Alvotech
_____________________
Annual report and Report of the
Réviseur d’entreprises agréé as of
31 December 2025 and 2024 and for the
years ended 31 December 2025 and 2024
____________________
Alvotech
9, rue de Bitbourg
L-1273 Luxembourg
Grand Duchy of Luxembourg
RCS Luxembourg B 258.884
Alvotech
_____________________
Annual report and Report of the
Réviseur d’entreprises agréé as of
31 December 2025 and 2024 and for the
years ended 31 December 2025 and 2024
_____________________
Table of Contents
Endorsement by the Board of Directors 3-9
Report of the Réviseur d’entreprises agréé 10-15
Consolidated Statements of Profit or Loss and Other Comprehensive Income or Loss 16
Consolidated Statements of Financial Position 17-18
Consolidated Statements of Cash Flows 19-20
Consolidated Statements of Changes in Equity 21
Notes to the Consolidated Financial Statements 22-77
Corporate Governance Report 78-84
Alvotech
Société Anonyme
(the “Company”)
Registered Office: 9, rue de Bitbourg, L-1273 Luxembourg
R.C.S. Luxembourg B 258.884
Management report to the General Meeting of Shareholders
Dear shareholders,
We hereby wish to submit to you the financial statements of the Company and the Alvotech Group
(“Alvotech” or the “Group”) for the financial year ending on 31 December 2025. The present report
relates to the consolidated accounts in accordance with article 1720-1 (3) of the law of 10 August 1915 on
commercial companies, as amended.
I. Business developments for the financial year ended 31 December 2025
Alvotech started the year 2025 with two approved biosimilars for major markets —AVT02 (adalimumab)
and AVT04 (ustekinumab)— and an additional nine product candidates in its pipeline for serious diseases
with unmet patient and market need. Product candidates in our pipeline address reference products
treating autoimmune, eye, and bone disorders, as well as cancer, with combined estimated peak global
sales of originator products of more than $130 billion.
During 2025, Alvotech advanced both its launched portfolio and late-stage pipeline with multiple
regulatory milestones and market entries. In the United States, SELARSDI (AVT04, ustekinumab), a
biosimilar to Stelara, was launched by Alvotech’s commercialization partner Teva in February 2025,
following the U.S. Food and Drug Administration (FDA) approvals in 2024 for subcutaneous
presentations and an additional intravenous presentation that expanded the label to include Crohn’s
disease and ulcerative colitis.
For AVT06, Alvotech’s proposed biosimilar to Eylea (aflibercept), the FDA accepted the Biologics
License Application (BLA) for review in February 2025; in Europe, the Committee for Medicinal
Products for Humans Use (CHMP) adopted a positive opinion in June 2025, and the European
Commission granted marketing authorization in August 2025 (to be marketed as MYNZEPLI by
Advanz), with indications aligned to the reference product across major retinal diseases.
In bone disease, Alvotech and its partner Dr. Reddy announced FDA acceptance of the BLA for AVT03
(denosumab, a proposed biosimilar to Prolia/Xgeva) in March 2025; review covers both osteoporosis
(Prolia) and oncology (Xgeva) presentations.
For AVT05, Alvotech’s proposed biosimilar to Simponi/Simponi Aria (golimumab), the BLA filed with
the FDA earlier in 2025 progressed to review. In parallel, AVT05 achieved important non-U.S.
milestones: Japan granted marketing authorization in September 2025, and in Europe the European
Medicines Agency (EMA) issued a positive CHMP opinion in September 2025, followed by the
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European Commission granting full marketing authorization across the European Economic Area in
November 2025.
During the fourth quarter of 2025, the FDA issued three Complete Response Letters (CRLs): AVT05
(golimumab) in October2025, AVT06 (aflibercept) in November2025, and AVT03 (denosumab) in
December2025, each citing deficiencies identified during the July2025 pre-license inspection of the
Reykjavik facility. The Company has already initiated a comprehensive remediation plan to address all
identified observations and is actively engaging with the FDA, and therefore believes it is well-positioned
to resubmit the BLAs and progress toward U.S. approval as soon as the facility issues are resolved.
Within the immunology pipeline, AVT16 (vedolizumab, a proposed biosimilar to Entyvio) advanced
clinical workstreams; a Phase 1 pilot in healthy adults was completed, and in late 2025 Alvotech
discontinued the global confirmatory patient study after determining it would not be required for dossier
submission (the termination notice specified the decision was not related to safety).
In respiratory disease, AVT23 (omalizumab, a proposed biosimilar to Xolair) advanced regulatory filings
in Europe: the UK Medicines and Healthcare products Regulatory Agency (MHRA) accepted a marketing
application earlier in 2025, and in October 2025, the EMA accepted the Marketing Authorization
Application; Advanz holds commercial rights in the EEA, UK, Switzerland, Canada, Australia and New
Zealand.
Alvotech continued to broaden its commercial footprint and development base through partnerships and
targeted acquisitions. During the second quarter of 2025, the Company executed two agreements
expanding its partnership with Advanz Pharma to cover four biosimilar candidates—AVT48
(canakinumab), AVT65 (ofatumumab), AVT10 (certolizumab pegol) and one undisclosed program—and
announced a collaboration and license agreement with Dr. Reddy's to co-develop, manufacture and
commercialize AVT32, a biosimilar candidate to Keytruda (pembrolizumab). During the fourth quarter of
2025, the Group entered into an exclusive strategic agreement with Alvogen for the commercialization of
three biosimilar in United States, namely AVT10 (certolizumab pegol), AVT32 (pembrolizumab), and
AVT48 (canakinumab).
In parallel, Alvotech completed the acquisition of Xbrane Biopharma’s R&D operations in Stockholm,
Sweden, together with rights to a biosimilar candidate to Cimzia (now AVT10), and acquired Ivers-Lee
Group in Switzerland in July 2025 to strengthen downstream packaging and supply-chain capabilities
supporting global launches.
The Consolidated Statement of Financial Position total assets amount to 1,487.1 million United States
dollars (USD).
The financial year ending on 31 December 2025 has produced a profit of 27.9 million USD.
In addition to its operating results, as calculated in accordance with IFRS, the Group uses Adjusted
EBITDA when monitoring and evaluating operational performance. Adjusted EBITDA is defined as
profit or loss for the relevant period, as adjusted for certain items that Alvotech management believes are
not indicative of ongoing operating performance. Alvotech believes that this non-IFRS measure assists
its shareholders because it enhances the comparability of results each period, helps to identify trends in
operating results and provides additional insight and transparency on how management evaluates the
business. Alvotech’s executive management team uses this non-IFRS measure to evaluate financial
measures to budget, update forecasts, make operating and strategic decisions, and evaluate performance.
This non-IFRS financial measure is not meant to be considered alone or as a substitute for IFRS financial
measures and should be read in conjunction with Alvotech’s consolidated financial statements prepared in
accordance with IFRS. Additionally, this non-IFRS measure may not be comparable to similarly titled
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measures used by other companies. The most directly comparable IFRS measure to this non-IFRS
measure is loss for the year.
The following table reconciles loss for the year to Adjusted EBITDA for the years ended 31 December
2025 and 2024, respectively:
USD in thousands
2025 2024
Profit / (loss) for the
year………………………………………………………………………..
27.9 (231.9)
Income tax expense …………………………. 108.4 14.3
Total net finance (income) / costs…….……………………………………... (49.3) 223.0
Net (gain) / loss on extinguishment of financial liabilities …..……. (17.7) 69.4
Effects if business combination ………………………………… (8.0) -
Depreciation and amortization 37.9 31.3
Impairment and loss of sale of property, plant and equipment.. - -
Impairment of intangible assets ……………………………………………. - -
Charge related to contract termination ………….………………………… - -
Incentive plan expense ……………………………………………………. 7.4 7.6
Restructuring charge 3.5 -
Share of net loss of joint venture ………………………………………..……. - -
Impairment loss on investment in joint venture ……………………….. - -
Loss on sale of interest in joint venture ………………..…………………. - 3.0
Exchange rate differences …………………………………….. 16.8 (8.1)
Recovery related to contract termination ..………………………………. - (1.1)
Contractual resolution adjustment ……………………………………………. 5.7 -
Transaction costs
4.6 0.8
Adjusted EBITDA…………………………………………………………. 137.2 108.3
We suggest the following allocation of the result:
USD (million)
Result brought forward from the previous year (2,437.7)
Result for the year 27.9
Distribution of dividends 0
Result to be carried forward to the following financial year (2,409.8)
As of 31 December 2025, the Company had $172.4 million in cash and cash equivalents and the
Company had borrowings of $1,299.1 million, including $36.9 million of current portion of borrowings,
as of 31 December 2025.
Product revenue: Product revenue was $276.3 million for the year ended 31 December 2025, compared
to $273.5 million for the year ended 31 December 2024. Revenue for the year ended 31 December 2025,
primarily reflected sales of AVT02 in the United States, Europe, Canada and Australia, as well as revenue
from the commercial launch of AVT04 in the United States, and continued sales in multiple European
markets following launches in 2024. In addition, 2025 product revenue included pre-launch supply
shipments of AVT03, AVT05, and AVT06 to partners in markets where these products received
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regulatory approvals during the year, with shipments made in anticipation of commercial launches
following completion of ongoing regulatory and manufacturing readiness activities.
License and other revenue: License and other revenue was $310.1 million for the year ended
31 December 2025, compared to $216.2 million for the year ended 31 December 2024. The license and
other revenue for the year ended 31 December 2025 was primarily composed of the recognition of $120.5
million research and development milestones associated with regulatory progress across several
programs, including EMA marketing authorization submissions and approvals, CTA submissions, and
clinical phase completions, most notably for AVT03, AVT05, AVT06, AVT10, AVT16, and AVT23. The
year ended 31 December 2025 also benefited from $126.0 million relative to clinical and process-lock
development milestones for pipeline programs such as AVT28, AVT32, AVT41, AVT48, and AVT65, as
well as new licensing agreements executed during the year. In addition, commercial-related milestones
contributed meaningfully to revenue totalling $50 million, including product launches and sales-based
milestones for AVT02, AVT03, AVT04, AVT05, and AVT06 across the U.S., Europe, Japan and Canada.
Cost of product revenue: Cost of product revenue was $235.6 million for the year ended 31 December
2025, compared to $185.3 million for the year ended 31 December 2024. This increase is primarily driven
by the Company’s sales mix included a higher proportion of early-stage and pre-launch supply for
AVT03, AVT05, and AVT06, which naturally carry lower margins and higher initial production costs. In
addition, the year included non-recurring manufacturing costs which increased overall cost levels without
a corresponding increase in revenue.
Research and development expenses: Research and development expenses were $184.2 million for the
year ended 31 December 2025, compared to $171.3 million for the year ended 31 December 2024. The
increase was primarily driven by a increase of $46.6 million in direct program expenses mainly due to
AVT16 and AVT29 programs that are advancing through clinical phase and overall higher other R&D
expenses for $28.9 million due to the advancement of other programs and FDA readiness costs during the
third quarter of 2025. This was partially offset by a decrease of $62.6 million related to programs which
reached commercialization (i.e., AVT04, AVT03, AVT05, and AVT06).
General and administrative expenses: General and administrative expenses were $90.9 million for the
year ended 31 December 2025, compared to $65.7 million for the year ended 31 December 2024. The
increase was mainly driven by $21.6 million in higher legal, facility and external service costs, as well as
$3.8 million increase in transaction costs mainly related to the Swedish offering. These increases were
partly offset by a $3.2 million reduction in share-based compensation expense.
Net Profit / (Loss): Net profit was $27.9 million, or $0.10 per share on a basic and diluted basis, for the
year ended 31 December 2025 as compared to net loss of $231.9 million, or $(0.87) on a basic and diluted
basis, for the year ended 31 December 2024.
II. Future developments
On 29 January 2026, the Group announced that it had entered into a settlement and licensing agreement
with Regeneron and Bayer regarding AVT06, its proposed biosimilar to Eylea (aflibercept), which is
approved for marketing in the European Economic Area, United Kingdom and Japan. The agreement
provides the Group with commercial certainty in global markets and forms part of the ongoing
preparations for future regulatory submissions and market entry.The settlement agreement allows
Alvotech and its commercial partners to market and sell the biosimilar as of 1 January 2026 in the United
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Kingdom and Canada, as well as in Japan (excluding the diabetic macular edema indication) starting 1
May 2026 in the European Economic Area and all other countries in the world (other than the U.S.), and
from 1 November 2026 in Japan with all approved indications.
On 2 February 2026, the Group entered into new supply and commercialization agreements with Sandoz
for Canada, Australia, and New Zealand. In Canada, the agreement covers one biosimilar candidate in
ophthalmology supplied as a prefilled syringe for intravitreal injection. In Australia and New Zealand, the
agreement encompasses three biosimilar candidates across immunology and gastroenterology, in multiple
formulations. The agreement covers multiple biosimilar candidates and further expands the Group’s
geographic commercial footprint.
On 5 February 2026, the Group announced positive top-line results from its pivotal pharmacokinetic
study for AVT80, a proposed biosimilar to Entyvio (vedolizumab). The study met all primary endpoints,
demonstrating pharmacokinetic similarity as well as comparable safety, tolerability, and immunogenicity
profiles. These results enable the Group to progress toward regulatory submissions for both AVT16 and
AVT80, the intravenous and subcutaneous biosimilar candidates, respectively.
