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Acquisitions and Divestiture (Tables) | 12 Months Ended
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Dec. 31, 2021
Business Combination and Asset Acquisition [Abstract] |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the amounts recognized for assets acquired and liabilities assumed in the acquisition of Prevail as of the acquisition date:
Estimated Fair Value at January 22, 2021 |
Cash | $ | 90.5 |
Acquired IPR&D(1) | 824.0
Goodwill(2) | 126.8
Deferred tax liabilities | (106.0) |
Other assets and liabilities, net | (31.5) |
Acquisition date fair value of consideration transferred | 903.8
Less: |
Cash acquired | (90.5) |
Fair value of CVR liability(3) | (65.9) |
Cash paid, net of cash acquired | $ | 747.4 |
(1) Acquired IPR&D intangibles primarily relate to PR001. (2) The goodwill recognized from this acquisition is not deductible for tax purposes. (3) See Note 7 for a discussion on the estimation of the CVR liability. The following table summarizes the amounts recognized for assets acquired and liabilities assumed in the acquisition of Loxo as of the acquisition date:
Estimated Fair Value at February 15, 2019
Acquired IPR&D(1) | $ | 4,670.0 |
Finite-lived intangibles(2) | 980.0 |
Deferred income taxes | (1,032.8) |
Other assets and liabilities - net | (26.4) |
Total identifiable net assets | 4,590.8 |
Goodwill(3) | 2,326.9 |
Total consideration transferred - net of cash acquired | $ | 6,917.7 |
(1) $4.60 billion of the acquired IPR&D relates to selpercatinib (LOXO-292). (2) Contract-based intangibles for Vitrakvi and a Phase I molecule which were amortized to cost of sales on a straight-line basis over their estimated useful lives and were expected to have a weighted average useful life of approximately 12 years from the acquisition date. In the fourth quarter of 2021 we impaired the intangible for the Phase I molecule. See Note 5 for additional information. (3) The goodwill recognized from this acquisition is attributable primarily to future unidentified projects and products and the assembled workforce for Loxo and is not deductible for tax purposes.
Schedule of Research and Development Assets Acquired Other than Through Business Combination | The following table and narrative summarize our asset acquisitions during 2021, 2020, and 2019.
Counterparty | Compound(s),Therapy, or Asset | Acquisition Month |  | Phase of Development(1) |  | Acquired IPR&D Expense |  |
Precision Biosciences, Inc. | Potential in vivo therapies for genetic disorders | January 2021 |  | Pre-clinical |  | $ | 107.8 |  |  |
Merus N.V. | CD3-engaging T-cell re-directing bispecific antibodies for the potential treatment of cancer | January 2021 |  | Pre-clinical |  | 46.5 |  |  |
Asahi Kasei Pharma Corporation | AK1780, an orally bioavailable P2X7 receptor antagonist for the potential treatment of chronic pain conditions | January 2021 |  | Phase I |  | 20.0 |  |  |
Rigel Pharmaceuticals, Inc. | R552, a receptor-interacting serine/threonine-protein kinase 1 (RIPK1) inhibitor, for the potential treatment of autoimmune and inflammatory diseases | March 2021 |  | Phase I |  | 125.0 |  |  |
MiNA Therapeutics Limited | Pre-clinical targets that could lead to potential new medicines | May 2021 |  | Pre-clinical |  | 25.0 |  |  |
Protomer Technologies Inc. | Glucose-sensing insulin program | July 2021 |  | Pre-clinical |  | 57.3 |  |  |
Counterparty | Compound(s),Therapy, or Asset | Acquisition Month |  | Phase of Development(1) |  | Acquired IPR&D Expense |  |
Kumquat Biosciences Inc. | Pre-clinical small molecules that stimulate tumor-specific immune responses | July 2021 |  | Pre-clinical |  | 55.0 |  |  |
Lycia Therapeutics, Inc. | Several potential modalities across a spectrum of therapeutic areas and diseases | August 2021 |  | Pre-clinical |  | 35.0 |  |  |
