Diurnal Acquisition

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Diurnal AcquisitionOn November 1, 2022, we completed our acquisition of Diurnal Group plc, or Diurnal, a United Kingdom-headquartered, specialty pharmaceutical company dedicated to developing hormone therapeutics to aid lifelong treatment for rare and chronic endocrine conditions, including congenital adrenal hyperplasia, adrenal insufficiency, hypogonadism and hypothyroidism. We believe our acquisition of Diurnal presents an opportunity to accelerate the establishment of our clinical development and commercial capabilities in the United Kingdom to the benefit of patient communities and other stakeholders.

The aggregate purchase price of this acquisition was $55.2 million in cash. The acquisition was accounted for in accordance with FASB ASC 805 as a Business Combinations and, accordingly, Diurnal’s results of operations have been consolidated in Neurocrine Biosciences’ financial statements since the date of acquisition. Pro forma results of operations for the years ended December 31, 2022 and 2021 would not be materially different as a result of this acquisition and therefore are not presented. In connection with the acquisition, we recognized transaction costs of $1.7 million, which were expensed as selling, general and administrative and primarily consisted of investment banker, advisory, legal and other professional fees.

The following table summarizes the consideration paid for Diurnal and the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition.


(in millions)	Amount
Consideration
Cash	$	55.2
Total consideration transferred	$	55.2

Recognized amounts of identifiable assets acquired and liabilities assumed
Cash	$	12.5
Intangible assets	32.6
Acquired in-process research and development	3.2
Other assets	12.4
Accounts payable and other accrued expenses	(10.7)
Total identifiable net assets acquired	$	50.0

Goodwill	$	5.2