On February 11, 2026, the Company issued 12,500,000 new shares, all of which were subscribed by its
wholly-owned subsidiary Alvotech Manco ehf. and classified as treasury shares without voting or
dividend rights. The increase in treasury shares was undertaken to restore the number of treasury shares
available following settlement of shares lent under the stock-lending facility that supported investors’
hedging of the Convertible Bonds issued in December 2025 (refer to Note 21) and to ensure the Company
maintains a sufficient pool of shares for outstanding financial commitments, including warrants,
convertible instruments, and share-based compensation programs.
At this point, the Board of Directors is confident that the appropriate level of funding will be available
from these sources to meet the business needs in 2025 and beyond. See further information in note 1.6.
III. Business risks and their mitigation
This section contains a summary of the main risks that the Group may face during the normal course of its
business. Detailed information on the Group’s risks relating to financial instruments, risk management
objectives and policies can be found in note 27.
Please note however, that
This section does not purport to contain an exhaustive list of the risks faced by the Group, as the
Group may be significantly affected by risks that it has not identified, or not considered as
material;
Some risks faced by the Group, whether they are mentioned in this section or not, may arise from
external factors beyond the Group’s control;
Where means of mitigation are mentioned in this section, such mention does not constitute a
guarantee that the means of mitigation will be effective (in whole or in part) to remove or reduce
the effect of the risk.
The Group’s business model is built around the development, manufacturing and commercialization of
biosimilar medicine. Development of biosimilar medicine is subjected to numerous risks, as the product
travels through different stages of development, scale-up, clinical, regulatory to name a few. On the
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commercial side the Group is faced with an ever-changing competitive landscape, as well as pricing
pressure for its products.
IV. Additional disclosures
Alvotech is committed to strong and transparent corporate governance. Our corporate governance
framework, along with our internal controls and policies, is intended to support sustainable financial
performance and long-term value creation for all of our stakeholders including shareholders, patients,
employees and other stakeholders. Further information on corporate governance can be found in these
financial statements and on the Groups website at www.alvotech.com.
In 2026, the Company will publish its Sustainability Report adhering to the requirements of the EU Non-
Financial Reporting Directive (NFRD). Further information on the NFRD can be found on the Groups
website at https://www.alvotech.com/corporate-sustainability.
In our opinion, the Consolidated Financial Statements of Alvotech as of 31 December 2025 and for the
year then ended is prepared, in all material respects, in compliance with the ESEF Regulation.
Pursuant to Article 68 of the law of 19 December 2002 regarding the trade and companies' register and
the accounting as well as annual accounts of companies, as amended, the board of directors hereby
declares:
1. To the best of our knowledge, we are not aware of any events which would have a
material bearing on the accounts since the end of the previous financial year. Information
on subsequent events can be found in note 29.
2. The Group's likely foreseeable future development is stable.
3. Research and development expenses consist primarily of costs incurred in connection
with Alvotech’s research, development and pre-commercial manufacturing activities
prior to the commercialization of its biosimilar products. Expenditures related to research
and development activities are generally recognized as an expense in the period in which
they are incurred. Due to significant regulatory uncertainties and other uncertainties
inherent in the development of pharmaceutical products, Alvotech did not capitalize any
research and development expenses as internally developed intangible assets during the
year. Research and development activities will continue to be central to Alvotech’s
business model and will vary significantly based upon the success of its programs.
Product candidates in later stages of clinical development generally have higher
development costs than those in earlier stages of development, primarily due to the
increased size and duration of later-stage clinical trials. The Group conducts research and
development activities at its subsidiaries in Iceland, Germany and Switzerland.
4. In June 2025 Alvotech issued 9,237,107 new shares which were transferred to a group
company, Alvotech Manco ehf. On 31 December 2025 Alvotech Manco ehf. owned
22,016,772 treasury shares in Alvotech.
5. The Group does not have established branches.
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We kindly ask you to grant discharge to the directors for the exercise of their mandates during the
financial year ended on 31 December 2025.
Done in Luxembourg on 30 March 2026,
For the Board of Directors:
Robert Wessman
Title: CEO & Chairman
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Société à responsabilité limitée au capital de 360.000 €
RCS Luxembourg B 67.895
Autorisation d’établissement 10022179
© Deloitte Audit, SARL
10
Deloitte Audit
Société à responsabilité limitée
20 Boulevard de Kockelscheuer
L
-1821 Luxembourg
Tel: +352 451 451
www.deloitte.lu
To the Shareholders of
Alvotech S.A.
9, rue de Bitbourg
L - 1273 Luxembourg
REPORT OF THE REVISEUR D’ENTREPRISES AGREE
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Alvotech S.A and its subsidiaries (the “Company” or the
“Group”), which comprise the consolidated statement of financial position as at December 31, 2025, and the
consolidated statement of profit or loss and other comprehensive income or loss, consolidated statement of changes
in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial
statements, including material accounting policy information and other explanatory information.
In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated
financial position of the Group as at December 31, 2025, and of its consolidated financial performance and its
consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by the
European Union.
Basis for Opinion
We conducted our audit in accordance with the EU Regulation N° 537/2014, the Law of July 23, 2016 on the audit
profession (Law of 23 July 2016) and with International Standards on Auditing (ISAs) as adopted for Luxembourg by
the Commission de Surveillance du Secteur Financier (CSSF). Our responsibilities under the EU Regulation No
537/2014, the Law of July 23, 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the
Responsibilities of the réviseur d’entreprises agréé for the Audit of the Consolidated Financial Statementssection of
our report. We are also independent of the Group in accordance with the International Code of Ethics for Professional
Accountants, including International Independence Standards, issued by the International Ethics Standards Board for
Accountants (IESBA Code) as adopted for Luxembourg by the CSSF together with the ethical requirements that are
relevant to our audit of the consolidated financial statements, and have fulfilled our other ethical responsibilities
under those ethical requirements. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.
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Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
consolidated financial statements of the current period. These matters were addressed in the context of the audit of
the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Key Audit Matter
How the Key Audit Matter
Was Addressed in the Audit
Income Taxes Deferred Tax Assets Refer to Notes
2.
14 and 10 to the Consolidated Financial Statements
The
Group recognizes deferred tax assets for deductible
temporary differences arising from unused tax losses,
amortization, depreciation, reserves and employee
benefits in accordance with IAS 12, Income Taxes.
The
Group’s deferred tax assets balance as of December
31, 2025 was $192.2 million. The deferred tax assets
balance is reviewed at the end of each reporting period
and recognized to the extent that it is probable that
sufficient taxable profits will be available to
allow all or
part of the asset
s to be recovered. The majority of the
deferred tax asset
s recognized relates to tax losses that
have arisen in Iceland, whereby it is probable that future
forecasted taxable profits, driven by management’s
assumptio
ns for unit price and market share, will be
available to offset the cumulative tax losses as of
December 31, 2025.
We identified management’s determination that it is
probable that there will be sufficient taxable profits
generated in the future against which the deferred tax
assets can be utilized as a critical audit matter because of
the significant estimates
management makes related to
future taxable profits. This required a high degree of
auditor judgment and an increased extent of effort,
particularly related to unit price and market share
assumptions for certain products in management’s
estimates of future taxable
profits.
Our audit procedures related to the determination of
whether sufficient taxable profits will be generated in the
future against which the deferred tax assets can be
utilized, particularly as it pertains to estimates for unit
price and market share, include
d the following, among
others:
We evaluated the appropriateness of the Company’s
methodology to determine whether sufficient future
taxable profits will be available, including assessment
of the number of years of forecasted future taxable
profits used.
We evaluated the unit price and market share
assumptions to determine if such assumptions are
consistent with internal and external data as well as
relevant existing market information, industry and
other external factors such as:
o The Company’s historical and current prices
for certain products, including current year
prices for established products and prevailing
prices for products under development,
complemented by analysis of historical price
erosion trends related to biosimilar
entry and
year on year price developments;
o Historical market trends in the Company’s
two principal geographic markets, based on
market reports; and
o
Analyst and industry reports for the Company
and its peer companies.
We evaluated management’s ability to accurately
estimate taxable profits by comparing actual results to
management’s historical estimates.
We assessed unit price and market share assumptions
utilized within the future forecasts for potential
manipulation or bias by considering contradictory
evidence.
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We involved tax specialists to assess whether the
recognition and calculation of deferred tax assets is in
accordance with Icelandic tax legislation, including the
conditions for the utilisation of tax losses carried
forward before expiry against future taxable income.
We tested the mathematical accuracy of the model
used to determine forecasted taxable profits.
Evaluating the appropriateness of the Company's
disclosures in the consolidated financial statements.
O
ther information
Th
e Board of Directors is responsible for the other information. The other information comprises the information
stated in the consolidated management report and the Corporate Governance Statement but does not include the
consolidated financial statements and our report of the réviseur d’entreprises agréé thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
I
n connection with our audit of the consolidated financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the consolidated
financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based
on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report this fact. We have nothing to report in this regard.
Res
ponsibilities of the Board of Directors and Those Charged with Governance for the Consolidated Financial
Statements
Th
e Board of Directors is responsible for the preparation and fair presentation of these consolidated financial
statements in accordance with IFRS Accounting Standards as adopted by the European Union, and for such internal
control as the Board of Directors determines is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
I
n preparing the consolidated financial statements the Board of Directors is responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the Board of Directors either intends to liquidate the Group or to cease operations,
or has no realistic alternative but to do so.
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The Board of Directors is responsible for presenting and marking up the consolidated financial statements in
compliance with the requirements set out in the Delegated Regulation 2019/815 on European Single Electronic
Format as amended (“the ESEF Regulation”).
Those charged with governance are responsible for overseeing the Group’s financial reporting process.
Responsibilities of the réviseur d’entreprises agréé for the Audit of the Consolidated Financial Statements
The objectives of our audit are to obtain reasonable assurance about whether the Consolidated Financial Statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue a report of the réviseur
d’entreprises agréé that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with the EU Regulation N° 537/2014, the Law of July 23, 2016 and with ISAs as
adopted for Luxembourg by the CSSF will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the EU Regulation N° 537/2014, the Law of July 23, 2016 and with ISAs as
adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the Board of Directors.
Conclude on the appropriateness of Board of Directors use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our report of the réviseur d’entreprises agréé to the
related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify
our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report of the
réviseur d’entreprises agréé. However, future events or conditions may cause the Group to cease to continue
as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the
disclosures, and whether the consolidated financial statements represent the underlying transactions a
nd
e
vents in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities and business
activities within the Group to express an opinion on the consolidated financial statements. We ar
e
responsible for the direction, supervision and performance of the Group audit. We remain solely responsible
for our audit opinion.
O
ur responsibility is also to assess whether the consolidated financial statements have been prepared in all material
respects, in compliance with the requirements laid down in the ESEF Regulation.
We
communicate with those charged with governance regarding, among other matters, the planned scope and timing
of the audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or
safeguards applied.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the consolidated financial statements of the current period and are therefore the key audit
matters. We describe these matters in our report unless law or regulation precludes public disclosure about the
matter.
Report on Other Legal and Regulatory Requirements
We
have been appointed as réviseur d’entreprises agréé by the Board of Directors on May 5, 2025 and the duration of
our uninterrupted engagement, including previous renewals and reappointments, is 4 years.
The consolidated management report is consistent with the consolidated financial statements and has been prepared
in accordance with applicable legal requirements.
T
he accompanying Corporate Governance Statement is presented on pages 77 to 83. The information required by
Article 68ter paragraph (1) letters c) and d) of the law of December 19, 2002 on the commercial and companies
register and on the accounting records and annual accounts of undertakings, as amended, is consistent with the
consolidated financial statements and has been prepared in accordance with applicable legal requirements.
15
We have checked the compliance of the consolidated financial statements of the Group as at December 31, 2025 with
the relevant statutory requirements set out in the ESEF Regulation that are applicable to financial statements
For the Group it relates to:
- Financial statements prepared in a valid xHTML format;
- The XBRL markup of the consolidated financial statements using the core taxonomy and the common
rules on markups specified in the ESEF Regulation.
I
n our opinion, the consolidated financial statements of the Group as at December 31, 2025, have been prepared, in
all material respects, in compliance with the requirements laid down in the ESEF Regulation.
We confirm that the audit opinion is consistent with the additional report to the audit committee.
We
confirm that the prohibited non-audit services referred to in the EU Regulation N° 537/2014 were not provided
and that we remained independent of the Group in conducting the audit.
