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Goodwill and Intangible Assets | 6 Months Ended
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Jun. 30, 2025
Goodwill and Intangible Assets Disclosure [Abstract] |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The changes in the carrying amount of goodwill for the six months ended June 30, 2025 are as follows:
(In millions) | Developed Markets (1) |  | Greater China |  | JANZ (2) |  | Emerging Markets (3) |  | Total
Balance at December 31, 2024: | 6,752.9 |  |  | 921.5 |  |  | 295.1 |  |  | 1,163.8 |  |  | 9,133.3 |
Impairment | (2,261.0) |  |  | — |  |  | (300.8) |  |  | (375.0) |  |  | (2,936.8) |
Foreign currency translation | 527.3 |  |  | 6.3 |  |  | 5.7 |  |  | 12.5 |  |  | 551.8 |
Balance at June 30, 2025: | $ | 5,019.2 |  |  | $ | 927.8 |  |  | $ | — |  |  | $ | 801.3 |  |  | $ | 6,748.3 |
____________ (1)Balances as of June 30, 2025 and December 31, 2024 include an accumulated impairment loss of $3.19 billion and $929.0 million, respectively. (2)Balances as of June 30, 2025 and December 31, 2024 include an accumulated impairment loss of $651.8 million and $351.0 million, respectively. (3)Balances as of June 30, 2025 and December 31, 2024 include an accumulated impairment loss of $499.0 million and $124.0 million, respectively. The Company reviews goodwill for impairment annually on April 1st or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. During the first quarter of 2025, the Company experienced a sharp and sustained decline in its share price and significantly increased uncertainty and volatility in the geopolitical and economic environments in which the Company operates. As a result of these factors, the Company determined that a triggering event had occurred for each of its reporting units and performed an interim goodwill impairment test as of March 31, 2025. The Company also performed the annual goodwill impairment test as of April 1, 2025. There were no significant changes from the interim goodwill test performed at March 31, 2025 and the results were consistent with the interim goodwill impairment test. Also, no triggering events have been identified since the April 1, 2025 impairment test date. The Company performed both its interim and annual goodwill impairment tests on a quantitative basis for its five reporting units, North America, Europe, Emerging Markets, JANZ, and Greater China. In estimating each reporting unit’s fair value, the Company performed an extensive valuation analysis, utilizing a discounted cash flow approach. The determination of the fair value of the reporting units requires the Company to make significant estimates and assumptions that affect the reporting unit’s expected future cash flows. These estimates and assumptions, utilizing Level 3 inputs, primarily include, but are not limited to, the discount rate, terminal growth rates, operating income before depreciation and amortization, capital expenditures forecasts and control premiums. For the March 31, 2025 interim goodwill impairment test, when compared to the prior year annual goodwill impairment test completed on April 1, 2024, the significantly increased uncertainty and volatility in the geopolitical and economic environments in which the Company operates increased the Company’s business risks, including, but not limited to, the potential for continued or additional drug pricing reduction pressures, general uncertainty related to timing of responses and approvals from the FDA resulting from evolving regulatory priorities and associated changes to the operations of the agency, and the potential for adverse impacts from future tariffs and trade restrictions. The negative impact of any or all of these factors could be material. The significant increase in business risks and uncertainty led to an increase in discount rate assumptions impacting all reporting units as compared to the April 1, 2024 annual goodwill impairment test. As of March 31, 2025 (prior to the impairment charges noted below), the allocation of the Company’s total goodwill was as follows: North America $3.09 billion, Europe $3.92 billion, Emerging Markets $1.17 billion, JANZ $0.30 billion and Greater China $0.92 billion. In conjunction with its March 31, 2025 interim goodwill impairment test, the Company recorded the following impairment charges in the first quarter of 2025:
(In millions) | North America |  | Europe |  | JANZ |  | Emerging Markets |  | Total
Impairment charge | $ | 707.0 |  |  | $ | 1,554.0 |  |  | $ | 300.8 |  |  | $ | 375.0 |  |  | $ | 2,936.8 |
For the North America reporting unit at March 31, 2025 and April 1, 2025, the Company forecasted cash flows for the next 10 years. During the forecast period, the revenue compound annual growth rate was approximately 3.1%. A terminal year value was calculated with a negative 3.0% revenue growth rate applied. The discount rate utilized was 12.5% and the estimated tax rate was 24.8%. For the Europe reporting unit at March 31, 2025 and April 1, 2025, the Company forecasted cash flows for the next 10 years. During the forecast period, the revenue compound annual growth rate was approximately 3.3%. A terminal year value was calculated with a 2.0% revenue growth rate applied. The discount rate utilized was 12.0% and the estimated tax rate was 15.8%. For the Emerging Markets reporting unit at March 31, 2025 and April 1, 2025, the