | $ 97,600 | ||||||
Preferred Shares | Debt Securities | ||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||||||
Number of shares purchased (in shares) | shares | 2,495 | |||||||
Redemption price, percentage | 2 | 2 | ||||||
Preferred shares, quarterly payments | $ 15,600 | $ 15,600 | ||||||
Preferred shares, fixed payment amount | $ 250,000 | |||||||
Preferred shares, weighted average cost of capital | 9.50% |
Fair Value Measurements and F_5
Fair Value Measurements and Financial Instruments - Summary of Change in Carrying Value of Level 3 Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
MorphoSys | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Commitment to fund agreement | $ 150,000 | |||
MorphoSys | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Commitment to fund agreement | $ 150,000 | 150,000 | ||
Equity Securities | Level 3 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at the beginning of the period | 28,785 | 43,013 | ||
Purchases | 0 | 28,785 | ||
Losses on equity securities | (10,489) | (12,810) | ||
Transfer out of level 3 | (40,692) | |||
Balance at the end of the period | 18,296 | 18,296 | ||
Debt Securities | Level 3 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at the beginning of the period | 363,000 | $ 240,400 | 253,700 | $ 214,400 |
Purchases | 314,579 | 17,585 | 393,737 | 52,755 |
Gains/(losses) on initial recognition | (8,800) | 600 | ||
Unrealized gains/(losses) on available for sale debt securities included in other comprehensive income (losses) | 13,050 | (2,575) | 24,000 | 8,574 |
Gains/(losses) on available for sale debt securities included in earnings | 14,200 | (200) | 44,400 | 301 |
Settlement of forwards | 2,427 | 4,215 | 13,269 | 14,645 |
Redemption of debt securities | (15,625) | (15,625) | (46,875) | (46,875) |
Balance at the end of the period | 682,831 | 243,800 | 682,831 | 243,800 |
Forwards | Level 3 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at the beginning of the period | 28,100 | 30,800 | 16,700 | 18,600 |
Gains/(losses) on available for sale debt securities included in earnings | 40,643 | (14,685) | 62,885 | 7,945 |
Settlement of forwards | (2,427) | (4,215) | (13,269) | (14,645) |
Balance at the end of the period | 66,316 | $ 11,900 | 66,316 | $ 11,900 |
Funding Commitments | Level 3 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at the beginning of the period | (8,100) | 0 | ||
Gains/(losses) on initial recognition | 0 | (9,400) | ||
Gains/(losses) on available for sale debt securities included in earnings | (1,800) | (500) | ||
Balance at the end of the period | (9,900) | (9,900) | ||
Derivative Instruments | Level 3 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at the beginning of the period | 71,800 | 0 | ||
Gains on derivative financial instruments | 25,790 | 97,590 | ||
Balance at the end of the period | 97,590 | 97,590 | ||
Royalty | Level 3 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at the beginning of the period | 21,215 | 0 | ||
Purchases | 0 | 21,215 | ||
Other non-operating expense | (7,278) | (7,278) | ||
Balance at the end of the period | $ 13,937 | $ 13,937 |
Fair Value Measurements and F_6
Fair Value Measurements and Financial Instruments - Schedule of Estimated Fair Values Based on Level 3 Inputs (Details) - Level 3 - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Financial royalty assets, net | $ 18,490,959 | $ 19,047,183 |
Carrying Value, net | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Financial royalty assets, net | $ 14,287,399 | $ 13,718,245 |
Financial Royalty Assets - Summ
Financial Royalty Assets - Summary of Financial Royalty Assets, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | $ 17,247,972 | $ 16,027,541 |
Cumulative allowance for changes in expected cash flows | (2,092,485) | (1,384,141) |
Net carrying value, before cumulative allowance for credit losses | 15,155,487 | 14,643,400 |
Cumulative allowance for credit losses | (192,231) | (310,804) |
Total financial royalty assets, net | 14,963,256 | 14,332,596 |