For Deloitte Audit, Cabinet de révision agréé
L
udovic Mosca, Réviseur d’entreprises agréé
Partner
M
arch 30, 2025
Consolidated Statements of Profit or Loss and Other Comprehensive Income or Loss for the years ended 31 December
2025 and 2024
USD in thousands, except for per share amounts Notes 2025 2024
Product and service revenue 5 276,271 273,472
License and other revenue 5 310,050 216,210
Other income 2,583 2,296
Cost of product and service revenue (235,558) (185,309)
Research and development expenses (184,193) (171,312)
General and administrative expenses (90,946) (65,713)
Operating profit 78,207 69,644
Loss on sale of interest in joint venture 26 (2,970)
Effects resulting from business combination 1 7,977
Finance income 7 198,492 80,145
Finance costs 7 (149,190) (303,165)
Exchange rate differences (16,841) 8,161
Net gain / (loss) on modification and extinguishment of financial liabilities 21 17,703 (69,378)
Non-operating profit / (loss) 58,141 (287,207)
Profit / (loss) before taxes 136,348 (217,563)
Income tax (expense) benefit 10 (108,429) (14,301)
Profit / (loss) for the year 27,919 (231,864)
Other comprehensive profit / (loss)
Item that will be reclassified to profit or loss in subsequent periods:
Exchange rate differences on translation of foreign operations 3,570 (690)
Total comprehensive profit / (loss) 31,489 (232,554)
Profit / (loss) per share
Basic profit / (loss) for the year per share 11 0.10 (0.87)
The accompanying notes are an integral part of these Consolidated Financial Statements.
16
Consolidated Statements of Financial Position as of 31 December 2025 and 2024
USD in thousands
Non-current assets
Notes
31 December
2025
31 December
2024
Property, plant and equipment 12 356,398 284,546
Right-of-use assets 13 138,294 125,198
Goodwill 14 12,835 11,330
Other intangible assets 15 81,834 20,621
Contract assets 5 122,934 22,710
Other long-term assets 24 8,578 3,615
Deferred tax assets 10 192,211 298,360
Total non-current assets 913,084 766,380
Current assets
Inventories 17 220,054 127,889
Trade receivables 69,740 160,217
Contract assets 5 64,440 67,304
Other current assets 18 46,984 48,064
Receivables from related parties 24 438 118
Cash and cash equivalents 16 172,359 51,428
Total current assets 574,015 455,020
Total assets 1,487,099 1,221,400
The accompanying notes are an integral part of these Consolidated Financial Statements.
17
Consolidated Statements of Financial Position as of 31 December 2025 and 2024
USD in thousands
Equity
Notes
31 December
2025
31 December
2024
Share capital 19 2,929 2,826
Share premium 19 2,105,691 2,007,058
Other reserves 20 15,331 17,272
Translation reserve 1,352 (2,218)
Accumulated deficit (2,409,790) (2,437,709)
Total equity (284,487) (412,771)
Non-current liabilities
Borrowings 21 1,262,147 1,035,882
Derivative financial liabilities 27 53,994 210,224
Lease liabilities 13 137,999 112,137
Contract liabilities 5 5,500 80,721
Deferred tax liability 10 7,868 1,811
Total non-current liabilities 1,467,508 1,440,775
Current liabilities
Trade and other payables 126,124 67,126
Lease liabilities 13 12,078 9,515
Current maturities of borrowings 21 36,921 32,702
Liabilities to related parties 24 3,325 8,465
Contract liabilities 5 30,364 15,980
Taxes payable 1,041 204
Other current liabilities 25 94,225 59,404
Total current liabilities 304,078 193,396
Total liabilities 1,771,586 1,634,171
Total equity and liabilities 1,487,099 1,221,400
The accompanying notes are an integral part of these Consolidated Financial Statements.
18
Consolidated Statements of Cash Flows for the years 31 December 2025 and 2024
USD in thousands
Cash flows from operating activities
Notes 2025 2024
Profit / (loss) for the year 27,919 (231,864)
Adjustments for non-cash items:
Depreciation, amortization and impairment 8 37,851 31,301
Change in allowance for receivables 703 (946)
Change in inventory reserves 17 646 (3,483)
Share-based payments 21 7,378 7,626
Effects resulting from business combination 1.3 (7,977)
Loss on sale of interest in joint venture 26 2,970
Finance income 7 (198,492) (80,145)
Finance costs 7 149,190 303,165
Exchange rate difference 16,841 (8,161)
Net (gain) / loss on modification and extinguishment of financial liabilities 21 (17,703) 69,378
Income tax expense / (benefit) 10 108,429 14,301
Operating cash flow before movement in working capital 124,785 104,142
Increase in inventories 17 (90,129) (49,973)
Decrease / (increase) in trade receivables 93,182 (119,063)
(Decrease) increase in receivables with related parties 24 (320) 20
Increase in contract assets 5 (94,947) (45,192)
Increase in other assets (4,244) (7,125)
Increase / (decrease) in trade and other payables 45,312 (13,695)
(Decrease) / increase in contract liabilities 5 (69,334) (31,446)
(Decrease) / increase in liabilities with related parties 24 (2,233) (7,871)
Increase / (decrease) in other liabilities 5,074 (14,299)
Cash from (used in) operations 7,146 (184,502)
Interest received 2,387 4,617
Interest paid (58,950) (54,921)
Income tax paid (780) (2,037)
Net cash used in operating activities (50,197) (236,843)
19
Cash flows from investing activities
Acquisition of property, plant and equipment 12 (64,470) (53,661)
Acquisition of intangible assets 15 (31,659) (3,339)
Restricted cash in connection with debt extinguishment 26,132
Net cash outflow on acquisition of subsidiary 1.3 (14,036)
Proceeds from the sale in joint venture 26 5,950 12,000
Net used in investing activities (104,215) (18,868)
Cash flows from financing activities
Repayments of borrowings 21 (25,419) (749,082)
Repayments of principal portion of lease liabilities 13 (10,368) (10,197)
Proceeds from new borrowings 21 233,482 896,263
Transaction cost from new borrowings (5,585) (4,236)
Gross proceeds from equity offering 19 82,481 150,451
Fees from equity offering (3,759) (5,812)
Proceeds from warrants 4,843
Stock options exercised 76
Proceeds from loans from related parties 24,500
Repayment of loans from related parties (9,500)
Net cash generated from financing activities 270,832 297,306
(Decrease) increase in cash and cash equivalents 116,420 41,595
Cash and cash equivalents at the beginning of the year 16 51,428 11,157
Effect of movements in exchange rates on cash held 4,511 (1,324)
Cash and cash equivalents at the end of the year 16 172,359 51,428
Supplemental cash flow disclosures (Note 28)
The accompanying notes are an integral part of these Consolidated Financial Statements.
20
Consolidated Statements of Changes in Equity for the years ended 31 December 2025 and 2024
USD in thousands
Share
capital
Share
premium
Other
reserves
Translation
reserve
Accumulated
deficit Total equity
At 1 January 2024 2,279 1,229,690 42,911 (1,528) (2,205,845) (932,493)
Loss for the year (231,864) (231,864)
Foreign currency translation differences (690) (690)
Total comprehensive loss (690) (231,864) (232,554)
Capital contribution 92 144,547 144,639
Vested earn-out shares 198 310,703 310,901
Penny warrants exercised 17 24,293 24,310
Public warrants exercised 4 6,691 6,695
Recognition of share-based payments 6,486 6,486
Stock options recognised 276 276
Settlement of RSUs with shares 15 5,890 (10,981) (5,076)
Settlement of options with shares 0 105 (29) 76
Conversion of convertible bond 221 285,139 (21,391) 263,969
At 31 December 2024 2,826 2,007,058 17,272 (2,218) (2,437,709) (412,771)
Profit for the year 27,919 27,919
Foreign currency translation differences 3,570 3,570
Total comprehensive profit 3,570 27,919 31,489
Capital contribution 79 78,210 78,289
Convertible debt settled with shares 13 14,820 14,833
Recognition of share-based payments 7,017 7,017
Stock options recognised 347 347
Settlement of RSUs with shares 11 5,603 (9,305) (3,691)
At 31 December 2025 2,929 2,105,691 15,331 1,352 (2,409,790) (284,487)
The accompanying notes are an integral part of these Consolidated Financial Statements.
21
1. General information
Alvotech (the “Parent” or the “Company” or “Alvotech”) is a Luxembourg public limited company (société
anonyme) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office
at 9, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and is registered with the Luxembourg
Trade and Companies’ Register under number B 258884. The Company was incorporated on 23 August 2021. These
consolidated financial statements were approved by the Group’s Board of Directors, and authorized for issue, on 30
March 2026.
The Company and its subsidiaries (collectively referred to as the “Group”) are a global biotech company specialized
in the development and manufacture of biosimilar medicines for patients worldwide. The Group has commercialized
a certain biosimilar product and has multiple biosimilar molecules.
1.1 Capital Reorganization
On 15 June 2022 (the “Closing Date”), the Company consummated the capital reorganization with Alvotech
Holdings S.A. and OACB (the “Business Combination” or “Capital Reorganization”) pursuant to the business
combination agreement, dated as of 7 December 2021, as amended by an amendment agreement dated 18 April
2022 and 7 June 2022 (the “Business Combination Agreement”), by and among the Company, Oaktree Acquisition
Corp. II (“OACB”) and the Predecessor. The closing of the Business Combination resulted in the following
transactions:
OACB merged with and into the Company, whereby (i) all of the outstanding ordinary shares of OACB
(“OACB Ordinary Shares”) were exchanged for ordinary shares of Alvotech (“Ordinary Shares”) on a
one-for-one basis, pursuant to a share capital increase of Alvotech and (ii) all of the outstanding warrants
of OACB ceased to represent a right to acquire OACB Ordinary Shares and now represent a right to be
issued one Ordinary Share, with Alvotech as the surviving company in the merger. Prior to the merger
OACB shares were redeemed, resulting in $9.8 million of cash proceeds from the OACB trust account;
Alvotech redeemed and canceled the initial shares held by the initial sole shareholder of Alvotech
pursuant to a share capital reduction of Alvotech;
The legal form of Alvotech changed from a simplified joint stock company (société par actions
simplifiée) to a public limited liability company (société anonyme) under Luxembourg law; and
The Predecessor merged with and into the Parent, whereby all outstanding ordinary shares of the
Predecessor (“Predecessor Ordinary Shares”) were exchanged for Ordinary Shares, pursuant to a share
capital increase of Alvotech, with Alvotech as the surviving company in the merger.
Concurrently with the execution of the Business Combination Agreement, OACB and Alvotech entered into
subscription agreements (“Subscription Agreements”) with certain investors (the “PIPE Financing”). On 15 June
2022, immediately prior to the closing of the Business Combination, the PIPE Financing was closed, pursuant to the
Subscription Agreements, in which subscribers collectively subscribed for 17,493,000 Ordinary Shares at $10.00 per
share for an aggregate subscription price equal to $174.9 million.
As part of the Business Combination, Predecessor shareholders were granted a total of 38,330,000 Ordinary Shares
subject to certain vesting conditions (“Predecessor Earn Out Shares”). Former OACB shareholders were granted a
total of 1,250,000 Ordinary Shares subject to certain vesting conditions (“OACB Earn Out Shares”). Additionally, as
part of the Business Combination the Company assumed the 10,916,647 outstanding warrants (“OACB Warrants”),
on substantially the same contractual terms and conditions as were in effect immediately prior to the Business
Combination. See Note 28 for further details.
The Business Combination was accounted for as a capital reorganization. Under this method of accounting, OACB
was treated as the “acquired” company for financial reporting purposes, with Alvotech Holdings S.A. being the
accounting acquirer and accounting predecessor. Accordingly, the capital reorganization was treated as the
equivalent of Alvotech issuing shares at the closing of the Business Combination for the net assets of OACB as of
the Closing Date, accompanied by a recapitalization. The capital reorganization, which was not within the scope of
IFRS 3 since OACB did not meet the definition of a business in accordance with that guidance, was accounted for
within the scope of IFRS 2. In accordance with IFRS 2, Alvotech recorded a one-time non-cash share listing expense
of $83.4 million, recognized as a general and administrative expense, based on the excess of the fair value of
Notes to the Consolidated Financial Statements
22
Alvotech shares issued, at the Closing Date, over the fair value of OACB’s identifiable net assets acquired. The fair
value of shares issued was estimated based on a market price of $9.38 per share as of 15 June 2022.
Shares (in 000s) OACB ShareholdersClass A Shareholders976,505Class B Shareholders5,000,000OACB Earn Out Shares1,250,000Total Alvotech Shares issued to OACB shareholders7,226,505Fair value of Shares issued to OACB as of 15 June 2022 $56,060 Fair value of OACB Earn Out Shares issued to OACB as of 15 June 2022 9,100 Estimated fair market value 65,160 Adjusted net liabilities of OACB as of 15 June 2022 (18,251) Difference – being the share listing expense 83,411
In connection with the Business Combination and PIPE Financing, the Company incurred $28.5 million of
transaction costs, which represent legal, financial advisory, and other professional fees in connection with the
Business Combination and PIPE Financing, during the year ended 31 December 2022. Of this amount, $5.6 million
represented equity issuance costs related to PIPE Financing that were capitalized in share premium. The remaining
$22.9 million was recognized as general and administrative expense.
1.2 Asset Acquisition
On 4 June 2025, the Company completed the acquisition of Xbrane Biopharma AB's ("Xbrane") research and
development operations and the biosimilar candidate XB003 (referencing Cimzia), further expanding the Company's
development capabilities, and establishing a footprint in the Swedish life science sector. The purchase price for the
acquisition amounts to SEK 275 million (or $28.9 million) consisting of a cash payment for SEK 116.5 million (or
$12.2 million), SEK 5.7 million (or $0.6 million) in short-term liabilities, and the assumption of SEK 152.8 million
(or $16.1 million) in convertible debt. The Group incurred SEK 14.3 million (or $1.5 million) of transaction costs as
part of the asset acquisition. The creditors agreed to accept payment for SEK 152.8 million of the debt in exchange
of 1,295,507 shares of the Company upon close of the transaction.
