Theravance Biopharma Inc (TBPH)

THERAVANCE BIOPHARMA ENTERS INTO DEFINITIVE AGREEMENT TO BE ACQUIRED BY ZYMEWORKS FOR $17.00 PER SHARE IN CASH PLUS A CONTINGENT VALUE RIGHTJune 29, 2026 6:00 AM
PR Newswire (US) Theravance Biopharma shareholders to receive $17.00 per share in cash, representing an equity value of approximately $929 millionTheravance Biopharma shareholders to receive a contingent value right (CVR) entitling them to 80% of net proceeds from any future license, divestiture or other monetization of ampreloxetine within the next ten yearsTransaction follows a comprehensive strategic alternatives review conducted by the Company's Strategic Review Committee and Board of DirectorsTransaction expected to close in the second half of 2026, subject to shareholder approval and customary closing conditionsDUBLIN, June 29, 2026 /PRNewswire/ -- Theravance Biopharma, Inc. ("Theravance Biopharma" or the "Company") (Nasdaq: TBPH) today announced that it has entered into a definitive agreement pursuant to which Zymeworks Inc. will acquire the Company for $17.00 per share in cash, representing an equity value of approximately $929 million. In addition to the cash consideration, Theravance Biopharma shareholders will receive a CVR entitling them to 80% of net proceeds realized from any future license, divestiture or other monetization of ampreloxetine over the next ten years, with the remaining 20% to Zymeworks. The price per share represents a premium of 22% to the Company's closing stock price on March 3, 2026, the day the Company announced topline results from the ampreloxetine Phase 3 CYPRESS study, and a premium of 10% to Theravance Biopharma's volume weighted average price since the same date.The transaction is the culmination of a comprehensive strategic review process conducted by the Company's Strategic Review Committee and Board of Directors, which considered a broad range of alternatives. Since its formation in 2024, the Strategic Review Committee, working with Lazard, has overseen a series of actions to maximize shareholder value, including the monetization of the Company's TRELEGY® royalty interest for $225 million in 2025, scenario planning for different potential outcomes for the CYPRESS Phase 3 study, and the evaluation of a broad range of strategic alternatives leading to today's transaction. During this period, Theravance Biopharma also implemented an organizational restructuring."After evaluating a broad range of strategic alternatives, the Strategic Review Committee and full Board of Directors determined that this transaction achieves the greatest value for Theravance Biopharma shareholders," said Susannah Gray, independent Chair of the Board and Chair of the Strategic Review Committee. "We believe this transaction recognizes the value of our assets, including our interest in YUPELRI®, the potential TRELEGY® milestone payment, a robust balance sheet and Irish tax attributes. In addition to delivering immediate cash to shareholders, this transaction also preserves the opportunity for them to benefit from any future value that may be realized from ampreloxetine through the contingent value right.""We are proud of what Theravance Biopharma has accomplished over the past several years, including the successful development and commercialization of YUPELRI®, which has become an important treatment option for patients with COPD. Additionally, we continue to explore whether there is a path to bring ampreloxetine to patients with MSA and nOH, a community with high unmet medical need," said Rick E Winningham, Chief Executive Officer of Theravance Biopharma. "Our achievements would not have been possible without the dedication and commitment of our team, whose contributions helped the Company reach this outcome and make a difference for patients around the world."Transaction DetailsUnder the terms of the definitive agreement, Theravance Biopharma shareholders will receive $17.00 in cash for each outstanding ordinary share of Theravance Biopharma. Theravance Biopharma shareholders will also receive a contingent value right entitling them to 80% of net proceeds realized from any future license, divestiture or other monetization transaction involving ampreloxetine over the next ten years, with the remaining 20% to Zymeworks. In addition, if a license, divestiture or monetization transaction involving ampreloxetine is not executed by the closing, a designee from Theravance Biopharma will explore potential opportunities to license, divest or otherwise monetize ampreloxetine on behalf of Zymeworks for 12-months following closing.The Strategic Review Committee, comprised solely of independent directors, unanimously recommended the transaction to the Board of Directors. The Board of Directors unanimously approved the transaction and recommends that Theravance Biopharma shareholders vote in favor of the transaction.The transaction is expected to close in the second half of 2026, subject to approval by Theravance Biopharma shareholders, receipt of applicable regulatory approvals and satisfaction of other customary closing conditions.AdvisorsLazard is serving as lead financial advisor to Theravance Biopharma. Evercore is also serving as financial advisor to Theravance Biopharma. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Theravance Biopharma.Kirkland & Ellis LLP is serving as legal counsel to Zymeworks. Matheson provided tax counsel to Zymeworks. TD Cowen served as a financial advisor to Zymeworks on the OMERS royalty note. MTS Health Partners provided financial advice to Zymeworks.About Theravance BiopharmaTheravance Biopharma, Inc.'s focus is to deliver Medicines that Make a Difference® in people's lives. In pursuit of its purpose, Theravance Biopharma leverages decades of expertise, which has led to the development of FDA-approved YUPELRI® (revefenacin) inhalation solution indicated for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD). The Company is committed to creating/driving shareholder value.For more information, please visit www.theravance.com.THERAVANCE BIOPHARMA®, THERAVANCE® and the Cross/Star logo are registered trademarks of the Theravance Biopharma group of companies (in the U.S. and certain other countries).YUPELRI® is a registered trademark of Viatris Specialty LLC. Trademarks, trade names or service marks of other companies appearing on this press release are the property of their respective owners. Theravance Biopharma and Viatris Inc., together with their respective affiliates, have established a strategic collaboration to develop and commercialize nebulized revefenacin products for COPD and other respiratory diseases.Important Additional Information and Where to Find It
In connection with the proposed transaction involving Theravance Biopharma, Inc. (the "Company") and Zymeworks Inc. ("Parent"), the Company intends to file a definitive proxy statement on Schedule 14A (the "Definitive Proxy Statement") with the United States Securities and Exchange Commission ("SEC"). The Definitive Proxy Statement and proxy card will be delivered to the shareholders of the Company in advance of the extraordinary general meeting relating to the proposed transaction. This communication is not a substitute for the Definitive Proxy Statement or any other document that may be filed by the Company with the SEC. THE COMPANY'S SHAREHOLDERS AND INVESTORS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE AND ANY OTHER DOCUMENTS FILED BY EACH OF THE COMPANY AND PARENT WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE THEREIN BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO THE PROPOSED TRANSACTION. Investors and shareholders will be able to obtain a free copy of the Definitive Proxy Statement and such other documents containing important information about the Company and Parent, once such documents are filed with the SEC, through the website maintained by the SEC at www.sec.gov. The Company and Parent will make available free of charge at the Company's website at https://investor.theravance.com/sec-filings and at Parent's website at https://ir.zymeworks.com, respectively, copies of materials they file with, or furnish to, the SEC.Participants in the Solicitation
The Company and its directors, executive officers and certain employees may be deemed to be participants in the solicitation of proxies from the shareholders of the Company in connection with the proposed transaction. Information regarding the Company's directors and executive officers is contained in its definitive proxy statement for the 2026 annual meeting of shareholders, which was filed with the SEC on April 28, 2026, including under the headings "Proposal One: Election of Directors," "Proposal Three: Advisory Vote on Executive Compensation," "Corporate Governance," "Executive Officers," "Executive Compensation" and "Security Ownership of Certain Beneficial Owners and Management." To the extent holdings of the Company's securities by its directors or executive officers have changed since the amounts set forth in such proxy statements, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Beneficial Ownership on Form 4 filed with the SEC. Additional information regarding the identity of potential participants, and their direct and indirect interests, by security holdings or otherwise, will be included in the Definitive Proxy Statement relating to the proposed transaction when it is filed with the SEC. These documents (when available) may be obtained free of charge from the SEC's website at www.sec.gov and the Company's website at www.theravance.com.  Cautionary Statement Regarding Forward-Looking Statements
This communication includes "forward-looking statements" within the meaning of federal securities laws, including safe harbor provisions of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve risks, uncertainties, and assumptions. All statements in this report, other than statements of historical facts, including statements regarding our strategy, future operations, future financial position, future revenues, projected costs, prospects, plans, intentions, designs, expectations, and objectives are forward-looking statements. The words "aim," "anticipate," "assume," "believe," "contemplate," "continue," "could," "designed," "developed," "drive," "estimate," "expect," "forecast," "goal," "indicate," "intend," "may," "mission," "opportunities," "plan," "possible," "potential," "predict," "project," "pursue," "represent," "seek," "suggest," "should," "target," "will," "would," and similar expressions (including the negatives thereof) are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These statements reflect our current views with respect to future events or our future financial performance, are based on assumptions, projections, estimates, expectations and beliefs, and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. No forward-looking statement can be guaranteed. Actual results may differ materially from current expectations because of numerous risks and uncertainties including, but not limited to, (i) the approval of the Company's shareholders for the proposed transaction, which may be delayed or may not be obtained, (ii) when the contingent consideration under the CVR Agreement will become payable, if at all, (iii) the risks inherent in the drug development process, including whether the development of the compound subject to the CVR Agreement will be commercially successful, (iv) the risk that the expected benefits of the proposed transaction will not be realized, (v) potential litigation relating to the proposed transaction that could be instituted against the Company or its directors or officers, including the effects of any outcomes related thereto, (vi) any competing offers or acquisition proposals for the Company, (vii) the possibility that various conditions to the consummation of the proposed transaction may not be satisfied or waived and (viii) unanticipated difficulties or expenditures relating to the proposed transaction, the response of business partners and competitors to the announcement of the proposed transaction, including with respect to the Company's collaboration with Viatris, and/or potential difficulties in employee retention as a result of the announcement and pendency of the proposed transaction and (ix) risks related to potential restructuring activities in connection with the proposed transaction, including disruptions to the Company's recognition or utilization of certain tax attributes. The actual financial impact of the proposed transaction may differ from the expected financial impact described in this communication. In addition, the compounds described in this communication are subject to all the risks inherent in the drug development process, and there can be no assurance that the development of these compounds will be commercially successful. Forward-looking statements in this communication should be evaluated together with the many uncertainties that affect the Company's business, particularly the risk factors discussed in Part I, Item 1A of the Company's most recent Annual Report on Form 10-K under the heading "Risk Factors," and Parent's business, particularly the risk factors discussed in Part I, Item 1A of Parent's most recent Annual Report on Form 10-K under the heading "Risk Factors," as well as other documents that may be filed by the Company or Parent from time to time with the SEC. Neither the Company nor Parent undertakes any obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. The forward-looking statements made in this communication relate only to events as of the date on which the statements are made.Contact:
investor.relations @vexter-4045 View original content to download multimedia:https://www.prnewswire.com/news-releases/theravance-biopharma-enters-into-definitive-agreement-to-be-acquired-by-zymeworks-for-17-00-per-share-in-cash-plus-a-contingent-value-right-302813088.htmlSOURCE Theravance Biopharma, Inc. Original: THERAVANCE BIOPHARMA ENTERS INTO DEFINITIVE AGREEMENT TO BE ACQUIRED BY ZYMEWORKS FOR $17.00 PER SHARE IN CASH PLUS A CONTINGENT VALUE RIGHT