Cystic fibrosis franchise | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 5,343,413 | 5,335,641 |
Cumulative allowance for changes in expected cash flows | 0 | (48,636) |
Net carrying value, before cumulative allowance for credit losses | 5,343,413 | 5,287,005 |
Tysabri | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 1,722,204 | 1,846,069 |
Cumulative allowance for changes in expected cash flows | (119,691) | (16,617) |
Net carrying value, before cumulative allowance for credit losses | 1,602,513 | 1,829,452 |
Trelegy | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 1,298,901 | |
Cumulative allowance for changes in expected cash flows | 0 | |
Net carrying value, before cumulative allowance for credit losses | 1,298,901 | |
Imbruvica | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 1,441,303 | 1,438,730 |
Cumulative allowance for changes in expected cash flows | (550,915) | (236,871) |
Net carrying value, before cumulative allowance for credit losses | 890,388 | 1,201,859 |
Tremfya | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 885,917 | 881,671 |
Cumulative allowance for changes in expected cash flows | 0 | 0 |
Net carrying value, before cumulative allowance for credit losses | 885,917 | 881,671 |
Xtandi | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 1,032,627 | 1,100,065 |
Cumulative allowance for changes in expected cash flows | (226,217) | (172,101) |
Net carrying value, before cumulative allowance for credit losses | 806,410 | 927,964 |
Evrysdi | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 727,774 | |
Cumulative allowance for changes in expected cash flows | 0 | |
Net carrying value, before cumulative allowance for credit losses | 727,774 | |
Aggregate royalty amount when patents cease | 1,300,000 | |
Other | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Gross Carrying Value | 5,523,607 | 4,697,591 |
Cumulative allowance for changes in expected cash flows | (1,195,662) | (909,916) |
Net carrying value, before cumulative allowance for credit losses | $ 4,327,945 | $ 3,787,675 |
Cumulative Allowance and the _3
Cumulative Allowance and the Provision for Changes in Expected Cash Flows from Financial Royalty Assets - Schedule of Cumulative Allowance for Changes in Expected Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ (1,694,945) | |
Increases to the cumulative allowance for changes in expected cash flows from financial royalty assets | (987,507) | |
Decreases to the cumulative allowance for changes in expected cash flows from financial royalty assets | 273,538 | |
Write-off of cumulative allowance | 5,625 | |
Current period provision for credit losses, net | 118,573 | |
Ending balance | (2,284,716) | |
Cumulative allowance for credit losses | $ 192,231 | $ 310,804 |
Intangible Royalty Assets, Ne_2
Intangible Royalty Assets, Net - Schedule of Intangible Royalty Interests (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 606,216 | $ 606,216 |
Accumulated Amortization | 606,216 | 600,546 |
Net Carrying Value | 0 | 5,670 |
DPP-IV patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 606,216 | 606,216 |
Accumulated Amortization | 606,216 | 600,546 |
Net Carrying Value | $ 0 | $ 5,670 |
Intangible Royalty Assets, Ne_3
Intangible Royalty Assets, Net - Narrative (Details) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
DPP-IV patents | Revenue Benchmark | Individual Licensees Concentration List | |||
Finite-Lived Intangible Assets [Line Items] | |||
Individual licensees exceeding 10% or more of revenue (as a percent) | 63% | 90% | 80% |
Non-Consolidated Affiliates (De
Non-Consolidated Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | Feb. 11, 2020 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Equity method investments | $ 409,857 | $ 409,857 | $ 435,394 | ||||
Equity in income (loss) of non-consolidated affiliates | (3,251) | $ 2,749 | (2,117) | $ 18,532 | |||
Distributions from equity method investees | 0 | 523 | |||||
Distributions from equity method investees | 33,316 | 28,213 | |||||
Legacy Investors Partnerships | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity method investments | $ 303,700 | ||||||