The Company determined that this acquisition did not qualify as a business combination in accordance with IFRS 3
Business Combinations and therefore was accounted for as an asset acquisition. Most of the fair value of the
acquired assets is attributable to a single identifiable asset which is the in-process research and development
biosimilar candidate. The purchase consideration for this acquisition was allocated based on their relative fair values
as follows:
In-process research and development 28,204 Property, plant and equipment 2,364 Right-of-use assets 5,870 Other assets 1,144 Lease liabilities (5,870) Other liabilities (3,266) Net assets acquired 28,445
Notes to the Consolidated Financial Statements
23
1.3 Business combination
On 8 July 2025, the Group acquired 100% of the shares of ILS Holding AG, together with its subsidiaries Ivers-Lee
AG in Switzerland and IL-CSM Clinical Supplies Management GmbH in Germany (together, “Ivers-Lee”). The
acquisition provides the Group with expanded capabilities in pharmaceutical packaging, assembly and clinical
supply services and supports the Group’s strategy to strengthen its integrated European supply chain.
The transaction was accounted for as a business combination in accordance with IFRS3 Business Combinations, the
identifiable assets acquired and liabilities assumed were recognized at their acquisition-date fair values.
The total consideration transferred amounted to CHF14.9 million, paid in cash at closing. Transaction costs incurred
in connection with the acquisition were expensed in the period in which they were incurred.
The resulting net fair value of identifiable net assets exceeded the consideration transferred and a bargain purchase
gain of CHF6.4 million (approximately $8 million) was recognized in profit or loss, reflecting primarily the uplift in
the value of the real estate acquired compared with the negotiated purchase price.
Since the acquisition date, Ivers-Lee revenue and loss included in the consolidated statement of profit or loss
amounted to $14.1 million and $0.6 million respectively.
The fair values of identifiable assets acquired and liabilities assumed at the acquisition date are presented below:
Value at acquisition date CHF 000s USD 000sReal estate 25,278 31,654 Equipment 3,951 4,948 Right-of-use assets 845 1,058 Inventory 2,197 2,751 Trade receivables 4,835 6,055 Other current receivables 639 800 Cash and Cash equivalents 3,651 4,572 Trade payables (1,934) (2,422) Other current liabilities (2,588) (3,241) Debt (10,799) (13,523) Lease liabilities (473) (592) Deferred tax liability (4,390) (5,497) Net assets acquired 21,212 26,563 Purchase price (14,860) (18,608) Effects resulting from business combination 6,352 7,977
These amounts are provisional and may be adjusted within the 12-month measurement period if better information
becomes available.
Notes to the Consolidated Financial Statements
24
1.4 Information about subsidiaries and joint ventures
Issued and paid capital Proportion of ownership Principal (presented in Place of and voting power held by Entity nameactivitywhole shares)establishmentAlvotech 2025 2024Alvotech hf.Biopharm.4,356,613 Iceland 100.00% 100.00% Fasteignafélagið Sæmundur hf.Real estate6,068,029 Iceland 100.00% 100.00% Alvotech Manco ehf. Group Serv.215,390 Iceland 100.00% 100.00% Alvotech Swiss AGBiopharm.153,930 Switzerland 100.00% 100.00% GlycoThera Holding S.à.r.l. Holding Co15,000 Luxembourg 100.00% 100.00% Glycothera Analytics GmbH (formerly Alvotech Hannover Biopharm.GmbH)29,983 Germany 100.00% 100.00% Glycothera Development GmbH (formerly Alvotech Germany Biopharm.GmbH)31,182 Germany 100.00% 100.00% Alvotech Biosciences India Pvt Biopharm.Limited 96,113 India 100.00% 100.00% Alvotech USA IncGroup Serv.10 USA 100.00% 100.00% Alvotech UK Limited Group Serv.135 UK 100.00% 100.00% Alvotech Malta Limited Group Serv.13,533 Malta 100.00% 100.00% Alvotech Spain, S.L.Inactive3,114 Spain 100.00% 100.00% Alvotech Jülich GmbHBiopharm.29,400 Germany 100.00% 100.00% Alvotech Sweden ABGroup Serv.2,719 Sweden 100.00% —% ILS Holding AGHolding Co1,239,092 Switzerland 100.00% —% Ivers-Lee AG Assembling / Packaging632,190 Switzerland 100.00% —% IL-CSM Swiss GmbH Inactive25,288 Switzerland 100.00% —% IL-CSM Clinical Supplies Biopharm.Management GmbH 192,861 Germany 100.00% —%
1.5 Information about shareholders
Significant shareholders of the Company are Aztiq Pharma Partners S.à r.l. (Aztiq) and Alvogen Lux Holdings S.à
r.l. (Alvogen), with 32.4% and 28.9% ownership interest as of 31 December 2025, respectively. The remaining
38.7% ownership interest is held by various entities, with no single shareholder holding more than 2.4% ownership
interest as of 31 December 2025.
1.6 Going concern
The Group has primarily funded its operations with proceeds from the issuance of ordinary shares, proceeds from
out-license agreements with commercial partners, and the issuance of loans and borrowings to both related parties
and third parties. Prior to 2025, the Group has incurred recurring losses since its inception, including net loss of
$231.9 million, and $551.7 million for the years ended 31 December 2024, and 2023, respectively. For the year
ended 31 December 2025, the Group reported a net profit of $27.9 million, and had an accumulated deficit of
$2,409.8 million as of 31 December 2025 and $2,437.7 million as of 31 December 2024. The improvement in
Notes to the Consolidated Financial Statements
25
profitability in 2025 reflects continued growth in product revenues, higher milestone income received from
commercial partners, and improved operating leverage.
As of 31 December 2025, the Group had cash and cash equivalents of $172.4 million and current assets less current
liabilities of $269.9 million. The Group has not generated positive operational cash flow, largely due to the
continued focus on biosimilar product development and expansion efforts.
Throughout 2025, the Group strengthened its liquidity position through a combination of equity and debt financing
transactions. In May and June 2025, the Group completed oversubscribed equity offerings on Nasdaq Stockholm,
raising gross proceeds of approximately SEK 789 million from Swedish and international investors. These equity
financings expanded the Group’s investor base and increased liquidity in its listed instruments.
In June 2025, the Group’s lenders agreed to amend its existing senior secured term loan facility (the “Secured Loan
Facility”) executed in July 2024, by consolidating the two tranches into a single tranche and reducing the interest
rate to SOFR plus 6.0%, with all interest payable in cash (see Note 21 — Borrowings). In December 2025, the
Group further enhanced its liquidity through the completion of two financing transactions consisting of: (i) the
issuance of $108 million in senior unsecured convertible bonds due 2030 (the "2025 Convertible Bonds"), and (ii)
the arrangement of a $100 million senior term loan facility maturing in December 2027 (the "Senior Term Loan
Facility").
These financings provided additional liquidity to support product launches, regulatory submissions and operational
activities occurring in 2026.
Operationally, the Group continued to expand commercialization of its biosimilar portfolio, including AVT02
(adalimumab) across more than 55 markets and AVT04 (ustekinumab) in the United States, Europe, Canada and
Japan through its established partner network. Several key regulatory milestones were achieved during 2025,
including Japanese market approvals for AVT03 (denosumab), AVT05 (golimumab) and AVT06 (aflibercept) in
September 2025 and a positive CHMP opinion for AVT06 in June 2025. The Group also expanded its operational
capabilities through the acquisition of Xbrane’s research and development organization in Sweden and Ivers-Lee
Group in Switzerland, strengthening upstream development and downstream fill-finish/packaging capacity.
The Group expects to fund its activities through a combination of existing cash, projected cash generated from
milestone collections and product revenues under commercial agreements, and financing arrangements available to
the Group.
As several of the Group’s biosimilar programs were launched recently, and others are proceeding through regulatory
approval in key markets, uncertainty remains regarding the timing and amount of future cash inflows from
commercial operations. Additionally, access to external financing—whether in the form of equity or debt—may be
required to support the Group’s long-term development plans and is subject to market conditions and the willingness
of financing partners.
Due to the relatively recent launch of AVT02 (adalimumab) and AVT04 (ustekinumab) products on which the
Group is currently reliant for cash flow generation, the recent debt refinancing as set out above, and the anticipated
launches of AVT03 (denosumab), AVT05 (golimumab), and AVT06 (aflibercept), which advanced materially
during 2025 through significant regulatory milestones—including Japanese marketing approvals for all three
products, positive CHMP opinions for AVT03 (denosumab), AVT05 (golimumab) and AVT06 (aflibercept), and the
subsequent European Commission approval of AVT03 (denosumab) in November 2025—there is still some level of
uncertainty associated with the timing of future cash flow generation. This may mean that the Group ultimately
might need to rely on other financing arrangements in the future, such as successive capital increases or debt
financings that are not wholly within the control of the Group. If such funding is unavailable, then management may
be required to delay, limit, reduce or terminate one or more of its research or product development programs or
future commercialization efforts to free up sufficient cash. However, in light of the strengthened liquidity position
resulting from the 2025 equity raises and year-end financing transactions, together with continued
commercialization activities under existing partnership agreements, such uncertainty does not represent a material
uncertainty which gives rise to significant doubt over going concern.
In conclusion, based on the existing cash on hand, funding received to date, and projected future cash flows,
management concluded that the Group has the ability to continue as a going concern for at least one year after the
date that the consolidated financial statements are issued. As such, the consolidated financial statements have been
prepared on a going concern basis.
Notes to the Consolidated Financial Statements
26
2. Summary of significant accounting policies
2.1 Basis of preparation
The consolidated financial statements of the Group have been prepared in accordance and in compliance with
IFRS® Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"), which
comprise all standards and interpretations approved by the IASB, and as adopted by the European Union ("EU").
All amendments to IFRSs issued by the IASB that are effective for annual periods that begin on or after 1 January
2025 have been adopted as further described within the footnotes to the consolidated financial statements. The
Group has not adopted any standards or amendments to standards in issue that are available for early adoption.
The consolidated financial statements have been prepared on a historical cost basis, except for certain financial
assets and financial liabilities which have been measured at fair value. Historical cost is generally based on the fair
value of the consideration given in exchange for goods and services. The consolidated financial statements are
presented in U.S. Dollar ("USD") and all values are rounded to the nearest thousand unless otherwise indicated.
2.2 Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by
the Company and its subsidiaries. Control is achieved when the Company:
has power over the investee;
is exposed, or has rights, to variable returns from its involvement with the investee; and
has the ability to use its power to affect its returns.
When the Company has less than a majority of the voting rights of an investee, it has power over the investee when
the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee
unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company’s
voting rights in an investee are sufficient to give it power, including:
the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other
vote holders;
potential voting rights held by the Company, other vote holders or other parties;
rights arising from other contractual arrangements; and
any additional facts and circumstances that indicate that the Company has, or does not have, the current
ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at
previous shareholders’ meetings.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of
during the year are included in the consolidated statements of profit or loss and other comprehensive income or loss
from the date the Company gains control until the date when the Company ceases to control the subsidiary. The
Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes
to one or more of the three elements of control.
All intra-group transactions, balances, income and expenses are eliminated in full in consolidation.
2.3 Investments in joint ventures
To the extent the Group concludes that it does not control, and thus consolidate, a joint venture, the Group accounts
for its interest in joint ventures using the equity method of accounting. As such, investments in a joint venture are
initially recognized at cost and the carrying amount is subsequently adjusted for the Group’s share of the profit or
loss of the joint venture, as well as any distributions received from the joint venture. The Group carries its ownership
interest in a joint venture as “Investment in joint venture” on the consolidated statements of financial position. The
Group’s profit or loss includes its share of the profit or loss of the joint venture and, to the extent applicable, other
comprehensive income or loss for the Group includes its share of other comprehensive income or loss of the joint
venture. The Group’s share of a joint venture’s profit or loss in a particular year is presented as “Share of net loss of
joint venture” in the consolidated statements of profit or loss and other comprehensive income or loss.
Notes to the Consolidated Financial Statements
27
The carrying amount of equity-accounted investments is assessed for impairment as a single asset. Impairment
losses are incurred only if there is objective evidence of impairment as a result of loss events that have an impact on
estimated future cash flows and that can be reliably estimated. Losses expected as a result of future events are not
recognized. The interests in the joint venture were sold during the year 2024, resulting in a net loss of $3.0 million
(refer to Note 26).
2.4 Critical accounting judgments and key sources of estimation uncertainty
Alvotech has prepared its financial statements in accordance with IFRS. The preparation of these financial
statements requires Alvotech to make estimates, assumptions and judgments that affect the reported amounts of
assets, liabilities and related disclosures at the date of the financial statements, as well as revenue and expense
recorded during the reporting periods. Alvotech evaluates its estimates and judgments on an ongoing basis. Alvotech
bases its estimates on historical experience and other relevant assumptions that it believes to be reasonable under the
circumstances. Actual results may differ from these estimates under different assumptions or conditions.
