Canadian biotechnology company Zymeworks Inc. has signed a definitive agreement to acquire Theravance Biopharma in an all-cash transaction valued at approximately 929 millionUSD , marking a major strategic expansion beyond oncology into respiratory medicine.
Under the terms of the agreement, Theravance shareholders will receive 17.00 USD per share in cash. In addition, they will receive a Contingent Value Right (CVR) that entitles them to 80% of the net proceeds from any future licensing, divestiture, or monetization of ampreloxetine over the next ten years.
The acquisition provides Zymeworks with access to YUPELRI® (revefenacin), an FDA-approved, once-daily nebulized treatment for chronic obstructive pulmonary disease (COPD). The product currently generates approximately 60 million USD in annualized cash flow through U.S. profit sharing and international royalties, making it an important commercial asset for Zymeworks as it seeks to diversify its revenue base.
Theravance initiated a strategic review earlier this year after its late-stage CYPRESS Phase III trial evaluating ampreloxetine failed to meet its primary endpoint. The company subsequently announced cost-reduction measures and began evaluating strategic alternatives, ultimately leading to the acquisition agreement with Zymeworks.
According to both companies, the transaction has been unanimously approved by their respective boards and is expected to close during the second half of 2026, subject to shareholder approval, regulatory clearances, and customary closing conditions. Zymeworks expects the acquisition to be accretive to earnings and cash flow following completion of the deal.