Theravance Biopharma, Inc. Reports First Quarter 2026 Financial Results and Provides Corporate UpdateMay 7, 2026 8:30 AM
PR Newswire (US) YUPELRI® Collaboration Revenue increased 15% year-over-year1, from $15.4 million to $17.7 million, driven by continued Net Sales growth and improved operating leverageAll Hatch-Waxman litigation relating to YUPELRI® has been resolved following settlement with Mankind Pharma in MarchOrganizational restructuring and cost reduction initiatives on track; delivered ~20% reduction in Operating Expenses year-over-year (excluding restructuring items)Q1 2026 TRELEGY net sales, reported by GSK, of $873 million, up 2% year-over-year; high confidence in achieving the $100 million 2026 milestone payment2Strategic Review Committee actively evaluating a range of opportunities to maximize shareholder valueQuarter-end cash balance of $395 million and no debtDUBLIN, May 7, 2026 /PRNewswire/ -- Theravance Biopharma, Inc. ("Theravance Biopharma" or the "Company") (NASDAQ: TBPH) today reported financial and operational results for the first quarter of 2026. "We delivered strong financial performance in the first quarter, reinforcing the quality of our commercial asset, our robust balance sheet and the important actions underway to reshape our cost structure, following the outcome of the CYPRESS study," said Rick E Winningham, Chief Executive Officer of Theravance Biopharma. "YUPELRI® continues to deliver sustained net sales growth and expanding profitability, supported by growing community and hospital adoption, improved net pricing, and the recent resolution of generic litigation, driving increased long-term value for the franchise. TRELEGY also continued to perform well, and we remain confident that we will achieve the $100 million milestone payment associated with 2026 net sales. The entire Theravance team is acting with discipline and urgency, and we are confident that the continued execution against our strategic priorities and the Board's ongoing review process will maximize value for shareholders."Strategic Review CommitteeIn 2024, the Theravance Board of Directors formed a Strategic Review Committee (the "Committee") composed entirely of independent directors to assess all strategic alternatives available to the Company. Since then, the Committee has been working on an ongoing basis with Lazard, its independent financial advisor, to evaluate opportunities to maximize shareholder value, including under multiple potential outcomes for the CYPRESS study, which the Company announced on March 3rd did not meet the primary endpoint. Building upon this work, the Committee is acting with urgency to evaluate a broad range of value maximizing and tax efficient alternatives, including but not limited to a sale of the Company. In connection with the Company's March 3rd announcement to wind down the ampreloxetine program and implement an organizational restructuring, the Committee has accelerated its evaluation of strategic alternatives for the Company. There can be no assurance that the Committee's strategic review process will result in any transaction. Theravance Biopharma does not intend to disclose further developments on this review process unless and until it determines that such disclosure is appropriate or necessary.Operational HighlightsYUPELRI® (revefenacin) inhalation solution, the first and only once-daily, nebulized LAMA (long-acting muscarinic antagonist) bronchodilator approved in the U.S. for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD):Quarterly U.S. net sales of $62.4 million, recognized by Viatris, in Q1 2026, increasing 7% year-over-year (YoY) (Q1 2026 vs Q1 2025)1 driven by customer demand growth of 4% YoY (Q1 2026 vs Q1 2025)3, consistent with typical first quarter seasonality, and improved net pricing.Increased doses pulled through the hospital channel by 19% YoY (Q1 2026 vs Q1 2025), reflecting another excellent quarter of growth.4Theravance and Viatris (Mylan) entered into a settlement in March with Mankind Pharma Ltd. with a licensed launch date of April 23, 2039, subject to certain exceptions and other provisions customary for agreements of this type.With this settlement agreement, all Hatch-Waxman litigation relating to YUPELRI® (revefenacin) inhalation solution has been resolved.TRELEGY GSK reported first quarter 2026 global net sales of $873 million (up 2% vs. the first quarter of 2025)5:FY 2025 global net sales of approximately $3.9 billion triggered a $50M milestone payment from Royalty Pharma, with cash received in February 2026.FY 2026 global net sales of ~$3.5 billion required to trigger an additional $100M milestone payment from Royalty Pharma.Organizational Restructuring UpdateFollowing the announcement of the Company's Phase 3 CYPRESS results in March, Theravance has made progress on its organizational restructuring.As an early indicator of this progress, Operating Expenses (excluding restructuring costs) decreased approximately 20% year-over-year in Q1 2026 compared to Q1 2025, with more material reductions expected in Q2 2026 and full run-rate savings anticipated beginning in Q3 2026.The Company reaffirms it is on track to reduce operating expenses by approximately 60%, resulting in approximately $60 - $70 million of annualized cash flow, with the full benefit expected to be realized beginning in the third quarter of 2026.First Quarter Financial ResultsRevenue: Total revenue for the first quarter of 2026 was $17.7 million, consisting entirely of Viatris collaboration revenue. Viatris collaboration revenue increased by $2.3 million, or 15%, in the first quarter compared to the same period in 2025. The Viatris collaboration revenue represents amounts receivable from Viatris and comprises the Company's 35% share of net sales of YUPELRI, as well as its proportionate amount of the total shared commercial costs incurred by the two companies. The non-shared YUPELRI costs incurred by Theravance Biopharma are recorded within operating expenses. While Viatris records the total net sales of YUPELRI within its financial statements, Theravance Biopharma's implied 35% share of net sales of YUPELRI for the first quarter of 2026 was $21.9 million which represented a 7% increase compared to the same period in 2025.Research and Development (R&D) Expenses: R&D expenses for the first quarter of 2026 were $5.8 million, compared to $11.5 million in the same period in 2025. The reduction was driven by the corporate restructuring announced in March 2026 and ongoing wind-down of the CYPRESS clinical trial. First quarter R&D expenses included total non-cash share-based compensation of $0.6 million.Selling, General and Administrative (SG&A) Expenses: SG&A expenses for the first quarter of 2026 were $17.7 million, compared to $18.4 million in the same period in 2025. First quarter SG&A expenses included total non-cash share-based compensation of $2.9 million.Restructuring Expenses: Restructuring expenses for the first quarter of 2026 were $3.6 million and were comprised of severance costs and termination-related benefits. Cash restructuring costs were $2.6 million and non-cash restructuring costs were $1.0 million.Share-Based Compensation: Total share-based compensation expenses for the first quarter of 2026 were $4.5 million which included restructuring-related share-based compensation expense. Excluding restructuring-related expenses, share-based compensation was $3.5 million, compared to $4.9 million in the same period in 2025. Share-based compensation expenses for the first quarter of 2026 consisted of $0.6 million for R&D, $2.9 million for SG&A, and $1.0 million related to the restructuring.Net Loss: Net loss was $4.9 million in the first quarter of 2026 compared to a net loss of $13.6 million in the same period in 2025.Non-GAAP Net Income (Loss) from Operations6: Non-GAAP net income from operations was $0.6 million in the first quarter of 2026 compared to a non-GAAP net loss from operations of $8.6 million in the same period in 2025. See the section titled "Non-GAAP Financial Measures" for more information.Cash Position: Cash, cash equivalents and marketable securities totaled $394.7 million as of March 31, 2026. The Company received a $25.0 million YUPELRI U.S. sales milestone from Viatris in January 2026 and a $50.0 million TRELEGY milestone from Royalty Pharma in February 2026.Shares Outstanding: The Company had 51,514,968 ordinary shares outstanding as of March 31, 2026.2026 Financial Guidance Theravance Biopharma is implementing an organizational restructuring to streamline costs and align its resources with its commercial focus on YUPELRI. The restructuring will involve winding down the R&D function and significantly reducing the G&A function. The restructuring is expected to reduce operating expenses by approximately 60%, relative to 2025 actuals of $111.1 million. The full run-rate cost savings of approximately $70 million are expected to fully materialize in the third quarter of 2026.Together, the cost savings from the restructuring and continued sales from YUPELRI are expected to result in the Company generating approximately $60 to $70 million of annualized cash flow, starting in the third quarter of 2026. This cash flow projection is comprised of an estimated $45 to $55 million of Income from Operations (excluding non-cash share-based compensation) and projected Interest and Other Income, and does not include potential income from the $100 million TRELEGY milestone.The restructuring is expected to impact approximately 50% of the overall workforce. This reduction includes the wind-down of the R&D organization and a decrease of approximately 50% in G&A employees. These actions are expected to be implemented over the next two quarters, and the Company expects to incur approximately $5 to $7 million in one-time cash severance costs related to these actions.Conference Call Beginning last quarter, earnings results are being released via press release only. The Company will not host a conference call or webcast to discuss quarterly results.About Theravance Biopharma Theravance Biopharma, Inc.'s focus is to deliver Medicines that Make a Difference® in people's lives. In pursuit of its purpose, Theravance Biopharma leverages decades of expertise, which has led to the development of FDA-approved YUPELRI® (revefenacin) inhalation solution indicated for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD). The Company is committed to creating/driving shareholder value.For more information, please visit www.theravance.com.THERAVANCE BIOPHARMA®, THERAVANCE® and the Cross/Star logo are registered trademarks of the Theravance Biopharma group of companies (in the U.S. and certain other countries).YUPELRI® is a registered trademark of Viatris Specialty LLC. Trademarks, trade names or service marks of other companies appearing on this press release are the property of their respective owners.Forward-Looking StatementsThis press release contains certain "forward-looking" statements as that term is defined in the Private Securities Litigation Reform Act of 1995 regarding, among other things, statements relating to goals, plans, objectives, expectations and future events. Theravance Biopharma, Inc. (the "Company") intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Examples of such statements include statements relating to: the Company's expectations regarding its future profitability, expenses and uses of cash, the Company's goals, designs, strategies, plans and objectives, future growth of YUPELRI sales and future royalty payments, the winddown of the Company's ampreloxetine program and R&D function and significant reduction of its G&A function, the consideration of strategic alternatives for the Company, the ability to provide value to shareholders, the Company's regulatory strategies, and contingent milestone payments due to the Company from the sale of the Company's TRELEGY royalty interests. These statements are based on the current estimates and assumptions of the management of Theravance Biopharma as of the date of this press release and are subject to risks, uncertainties, changes in circumstances, assumptions and other factors that may cause the actual results of Theravance Biopharma to be materially different from those reflected in the forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, among others, risks related to: factors that could increase the Company's expenses beyond its expectations and any factors that could adversely affect its profitability, whether the TRELEGY milestone thresholds will be achieved, delays or difficulties in winding down clinical studies, the timing of any potential strategic transaction with respect to the Company, if at all, risks of collaborating with or relying on third parties to develop, manufacture and commercialize products, and risks associated with establishing and maintaining sales, marketing and distribution capabilities with appropriate technical expertise and supporting infrastructure, the ability of the Company to protect and to enforce its intellectual property rights, volatility and fluctuations in the trading price and volume of the Company's shares, and general economic and market conditions. Other risks affecting the Company are in the Company's Form 10-K filed with the SEC on March 23, 2026, and other periodic reports filed with the SEC. In addition to the risks described above and in Theravance Biopharma's filings with the SEC, other unknown or unpredictable factors also could affect Theravance Biopharma's results. No forward-looking statements can be guaranteed, and actual results may differ materially from such statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Theravance Biopharma assumes no obligation to update its forward-looking statements on account of new information, future events or otherwise, except as required by law.Non-GAAP Financial MeasuresTheravance Biopharma provides a non-GAAP metric in this press release. Theravance Biopharma believes that non-GAAP net income (loss) provides meaningful information to assist investors in assessing prospects for future performance and actual performance as they provide better metrics for analyzing the performance of its business by excluding items that may not be indicative of core operating results and the Company's cash position. Because non-GAAP financial targets and metrics, such as non-GAAP net income (loss), are not standardized, it may not be possible to compare these measures with other companies' non-GAAP targets or measures having the same or a similar name. Thus, Theravance Biopharma's non-GAAP measures should be considered in addition to, not as a substitute for, or in isolation from, the Company's actual GAAP results and other targets.Please see the appendix attached to this press release for a reconciliation of non-GAAP net income (loss) to its corresponding measure, net income (loss). A reconciliation of non-GAAP net income (loss) to its corresponding GAAP measure is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, expenses and other factors in the future.Contact:
investor.relations @vexter-40451In the U.S., Viatris is leading the commercialization of YUPELRI, and the Company co-promotes the product under a profit and loss sharing arrangement (65% to Viatris; 35% to the Company).2Payment from Royalty Pharma (RP) will be triggered if RP receives certain minimum royalty payments from GSK based on TRELEGY global net sales.3Source: Viatris Customer Demand (Q1'26).4Source: IQVIA DDD, HDS, VA and Non-Reporting Hospital through Mar '26.5GSK-reported Net Sales in USD.6Non-GAAP profit (loss) consists of GAAP net income (loss) before taxes less (i) share-based compensation expense, (ii) non-cash interest expense, and (iii) non-recurring revenue and income items. See the section titled "Non-GAAP Financial Measures" for more information. THERAVANCE BIOPHARMA, INC.CONDENSED CONSOLIDATED BALANCE SHEETS(In thousands)