An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions
about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have
been used, or if changes in the estimate that are reasonably possible could materially impact the financial statements.
The estimates and associated assumptions are based on information available when the consolidated financial
statements are prepared, historical experience and other factors that are considered to be relevant. Judgments and
assumptions involving key estimates are primarily made in relation to the measurement and recognition of revenue,
the valuation of derivative financial liabilities, and the valuation of deferred tax assets.
Existing circumstances and assumptions may change due to events arising that are beyond the Group’s control.
Therefore, actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of
the revision and future periods if the revision affects both current and future periods.
During the year ended 31 December 2025, the Group reassessed its method for measuring progress toward
satisfaction of performance obligations related to out-license contracts. Specifically, the Group transitioned from an
input method to an output method for recognizing revenue associated with upfront payments and development
milestones. This transition reflects updated expectations regarding the timing and value of goods and services
transferred to customers, in light of evolving regulatory and operational developments. This has been accounted for
prospectively as a change in estimate in accordance with IAS 8. The net effect in the year ended 31 December 2025
resulted in an increase of $17.5 million in revenue related to development services (refer to Note 5).
Revenue recognition
Product revenue
The Company recognizes revenue from the sale of its biosimilar product to commercial partners, identified as the
customer, when control is transferred, and the performance obligations have been satisfied. This is when the title
passes to the customer, which is upon shipment of the product. At that point, the commercial partner has full
discretion over the channel and price to sell the products. Revenue is recognized based on the net selling price from
the commercial partners, which is considered to be the transaction price and includes estimated rebates, returns and
chargebacks, and other forms of variable consideration recognized by the Customer. Variable consideration is
accounted for by the Company only to the extent that it is highly probable that a significant reversal in the revenue
recognized will not occur. Variable consideration, which includes any adjustments to the net selling price, is
estimated based on the most likely amount method on a contract-by-contract basis. The Company uses historical and
market data in determining the most likely amount of variable consideration. These estimates are reviewed each
reporting period and involve inherent uncertainty and management’s judgment.
Out-licensing revenue
The consideration to which Alvotech is entitled pursuant to these contracts generally includes upfront payments and
payments based upon the achievement of development and regulatory milestones. All contracts include a potential
refund obligation whereby Alvotech must refund the consideration paid by the partner in the event of a technical
Notes to the Consolidated Financial Statements
28
failure or the occurrence of certain other matters that result in partial or full cancellation of the contract. As such, the
entire transaction price is comprised of variable consideration. For development-service performance obligations,
the Group measures progress using an output method based on achievement of defined development milestones and
time elapsed, as this methodology best reflects the value transferred to the customer over time. The transaction price
includes variable consideration only when the Group concludes that it is highly probable that a significant reversal
will not occur; for development-service performance obligations this assessment is generally resolved when key
early-development outputs are achieved.
The standalone selling prices of the development services and the license to intellectual property are not directly
observable and, therefore, are estimated. The standalone selling price of the development services is estimated using
the expected cost plus a margin approach, using various data points such as the underlying development budget,
contractual milestones, and performance completed at the time of entering into the contract with a partner. The
standalone selling price of the license is estimated using the residual approach on the basis that the Alvotech licenses
intellectual property for a broad range of amounts and has not previously licensed intellectual property on a
standalone basis. Therefore, Alvotech first allocates the transaction price to the development services and
subsequently allocates the remainder of the transaction price to the license. Inputs used to determine the standalone
selling price of the development services are reviewed by management each reporting period. Changes to these
inputs, including changes to the underlying development budget, could impact the timing in which revenue is
recognized. The Company has not made any changes to the inputs used in determining the standalone selling price.
Valuation of derivative financial instruments
Alvotech recognized derivative financial liabilities related to warrants, earn out shares and conversion features. The
fair values of the derivative liabilities were determined using an option pricing-based approach that incorporated a
range of inputs that are both observable and unobservable in nature. The observable and unobservable inputs used in
the initial and subsequent fair value measurements relate to (i) the fair value of Ordinary Shares, (ii) the volatility of
the Ordinary Shares, (iii) a risk-adjusted discount rate corresponding to the credit risk associated with the repayment
of the host debt instruments, and (iv) the probabilities of each derivative being exercised by the holder and the
timing of such exercises. The probabilities are determined based on all relevant internal and external information
available and are reviewed and reassessed at each reporting date.
The assumptions underlying the valuations represent Alvotech’s best estimates, which involve inherent uncertainties
and the application of management’s judgment. As a result, if Alvotech used significantly different assumptions or
estimates, its finance costs and income for prior periods could have been materially different.
Valuation of deferred tax assets
Alvotech recognizes deferred tax assets for all deductible temporary differences and unused tax losses to the extent
that it is probable that taxable profits will be available against the deductible temporary differences that can be
utilized after consideration of all available positive and negative evidence. Estimation of the level of future taxable
profits and the application of relevant jurisdictional tax legislation regarding loss expiry rules, non-deductible
expenses, and other guidance are required in order to determine the appropriate carrying value of deferred tax assets.
Alvotech’s estimation of the level of future taxable profits is primarily driven by an evaluation of out-license
contracts and the expected timing of revenue recognition from such contracts. Alvotech considers the amount of
revenues that relate to the various phases of development for its biosimilar product candidates, with greater certainty
attributed to revenues earned upon contract execution and before later-stage clinical studies. These forecasts are also
evaluated to incorporate potential uncertainty associated with the amount and timing of expected future revenues,
driven by factors such as potential competition and the inherent risk associated with biosimilar product development.
Changes to these forecasts, and the inputs used in determining the underlying cash flows involve inherent
uncertainties and the application of management’s judgment. As a result, if Alvotech used significantly different
assumptions or estimates, its valuation of deferred tax assets for current and prior periods could have been materially
different.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and is reduced to the
extent it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be
recovered.
Notes to the Consolidated Financial Statements
29
2.5 Segment reporting
The Group operates and manages its business as one operating segment based on the manner in which the Chief
Executive Officer, the Group’s chief operating decision maker, assesses performance and allocates resources across
the Group.
2.6 Revenue recognition
Product revenue
The Company recognizes revenue from the sale of its biosimilar product to commercial partners, identified as the
customer, when control is transferred, and the performance obligations have been satisfied. This is when the title
passes to the customer, which is upon shipment of the product. At that point, the commercial partner has full
discretion over the channel and price to sell the products. Revenue is recognized based on the net selling price from
the commercial partners, which is considered to be the transaction price and includes estimated rebates, returns and
chargebacks, and other forms of variable consideration recognized by the customer. Variable consideration is
accounted for by the Company only to the extent that it is highly probable that a significant reversal in the revenue
recognized will not occur. Variable consideration, which includes any adjustments to the net selling price, is
estimated based on the most likely amount method on a contract-by-contract basis.
Out-licensing revenue
A significant part of the Group’s revenue is generated from long-term out-license contracts which provide the
customer with an exclusive right to market and sell products in a particular territory once such products are approved
for commercialization. These contracts typically include the Group’s promises to continue development of the
underlying compound and to provide supply of the product to the customer upon commercialization. The Group
concludes that the license, development services and commercial supply are separate performance obligations. This
is because customers generally have the capabilities to perform the necessary development, manufacturing and
commercialization activities on their own or with readily available resources and have the requisite expertise in the
industry and the territory for which the license has been granted. Further, the intellectual property is generally in a
later phase of development at the time the license is granted such that any subsequent development activities
performed by the Group are not expected to significantly modify or transform the intellectual property. The fact that
the Group is contractually obligated to perform development activities for and provide commercial supply to the
customer does not impact this conclusion. The Group’s promise to provide commercial supply to its customers is
contingent upon the achievement of regulatory approval in the particular territory for which the license has been
granted.
The consideration to which the Group is entitled pursuant to these contracts generally includes upfront payments and
payments based upon the achievement of development and regulatory milestones. All contracts include a potential
refund obligation whereby the Group must refund the consideration paid by the customer in the event of a technical
failure or the occurrence of certain other matters that result in partial or full cancellation of the contract. As such, the
entire transaction price is comprised of variable consideration. For development-service performance obligations,
the Group measures progress using an output method based on achievement of defined development milestones and
time elapsed, as this methodology best reflects the value transferred to the customer over time. The transaction price
includes variable consideration only when the Group concludes that it is highly probable that a significant reversal
will not occur; for development-service performance obligations this assessment is generally resolved when key
early-development outputs are achieved.
Such variable consideration is included in the transaction price only when it is highly probable that doing so will not
result in a significant reversal of cumulative revenue recognized when the underlying uncertainty associated with the
variable consideration is subsequently resolved. The Group does not account for a significant financing component
since a substantial amount of consideration promised by the customer is variable and the amount or timing of that
consideration varies on the basis of a future event that is not substantially within the control of either party. Certain
contracts also include commercialization milestones upon the first commercial sale of a product in a particular
territory, as well as royalties. Commercialization milestones and royalties are accounted for as sales-based royalties;
therefore, such amounts are not included in the transaction price and recognized as performance revenue until the
underlying sale that triggers the milestone or royalty occurs.
Notes to the Consolidated Financial Statements
30
Upfront payments, when applicable, are received in advance of transferring control of all goods and services.
Therefore, a portion of upfront payments is recorded as a contract liability upon receipt. Due to the existence of
refund provisions, upfront payments and certain development milestone payments are included in the transaction
price only once the related variable consideration constraint has been resolved. Beginning in January2025,
consistent with the Group’s change in accounting estimate, such uncertainty is generally resolved earlier in the
development cycle at which point it becomes highly probable that a significant reversal of cumulative revenue will
not occur. Other development and regulatory milestones may not be included in the transaction price until such
milestones are achieved due to the degree of uncertainty associated with achieving these milestones. Contract
liabilities are presented on the consolidated statements of financial position as either current or non-current based
upon forecasted performance. In certain contracts, the Group may transfer control of goods and services, and thus
recognize revenue, prior to having the right to invoice the customer. In these circumstances, the Group recognizes
contract assets for revenue recognized, and subsequently reclasses the contract asset to trade receivables upon
issuing an invoice and the right to consideration is only conditional on the passage of time. Contract assets are
presented on the consolidated statements of financial position as either current or non-current based upon the
expected timing of settlement.
The standalone selling prices of the development services and the license to intellectual property are not directly
observable and, therefore, are estimated. Beginning in January2025, consistent with the Group’s change in
accounting estimate, the standalone selling price of the development services is estimated using an output-based
approach that reflects the value delivered through the achievement of defined development milestones and the
corresponding pattern of transfer of services to the customer. The standalone selling price of the license is estimated
using the residual approach on the basis that the Group licenses intellectual property for a broad range of amounts
and has not previously licensed intellectual property on a standalone basis. Therefore, the Group first allocates the
transaction price to the development services and subsequently allocates the remainder of the transaction price to the
license. If the product is still in early phase of development and the constraint on variable consideration has not been
resolved, all the transaction price is allocated to the development service.
The standalone selling price of the commercial supply is directly observable and the stated prices in the Group’s
supply contracts reflect the standalone selling price of such goods.
The licenses to intellectual property are right of use licenses on the basis that the ongoing development work
performed by the Group does not significantly affect the intellectual property to which the customer has rights.
Therefore, control of the license transfers to the customer at the point in time when the right to use the license is
granted to the customer. The license is generally granted to the customer at the time the contract is executed with the
customer.
The Group satisfies its performance obligation related to the development services over time as the Group’s
performance enhances the value of the licensed intellectual property controlled by the customer throughout the
performance period. The Group recognizes revenue using a cost-based input measure since this measure best reflects
the progress of the development services and, therefore, the pattern of transfer of control of the services to the
customer. In certain instances, the Group may subcontract services to other parties for which the Group is ultimately
responsible. Costs incurred for such subcontracted services are included in the Group’s measure of progress for
satisfying its performance obligation. Changes in the total estimated costs to be incurred in measuring the Group’s
progress toward satisfying its performance obligation may result in adjustments to cumulative revenue recognized at
the time the change in estimate occurs.
Upon the achievement of regulatory approval and the commencement of commercial sale of its products, the Group
will satisfy its performance obligation related to commercial supply at the point in time when control of the
manufactured product is transferred to the customer. Transfer of control for such goods will occur in accordance
with the stated shipping terms.
The Group does not incur incremental costs of obtaining a contract with a customer that would require
capitalization. Costs to fulfill performance obligations are not incurred in advance of performance and, as such, are
expensed when incurred.
Other revenue
Other revenue primarily consists of clinical trial support services rendered by the Group for its customers, which is
recognized as the service is provided. Revenue for such services is presented in the consolidated statements of profit
or loss and other comprehensive income or loss net of any discounts.
Notes to the Consolidated Financial Statements
31
2.7 Cost of product revenue
Cost of product revenue includes the cost of inventory sold, labor costs, manufacturing overhead expenses and
reserves for expected scrap, as well as shipping and freight costs and royalty costs related to in-license agreements.