Equity in income (loss) of non-consolidated affiliates | (2,100) | 11,200 | 7,200 | 41,900 | |||
Distributions from equity method investees | 5,800 | 6,200 | 19,900 | 14,800 | |||
Avillion Entities | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity in income (loss) of non-consolidated affiliates | (1,200) | $ (8,400) | (9,300) | (23,400) | |||
Equity method investment, unfunded commitments | $ (28,800) | (28,800) | $ (11,200) | ||||
Avillion I | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Distributions from equity method investees | $ 13,400 | $ 13,400 | |||||
Avillion II | Merck Asset - Phase II Clinical Trial | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Increase in commitment | $ 27,500 | ||||||
Other commitment | $ 150,000 |
Research & Development ("R&D"_2
Research & Development ("R&D") Funding Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Research and development funding expense | $ 25,500 | $ 90,500 | $ 126,606 | $ 96,263 |
Cytokinetics | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Research and development funding expense | 100,000 | |||
Theravance Biopharma | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Research and development funding expense | $ 25,000 | |||
MorphoSys | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Research and development funding expense | $ 90,000 |
Borrowings - Schedule of Borrow
Borrowings - Schedule of Borrowings (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||
Unamortized debt discount and issuance costs | $ (188,740,000) | $ (203,930,000) |
Total debt carrying value | 7,111,260,000 | 7,096,070,000 |
Less: Current portion of long-term debt | (996,583,000) | 0 |
Total long-term debt | $ 6,114,677,000 | 7,096,070,000 |
Unsecured Debt | Point Seven Five Percent Senior Notes Due 2023 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 0.75% | |
Debt issued as a percent of par value (as a percent) | 99.322% | |
Debt issued, amount | $ 1,000,000,000 | 1,000,000,000 |
Unsecured Debt | One Point Two Zero Percent Senior Notes Due 2025 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 1.20% | |
Debt issued as a percent of par value (as a percent) | 98.875% | |
Debt issued, amount | $ 1,000,000,000 | 1,000,000,000 |
Unsecured Debt | One Point Seven Five Percent Senior Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 1.75% | |
Debt issued as a percent of par value (as a percent) | 98.284% | |
Debt issued, amount | $ 1,000,000,000 | 1,000,000,000 |
Unsecured Debt | Two Point Two Zero Percent Senior Notes Due 2030 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 2.20% | |
Debt issued as a percent of par value (as a percent) | 97.76% | |
Debt issued, amount | $ 1,000,000,000 | 1,000,000,000 |
Unsecured Debt | Two Point One Five Zero Percent Senior Notes Due 2031 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 2.15% | |
Debt issued as a percent of par value (as a percent) | 98.263% | |
Debt issued, amount | $ 600,000,000 | 600,000,000 |
Unsecured Debt | Three Point Three Zero Percent Senior Notes Due 2040 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 3.30% | |
Debt issued as a percent of par value (as a percent) | 95.556% | |
Debt issued, amount | $ 1,000,000,000 | 1,000,000,000 |
Unsecured Debt | Three Point Five Five Percent Senior Notes Due 2050 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 3.55% | |
Debt issued as a percent of par value (as a percent) | 95.306% | |
Debt issued, amount | $ 1,000,000,000 | 1,000,000,000 |
Unsecured Debt | Three Point Three Five Zero Percent Due 2051 | ||
Debt Instrument [Line Items] | ||
Debt instrument, stated rate (as a percent) | 3.35% | |
Debt issued as a percent of par value (as a percent) | 97.565% | |
Debt issued, amount | $ 700,000,000 | $ 700,000,000 |
Borrowings - Narrative (Details
Borrowings - Narrative (Details) | Sep. 18, 2020 USD ($) | Sep. 02, 2020 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jul. 26, 2021 USD ($) |
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt issued, amount | $ 1,300,000,000 | ||||