March 31,
December 31,
2026
2025Assets(Unaudited)
(1)Current assets:


Cash and cash equivalents and short-term marketable securities$394,666
$315,357Receivables from collaborative arrangements
15,584

45,539Receivables from milestone and royalty assets
-

50,000Other prepaid and current assets
7,384

7,564 Total current assets
417,634

418,460Long-term marketable securities
-

11,128Property and equipment, net
5,539

5,895Operating lease assets
23,001

24,371Restricted cash
836

836Other assets
25,303

24,880 Total assets $472,313
$485,570





Liabilities and Shareholders' Equity




Current liabilities$31,775
$38,302Long-term operating lease liabilities
29,752

31,758Future royalty payment contingency
32,795

32,795Unrecognized tax benefits
87,153

85,679Other long-term liabilities
244

313Shareholders' equity
290,594

296,723Total liabilities and shareholders' equity$472,313
$485,570






________________________________











(1)The condensed consolidated balance sheet as of December 31, 2025 has been derived from the audited consolidated financial
statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. THERAVANCE BIOPHARMA, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(In thousands, except per share data)








Three Months Ended March 31,

2026
2025

(Unaudited)Revenue:





Viatris collaboration agreement (1)
$17,699
$15,388Total revenue

17,699

15,388






Costs and expenses:





Research and development (2)

5,829

11,452 Selling, general and administrative (2)

17,720

18,370 Restructuring expenses (2) (3)

3,633

- Total costs and expenses

27,182

29,822Loss from operations

(9,483)

(14,434)Interest expense (non-cash)

-

(643)Interest income and other income, net

3,013

939Loss before income taxes

(6,470)

(14,138)Provision for income tax benefit

1,537

559Net loss
$(4,933)
$(13,579)






Net loss per share:





Net loss per share - basic and diluted
$(0.10)
$(0.27)






Shares used to compute net loss per share - basic and diluted

51,279

49,706






Non-GAAP net income (loss)
$639
$(8,618)________________________________












(1) While Viatris, Inc. records the total YUPELRI net sales, the Company is entitled to a 35% share of the net profit
     (loss) pursuant to a co-promotion agreement with Viatris as presented below:













Three Months Ended March 31,(In thousands)
2026
2025YUPELRI net sales (100% recorded by Viatris)
$62,430
$58,344YUPELRI net sales (Theravance Biopharma implied 35%)

21,851

20,420






(2) Amounts include share-based compensation expense as follows:














Three Months Ended March 31,(In thousands)
2026
2025Research and development
$627
$1,070Selling, general and administrative