2.8 Research and development expenses
Research and development expenses primarily consist of personnel costs, material and other lab supply costs,
facility costs and internal and external costs related to the execution of studies and other development program
advancement initiatives. Such expenses also include costs incurred in preparation for commercial launch, such as
designing and developing commercial-scale manufacturing capabilities and processes, quality control processes,
production asset validation and other related activities. The costs also include amortization, depreciation and
impairment losses related to software, property, plant and equipment, and right-of-use assets used in research and
development activities and pre-commercial manufacturing and quality control activities.
An internally generated intangible asset arising from the Group’s development is recognized only if the Group can
demonstrate: the technical feasibility of completing the intangible asset so that it will be available for use or sale; the
intent to complete the intangible asset and use or sell it; how the intangible asset will generate probable future
economic benefits; the availability of adequate technical, financial and other resources to complete the development
and to use or sell the intangible asset; and the ability to measure reliably the expenditure attributable to the intangible
asset during its development.
The amount initially recognized for internally-generated intangible assets is the sum of the expenditures incurred
from the date when the intangible asset first meets the aforementioned recognition criteria. If an internally-generated
intangible asset cannot be recognized, the related development expenditure is charged to profit or loss in the period
in which it is incurred.
Expenditures related to research and development activities are recognized as an expense in the period in which they
are incurred. The Company did not capitalize any development expenses as intangible assets during the years ended
31 December 2025 and 2024 as not all the criteria in paragraph 57 of IAS 38 have been met.
2.9 General and administrative expenses
General and administration expenses primarily consist of personnel-related costs, including salaries and other related
compensation expense, for corporate and other administrative and operational functions including finance, human
resources, information technology and legal, as well as facility-related costs. These costs relate to the operation of
the business and are not related to research and development initiatives.
Expenditures related to general and administration activities are recognized as an expense in the period in which
they are incurred.
2.10 Finance income and finance cost
Finance income consists of changes in the fair value of derivative financial liabilities and interest income. Interest
income from a financial asset is recognized when it is probable that the economic benefits will flow to the Group
and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the
principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated
future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial
recognition.
Finance cost consists of changes in the fair value of derivative financial liabilities, interest expense related to lease
liabilities and borrowings, accretion of borrowings and amortization of deferred debt issue costs.
2.11 Foreign currency translation
The consolidated financial statements are presented in U.S. Dollars, which is the Group’s presentation currency. The
Group maintains the financial statements of each entity within the Group in its respective functional currency. The
majority of the Group’s expenses are incurred in U.S. Dollars and Icelandic Krona, and the majority of the
Company’s cash and cash equivalents are held in a combination of Icelandic Krona, Euros and U.S. Dollars.
Transactions in currencies other than the Group’s presentation currency (foreign currencies) are recognized at the
rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items
Notes to the Consolidated Financial Statements
32
denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at
fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair
value was determined. Non- monetary items that are measured in terms of historical cost in a foreign currency are
not retranslated. Exchange differences on monetary items are recognized in profit or loss in the period in which they
arise.
Exchange differences arising on translation of a foreign controlled subsidiary are recognized in other comprehensive
income or loss and accumulated in a translation reserve within equity. The cumulative translation amount is
reclassified to profit or loss if and when the net investment in the foreign controlled subsidiary is disposed.
2.12 Fair value measurements
The Group measures certain financial liabilities at fair value through profit or loss (FVTPL) at each reporting period.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure the fair values of such financial liabilities, maximizing the use of relevant observable inputs
and minimizing the use of unobservable inputs.
Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation
techniques, as follows:
Level 1: quoted prices in active markets for identical assets and liabilities;
Level 2: inputs other than quoted prices that are observable for the asset or liability, either directly (e.g.,
prices) or indirectly (e.g., derived from prices); and
Level 3: inputs for the asset or liability that are unobservable.
The carrying amounts of cash and cash equivalents, restricted cash, trade receivables, other current assets, contract
assets, trade and other payables and other current liabilities in the Group’s consolidated statements of financial
position approximate their fair value because of the short maturities and nature of these instruments.
For liabilities that are measured at fair value on a recurring basis, the Group determines whether transfers have
occurred between levels in the fair value hierarchy by reassessing the inputs used in determining fair value at the end
of each reporting period.
2.13 Goodwill and other intangible assets
Goodwill and business combinations
Acquisitions are first reviewed to determine whether a set of assets acquired constitute a business and should be
accounted for as a business combination. If the assets acquired do not meet the definition of a business, the Group
will account for the transaction as an asset acquisition. If the definition of a business combination is met, the Group
will account for the transaction using the acquisition method of accounting. The consideration transferred in a
business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of
the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the
equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs are recognized
in the consolidated statements of profit or loss and other comprehensive income or loss as incurred.
Goodwill represents the excess of the purchase price of the business combination over the Group’s interest in the net
fair value of the identifiable assets, liabilities, contingent liabilities, the amount of any noncontrolling interests in the
acquiree and the fair value of the acquirer’s previously held equity interest in the acquiree. Goodwill is reviewed for
impairment at least annually, and whenever there is an indication that the asset may be impaired. An impairment loss
is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of an asset’s fair value less costs of disposal and value in use. The value in use calculation is
performed using discounted expected future cash flows. The discount rate applied to these cash flows is based on the
weighted average cost of capital and reflects current market assessments of the time value of money.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the
business combination occurs, the Group reports provisional amounts for the items for which the accounting is
incomplete. Those provisional amounts are adjusted during the measurement period, or as additional assets or
Notes to the Consolidated Financial Statements
33
liabilities are recognized, to reflect new information obtained about facts and circumstances that existed at the
acquisition date that, if known, would have affected the amounts recognized at that date.
The Group completed one business combination during the year ended 31 December 2025, relating to the
acquisition of Ivers Lee on 8July2025 (refer to Note 1.3); no business combinations were completed during the year
ended 31 December 2024.
Other intangible assets
Other intangible assets consist of software, customer relationships, and intellectual property rights. Intangible assets
acquired in a business combination are identified and recognized separately from goodwill if they satisfy the
definition of an intangible asset and their fair values can be reliably measured. The cost of intangible assets is their
fair value at the acquisition date.
Intangible assets with finite useful lives are reported at cost less accumulated amortization and accumulated
impairment losses. Amortization is recognized on a straight-line basis over an asset’s estimated useful life. The
estimated useful life and amortization method are reviewed at each balance sheet date, with the effect of any changes
in estimate being accounted for on a prospective basis. Intangible assets that are subject to amortization are reviewed
for impairment whenever events or changes in circumstances indicate that the carrying amount may not be
recoverable. The following useful lives are used in the calculation of amortization:
Software3 - 10 yearsIntellectual property rights*10 years
* From launch date
Certain of the Group’s intellectual property rights have been pledged to secure borrowings as further described in
Note 21.
Intangible assets with indefinite useful lives are reviewed for impairment at least annually, and whenever there is an
indication that the asset may be impaired. An impairment loss is recognized for the amount by which the asset’s
carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less
costs of disposal and value in use. The value in use calculation is performed using discounted expected future cash
flows. The discount rate applied to these cash flows is based on the weighted average cost of capital and reflects
current market assessments of the time value of money.
2.14 Income tax
Income tax includes the current tax and deferred tax charge recorded in the consolidated statements of profit or loss
and other comprehensive income or loss.
Current tax
The current tax expense is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as
reported in the consolidated statements of profit or loss and other comprehensive income or loss because it excludes
items of income or expense that are taxable or deductible in other years and items that are never taxable or
deductible. The Group’s current tax expense is calculated using tax rates that have been enacted or substantively
enacted by the end of the reporting period.
Accruals for tax contingencies are made when it is not probable that a tax authority will accept the tax position,
based upon management’s interpretation of applicable laws and regulations and the expectation of how the tax
authority will resolve the matter. Accruals for tax contingencies are measured using either the most likely amount or
the expected value amount depending on which method the entity expects to better predict the resolution of the
uncertainty.
Notes to the Consolidated Financial Statements
34
Deferred tax
Deferred tax is provided in full for all temporary differences between the carrying amounts of assets and liabilities in
the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit,
except to the extent the temporary difference arises from:
The initial recognition of an asset or a liability in a transaction that is not a business combination and that
affects neither the taxable profit nor accounting profit;
The initial recognition of residual goodwill (for deferred tax liabilities only); or
Investments in subsidiaries, branches, associates and joint ventures, where the Group is able to control the
timing of the reversal of the temporary difference and it is not probable that it will reverse in the foreseeable
future.
The tax value of tax loss carry-forwards is included in deferred tax assets to the extent that these are expected to be
utilized against future taxable income. The deferred taxes are measured according to the respective territorial current
tax rules and tax rates assumed in the year in which the assets are expected to be utilized.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the
liability is settled or the asset realized, based on tax rates and tax laws that have been enacted or substantively
enacted by the end of the reporting period. The measurement of deferred tax liabilities and deferred tax assets
reflects the tax consequences that would follow from the manner in which the Group expects, at the balance sheet
date, to recover or settle the carrying amount of the assets and liabilities.
Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are
generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will
be available against which those deductible temporary differences can be utilized. The carrying amount of deferred
tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that
sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is charged or credited to the consolidated statements of profit or loss and other comprehensive income
or loss, except when the tax arises from a business combination or it relates to items charged or credited directly to
equity, in which case the deferred tax is also taken directly to equity.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority
and the Group intends to settle its current tax assets and liabilities on a net basis in that taxation authority.
2.15 Property, plant and equipment
Property, plant and equipment is recognized as an asset when it is probable that future economic benefits associated
with the asset will flow to the Group and the cost of the asset can be measured in a reliable manner. Property, plant
and equipment which qualifies for recognition as an asset are initially measured at cost.
The cost of property, plant and equipment includes an asset’s purchase price and any directly attributable costs of
bringing the asset to working condition for its intended use.
Depreciation is calculated and recognized as an expense on a straight-line basis over an asset's estimated useful life.
The estimated useful lives, residual values and depreciation method are reviewed at each balance sheet date, with the
effect of any changes in estimate accounted for on a prospective basis. The following useful lives are used in the
calculation of depreciation:
Facility40 yearsFacility equipment5 - 20 yearsComputer equipment3 yearsLeasehold improvements3 - 15 yearsFurniture and fixtures5 years
Certain of the Group’s property, plant and equipment assets have been pledged to secure borrowings as further
described in Note 21. Significant disposals of pledged assets are subject to lender approval. Upon disposal or
retirement of an asset, the difference between the sales proceeds, if applicable, and the carrying amount of the asset
Notes to the Consolidated Financial Statements
35
is recognized in the consolidated statements of profit or loss and other comprehensive income or loss at the time of
disposal or retirement.
At the end of each reporting period, or sooner if events triggering an interim impairment assessment occur, the
Group reviews the carrying amounts of its property, plant and equipment to determine whether there is any
indication that the value of such assets are impaired. Triggering events that warrant an interim impairment
assessment include, but are not limited to, the technical obsolescence of equipment or failure of such equipment to
meet regulatory requirements. If any such indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss and the carrying amount of the asset is reduced to its recoverable
amount, which is the higher of fair value less costs of disposal and value in use.
2.16 Inventories
Inventories, which consist of raw materials and supplies, work in progress and finished goods are stated at the lower
of cost or net realizable value. Net realizable value is the expected sales price less completion costs and costs to be
incurred in marketing, selling and distributing the inventory. Cost is calculated using the weighted average cost
method or the first-in, first-out method, depending on the nature of the inventory.
Inventories include direct costs for raw materials and supplies and, as applicable, direct and indirect labor and
overhead expenses that have been incurred to bring inventories to their present location and condition.
If the net realizable value is lower than the carrying amount, a write-down of inventory is recognized for the amount
by which the carrying amount exceeds net realizable value.
The Group’s inventories have been pledged to secure borrowings as further described in Note 21.
2.17 Financial assets
Recognition of financial assets
Financial assets are recognized when the Group becomes a party to the contractual provisions of the instrument.
Financial assets are initially measured at fair value. Transaction costs that are directly attributable to the acquisition
or issue of financial assets, other than financial assets measured at FVTPL, are added to or deducted from the fair
value of the financial assets, as appropriate, on initial recognition. Transaction costs directly attributable to the
acquisition of financial assets at FVTPL are recognized immediately in profit or loss. There were no transaction
costs related to the acquisition of financials assets in 2025 or 2024. All of the Group’s financial assets are measured
at amortized cost as of 31 December 2025 and 2024.
Financial assets measured at amortized cost
Financial assets measured at amortized cost are debt instruments that give rise to contractual cash flows that are
solely payments of principal and interest on the principal amount outstanding. The Group’s financial assets
measured at amortized cost are trade receivables, certain other current assets, receivables from related parties,
restricted cash and cash and cash equivalents.
Interest income is recognized by applying the effective interest rate, except for short-term receivables when the
effect of discounting is immaterial.
Impairment of financial assets
The Group recognizes a loss allowance for expected credit losses ("ECL") on its trade receivables and other debt
instruments that are measured at amortized cost. In addition, although contract assets are not financial assets, a loss
allowance for ECL are also recognized for such assets. ECL is based on the difference between the contractual cash
flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an
approximation of the original effective interest rate. The amount of ECL is updated at each reporting date to reflect
changes in credit risk since initial recognition of the respective financial instrument.