Unamortized discount and loan issuance costs on long-term debt | 27,500,000 | ||||
Senior Notes | Senior Notes Due 2031 | |||||
Debt Instrument [Line Items] | |||||
Debt issued, amount | 600,000,000 | ||||
Senior Notes | Senior Notes Due 2051 | |||||
Debt Instrument [Line Items] | |||||
Debt issued, amount | 700,000,000 | ||||
Debt issuance costs | $ 12,300,000 | ||||
Weighted average coupon rate (as a percent) | 2.80% | ||||
Weighted average effective interest rate (as a percent) | 3.06% | ||||
Unsecured Debt | The Notes | |||||
Debt Instrument [Line Items] | |||||
Debt issued, amount | $ 6,000,000,000 | ||||
Unamortized discount and loan issuance costs on long-term debt | 149,000,000 | $ (188,700,000) | |||
Debt issuance costs | $ 40,400,000 | ||||
Weighted average coupon rate (as a percent) | 2.125% | ||||
Weighted average effective interest rate (as a percent) | 2.50% | ||||
Unsecured Debt | The Notes | Level 2 | |||||
Debt Instrument [Line Items] | |||||
Fair value of outstanding notes | $ 5,600,000,000 | $ 7,200,000,000 | |||
Unsecured Debt | The Notes | Prior to the applicable par call date | |||||
Debt Instrument [Line Items] | |||||
Redemption price (as a percent) | 100% | ||||
Unsecured Debt | The Notes | Upon occurrence of a change of control triggering event | |||||
Debt Instrument [Line Items] | |||||
Redemption price (as a percent) | 101% | ||||
Unsecured Debt | Senior Unsecured Revolving Credit Facility | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, term | 5 years | ||||
Line of credit, maximum borrowing capacity | $ 1,500,000,000 | ||||
Outstanding borrowings | $ 0 | $ 0 | |||
Maximum consolidated leverage ratio | 4 | ||||
Maximum consolidated leverage ratio following qualifying material acquisition | 4.50 | ||||
Minimum consolidated coverage ratio | 2.50 | ||||
Unsecured Debt | Senior Unsecured Revolving Credit Facility | Federal Funds Rate | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (percentage) | 0.50% | ||||
Unsecured Debt | Senior Unsecured Revolving Credit Facility | Overnight Bank Funding Rate | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (percentage) | 0.50% | ||||
Unsecured Debt | Senior Unsecured Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (percentage) | 1% |
Borrowings - Schedule of Repaym
Borrowings - Schedule of Repayments of Debt by Year (Details) - Unsecured Debt - The Notes - USD ($) $ in Thousands | Sep. 30, 2022 | Sep. 02, 2020 |
Debt Instrument [Line Items] | ||
Remainder of 2022 | $ 0 | |
2023 | 1,000,000 | |
2024 | 0 | |
2025 | 1,000,000 | |
2026 | 0 | |
Thereafter | 5,300,000 | |
Total | 7,300,000 | |
Unamortized discount and loan issuance costs on long-term debt | $ (188,700) | $ 149,000 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2022 vote class shares noncontrolling_interest $ / shares | Sep. 30, 2021 noncontrolling_interest $ / shares shares | Sep. 30, 2022 vote class shares noncontrolling_interest £ / shares | Sep. 30, 2022 USD ($) vote class shares noncontrolling_interest $ / shares | Sep. 30, 2021 USD ($) noncontrolling_interest $ / shares shares | Jun. 30, 2022 shares | Dec. 31, 2021 shares | Jun. 30, 2021 shares | Dec. 31, 2020 shares | Jun. 15, 2020 shares | |
Class of Stock [Line Items] | ||||||||||
Number of classes of stock | class | 2 | 2 | 2 | |||||||
Number of votes per share | vote | 1 | 1 | 1 | |||||||
Quarterly conversion basis (in shares) | 1 | 1 | 1 | |||||||
Number of noncontrolling interests | noncontrolling_interest | 4 | 4 | 4 | 4 | 4 | |||||
Percentage of Net Economic Profit | 20% | |||||||||
Dividends declared and paid (in dollars per share) | $ / shares | $ 0.17 | $ 0.19 | ||||||||
Dividends declared and paid | $ | $ 249.1 | $ 211.6 | ||||||||
Requisite service period | 1 year | |||||||||
Deferred Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares, outstanding (in shares) | 369,265,000 | 357,720,000 | 369,265,000 | 369,265,000 | 357,720,000 | 365,302,000 | 361,170,000 | 355,217,000 | 316,407,000 | |
Non-Controlling Interests | RP Holdings | ||||||||||
Class of Stock [Line Items] | ||||||||||