2,849

3,807Restructuring expenses

1,028

-Total share-based compensation expense
$4,504
$4,877






(3) Restructuring expenses were comprised of:














Three Months Ended March 31,(In thousands)
2026
2025Cash-related expenses
$2,605
$-Non-cash related expenses

1,028

-Total restructuring expenses
$3,633
$- THERAVANCE BIOPHARMA, INC.Reconciliation of GAAP Net Loss to Non-GAAP Net Income (Loss)(In thousands)








Three Months Ended March 31,

2026
2025

(Unaudited)






GAAP net loss
$(4,933)
$(13,579)Adjustments:





Share-based compensation expense

4,504

4,877Non-cash interest expense

-

643Income tax benefit

(1,537)

(559)Restructuring expense (excl. share-based compensation)

2,605

-Non-GAAP net income (loss)
$639
$(8,618)  View original content to download multimedia:https://www.prnewswire.com/news-releases/theravance-biopharma-inc-reports-first-quarter-2026-financial-results-and-provides-corporate-update-302765562.htmlSOURCE Theravance Biopharma, Inc. Original: Theravance Biopharma, Inc. Reports First Quarter 2026 Financial Results and Provides Corporate Update

Theravance Biopharma, Inc. Reports Fourth Quarter and Full Year 2025 Financial Results and Provides Corporate UpdateMarch 19, 2026 8:30 AM
PR Newswire (US)

Organizational restructuring and cost reduction plan following results of the Phase 3 CYPRESS study of ampreloxetine are underway; expected to generate $60 - $70 million of annualized cash flow starting in Q3 2026Strategic Review Committee accelerating evaluation of opportunities to maximize shareholder valueYUPELRI® achieved record brand profitability for Q4 and full-year 2025; full-year net sales of $266.6 million, recognized by Viatris, up 12% year-over-year1 resulting in a $25 million milestone payment Full-year 2025 TRELEGY net sales, reported by GSK, of $3.9 billion, up 12% year-over-year, triggered a $50 million milestone payment; high confidence in achieving the $100 million 2026 milestone payment2All-time high non-GAAP profitability achieved for the second consecutive quarter3Company expects to have approximately $400 million in cash at the end of Q1 2026 and no debtDUBLIN, March 19, 2026 /PRNewswire/ -- Theravance Biopharma, Inc. ("Theravance Biopharma" or the "Company") (NASDAQ: TBPH) today reported financial and operational results for the fourth quarter and full year of 2025.