The Group always recognizes lifetime ECL for trade receivables and contract assets. The expected credit losses on
these financial assets are estimated using a provision matrix based on the Group’s historical credit loss experience,
adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the
Notes to the Consolidated Financial Statements
36
current as well as the forecasted direction of conditions at the reporting date, including time value of money where
appropriate.
The Group writes off a financial asset when there is no reasonable expectation of recovery, such as information
indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. A trade
receivable or contract asset that is considered uncollectible is written off against the allowance account. Subsequent
recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying
amount of the allowance account are recognized in profit or loss. The Group did not write off any trade receivables
or contract assets during the years ended 31 December 2025 and 2024, except for the Biosana related asset which
was fully reserved (see Note 27).
The Group estimates impairment for related party receivables on an individual basis. No impairment is recognized
for restricted cash or cash and cash equivalents as management has estimated that the effects of any calculated ECL
would be immaterial.
Derecognition of financial assets
The Group derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or
when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another
party. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to
control the transferred asset, the Group recognizes its retained interest in the asset as well as an associated liability.
If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group
continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.
On derecognition of a financial asset, the difference between the asset’s carrying amount and the sum of the
consideration received and receivable and the cumulative gain or loss that had been recognized in other
comprehensive income or loss and accumulated in equity is recognized in profit or loss.
2.18 Financial liabilities
Financial liabilities
The Group’s financial liabilities consist of trade and other payables, certain other current liabilities loans and
borrowings, lease liabilities, derivative financial instruments, long-term incentive plans, share appreciation right
plans and other long-term liability to a related party. All financial liabilities are initially measured at fair value.
Loans and borrowings are recorded net of directly attributable transaction costs and less the value attributable to any
embedded derivative financial instruments, if applicable.
The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged,
cancelled, substantially modified or have expired. Additionally, management elected, as part of its accounting
policy, to recognize the difference between the carrying amount of the financial liabilities and the fair value of the
consideration paid for the extinguishment in the consolidated statement of profit or loss and other comprehensive
income or loss.
Financial liabilities subsequently measured at amortized cost
After initial recognition, financial liabilities other than derivative financial instruments and awards issued pursuant
to long-term incentive plans are subsequently measured at amortized cost using the effective interest method. The
effective interest method is a method of calculating the amortized cost of a financial liability and of allocating
interest expense over the relevant period. The effective interest rate is the rate that discounts all estimated future cash
payments through the expected life of the financial liability, or a shorter period if appropriate, to the amortized cost
of a financial liability. The effective interest rate includes the effects of any discount or premium on acquisition of
the financial liability, as well as any fees or costs incurred upon acquisition.
Financial liabilities subsequently measured at FVTPL
Derivative financial instruments
Certain rights and features pursuant to borrowing arrangements and other contracts may provide the counterparty
with one or more financial instruments that need to be evaluated and potentially accounted for separately by the
Group. These financial instruments are either embedded in a host instrument or are treated as a separate financial
Notes to the Consolidated Financial Statements
37
instrument if they are contractually transferable independent from the host instrument. Such rights and features
pursuant to the Group’s contracts with both third parties and related parties include earn out rights, conversion rights
and warrant rights.
Equity conversion features within host debt instruments that meet the definition of a derivative and have economic
and risk characteristics that are not closely related to the host instrument are embedded derivatives that are separated
from the host instrument and accounted for separately. As part of the accounting for embedded derivatives or
separate financial instruments, management considers the appropriate accounting classification under IAS 32.
Embedded derivatives and separate financial instruments that meet the fixed-for-fixed criteria are classified as equity
and initially measured at fair value. Warrant rights that provide the holder with an option to purchase ordinary shares
at a specified price or pursuant to a specified formula are generally separate derivative financial instruments that are
accounted for as derivative liabilities. Earn Out Shares grant the holder with a variable number of Ordinary Shares
based on certain vesting conditions tied to the stock price and are accounted for as derivative liabilities. In the event
that the fair value of any derivative liabilities, determined using unobservable inputs, exceeds the transaction price of
a borrowing arrangement, the Group records a deferred loss at the inception of the borrowing arrangement for the
difference between the fair value of the derivative liabilities and the transaction price of the borrowing arrangement.
Such deferred losses are recognized over the term of the related borrowing arrangement using the straight-line
method of amortization. The deferred loss is netted against derivative financial liabilities on the consolidated
statements of financial position. Amortization of the deferred loss is recognized as a component of “Finance costs”
in the consolidated statements of profit or loss and other comprehensive income or loss.
The Group recognized derivative liabilities related to the Predecessor Earn Out Shares, OACB Earn Out Shares and
assumed OACB warrants. Additionally, the Group recognized an embedded derivative for the conversion feature
associated with the Tranche A Convertible Bonds, as further described in Note 27. These features are liability-
classified, rather than equity-classified, because the Group is obligated to issue a variable number of ordinary shares
to the holder upon conversion or exercise of the feature. Therefore, these derivative liabilities were initially recorded
at fair value and remeasured to fair value at each reporting period with gains and losses arising from changes in the
fair value recognized in finance income or finance costs, as appropriate.
The fair values of the derivative liabilities were determined using a valuation approach that incorporated a range of
inputs that are both observable and unobservable in nature. The inputs used in the initial and subsequent fair value
measurements predominantly relate to (i) the price of the Group’s Ordinary Shares (ii) the volatility of the Group’s
Ordinary Shares, (ii) a risky discount rate corresponding to the credit risk associated with the repayment of the host
debt instruments, and (iii) the probabilities of each derivative being exercised by the holder and the timing of such
exercises. The probabilities are determined based on all relevant internal and external information available and are
reviewed and reassessed at each reporting date.
The Group will derecognize any derivative liabilities if and when the rights are exercised by the holders or the time
period during which the rights can be exercised expires.
Long-term incentive plans
Management Incentive Plan
The Group can issue share options, restricted share units (“RSUs”), and other share-based awards under the
Company’s new incentive plan (the “Management Incentive Plan”) which was approved by the Board in June 2022.
Awards issued under the Management Incentive Plan are accounted for in accordance with IFRS 2. Share-based
payments are classified as equity-settled share-based payments as the Company intends to settle the awards with
equity and has the commercial substance to do so. Share-based payments are measured at the grant date fair value of
the instruments issued and recognized over the expected vesting periods. The number of shares expected to vest are
reviewed and adjusted at the end of each reporting period such that the amount of expense recognized shall be based
on the number of equity instruments that will eventually vest.
Notes to the Consolidated Financial Statements
38
2.19 Provisions and contingencies
Restructuring provisions
A provision for restructuring is recognized only when the Group has a present obligation arising from a formal
restructuring plan and when the plan has been communicated to those affected or implementation has begun. A
restructuring provision includes only the direct, incremental costs associated with the restructuring that are not
related to ongoing activities (e.g., contract termination penalties, facility closure costs).
Costs related to the termination of employees, including statutory or contractual severance and related payroll
charges, are accounted for in accordance with IAS19. Termination benefits are recognized as a liability and expense
when the Group is demonstrably committed to the termination, which occurs once a detailed plan has been
communicated to affected employees.
Where a restructuring consists solely of employee terminations, the Group recognizes no IAS37 restructuring
provision. Only the IAS19 termination benefit liability is recorded.
Litigation and other contingencies
The Group may, from time to time, become involved in legal proceedings arising out of the normal course of its
operations. For instance, as a developer and manufacturer of biosimilars, the Group may be subject to lawsuits
alleging patent infringement or other similar claims filed by the reference product sponsor. Similarly, the Group may
utilize patent challenge procedures to challenge the validity, enforceability or infringement of the reference product
sponsor’s patents. Other parties may also file patent infringement claims against the Group alleging that the Group’s
products or manufacturing process techniques infringe their patents.
The Group establishes reserves for specific legal matters when it determines that the likelihood of an unfavorable
outcome is probable and the loss is reasonably estimable. When such conditions are not met for a specific legal
matter, no reserve is established. Although management currently believes that resolving claims against the Group,
including claims where an unfavorable outcome is reasonably possible, will not have a material impact on the
liquidity, results of operations, or financial condition of the Group, these matters are subject to inherent uncertainties
and management’s view of these matters may change in the future. It is possible that an unfavorable outcome of a
lawsuit or other contingency could have a material impact on the liquidity, results of operations, or financial
condition of the Group.
Significant judgment is required in both the determination of probability of loss and the determination as to whether
the amount of loss can be reasonably estimated. Accruals are based only on information available at the time of the
assessment, due to the uncertain nature of such matters. As additional information becomes available, management
reassesses potential liabilities related to pending claims and litigation and may revise its previous estimates, which
could materially affect the Group’s results of operations in a given period.
The Group maintains liability insurance coverages for various claims and exposures. The Group’s insurance
coverage limits its maximum exposure on claims; however, the Group is responsible for any uninsured portion of
losses. Management believes that present insurance coverage is sufficient to cover potential exposures.
2.20 Leases
The Group assesses whether a contract is or contains a lease at inception of the contract. The Group recognizes a
right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee,
except for those with a lease term of twelve months or less and leases of low value assets. For these leases, the
Group recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease
unless another systematic basis is more representative of the time pattern in which economic benefits from the leased
assets are consumed. The Group’s leased assets consist of various real estate, fleet and equipment leases.
Right-of-use assets reflect the initial measurement of the lease liability, lease payments made at or before the lease
commencement date and any initial direct costs less lease incentives that may have been received by the Group.
These assets are subsequently measured at cost less accumulated depreciation, impairment losses and
remeasurements of the underlying lease liability. Right-of-use assets are depreciated over the shorter of the lease
term and the useful life of the underlying asset. If a lease transfers ownership of the underlying asset to the Group or
Notes to the Consolidated Financial Statements
39
the lease includes a purchase option that the Group is reasonably certain to exercise, the related right-of-use asset is
depreciated over the useful life of the underlying asset. Depreciation starts at the commencement date of the lease.
Lease liabilities are initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the
Group uses its incremental borrowing rate, which is the rate of interest that the Group would need to pay to borrow,
on a collateralized basis, an amount equal to the lease payments over a similar term in a similar economic
environment based on information available at the commencement date of the lease. The lease payments included in
the measurement of the lease liability comprise fixed payments (including in-substance fixed payments) less any
incentives, variable lease payments that depend on an index or rate, expected residual guarantees and the exercise
price of purchase options reasonably certain to be exercised by the Group.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease
liability, using the effective interest method, and by reducing the carrying amount to reflect payments made during
the lease term. The Group remeasures the lease liability if the lease term has changed, when lease payments based on
an index or rate change or when a lease contract is modified and the modification is not accounted for as a separate
lease.
Variable payments that do not depend on an index or rate are not included in the measurement of the lease liability
and the right-of-use asset. The related payments are recognized as an expense in the period in which the event or
condition that triggers those payments occurs.
As a practical expedient, lessees are not required to separate non-lease components from lease components, and
instead account for any lease and associated non-lease components as a single lease component. The Group has used
this practical expedient.
2.21 Profit (loss) per share
Holders of the Predecessor Earn Out Shares and OACB Earn Out Shares have equal dividend and participation
rights to the ordinary shareholders. However, these participating securities are classified as liabilities and as such,
the shares held are not included in the weighted average number of ordinary shares outstanding in the basic profit
(loss) per share calculation.
The calculation of basic profit (loss) per share is based on the profit (loss) for the year attributable to ordinary
shareholders of the Group and the weighted average number of ordinary shares outstanding during the period.
Diluted profit (loss) per share is computed by dividing the profit (loss) for the year attributable to ordinary
shareholders of the Group by the weighted average number of ordinary shares outstanding in the basic profit (loss)
per share calculation, both of which are adjusted for the effects of all dilutive potential ordinary shares. Antidilutive
effects of potential ordinary shares, which result in an increase in earnings per share or an increase / reduction in
profit (loss) per share, are not recognized in the computation of diluted profit (loss) per share.
3. New accounting standards
Management has assessed that new or amended IFRS Accounting Standards and interpretations issued by the IASB
effective on or after 1 January 2025 has not had a significant effect on the Consolidated financial statements,
specifically:
Amendment to IAS 21 The Effects of Changes in Foreign Exchange RateLack of Exchangeability
New or amended IFRS Accounting Standards and interpretations issued by the IASB not yet effective –
Management does not anticipate any significant impact on the consolidated financial statements in the period of
initial application from the adoption of these new standards and amendments, apart from IFRS 18 Presentation and
Disclosure in Financial Statements which replaces IAS 1 effective from 1 January 2027. The new IFRS 18 is
expected to change the presentation of the statements of profit or loss and other comprehensive income or loss and
to differentiate between earnings from operating activities, investment activities and financing activities. IFRS 18
will also add additional disclosures but will not change any accounting policies on recognition and measurement,
hence it will not change reported net results. Management is currently assessing the impact of this new standard.
4. Segment reporting
As disclosed in Note 2, the Group operates and manages its business as one operating segment.
Notes to the Consolidated Financial Statements
40
A significant portion of the Group’s revenue is generated from long-term out-license contracts which provide the
customer with exclusive or semi-exclusive rights to a particular territory, which generally span multiple countries or
a particular continent, as well as the Group’s promises to continue development of the underlying compound and to
provide supply of the product to the customer upon commercialization. Therefore, based on the nature of the
customer agreements, revenue information is not currently available on a country-by-country basis.