Noncontrolling interest (percentage) | 73% | 73% | 73% | |||||||
Non-Controlling Interests | RP Holdings | Continuing Investors Partnerships | ||||||||||
Class of Stock [Line Items] | ||||||||||
Noncontrolling interest (percentage) | 27% | 27% | 27% | |||||||
Class A Ordinary Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common shares outstanding | 441,104,000 | 441,104,000 | 441,104,000 | 432,963,000 | ||||||
Dividends declared and paid (in dollars per share) | $ / shares | $ 0.19 | $ 0.17 | $ 0.57 | $ 0.51 | ||||||
Class A Ordinary Shares | 2020 Equity Incentive Plan | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares reserved for future issuance (in shares) | 800,000 | |||||||||
Class B Ordinary Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common shares outstanding | 166,118,000 | 166,118,000 | 166,118,000 | 174,213,000 | ||||||
Class R Redeemable Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common shares outstanding | 50,000 | 50,000 | 50,000 | 50,000 | ||||||
Shares, outstanding (in shares) | 50,000 | 50,000 | 50,000 | |||||||
Redeemable stock, redemption price (in pound per share) | £ / shares | £ 1 |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Noncontrolling Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | $ 10,408,187 | $ 10,405,365 | $ 10,248,545 | $ 9,895,815 |
Contributions | 2,970 | 6,030 | 9,173 | 20,803 |
Distributions | (137,880) | (159,714) | (433,822) | (475,901) |
Other exchanges | 0 | 0 | 0 | 0 |
Net income | 220,414 | 221,796 | 840,094 | 1,187,530 |
Unrealized gains on available for sale debt securities | 13,050 | (2,575) | 24,000 | 8,574 |
Reclassification of unrealized gains on available for sale debt securities | (7,111) | (11,756) | (24,053) | (40,545) |
Ending balance | 10,416,403 | 10,386,634 | 10,416,403 | 10,386,634 |
Non-Controlling Interests | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | 4,380,938 | 4,671,686 | 4,471,951 | 5,077,036 |
Contributions | 2,970 | 6,030 | 9,173 | 20,803 |
Distributions | (137,880) | (159,714) | (433,822) | (475,901) |
Other exchanges | (61,886) | (38,305) | (124,108) | (589,968) |
Net income | 77,763 | 119,867 | 341,178 | 575,706 |
Unrealized gains on available for sale debt securities | 5,269 | (1,078) | 9,738 | 4,012 |
Reclassification of unrealized gains on available for sale debt securities | (2,871) | (4,922) | (9,807) | (18,124) |
Ending balance | 4,264,303 | 4,593,564 | 4,264,303 | 4,593,564 |
Non-Controlling Interests | RPSFT | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | 8,882 | 20,640 | 13,528 | 12,436 |
Contributions | 0 | 0 | 0 | 0 |
Distributions | (4,175) | (18,562) | (20,188) | (44,691) |
Other exchanges | 0 | 0 | 0 | 0 |
Net income | 1,935 | 13,851 | 13,302 | 48,184 |
Unrealized gains on available for sale debt securities | 0 | 0 | 0 | 0 |
Reclassification of unrealized gains on available for sale debt securities | 0 | 0 | 0 | 0 |
Ending balance | 6,642 | 15,929 | 6,642 | 15,929 |
Non-Controlling Interests | Legacy Investors Partnerships | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | 1,716,186 | 1,894,027 | 1,809,269 | 1,939,509 |
Contributions | 1,570 | 3,300 | 4,964 | 13,207 |
Distributions | (95,084) | (109,780) | (302,670) | (332,069) |
Other exchanges | 0 | 0 | 0 | 0 |
Net income | 21,432 | 63,424 | 133,595 | 233,424 |
Unrealized gains on available for sale debt securities | 2,294 | (453) | 4,218 | 1,507 |
Reclassification of unrealized gains on available for sale debt securities | (1,250) | (2,066) | (4,228) | (7,126) |
Ending balance | 1,645,148 | 1,848,452 | 1,645,148 | 1,848,452 |
Non-Controlling Interests | Continuing Investors Partnerships | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | 2,655,870 | 2,757,019 | 2,649,154 | 3,125,091 |
Contributions | 1,400 | 2,730 | 4,209 | 7,596 |
Distributions | (38,621) | (31,372) | (110,964) | (99,141) |
Other exchanges | (61,886) | (38,305) | (124,108) | (589,968) |
Net income | 54,396 | 42,592 | 194,281 | 294,098 |
Unrealized gains on available for sale debt securities | 2,975 | (625) | 5,520 | 2,505 |