"We ended 2025 on a positive note from a financial perspective, achieving another record quarter of non-GAAP profitability, hitting a new all-time high for YUPELRI® brand-level profitability, and reaching $75 million in key sales-based milestones. These results highlight the strength and durability of our commercial asset, YUPELRI®, our commitment to operating with financial and operational discipline, and the strength of our balance sheet," said Rick E Winningham, Chief Executive Officer of Theravance Biopharma. "Since announcing the CYPRESS study results earlier this month, we have made progress implementing an organizational restructuring to streamline costs and align resources with the commercial opportunity ahead of YUPELRI®. We are confident that these actions, paired with the important work that the Board's Strategic Review Committee is doing to evaluate opportunities available to the Company, will enable Theravance to deliver on our goal of maximizing value for shareholders."Strategic Review CommitteeIn 2024, the Theravance Board of Directors formed a Strategic Review Committee (the "Committee") composed entirely of independent directors to assess all strategic alternatives available to the Company. Since then, the Committee has been working on an ongoing basis with Lazard, its independent financial advisor, to evaluate opportunities to maximize shareholder value, including under multiple potential outcomes for the CYPRESS study, which the Company announced on March 3rd did not meet the primary endpoint. Building upon this work, the Committee is acting with urgency to evaluate a broad range of value maximizing and tax efficient alternatives, including but not limited to a sale of the Company. In connection with the Company's March 3rd announcement to wind down the ampreloxetine program and implement an organizational restructuring, the Committee has accelerated its evaluation of strategic alternatives for the Company. There can be no assurance that the Committee's strategic review process will result in any transaction. Theravance Biopharma does not intend to disclose further developments on this review process unless and until it determines that such disclosure is appropriate or necessary.Operational HighlightsYUPELRI® (revefenacin) inhalation solution, the first and only once-daily, nebulized LAMA (long-acting muscarinic antagonist) bronchodilator approved in the U.S. for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD):Annual U.S. net sales of $266.6 million, increasing 12% year-over-year (YoY) (FY 2025 vs FY 2024)1 triggered $25 million sales-based milestone from Viatris with cash received in January 2026.Quarterly U.S. net sales of $70.6 million in Q4 2025, increasing 6% year-over-year (YoY) (Q4 2025 vs Q4 2024)1 driven by strong customer demand growth of 14% YoY (Q4 2025 vs Q4 2024)4, offset by timing of customer purchasing patterns.Increased doses pulled through the hospital channel by 13% YoY (Q4 2025 vs Q4 2024), reflecting another solid quarter of growth.5TRELEGY GSK reported fourth quarter 2025 global net sales of approximately $970 million (up 14% vs. the fourth quarter of 2024) and full year net sales of approximately $3.9 billion (up 13% vs. full year 2024)6:FY 2025 global net sales of approximately $3.9 billion triggered a $50M milestone payment from Royalty Pharma, with cash received in February 2026.FY 2026 global net sales of ~$3.5 billion required to trigger an additional $100M milestone payment from Royalty Pharma.Organizational Restructuring UpdateFollowing the announcement of the Company's Phase 3 CYPRESS results, Theravance has made progress on its organizational restructuring.The wind-down of the R&D organization is underway and is expected to be largely complete by the beginning of the third quarter of 2026.The Company reaffirms it is on track to reduce operating expenses by approximately 60%, resulting in approximately $60 - $70 million of annualized cash flow, with the full benefit expected to be realized beginning in the third quarter of 2026.Fourth Quarter Financial ResultsRevenue: Total revenue for the fourth quarter of 2025 was $45.9 million, consisting of $20.9 million of Viatris collaboration revenue and $25.0 million of licensing and milestone revenue related to the achievement of the 2025 full-year sales-based milestone for YUPELRI. Viatris collaboration revenue increased by $2.1 million, or 11%, in the fourth quarter compared to the same period in 2024. The Viatris collaboration revenue represents amounts receivable from Viatris and comprises the Company's 35% share of net sales of YUPELRI, as well as its proportionate amount of the total shared commercial costs incurred by the two companies. The non-shared YUPELRI costs incurred by Theravance Biopharma are recorded within operating expenses. While Viatris records the total net sales of YUPELRI within its financial statements, Theravance Biopharma's implied 35% share of net sales of YUPELRI for the fourth quarter of 2025 was $24.7 million which represented a 6% increase compared to the same period in 2024.Research and Development (R&D) Expenses: R&D expenses for the fourth quarter of 2025 were $7.4 million, compared to $9.5 million in the same period in 2024. The reduction was driven by the near completion of the CYPRESS clinical trial. Fourth quarter R&D expenses included total non-cash share-based compensation of $1.0 million. In terms of Financial Guidance, full year 2025 R&D expenses excluding non-cash share-based compensation were $33.3
million which was within our Financial Guidance of $32 million to $38 million.Selling, General and Administrative (SG&A) Expenses: SG&A expenses for the fourth quarter of 2025 were $18.5 million and were unchanged compared to the same period in 2024. Fourth quarter SG&A expenses included total non-cash share-based compensation of $3.5 million. In terms of Financial Guidance, full year 2025 SG&A expenses excluding non-cash share-based compensation were $59.3 million which was within our Financial Guidance of $50 million to $60 million.Share-Based Compensation: Share-based compensation expenses for the fourth quarter of 2025 were $4.5 million, compared to $5.8 million in the same period in 2024. Share-based compensation expenses consisted of $1.0 million for R&D and $3.5 million for SG&A in the fourth quarter of 2025, compared to $1.4 million and $4.4 million, respectively, in the same period in 2024. In terms of Financial Guidance, full year 2025 share-based compensation expenses were $18.5 million which was within our Financial Guidance of $18 million to $20 million.TRELEGY Milestone Income: The Company recognized $50.0 million in milestone income in the fourth quarter of 2025 triggered by achieving the 2025 TRELEGY net sales threshold.Income Taxes: Income tax expense for the fourth quarter of 2025 was $12.0 million, compared to a $6.6 million income tax expense in the same period in 2024. The increase was primarily due to taxes on the $50.0 million TRELEGY milestone income recognized in the fourth quarter of 2025.Net Income: Net income was $61.0 million in the fourth quarter of 2025 compared to a net loss of $15.5 million in the same period in 2024. The net income benefited from achieving the $25.0 million and $50.0 million YUPELRI and TRELEGY 2025 net sales milestones, respectively.Non-GAAP Net Income (Loss) from Operations3: Non-GAAP net income from operations was $3.1 million in the fourth quarter of 2025 compared to a non-GAAP net loss from operations of $2.5 million in the same period in 2024. See the section titled "Non-GAAP Financial Measures" for more information.Cash Position: Cash, cash equivalents and marketable securities totaled $326.5 million as of December 31, 2025. The Company received a $25.0 million YUPELRI U.S. sales milestone from Viatris in January 2026 and a $50.0 million TRELEGY milestone from Royalty Pharma in February 2026. Taking into account the TRELEGY and YUPELRI milestones received in the first quarter of 2026, the Company expects to have approximately $400.0 million in cash, cash equivalents and marketable securities at the end of the first quarter of 2026.Shares Outstanding: The Company had 51,068,545 ordinary shares outstanding as of December 31, 2025.2026 Financial Guidance Theravance Biopharma is implementing an organizational restructuring to streamline costs and align its resources with its commercial focus on YUPELRI. The restructuring will involve winding down the R&D function and significantly reducing the G&A function. The restructuring is expected to reduce operating expenses by approximately 60%, relative to 2025 actuals of $111.1 million. The full run-rate cost savings of approximately $70 million are expected to fully materialize in the third quarter of 2026.Together, the cost savings from the restructuring and continued sales from YUPELRI are expected to result in the Company generating approximately $60 to $70 million of annualized cash flow, starting in the third quarter of 2026. This cash flow projection is comprised of an estimated $45 to $55 million of Income from Operations (excluding non-cash share-based compensation) and projected Interest and Other Income, and does not include potential income from the $100 million TRELEGY milestone.The restructuring is expected to impact approximately 50% of the overall workforce. This reduction includes the complete wind-down of the R&D organization and a decrease of approximately 50% in G&A employees. These actions are expected to be implemented over the next two quarters, and the Company expects to incur approximately $5 to $7 million in one-time cash severance costs related to these actions.Conference Call Beginning with this quarter, earnings results will be released via press release only. The Company will not host a conference call or webcast to discuss quarterly results.About Theravance Biopharma Theravance Biopharma, Inc.'s focus is to deliver Medicines that Make a Difference® in people's lives. In pursuit of its purpose, Theravance Biopharma leverages decades of expertise, which has led to the development of FDA-approved YUPELRI® (revefenacin) inhalation solution indicated for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD). The Company is committed to creating/driving shareholder value.For more information, please visit www.theravance.com.THERAVANCE BIOPHARMA®, THERAVANCE® and the Cross/Star logo are registered trademarks of the Theravance Biopharma group of companies (in the U.S. and certain other countries).YUPELRI® is a registered trademark of Viatris Specialty LLC. Trademarks, trade names or service marks of other companies appearing on this press release are the property of their respective owners.Forward-Looking StatementsThis press release contains certain "forward-looking" statements as that term is defined in the Private Securities Litigation Reform Act of 1995 regarding, among other things, statements relating to goals, plans, objectives, expectations and future events. Theravance Biopharma, Inc. (the "Company") intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Examples of such statements include statements relating to: the Company's expectations regarding its future profitability, expenses and uses of cash, the Company's goals, designs, strategies, plans and objectives, future growth of YUPELRI sales and future royalty payments, the winddown of the Company's ampreloxetine program and R&D function and significant reduction of its G&A function, the consideration of strategic alternatives for the Company, the ability to provide value to shareholders, the Company's regulatory strategies, the status of patent infringement litigation initiated by the Company and its partner against certain generic companies in federal district courts, and contingent milestone payments due to the Company from the sale of the Company's TRELEGY royalty interests. These statements are based on the current estimates and assumptions of the management of Theravance Biopharma as of the date of this press release and are subject to risks, uncertainties, changes in circumstances, assumptions and other factors that may cause the actual results of Theravance Biopharma to be materially different from those reflected in the forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, among others, risks related to: factors that could increase the Company's expenses beyond its expectations and any factors that could adversely affect its profitability, whether the TRELEGY milestone thresholds will be achieved, delays or difficulties in winding down clinical studies, the timing of any potential strategic transaction with respect to the Company, if at all, risks of collaborating with or relying on third parties to develop, manufacture and commercialize products, and risks associated with establishing and maintaining sales, marketing and distribution capabilities with appropriate technical expertise and supporting infrastructure, the ability of the Company to protect and to enforce its intellectual property rights, volatility and fluctuations in the trading price and volume of the Company's shares, and general economic and market conditions. Other risks affecting the Company are in the Company's Form 10-Q filed with the SEC on November 12, 2025, and other periodic reports filed with the SEC. In addition to the risks described above and in Theravance Biopharma's filings with the SEC, other unknown or unpredictable factors also could affect Theravance Biopharma's results. No forward-looking statements can be guaranteed, and actual results may differ materially from such statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Theravance Biopharma assumes no obligation to update its forward-looking statements on account of new information, future events or otherwise, except as required by law.Non-GAAP Financial MeasuresTheravance Biopharma provides a non-GAAP metric in this press release. Theravance Biopharma believes that non-GAAP net income (loss) provides meaningful information to assist investors in assessing prospects for future performance and actual performance as they provide better metrics for analyzing the performance of its business by excluding items that may not be indicative of core operating results and the Company's cash position. Because non-GAAP financial targets and metrics, such as non-GAAP net income (loss), are not standardized, it may not be possible to compare these measures with other companies' non-GAAP targets or measures having the same or a similar name. Thus, Theravance Biopharma's non-GAAP measures should be considered in addition to, not as a substitute for, or in isolation from, the Company's actual GAAP results and other targets.Please see the appendix attached to this press release for a reconciliation of non-GAAP net income (loss) to its corresponding measure, net income (loss). A reconciliation of non-GAAP net income (loss) to its corresponding GAAP measure is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, expenses and other factors in the future.Contact:
investor.relations @vexter-4045___________________1 In the U.S., Viatris is leading the commercialization of YUPELRI, and the Company co-promotes the product under a profit and loss
sharing arrangement (65% to Viatris; 35% to the Company).2 Payment from Royalty Pharma (RP) will be triggered if RP receives certain minimum royalty payments from GSK based on TRELEGY 
global net sales.3 Non-GAAP profit (loss) consists of GAAP net income (loss) before taxes less (i) share-based compensation expense, (ii) non-cash 
interest expense, and (iii) non-recurring revenue and income items. See the section titled "Non-GAAP Financial Measures" for more
information.4Source: Viatris Customer Demand (Q3'25).5 Source: IQVIA DDD, HDS, VA and Non-Reporting Hospital through Sept '25.6GSK-reported Net Sales in USD. 





THERAVANCE BIOPHARMA, INCCONDENSED CONSOLIDATED BALANCE SHEETS(In thousands)






December 31,
December 31,
2025
2024Assets(Unaudited)
(1)Current assets:


Cash and cash equivalents and short-term marketable securities$315,357
$88,350Receivables from collaborative arrangements
45,539

18,440Receivables from milestone and royalty assets
50,000

50,000Other prepaid and current assets
7,564

4,277  Total current assets
418,460

161,067Long-term marketable securities
11,128

-Property and equipment, net
5,895

7,418Operating lease assets
24,371

28,354Future contingent milestone and royalty assets
-

144,200Restricted cash
836

836Other assets
24,880

12,286 Total assets$485,570
$354,161





Liabilities and Shareholders' Equity




Current liabilities$38,302
$32,085Long-term operating lease liabilities
31,758

39,108Future royalty payment contingency
32,795

30,334Unrecognized tax benefits
85,679

75,199Other long-term liabilities
313

1,890Shareholders' equity
296,723

175,545Total liabilities and shareholders' equity$485,570
$354,161





________________________________
(1) The condensed consolidated balance sheet as of December 31, 2024 has been derived from the audited consolidated financial
     statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 














THERAVANCE BIOPHARMA, INC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
















Three Months Ended December 31,
Year Ended December 31,


2025
2024
2025
2024


(Unaudited)
(Unaudited)
Revenue:












Viatris collaboration agreement (1)
$20,891
$18,754
$74,964
$64,381
Licensing and milestone revenue

25,000

-

32,500

-
Total revenue

45,891

18,754

107,464

64,381














Costs and expenses:












   Research and development (2)

7,362

9,452

37,414

37,643
   Selling, general and administrative (2)

18,517

18,502

73,652

69,174
   Impairment of long-lived assets (non-cash)

-

-

-

4,513
   Total costs and expenses

25,879

27,954

111,066

111,330
Income (loss) from operations

20,012

(9,200)

(3,602)

(46,949)
Net gain on realized contingent milestone and royalty assets

-

-

75,137

-
TRELEGY milestone income

50,000

-

50,000

-
Interest expense (non-cash)

(583)

(643)

(2,461)

(2,546)
Interest income and other income, net

3,640

902

10,173

4,881
Income (loss) before income taxes

73,069

(8,941)

129,247

(44,614)
Provision for income tax expense

(12,045)

(6,587)

(23,352)

(11,804)
Net income (loss)
$61,024
$(15,528)
$105,895
$(56,418)














