Intangible Assets and Goodwill

3 Months Ended

Mar. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets and Goodwill

Intangible Assets

Intangible assets, net of accumulated amortization, impairment charges and adjustments are summarized as follows:

		As of March 31, 2024						As of December 31, 2023
(In millions)	Estimated Life	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
Completed technology:
Acquired and in-licensed rights and patents	2-22 years	$	10,480.2	$	(2,514.0)	$	7,966.2	$	8,180.2	$	(2,440.7)	$	5,739.5
Developed technology and other	13-31 years	3,548.6		(3,434.1)		114.5		3,548.6		(3,429.1)		119.5
Total completed technology		14,028.8		(5,948.1)		8,080.7		11,728.8		(5,869.8)		5,859.0
In-process research and development	Indefinite until commercialization	40.0		—		40.0		2,340.0		—		2,340.0
Priority review voucher	Indefinite	100.0		—		100.0		100.0		—		100.0
Trademarks and trade names	Indefinite	64.0		—		64.0		64.0		—		64.0
Total intangible assets		$	14,232.8	$	(5,948.1)	$	8,284.7	$	14,232.8	$	(5,869.8)	$	8,363.0

Amortization and Impairments

For the three months ended March 31, 2024, amortization and impairment of acquired intangible assets totaled $78.3 million, compared to $50.2 million in the prior year comparative period. The increase was primarily due to

amortization for the Reata acquisition acquired intangible assets associated with SKYCLARYS. For the three months ended March 31, 2024 and 2023, we had no impairment charges.

Completed Technology

Completed technology primarily relates to our other marketed products and programs acquired through asset acquisitions, licenses and business combinations. Completed technology intangible assets are amortized over their estimated useful lives, which range between 2 to 31 years, with a remaining weighted average useful life of 12 years for acquired and in-licensed rights and patents and 10 years for developed technology and other. In connection with our acquisition of Reata in September 2023 we acquired SKYCLARYS, a commercially-approved product in the U.S., with an estimated fair value of approximately $4.2 billion, which includes measurement period adjustments. During the first quarter of 2024 SKYCLARYS was approved in the E.U. and became commercially available, which resulted in the reclassification of the related intangible asset, with an estimated fair value of approximately $2.3 billion, from IPR&D to completed technology.

IPR&D Related to Business Combinations

IPR&D represents the fair value assigned to research and development assets that we acquired as part of a business combination and had not yet reached technological feasibility at the date of acquisition. Included in IPR&D balances are adjustments related to foreign currency exchange rate fluctuations. The carrying value associated with our IPR&D assets as of December 31, 2023, related to the IPR&D programs we acquired in connection with our acquisition of Reata in September 2023, with an estimated fair value of approximately $2.3 billion, which includes measurement period adjustments. During the first quarter of 2024 SKYCLARYS was approved in the E.U. and became commercially available, which resulted in the reclassification of the related intangible asset from IPR&D to completed technology.

Priority Review Voucher

In connection with our acquisition of Reata in September 2023 we acquired a rare pediatric disease priority review voucher that may be used to obtain priority review by the FDA for a future regulatory submission or sold to a third party. We recorded the priority review voucher based on its estimated fair value of $100.0 million as an intangible asset. The estimated fair value was based on recent external purchase and sale transactions of similar vouchers.

For additional information on our acquisition of Reata, please read Note 2, Acquisitions, to these condensed consolidated financial statements.

Estimated Future Amortization of Intangible Assets

The estimated future amortization of finite-lived intangible assets for the next five years is expected to be as follows:

(In millions)	As of March 31, 2024
2024 (remaining nine months)	$	265.0
2025	565.0
2026	660.0
2027	685.0
2028	710.0
2029	715.0

Goodwill

The following table provides a roll forward of the changes in our goodwill balance:

(In millions)	As of March 31, 2024
Goodwill, December 31, 2023	$	6,219.2
Goodwill resulting from Reata acquisition	9.0
Other	(0.8)
Goodwill, March 31, 2024	$	6,227.4

For additional information on our acquisition of Reata, please read Note 2, Acquisitions, to these condensed consolidated financial statements.

As of March 31, 2024, we had no accumulated impairment losses related to goodwill. Other includes adjustments related to foreign currency exchange rate fluctuations.