Reclassification of unrealized gains on available for sale debt securities | (1,621) | (2,856) | (5,579) | (10,998) |
Ending balance | 2,612,513 | 2,729,183 | 2,612,513 | 2,729,183 |
Non-Controlling Interests | EPA Holdings | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Beginning balance | 0 | 0 | 0 | 0 |
Contributions | 0 | 0 | 0 | 0 |
Distributions | 0 | 0 | 0 | 0 |
Other exchanges | 0 | 0 | 0 | 0 |
Net income | 0 | 0 | 0 | 0 |
Unrealized gains on available for sale debt securities | 0 | 0 | 0 | 0 |
Reclassification of unrealized gains on available for sale debt securities | 0 | 0 | 0 | 0 |
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 |
Earnings per Share (Details)
Earnings per Share (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) $ / shares shares | |
Earnings per Class A ordinary share: | ||||
Common stock exchange ratio | 1 | 1 | ||
Numerator | ||||
Net income | $ 220,414 | $ 221,796 | $ 840,094 | $ 1,187,530 |
Less: net income attributable to non-controlling interest | 77,763 | 119,867 | 341,178 | 575,706 |
Net income attributable to Royalty Pharma plc - basic | 142,651 | 101,929 | 498,916 | 611,824 |
Add: Reallocation of net income attributable to non-controlling interest from the assumed conversion of Class B ordinary shares | 54,396 | 42,592 | 194,281 | 294,098 |
Net income attributable to Royalty Pharma plc - diluted | $ 197,047 | $ 144,521 | $ 693,197 | $ 905,922 |
Denominator | ||||
Weighted average Class A ordinary shares outstanding - basic (in shares) | shares | 439,293 | 428,230 | 436,542 | 409,253 |
Class B ordinary shares exchangeable for Class A ordinary shares (in shares) | shares | 167,927 | 178,942 | 170,651 | 197,881 |
Unvested RSUs (in shares) | shares | 6 | 2 | 16 | 18 |
Weighted average Class A ordinary shares outstanding - diluted (in shares) | shares | 607,226 | 607,174 | 607,209 | 607,152 |
Earnings per Class A ordinary share - basic (in dollars per share) | $ / shares | $ 0.32 | $ 0.24 | $ 1.14 | $ 1.49 |
Earnings per Class A ordinary share - diluted (in dollars per share) | $ / shares | $ 0.32 | $ 0.24 | $ 1.14 | $ 1.49 |
Class B Holders | ||||
Numerator | ||||
Less: net income attributable to non-controlling interest | $ 54,396 | $ 42,592 | $ 194,281 | $ 294,098 |
Legacy Investors Partnerships and RPSFT | ||||
Numerator | ||||
Less: net income attributable to non-controlling interest | $ 23,367 | $ 77,275 | $ 146,897 | $ 281,608 |
Indirect Cash Flow (Details)
Indirect Cash Flow (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | ||||
Net income | $ 220,414 | $ 221,796 | $ 840,094 | $ 1,187,530 |
Adjustments to reconcile consolidated net income to net cash provided by operating activities: | ||||
Income from financial royalty assets | (1,578,555) | (1,538,871) | ||
Provision for changes in expected cash flows from financial royalty assets | 305,061 | 137,837 | 595,396 | 186,337 |
Amortization of intangible assets | 0 | 5,796 | 5,670 | 17,200 |
Amortization of debt discount and issuance costs | 16,026 | 14,822 | ||
(Gains)/losses on derivative financial instruments | (97,590) | 21,436 | ||
Losses on equity securities | (5,168) | 19,289 | 22,970 | 17,980 |
Equity in losses/(earnings) of equity method investees | 3,251 | (2,749) | 2,117 | (18,532) |
Distributions from equity method investees | 33,316 | 28,213 | ||
Loss on extinguishment of debt | 0 | 358 | ||
Share-based compensation | 1,587 | 1,939 | ||
Interest income accretion | (24,053) | (40,545) | ||
Gains on available for sale debt securities | $ (44,243) | $ 14,885 | (97,985) | (8,246) |
Termination of derivative financial instruments | 0 | (16,093) | ||
Other | 3,443 | 3,263 | ||
Decrease/(increase) in operating assets: | ||||
Cash collected on financial royalty assets | 1,843,899 | 1,733,147 | ||
Accrued royalty receivable | 37,574 | (26,502) | ||
Other royalty income receivable | (4,108) | (7,833) | ||
Other current assets and other assets | 8,253 | (473) | ||
Increase/(decrease) in operating liabilities: | ||||
Accounts payable and accrued expenses | 10,492 | (2,138) | ||
Interest payable | (44,497) | (25,413) | ||