Net income (loss) per share:












Net income (loss) per share - basic
$1.20
$(0.31)
$2.10
$(1.15)
Net income (loss) per share - diluted
$1.15
$(0.31)
$2.06
$(1.15)














Shares used to compute net income (loss) per share - basis

50,868

49,306

50,317

48,847
Shares used to compute net income (loss) per share - diluted

53,053

49,306

51,507

48,847














Non-GAAP net income (loss)
$3,131
$(2,472)
$(7,453)
$(16,162)
________________________________


























(1) While Viatris, Inc. records the totalYUPELRI net sales, the Company is entitled to a 35% share of the net profit (loss) pursuant to a co-promotion agreement
    with Viatris as presented below:




























Three Months Ended December 31,
Year Ended December 31,
(In thousands)
2025
2024
2025
2024
YUPELRI net sales (100% recorded byViatris)
$70,563
$66,680
$266,600
$238,626
YUPELRI net sales (Theravance Biopharma implied 35%)

24,697

23,339

93,310

83,520














(2) Amounts include share-based compensation expense as follows:




























Three Months Ended December 31,
Year Ended December 31,
(In thousands)
2025
2024
2025
2024
Research and development
$944
$1,377
$4,081
$5,104
Selling, general and administrative

3,535

4,449

14,395

16,289
Total share-based compensation expense
$4,479
$5,826
$18,476
$21,393 














THERAVANCE BIOPHARMA, INC
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Net Income (Loss)
(In thousands)
















Three Months Ended December 31,
Year Ended December 31,


2025
2024
2025
2024


(Unaudited)
(Unaudited)














GAAP net income (loss)
$61,024
$(15,528)
$105,895
$(56,418)
Adjustments:












Licensing revenue (1)

(25,000)

-

(32,500)

-
Net gain on realized contingent milestone and royalty assets (1)

-

-

(75,137)

-
TRELEGY milestone income (1)

(50,000)




(50,000)



Non-cash impairment expense of long-lived assets (1)

-

-

-

4,513
Share-based compensation expense

4,479

5,826

18,476

21,393
Non-cash interest expense

583

643

2,461

2,546
Income tax expense

12,045

6,587

23,352

11,804
Non-GAAP net income (loss)
$3,131
$(2,472)
$(7,453)
$(16,162)














(1)  Non-recurring item











 



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Original: Theravance Biopharma, Inc. Reports Fourth Quarter and Full Year 2025 Financial Results and Provides Corporate Update

Theravance Biopharma to Restructure After Late-Stage Ampreloxetine SetbackMarch 3, 2026 10:30 AM
IH Market News
Theravance Biopharma (NASDAQ:TBPH) said March 3, 2026 that its Phase 3 CYPRESS study evaluating ampreloxetine in patients with symptomatic neurogenic orthostatic hypotension (nOH) linked to multiple system atrophy did not achieve its primary endpoint, prompting the company to discontinue the program.The biotech firm said it will carry out additional data analyses solely to determine whether any remaining value can be extracted from the trial results. Following the setback, Theravance’s board-level Strategic Review Committee has accelerated its evaluation of strategic options, which could include a potential sale of the company.Alongside the strategic review, management unveiled a sweeping restructuring plan aimed at sharply reducing costs and refocusing the business. The overhaul will eliminate the company’s research and development function, reduce headcount by approximately 50%, and lower operating expenses by roughly 60%.Theravance intends to center its operations around its cash-generating YUPELRI franchise, its existing cash reserves and potential milestone payments tied to TRELEGY. The company expects these assets to support annualized cash flow of $60 million to $70 million beginning in the third quarter of 2026.



More about Theravance Biopharma



Theravance Biopharma, Inc. is a Dublin-based biopharmaceutical company specializing in respiratory treatments. Its primary commercial product is YUPELRI, a once-daily nebulized long-acting muscarinic antagonist (LAMA) used for maintenance treatment of chronic obstructive pulmonary disease (COPD) in the United States.The company retains a 35% economic interest in YUPELRI through a profit-and-loss sharing agreement with Viatris. In addition, Theravance benefits from potential milestone payments related to TRELEGY and from certain Irish tax assets.Theravance Biopharma stock price

Original: Theravance Biopharma to Restructure After Late-Stage Ampreloxetine Setback

Theravance Biopharma Reports Phase 3 CYPRESS Study Did Not Meet Primary Endpoint; Board Accelerates Strategic Review and Announces Cost Reduction ActionsMarch 3, 2026 8:30 AM
PR Newswire (US)

Phase 3 CYPRESS study did not meet the primary endpoint, the OHSA Composite Score, a patient reported outcome (PRO)Cash of $326.5 million at Q4 2025 (no debt); approximately $400 million expected at end of Q1 2026 including receipt of 2025 milestones; Theravance highly confident in achieving $100 million 2026 TRELEGY milestone1Strategic Review Committee accelerating ongoing efforts to evaluate alternatives to maximize shareholder valueOrganizational restructuring to reduce cost base by approximately 60% (or approximately $70 million); expected to result in the Company generating approximately $60 - $70 million of annualized cash flowStreamlined portfolio focused on YUPELRI®, a growing product to treat COPD with durable cash-flow generation and long-dated intellectual property protection in the U.S. into 2039; FY 2025 net sales $266.6 million recognized by Viatris (+12% YoY)2DUBLIN, March 3, 2026 /PRNewswire/ -- Theravance Biopharma, Inc. ("Theravance Biopharma" or the "Company") (NASDAQ: TBPH) today announced topline results from the Phase 3 CYPRESS study evaluating the efficacy and safety of ampreloxetine in patients with symptomatic neurogenic orthostatic hypotension (nOH) due to multiple system atrophy (MSA), a rare disease. The study did not meet its primary endpoint in the Orthostatic Hypotension Symptom Assessment (OHSA) composite score. As a result of this outcome, the Company has decided to wind down the ampreloxetine program.