ProQR Therapeutics N.V. | Pre-clinical targets that could lead to potential new medicines for genetic disorders in the liver and nervous system | September 2021 |  | Pre-clinical |  | 26.7 |  |  |
QILU Regor Therapeutics Inc. | Pre-clinical targets that could lead to potential new medicines for metabolic disorders | December 2021 |  | Pre-clinical |  | 30.0 |  |  |
Foghorn Therapeutics Inc. | Pre-clinical targets that could lead to potential new oncology medicines | December 2021 |  | Pre-clinical |  | 316.6 |  |  |
Entos Pharmaceuticals Inc. | Pre-clinical targets that could lead to potential new nucleic acid-based therapies targeting the central and peripheral nervous system | December 2021 |  | Pre-clinical |  | 30.0 |  |  |
Sitryx Therapeutics Limited | Pre-clinical targets that could lead to potential new medicines for autoimmune diseases | March 2020 |  | Pre-clinical |  | 52.3 |  |  |
AbCellera Biologics Inc. (AbCellera) | Neutralizing antibodies for the treatment and prevention of COVID-19 | March 2020(2) |  | Pre-clinical |  | 25.0 |  |  |
Shanghai Junshi Biosciences Co., Ltd. (Junshi Biosciences) | Neutralizing antibodies for the treatment and prevention of COVID-19 | May 2020 |  | Pre-clinical |  | 20.0 |  |  |
Petra Pharma Corporation (Petra) | Mutant-selective PI3K α inhibitor that could lead to potential new medicine | May 2020 |  | Pre-clinical |  | 174.8 |  |  |
Evox Therapeutics Limited | Pre-clinical targets for the potential treatment of neurological disorders | June 2020 |  | Pre-clinical |  | 22.0 |  |  |
Innovent Biologics, Inc. (Innovent) | Sintilimab injection, an anti-PD-1 monoclonal antibody immuno-oncology medicine, for geographies outside of China | October 2020 |  | Phase III |  | 200.0 |  |  |
Disarm Therapeutics, Inc. | Disease-modifying therapeutics program for patients with axonal degeneration | October 2020 |  | Pre-clinical |  | 126.3 |  |  |
Fochon Pharmaceuticals, Ltd. | Pre-clinical molecule targeting hematological malignancies | November 2020 |  | Pre-clinical |  | 40.0 |  |  |
Counterparty | Compound(s),Therapy, or Asset | Acquisition Month |  | Phase of Development(1) |  | Acquired IPR&D Expense |  |
AC Immune SA | Tau aggregation inhibitor small molecules for the potential treatment of Alzheimer's disease and other neurodegenerative diseases | January 2019 & September 2019(3) |  | Pre-clinical |  | 127.1 |  |  |
ImmuNext, Inc. | Novel immunometabolism target | March 2019 |  | Pre-clinical |  | 40.0 |  |  |
Avidity Biosciences, Inc. | Potential new medicines in immunology and other select indications | April 2019 |  | Pre-clinical |  | 25.0 |  |  |
Centrexion Therapeutics Corporation | CNTX-0290, a novel, small molecule somatostatin receptor type 4 agonist | July 2019 |  | Phase I |  | 47.5 |  |  |
(1) The phase of development presented is as of the date of the arrangement and represents the phase of development of the most advanced asset acquired, where applicable. (2) We recognized acquired IPR&D expense of $25.0 million in May 2020 upon closing of the transaction. (3) We recognized acquired IPR&D expenses of $96.9 million in January 2019 upon entering into a license agreement and $30.2 million in September 2019 upon entering into an amendment to the license agreement.

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- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=123413009&loc=d3e4845-128472 + Details
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- Definition Tabular disclosure of the nature and amounts of capitalized costs of a research and development nature that were acquired in a transaction other than a business combination, the amount of such assets charged to expense during the period, and identification of the income statement caption in which the charges are included. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -Subparagraph (c) -URI http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275 + Details
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