Net cash provided by operating activities | $ 1,574,049 | $ 1,527,579 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) shares | |
Long-term Purchase Commitment [Line Items] | |
Funding commitment, outstanding | $ 250 |
Required amount to be drawn | 50 |
Long term funding partnership, aggregate amount | 200 |
Long term funding partnership, expected payment | 125 |
Funding Agreement With Biohaven Pharmaceuticals | |
Long-term Purchase Commitment [Line Items] | |
Purchase commitment, amount outstanding | $ 85.8 |
Shares to be purchased | shares | 1,713 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Apr. 16, 2021 | Dec. 08, 2017 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | ||||||||||
Total distributions payable to non-controlling interests | $ 105,731 | $ 105,731 | $ 107,934 | |||||||
Total financial royalty assets, net | 14,963,256 | 14,963,256 | 14,332,596 | |||||||
Shareholders' equity | 10,416,403 | $ 10,386,634 | 10,416,403 | $ 10,386,634 | $ 10,408,187 | 10,248,545 | $ 10,405,365 | $ 9,895,815 | ||
Treasury Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shareholders' equity | (2,788) | (2,685) | (2,788) | (2,685) | (2,752) | (2,715) | (2,662) | (2,317) | ||
Non-Controlling Interests | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shareholders' equity | $ 4,264,303 | 4,593,564 | $ 4,264,303 | 4,593,564 | $ 4,380,938 | 4,471,951 | $ 4,671,686 | $ 5,077,036 | ||
Agreement with MSCI | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Initial term | 7 years | |||||||||
The Manager | Operating and Personnel Payments | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Quarterly payments to affiliates, percent of adjusted cash receipts (as a percent) | 6.50% | 6.50% | ||||||||
Quarterly payments to affiliates, percent of security investment (as a percent) | 0.25% | 0.25% | ||||||||
Amount calculated for operating and personal payment | $ 1,000 | |||||||||
Percent calculated for operating and personal payment | 0.3125% | |||||||||
Operating and personnel payments incurred | $ 40,600 | $ 117,800 | ||||||||
The Manager | Former Operating and Personnel Payments | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Operating and personnel payments incurred | $ 39,900 | $ 108,000 | ||||||||
Affiliated Entity | Royalty Distribution Payable to Legacy Investors Partnerships | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Total distributions payable to non-controlling interests | 98,601 | 98,601 | 92,608 | |||||||
Affiliated Entity | Royalty Distribution Payable to RP Select Finance Trust | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Total distributions payable to non-controlling interests | 7,130 | 7,130 | 15,326 | |||||||
Affiliated Entity | Assignment Agreement - Benefit of Payment Stream | Bristol-Myers Squibb | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party, rate (as a percent) | 50% | |||||||||
Affiliated Entity | Assignment Agreement - Funding Obligations | Bristol-Myers Squibb | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party, rate (as a percent) | 50% | |||||||||
Total financial royalty assets, net | 110,900 | $ 110,900 | 130,900 | |||||||
Affiliated Entity | Acquisition Of Limited Partnership Interests In Affiliate | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number of limited partnership interest acquired (in shares) | 27,210 | |||||||||
Affiliated Entity | Acquisition Of Limited Partnership Interests In Affiliate | Treasury Stock | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shareholders' equity | 4,300 | $ 4,300 | ||||||||
Affiliated Entity | Acquisition Of Limited Partnership Interests In Affiliate | Non-Controlling Interests | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shareholders' equity | $ 1,500 | $ 1,500 | $ 1,600 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended |
Oct. 31, 2022 | Sep. 30, 2022 | |
otilimab | ||
Subsequent Event [Line Items] | ||
Write off of financial royalty asset | $ 160.1 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Upfront cash payment | $ 50 | |
Additional milestone payments | $ 375 |