Zymeworks to Acquire Theravance Biopharma in $929 Million Deal

The transaction represents a 22% premium over Theravance Biopharma’s closing stock price on March 3, 2026, the date the company released topline results from its Phase 3 CYPRESS study. In addition to the upfront cash payment, shareholders will hold rights to 80% of net proceeds from any future licensing or divestiture of ampreloxetine over the next decade. The remaining 20% of such proceeds will be allocated to Zymeworks.

This sale concludes a long-running strategic review initiated in 2024 by the company’s Strategic Review Committee and Board of Directors. During this period, Theravance divested its interest in the TRELEGY royalty for $225 million and underwent an organizational restructuring to streamline operations. Susannah Gray, independent Chair of the Board, noted that the board considers this path the most effective way to capture value from assets like YUPELRI and the company's existing tax attributes.

The acquisition is expected to close in the second half of 2026, contingent upon shareholder approval and standard regulatory clearances. Lazard and Evercore served as financial advisors to Theravance, while Skadden, Arps, Slate, Meagher & Flom provided legal counsel. Zymeworks retained Kirkland & Ellis for legal guidance alongside financial advisors MTS Health Partners and TD Cowen.