In connection with this announcement, the Strategic Review Committee of the Theravance Biopharma Board of Directors (the "Committee") is accelerating its ongoing review of alternatives to maximize value for shareholders. Since its formation in 2024, the Committee has been working on an ongoing basis with Lazard, its independent financial advisor, to evaluate opportunities available to the Company, including under multiple potential outcomes for the CYPRESS study. Building upon this work, the Committee will act with urgency to evaluate a broad range of value maximizing and tax efficient alternatives, including but not limited to a sale of the company. There can be no assurance that the Committee's strategic review process will result in any transaction. Theravance Biopharma does not intend to disclose further developments on this review process unless and until it determines that such disclosure is appropriate or necessary.While the Committee accelerates its review, Theravance Biopharma is implementing an organizational restructuring to streamline costs and align its resources with its commercial focus on YUPELRI®. The restructuring will involve winding down the R&D function and significantly reducing the G&A function. The restructuring is expected to reduce operating expenses by approximately 60%, relative to 2025 preliminary actuals of approximately $110 million. The full run-rate cost savings of approximately $70 million are expected to fully materialize in the third quarter of 2026.Together, the cost savings from the restructuring and continued sales from YUPELRI® are expected to result in the Company generating approximately $60 to $70 million of annualized cash flow, starting in Q3 2026. This cash flow projection is comprised of an estimated $45 to $55 million of Income from Operations (excluding non-cash share-based compensation) and projected Interest and Other Income, and does not include potential income from the $100 million TRELEGY milestone.Following the decision to wind down the ampreloxetine program, the Company's sources of value include approximately $400 million of expected cash at the end of Q1 2026, a 35% interest in YUPELRI® that generates durable cash flow, and the potential TRELEGY milestone payment, as well as Irish tax attributes. "We are disappointed that ampreloxetine did not meet the primary endpoint in the CYPRESS study. These results are particularly disheartening for the patients who are suffering from this rare disease and were hoping for a new treatment option and for the employees who dedicated years of work to this program. I want to sincerely thank the patients, caregivers, investigators, and our team for their commitment and contributions to this effort," said Rick E Winningham, Chief Executive Officer of Theravance Biopharma. "Given these results, we are taking decisive steps to restructure the organization and significantly reduce our cost base, which we expect will allow YUPELRI® to drive meaningful and sustainable cash flow for the company. With a profitable commercial product, an expected cash balance of approximately $400 million at the end of the first quarter of 2026, and the anticipated $100 million TRELEGY milestone in 2026, we continue to have a strong set of assets.""Consistent with our commitment to act in the best interests of the Company and its shareholders, and alongside the organizational restructuring actions we announced today, the Strategic Review Committee is accelerating its ongoing evaluation of value maximizing strategic alternatives," said Susannah Gray, independent Chair of the Board and Chair of the Strategic Review Committee. "The Committee was established with a clear mandate to deliver maximum value to Theravance Biopharma shareholders, and over the last year and a half, has been actively engaged in overseeing that the Company's strategy delivers on this objective, including with the $225 million sale of our remaining royalty interest in TRELEGY in 2025. Today, Theravance Biopharma has a cash-generative commercial asset, strong balance sheet and sizable near-term milestone payout opportunity, and the Committee is squarely focused on acting with urgency and discipline to ensure that we achieve the best outcome for shareholders."Phase 3 CYPRESS Topline Data Study ResultsIn the Phase 3 CYPRESS study, the primary endpoint, the change in OHSA composite score at Week 8 during the double-blind randomized withdrawal period, was not statistically significant. Similar trends were observed in the secondary endpoints at week 8. Changes in blood pressure, heart rate and norepinephrine levels confirmed a consistent pressor effect and reaffirmed ampreloxetine's biological activity. Ampreloxetine was generally well tolerated, with safety findings consistent with prior studies, including no signal of worsening of supine hypertension.As the Company proceeds with the orderly wind down of the ampreloxetine program, it will complete additional analyses of the CYPRESS dataset and Phase 3 program, in consultation with external experts, to assess whether the data merits further regulatory discussion. This assessment is intended to provide the Committee with additional clarity regarding any remaining value in ampreloxetine for Theravance shareholders. There can be no assurance that any additional regulatory engagement will occur.Organizational RestructuringThe restructuring is expected to impact approximately 50% of the overall workforce. This reduction includes the complete wind-down of the R&D organization and a decrease of approximately 50% in G&A employees. These actions will be implemented over the next two quarters, and the Company expects to incur approximately $5 to $7 million in one-time cash severance costs related to these actions.Additional Company HighlightsYUPELRI® (revefenacin) inhalation solution, the first and only once-daily, nebulized LAMA (long-acting muscarinic antagonist) bronchodilator approved in the U.S. for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD):Quarterly U.S. net sales of $70.6 million in Q4 2025, increasing 6% year-over-year (YoY) (Q4 2025 vs Q4 2024)3.Annual U.S. net sales of $266.6 million, increasing 12% year-over-year (YoY) (FY 2025 vs FY 2024) triggering $25 million sales-based milestone from VIATRIS with cash received in January 2026.TRELEGYGSK reported FY 2025 global TRELEGY net sales of approximately $3.91 billion4, meeting the threshold for a $50 million milestone from Royalty Pharma, with cash received in February 2026.Company expects FY 2026 global net sales of at least approximately $3.51 billion, which will trigger an additional $100 million milestone from Royalty Pharma.Financial PositionCash totaled $326.5 million as of December 31, 2025, with no debt.The Company received a $25 million YUPELRI® U.S. sales milestone from Viatris in January 2026 and a $50 million TRELEGY milestone from Royalty Pharma in February 2026.After receiving the TRELEGY and YUPELRI® milestones in Q1 2026, the Company expects to have approximately $400 million in cash at the end of Q1 2026.The Company also benefits from approximately $2.6 billion of Irish tax attributes.About AmpreloxetineAmpreloxetine, an investigational, once-daily norepinephrine reuptake inhibitor in development for the treatment of symptomatic neurogenic orthostatic hypotension (nOH) in patients with multiple system atrophy (MSA).About CYPRESS (Study 0197), a Phase 3 StudyStudy 0197 (NCT05696717) is a registrational Phase 3, multi-center, randomized withdrawal study to evaluate the efficacy and durability of ampreloxetine in participants with MSA and symptomatic nOH after 20 weeks of treatment; the primary endpoint of the study is change in the Orthostatic Hypotension Symptom Assessment (OHSA) composite score. Secondary endpoints include change from baseline in Orthostatic Hypotension Daily Activity Scale (OHDAS) composite score, OHDAS item 1 (activities that require standing for a short time) and OHDAS item 3 (activities that require walking for a short time).About Theravance Biopharma Theravance Biopharma, Inc.'s focus is to deliver Medicines that Make a Difference® in people's lives. In pursuit of its purpose, Theravance Biopharma leverages decades of expertise, which has led to the development of FDA-approved YUPELRI® (revefenacin) inhalation solution indicated for the maintenance treatment of patients with chronic obstructive pulmonary disease (COPD). The Company is committed to creating/driving shareholder value.For more information, please visit www.theravance.com.THERAVANCE BIOPHARMA®, THERAVANCE® and the Cross/Star logo are registered trademarks of the Theravance Biopharma group of companies (in the U.S. and certain other countries).YUPELRI® is a registered trademark of Mylan Specialty L.P., a Viatris company. Trademarks, trade names or service marks of other companies appearing in this press release are the property of their respective owners.Preliminary Financial and Operating ResultsThe financial information in this press release is preliminary, unaudited, based on currently available information, and subject to adjustment in the final financial statements to be filed with the Company's Annual Report on Form 10-K for the year ended December 31, 2025. The preliminary results set forth above reflect preliminary, unaudited estimates based solely on currently available information, which is subject to change. Such preliminary results are subject to the finalization of year-end financial and accounting procedures. While carrying out such procedures, the Company may identify items that would require it to make adjustments to the preliminary estimates of financial results set forth herein. As a result, the Company's actual financial results could differ from the information set forth herein and such differences could be material. Moreover, preliminary and estimated financial results should not be viewed as a substitute for the Company's full annual financial statements for the year ended December 31, 2025, which will be prepared in accordance with U.S. GAAP.Forward-Looking Statements This press release contains certain "forward-looking" statements as that term is defined in the Private Securities Litigation Reform Act of 1995 regarding, among other things, statements relating to goals, plans, objectives, expectations and future events. Theravance Biopharma intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Examples of such statements include statements relating to: the Company's expectations regarding its future profitability, expenses and uses of cash, the Company's goals, designs, strategies, plans and objectives, future growth of YUPELRI sales and future royalty payments, the winddown of the Company's ampreloxetine program and R&D function and significant reduction of its G&A function, the consideration of strategic alternatives for the Company, the ability to provide value to shareholders, the Company's regulatory strategies, data regarding our investigational therapy, the status of patent infringement litigation initiated by the Company and its partner against certain generic companies in federal district courts, and contingent milestone payments due to the Company from the sale of the Company's TRELEGY royalty interests. These statements are based on the current estimates and assumptions of the management of Theravance Biopharma as of the date of this press release and are subject to risks, uncertainties, changes in circumstances, assumptions and other factors that may cause the actual results of Theravance Biopharma to be materially different from those reflected in the forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, among others, risks related to: factors that could increase the Company's expenses beyond its expectations and any factors that could adversely affect its profitability, whether the TRELEGY milestone thresholds will be achieved, delays or difficulties in winding down clinical studies, the potential that results from analysis of clinical or non-clinical studies indicate the Company's product candidates or product are unsafe, ineffective or not differentiated, risks of decisions from regulatory authorities that are unfavorable to the Company, delays or failure to achieve and maintain regulatory approvals for product candidates, the timing of any potential strategic transaction with respect to the Company, if at all, risks of collaborating with or relying on third parties to discover, develop, manufacture and commercialize products, and risks associated with establishing and maintaining sales, marketing and distribution capabilities with appropriate technical expertise and supporting infrastructure, the ability of the Company to protect and to enforce its intellectual property rights, volatility and fluctuations in the trading price and volume of the Company's shares, and general economic and market conditions. Other risks affecting Theravance Biopharma are in the Company's Form 10-Q filed with the SEC on November 12, 2025, and other periodic reports filed with the SEC. In addition to the risks described above and in Theravance Biopharma's filings with the SEC, other unknown or unpredictable factors also could affect Theravance Biopharma's results. No forward-looking statements can be guaranteed, and actual results may differ materially from such statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Theravance Biopharma assumes no obligation to update its forward-looking statements on account of new information, future events or otherwise, except as required by law.Contact:
investor.relations @vexter-40451 Payments from Royalty Pharma (RP) will be triggered if RP receives certain minimum royalty payments from GSK based on TRELEGY global net sales.
2 In the U.S., Viatris is leading the commercialization of YUPELRI, and the Company co-promotes the product under a profit and loss sharing arrangement (65% to Viatris; 35% to the Company).
3 In the U.S., Viatris is leading the commercialization of YUPELRI, and the Company co-promotes the product under a profit and loss sharing arrangement (65% to Viatris; 35% to the Company).
4 GSK-reported Net Sales in USD.



View original content to download multimedia:https://www.prnewswire.com/news-releases/theravance-biopharma-reports-phase-3-cypress-study-did-not-meet-primary-endpoint-board-accelerates-strategic-review-and-announces-cost-reduction-actions-302702475.htmlSOURCE Theravance Biopharma, Inc.