Company forecasted cash flows for the next 10 years. During the forecast period, the revenue compound annual growth rate was approximately 3.5%. A terminal year value was calculated with a 2.0% revenue growth rate applied. The discount rate utilized was 14.5% and the estimated tax rate was 16.7%. For the JANZ reporting unit at March 31, 2025 and April 1, 2025, the Company forecasted cash flows for the next 10 years. During the forecast period, the revenue compound annual growth rate was approximately negative 0.9%. A terminal year value was calculated with a 1.0% revenue growth rate applied. The discount rate utilized was 8.5% and the estimated tax rate was 30.2%. After the goodwill impairment charge recorded during the first quarter of 2025, there is no remaining goodwill allocated to the JANZ reporting unit. Following the goodwill impairment charges recorded in these reporting units, since the carrying value of the reporting units is equal to their estimated fair value as of March 31, 2025 and April 1, 2025, if market conditions or the projected results were to negatively change, it may be necessary to record further impairment charges to one or more of these reporting units in future periods. Any such future charges could be material. For the Greater China reporting unit, the estimated fair value exceeded its carrying value by approximately $322.0 million or 5.8% for both the March 31, 2025 and April 1, 2025 goodwill impairment tests. As it relates to the discounted cash flow approach for the Greater China reporting unit at March 31, 2025 and April 1, 2025, the Company forecasted cash flows for the next 10 years. During the forecast period, the revenue compound annual growth rate was approximately 1.6%. A terminal year value was calculated with a negative 1.5% revenue growth rate applied. The discount rate utilized was 15.0% and the estimated tax rate was 24.7%. If all other assumptions are held constant, a reduction in the terminal value growth rate by 3.5% or an increase in discount rate by 1.0% would result in an impairment charge for the Greater China reporting unit. In conjunction with its April 1, 2024 annual goodwill impairment test, the Company recorded a goodwill impairment charge of $321.0 million during the second quarter of 2024 related to its JANZ reporting unit. The impairment charge was primarily the result of a 1.0% increase in the discount rate and a 0.5% reduction in the terminal growth rate assumption for the reporting unit. Due to the inherent uncertainty involved in making these estimates, actual results could differ from those estimates. In addition, changes in underlying assumptions, especially as they relate to the key assumptions detailed, could have a significant impact on the fair value of the reporting units. Intangible Assets, Net Intangible assets consist of the following components at June 30, 2025 and December 31, 2024:
(In millions) | Weighted Average Life (Years) |  | Original Cost |  | Accumulated Amortization |  | Net Book Value
June 30, 2025 |  |  |  |  |  |  |
Product rights, licenses and other (1) | 13 |  | $ | 34,906.3 |  |  | $ | 19,384.4 |  |  | $ | 15,521.9 |
In-process research and development |  |  | 801.9 |  |  | — |  |  | 801.9 |
|  |  | $ | 35,708.2 |  |  | $ | 19,384.4 |  |  | $ | 16,323.8 |
December 31, 2024 |  |  |  |  |  |  |
Product rights, licenses and other (1) | 13 |  | $ | 33,348.5 |  |  | $ | 17,091.8 |  |  | $ | 16,256.7 |
In-process research and development |  |  | 814.2 |  |  | — |  |  | 814.2 |
|  |  | $ | 34,162.7 |  |  | $ | 17,091.8 |  |  | $ | 17,070.9 |
____________ (1)Represents amortizable intangible assets. Other intangible assets consist principally of customer lists and contractual rights. On July 18, 2025, the Company announced that a randomized, double-masked, vehicle-controlled, Phase 3 study to evaluate the efficacy and safety of pimecrolimus 0.3% (MR-139) ophthalmic ointment in subjects with blepharitis did not meet its primary endpoint of complete resolution of debris after six weeks of twice daily dosing. The Company is evaluating the appropriate next steps for the Phase 3 program, which may include revising the planned additional Phase 3 study. The Company has an IPR&D asset of approximately $74 million related to this program. Amortization expense, intangible asset disposal & impairment charges and IPR&D intangible asset impairment charges (which are included as a component of amortization expense) are classified primarily within Cost of Sales in the condensed consolidated statements of operations and were as follows for the three and six months ended June 30, 2025 and 2024:
| Three Months Ended |  | Six Months Ended
| June 30, |  | June 30,
(In millions) | 2025 |  | 2024 |  | 2025 |  | 2024
Intangible asset amortization expense | $ | 583.3 |  |  | $ | 597.2 |  |  | $ | 1,154.5 |  |  | $ | 1,198.2 |
IPR&D intangible asset impairment charges | 2.2 |  |  | 102.0 |  |  | 2.2 |  |  | 102.0 |
Total intangible asset amortization expense (including disposal & impairment charges) | $ | 585.5 |  |  | $ | 699.2 |  |  | $ | 1,156.7 |  |  | $ | 1,300.2 |
Intangible asset amortization expense over the remainder of 2025 and for the years ending December 31, 2026 through 2029 is estimated to be as follows:
(In millions) |
2025 | $ | 1,189 |
2026 | 2,324 |
2027 | 2,103 |
2028 | 1,840 |
2029 | 1,235 |

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