Original: Theravance Biopharma Reports Phase 3 CYPRESS Study Did Not Meet Primary Endpoint; Board Accelerates Strategic Review and Announces Cost Reduction Actions

TBPH underb$10

On the move back up. Smart money is, has been accumulating. About 85 % of the stock is held by institutions. Should not disappoint./ok2

May have bought a little too early, but hopefully Friday's move back up is a signal the bottom is in. Best of luck to the longs./ok2

Put my money where my mouth is, filled my order below $9.50. Best of luck to the longs./ok2

Missed their end point in the Phase IIB study, but still think there is value here. Selling off today as a result, but company looking at numbers, more to come I believe with a couple other drugs still in the pipeline. Institutional ownership is high on this one also, over 80 %. Big boys don't look to lose their $. Could be oversold, may be a buying opportunity here at today's prices./ok2

Dark stuff just hit the fan

Baird downgraded Theravance $TBPH to Underperform. Wow this analysis shows huge downside: analysis

TBPH bullish 36.73



normal chart


log chart

$TBPH recent news/filings

bullish
close > 1 and average volume > 100k
bullish divergence breakout
double bottom




Theravance Biopharma, Inc.
Ugland House
South Church Street
George Town, KY1-1104
Cayman Islands
Phone: 650-808-6000
Website: http://www.theravance.com
Investors: http://investor.theravance.com/index.cfm

Theravance Biopharma, Inc. engages in the research and development activities focusing on the diseases of the lung and gastrointestinal tract, and infectious diseases, as well as on the acute care setting markets. The company offers VIBATIV, a bactericidal, once-daily injectable antibiotic to treat patients with infections due to Staphylococcus aureus and other Gram-positive bacteria. The company's TD-4208, an investigational long-acting muscarinic antagonist, which has completed Phase IIb study for the treatment of chronic obstructive pulmonary disease; and Axelopran, an investigational, once-daily, and oral peripherally active mu opioid receptor antagonist that is in Phase II clinical trial for opioid-induced constipation. It also offers Velusetrag, an oral and investigational medicine, which has completed first Phase II study for gastrointestinal motility disorders. The company focuses on various drug development programs, including the combination of fluticasone furoate, umeclidinium, and vilanterol; the MABA program, as monotherapy; and in combination with other therapeutically active components, such as an inhaled corticosteroid. Theravance Biopharma, Inc. is incorporated in 2013 and is based in George Town, the Cayman Islands.

## source: finance.yahoo.com

Fri, 28 Aug 2015 20:40:14 GMT ~ THERAVANCE BIOPHARMA, INC. Files SEC form 8-K/A, Results of Operations and Financial Condition, Financial Statements


read full: http://biz.yahoo.com/e/150828/tbph8-k_a.html
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Thu, 27 Aug 2015 20:54:01 GMT ~ Theravance Biopharma to Present at the Baird 2015 Healthcare Conference

[at noodls] - August 27, 2015 DUBLIN, IRELAND -- (Marketwired) -- 08/27/15 -- Theravance Biopharma, Inc. (NASDAQ: TBPH) announced today that Rick E Winningham, Chairman and Chief Executive Officer and other members ...

read full: http://www.noodls.com/view/609191CD7421533E3C9DB7BBB33B028E6B0488CC
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Thu, 27 Aug 2015 20:30:00 GMT ~ Theravance Biopharma to Present at the Baird 2015 Healthcare Conference

[Marketwired] - Theravance Biopharma, Inc. announced today that Rick E Winningham, Chairman and Chief Executive Officer and other members of the management team will participate in a fireside chat at the Baird 2015 Healthcare ...

read full: http://finance.yahoo.com/news/theravance-biopharma-present-baird-2015-203000731.html
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Thu, 27 Aug 2015 17:04:19 GMT ~ THERAVANCE BIOPHARMA, INC. Financials


read full: http://finance.yahoo.com/q/is?s=tbph
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Wed, 19 Aug 2015 12:37:12 GMT ~ Theravance Biopharma (TBPH) in Focus: Stock Rises 5.9%


read full: http://finance.yahoo.com/news/theravance-biopharma-tbph-focus-stock-123712233.html
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$TBPH charts

basic chart ## source: stockcharts.com



basic chart ## source: stockscores.com



big daily chart ## source: stockcharts.com



big weekly chart ## source: stockcharts.com



$TBPH company information

## source: otcmarkets.com

Link: http://www.otcmarkets.com/stock/TBPH/company-info
Ticker: $TBPH
OTC Market Place: Not Available
CIK code: not found
Company name: Theravance Biopharma, Inc.
Incorporated In:

$TBPH share structure

## source: otcmarkets.com

Market Value: Not Available
Shares Outstanding: Not Available
Float: Not Available
Authorized Shares: Not Available
Par Value: Not Available

$TBPH extra dd links

Company name: Theravance Biopharma, Inc.
## STOCK DETAILS ##
After Hours Quote (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/after-hours
Option Chain (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/option-chain
Historical Prices (yahoo.com): http://finance.yahoo.com/q/hp?s=TBPH+Historical+Prices
Company Profile (yahoo.com): http://finance.yahoo.com/q/pr?s=TBPH+Profile
Industry (yahoo.com): http://finance.yahoo.com/q/in?s=TBPH+Industry

## COMPANY NEWS ##
Market Stream (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/stream
Latest news (otcmarkets.com): http://www.otcmarkets.com/stock/TBPH/news - http://finance.yahoo.com/q/h?s=TBPH+Headlines

## STOCK ANALYSIS ##
Analyst Research (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/analyst-research
Guru Analysis (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/guru-analysis
Stock Report (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/stock-report
Competitors (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/competitors
Stock Consultant (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/stock-consultant
Stock Comparison (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/stock-comparison
Investopedia (investopedia.com): http://www.investopedia.com/markets/stocks/TBPH/?wa=0
Research Reports (otcmarkets.com): http://www.otcmarkets.com/stock/TBPH/research
Basic Tech. Analysis (yahoo.com): http://finance.yahoo.com/q/ta?s=TBPH+Basic+Tech.+Analysis
Barchart (barchart.com): http://www.barchart.com/quotes/stocks/TBPH
DTCC (dtcc.com): http://search2.dtcc.com/?q=Theravance+Biopharma%2C+Inc.&x=10&y=8&sp_p=all&sp_f=ISO-8859-1
Spoke company information (spoke.com): http://www.spoke.com/search?utf8=%E2%9C%93&q=Theravance+Biopharma%2C+Inc.
Corporation WIKI (corporationwiki.com): http://www.corporationwiki.com/search/results?term=Theravance+Biopharma%2C+Inc.&x=0&y=0

## FUNDAMENTALS ##
Call Transcripts (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/call-transcripts
Annual Report (companyspotlight.com): http://www.companyspotlight.com/library/companies/keyword/TBPH
Income Statement (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/financials?query=income-statement
Revenue/EPS (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/revenue-eps
SEC Filings (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/sec-filings
Latest filings (otcmarkets.com): http://www.otcmarkets.com/stock/TBPH/filings
Latest financials (otcmarkets.com): http://www.otcmarkets.com/stock/TBPH/financials
Short Interest (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/short-interest
Dividend History (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/dividend-history
RegSho (regsho.com): http://www.regsho.com/tools/symbol_stats.php?sym=TBPH&search=search
OTC Short Report (otcshortreport.com): http://otcshortreport.com/index.php?index=TBPH
Short Sales (otcmarkets.com): http://www.otcmarkets.com/stock/TBPH/short-sales
Key Statistics (yahoo.com): http://finance.yahoo.com/q/ks?s=TBPH+Key+Statistics
Insider Roster (yahoo.com): http://finance.yahoo.com/q/ir?s=TBPH+Insider+Roster
Income Statement (yahoo.com): http://finance.yahoo.com/q/is?s=TBPH
Balance Sheet (yahoo.com): http://finance.yahoo.com/q/bs?s=TBPH
Cash Flow (yahoo.com): http://finance.yahoo.com/q/cf?s=TBPH+Cash+Flow&annual

## HOLDINGS ##
Major holdings (cnbc.com): http://data.cnbc.com/quotes/TBPH/tab/8.1
Insider transactions (yahoo.com): http://finance.yahoo.com/q/it?s=TBPH+Insider+Transactions
Insider transactions (secform4.com): http://www.secform4.com/insider-trading/TBPH.htm
Insider transactions (insidercrow.com): http://www.insidercow.com/history/company.jsp?company=TBPH
Ownership Summary (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/ownership-summary
Institutional Holdings (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/institutional-holdings
Insiders (SEC Form 4) (nasdaq.com): http://www.nasdaq.com/symbol/TBPH/insider-trades
Insider Disclosure (otcmarkets.com): http://www.otcmarkets.com/stock/TBPH/insider-transactions

## SOCIAL MEDIA AND OTHER VARIOUS SOURCES ##
PST (pennystocktweets.com): http://www.pennystocktweets.com/stocks/profile/TBPH
Market Watch (marketwatch.com): http://www.marketwatch.com/investing/stock/TBPH
Bloomberg (bloomberg.com): http://www.bloomberg.com/quote/TBPH:US
Morningstar (morningstar.com): http://quotes.morningstar.com/stock/s?t=TBPH
Bussinessweek (businessweek.com): http://investing.businessweek.com/research/stocks/snapshot/snapshot_article.asp?ticker=TBPH



$TBPH DD Notes ~ http://www.ddnotesmaker.com/TBPH

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