Revenue from customers based on the geographic market in which the revenue is earned, which predominantly
aligns with the rights conveyed to the Group’s customers pursuant to its out-license contracts, is as follows:
2025 2024Europe 307,220 157,587 USA 241,370 273,036 Rest of World 37,731 59,059 586,321 489,682
Non-current assets, excluding financial instruments and deferred tax assets, based on the location of the asset is as
follows:
2025 2024Europe 615,498 451,066 USA 96,523 6,407 Rest of World 8,852 10,547 720,873 468,020
Revenue from transactions with individual customers that exceeds ten percent or more of the Group’s total revenue
is as follows:
2025 2024Revenue % Total Revenue % Total Customer A 159,747 27.2% 72,339 14.8% Customer B 131,838 22.5% 144,384 29.5% Customer C 131,699 22.5% 72,105 14.7% Customer D 71,000 12.1% —% Customer E 36,821 6.3% 101,862 20.8%
5. Revenue
Disaggregated revenue
The following table summarizes the Group’s revenue from contracts with customers, disaggregated by the type of
good or service and timing of transfer of control of such goods and services to customers during the years ended
31 December 2025 and 2024:
2025 2024Product and service revenue (point in time revenue recognition) 276,271 273,472 License revenue (point in time revenue recognition) 110,982 75,813 Performance revenue (point in time revenue recognition) 48,959 42,391 Development and other service revenue (over time revenue recognition) 150,109 98,006 586,321 489,682
Notes to the Consolidated Financial Statements
41
Performance revenue is disaggregated from license revenue as the Company reached significant performance
milestones during the year.
Reassessment of measure of progress
During the year ended 31 December 2025, the Group reassessed its method for measuring progress toward
satisfaction of performance obligations related to out-license contracts. Specifically, the Group transitioned from an
input method to an output method for recognizing revenue associated with upfront payments and development
milestones. This transition reflects updated expectations regarding the timing and value of goods and services
transferred to customers, in light of evolving regulatory and operational developments. This has been accounted for
prospectively as a change in estimate in accordance with IAS 8. The net effect in the year ended 31 December 2025
resulted in an increase of $17.5 million in revenue related to development services.
Subsequent changes to the estimate of the transaction price are recorded as adjustments to revenue in the period of
change. The Group updates the measure of progress estimates on a quarterly basis. The quarterly changes in
estimates did not result in material adjustments to the Group’s previously reported revenue or trade receivables
during the years ended 31 December 2025 and 2024.
Contract assets and liabilities
A reconciliation of the beginning and ending balances of contract assets and contract liabilities is shown in the table
below:
Contract Contract Assets Liabilities 31 December 2023 46,049 132,444 Contract asset additions 133,756 Amounts transferred to trade receivables (88,564) Derecognition of contract liability (331) Customer prepayments 51,255 Revenue recognized (82,454) Foreign currency adjustment (1,227) (4,213) 31 December 2024 90,014 96,701 Contract asset additions 153,918 Amounts transferred to trade receivables (58,878) Derecognition of contract liability (4,157) Customer prepayments 42,067 Revenue recognized (107,173) Foreign currency adjustment 2,320 8,426 31 December 2025 187,374 35,864
The net increase in contract assets as of 31 December 2025 is due to the revenue recognized when the performance
obligation has been met which is offset by transfer of amounts to trade receivables on the basis that the Group’s right
to that consideration is no longer contingent on its performance. The net decrease in contract liabilities as of
31 December 2025 is due to revenue recognized when the performance obligation has been met which is offset by
customer prepayments in advance of the Group’s performance. As of 31 December 2025, $122.9 million and $64.4
million are recorded as non-current contract assets and current contract assets, respectively. Non-current contract
assets will materialize over the next 2 to 4 years. As of 31 December 2025, $5.5 million and $30.4 million are
recorded as non-current contract liabilities and current contract liabilities, respectively. Non-current contract
liabilities will be recognized as revenue over the next 2 to 3 years as either services are rendered or contractual
milestones are achieved, depending on the performance obligation to which the payment relates.
Notes to the Consolidated Financial Statements
42
Remaining performance obligations
Due to the long-term nature of the Group’s out-license contracts, the Group’s obligations pursuant to such contracts
represent partially unsatisfied performance obligations at year-end. The revenues under existing out-license contracts
with original expected durations of more than one year are estimated to be $351.7 million. The Group expects to
recognize the majority of these revenues over the next 5 years.
Out-license agreements
Teva Pharmaceutical Industries Ltd. (Teva)
In August 2020, the Group entered into an exclusive strategic agreement with Teva for the commercialization in the
United States for five of the Group’s biosimilar product candidates. The initial pipeline contains biosimilar
candidates addressing multiple therapeutic areas. Under this agreement, the Group will be responsible for the
development, registration and supply of the biosimilars, while Teva will be exclusively commercializing the
products in the United States pursuant to an intellectual property license granted by the Group to Teva. This
agreement was subsequently amended in June 2021, February 2023, and July 2023, for the exclusive
commercialization of additional biosimilar products in the United States.
In connection with the agreement, Teva made upfront payments of $40 million up to 31 December 2025. The Group
also received $70.0 million in development milestones, $40.0 million in milestones related to the first commercial
sale and other sales target through 31 December 2025, and is entitled to receive up to an additional $465 million in
development and sales target milestones. Subject to some limitations, as consideration for supply of product the
Group will receive 40% of the value of Teva’s net sales of the products.
STADA Arzneimittel AG (Stada)
In November 2019, the Group entered into an exclusive strategic agreement with Stada for the commercialization of
six biosimilar products in all key European markets and selected markets outside Europe. The initial pipeline
contains biosimilar candidates aimed at treating autoimmunity, oncology, ophthalmology and inflammatory
conditions. Under this agreement, the Group will be responsible for the development, registration and supply of the
biosimilars, while Stada will be exclusively commercializing the products in the relevant territories pursuant to an
intellectual property license granted by the Group to Stada.
Three product agreements were terminated in May 2023, resulting in repayment of €17.4 million and reversion of
rights to the Group. Subsequent amendments expanded Stada’s commercial rights for the remaining three
biosimilars to additional territories.
In connection with the agreement, Stada made an upfront payment of $6.7 million up to 31 December 2025. The
Group also received $73.4 million in development milestones, $24.5 million in milestones related to the first
commercial sale and other sales target through 31 December 2025, and is entitled to receive up to an aggregate of
$8.0 million in development and sales target milestones. The Group is also expected to receive a royalty of
approximately 40% of the estimated net selling price from Stada’s and its affiliates’ commercialization of the
contracted biosimilar products.
Advanz Pharma Holdings (Advanz Pharma)
In February 2023, the Group entered into an exclusive strategic agreement with Advanz Pharma for the
commercialization of one biosimilar in the European Economic Area, UK, Switzerland, Canada, Australia, and New
Zealand. Under the agreement, the Group is responsible for development and supply, while Advanz Pharma handles
registration and commercialization. The partnership was expanded in May 2023 to include five additional biosimilar
products in Europe.
Further amendments in June 2024 and May 2025 extended the partnership to include five additional biosimilar
products. Advanz Pharma holds exclusive commercialization rights in Europe, with semi-exclusive rights in
Germany and France for two of the products.
In connection with the agreements, Advanz Pharma made upfront payments of $127.0 million up to 31 December
2025. The Group also received $60.6 million development milestones, $4.2 million in milestones related to the first
commercial sale and other sales target through 31 December 2025. Additionally, the Group is eligible to receive up
to an additional $578.7 million in development and sales target milestones. The Group is also expected to receive a
Notes to the Consolidated Financial Statements
43
royalty of 40% of the estimated net selling price from Advanz Pharma’s and its affiliates’ commercialization of the
contracted biosimilar products.
Alvogen Inc. (Alvogen)
In December 2025, the Group entered into an exclusive strategic agreement with Alvogen for the commercialization
of three biosimilar in United States. Under the agreement, the Group is responsible for development and supply,
while Alvogen handles registration and commercialization.
In connection with the agreement, Alvogen made upfront payments of $15.0 million up to 31 December 2025.
Additionally, the Group is eligible to receive up to an additional $195.0 million in development, regulatory and sales
target milestones. The Group is also expected to receive a royalty of 40% of the estimated net selling price from
Alvogen’s and its affiliates’ commercialization of the contracted biosimilar products. Alvogen is a related party to
the Company (refer to Note 24 for further details).
6. Salaries and other employee expenses
The average number of individuals employed by the Group during the years ended 31 December 2025 and 2024,
was 1,279 and 1,011, respectively. The aggregate salary and other employee expenses incurred by the Group for
these employees were as follows:
2025 2024Salary expense 146,877 109,042 (1)Defined contribution plan expense 14,698 11,168 Long-term incentive plan expense 198 Share-based payments (see Note 22) 7,378 7,626 Other employee expense 20,804 19,998 Temporary labor 4,252 5,994 194,009 154,026
(1)
Defined contribution plan expense consists of costs incurred by the Group for employees of certain
subsidiaries that are required by local laws to participate in pension schemes. These pension schemes are not
sponsored or administered by the Group. Pursuant to the requirements of the schemes, the Group is required
to contribute a certain percentage of its payroll costs to the pension schemes. Such contributions are charged
to the consolidated statements of profit or loss and other comprehensive income or loss as they are incurred
in accordance with the rules of the pension schemes.
In 2025, the Group undertook several workforce reductions and leadership changes across certain functions. These
actions included the departure of several senior executives earlier in the year and a reduction of eleven roles within
the Quality organization in November 2025. Affected employees were formally notified during 2025.
In accordance with IAS19, the Group recognized a liability for termination benefits when it became demonstrably
committed to these reductions. All unpaid termination benefits were accrued as of 31 December 2025 and are
presented within Other Current Liabilities. Termination benefits comprise statutory and contractual severance
obligations and related employer charges. The total termination benefit expense recognized in 2025 amounted to
$3.5 million.
Notes to the Consolidated Financial Statements
44
The movements in the termination benefit liability for the year ended 31 December 2025 were as follows:
2025Balance at 1 January 2025 Expenses recognized 3,468 Utilization (891) Balance at 31 December 2025 2,577
Salaries and other employee expenses are included within the consolidated statements of profit or loss and other
comprehensive income or loss as follows:
2025 2024Cost of product revenue 116,032 77,241 Research and development expenses 38,416 37,652 General and administrative expenses 39,561 39,133 Total salary and other employee expenses 194,009 154,026
7. Finance income and finance costs
Finance income earned for the years ended 31 December 2025 and 2024 are as follows:
2025 2024Changes in the fair value of derivatives (see Note 27) 194,962 75,528 Interest income from cash and cash equivalents 2,162 4,577 Interest on financial assets 204 Gain on lease termination 765 Other interest income 399 40 198,492 80,145
Finance costs incurred for the years ended 31 December 2025 and 2024 are as follows:
2025 2024Changes in the fair value of derivatives (see Note 27) (3,112) (145,564) Interest on debt and borrowings (127,632) (147,373) Interest on lease liabilities (see Note 13) (9,238) (6,614) Amortization of deferred debt issue costs (9,208) (3,614) (149,190) (303,165)
Notes to the Consolidated Financial Statements
45
8. Depreciation, amortization and impairment
Depreciation, amortization and impairment expenses incurred during the years ended 31 December 2025 and 2024
are as follows:
2025 2024Depreciation and impairment of property, plant and equipment (see Note 12) 21,174 17,105 Depreciation of right of use assets (see Note 13) 14,485 13,377 Amortization and impairment of intangible assets (see Note 15) 2,192 819 37,851 31,301
Depreciation, amortization and impairment expenses are included within the consolidated statements of profit or loss
and other comprehensive income or loss as follows:
2025 2024Cost of product revenue 21,972 18,683 Research and development expenses 9,851 8,359 General and administrative expenses 6,028 4,259 37,851 31,301
9. Audit fees
2025 2024Financial Statement audit fees 3,509 3,335 Other fees, including tax services 882 279 4,391 3,614
Financial Statements audit fees consist of fees for the audit of our annual financial statements and other professional
services provided in connection with the statutory and regulatory filings or engagements, including fees for the
review of our interim financial information.
Other fees, including tax services, include fees for review of our current and historical financial information
included in our SEC registration statements and prospectus for the listing in Sweden, fees for tax compliance, tax
advice, tax planning, and other services.
Notes to the Consolidated Financial Statements
46
10. Income tax
Taxation recognized in the consolidated statements of profit or loss and other comprehensive income or loss during
the years ended 31 December 2025 and 2024 is as follows:
2025 2024Current taxDirect taxes - current 1,906 1,149 Direct taxes – prior year (80) (48) Total current tax 1,826 1,101 Deferred taxCurrent 137,476 7,284 Prior year (30,872) 5,916 Total deferred tax 106,604 13,200 Total income tax charge / (benefit) 108,429 14,301
The prior year deferred tax impact of $30.9 million mainly relates to foreign currency impact on losses denominated
in Icelandic krona.
The tax charge for the year ended 31 December 2025 is impacted by the derecognition of previously recognized
deferred tax asset on accumulated tax losses in Iceland as, based on updated expectations of future taxable profits,
management considered no longer probable that the related deferred tax asset will be fully utilized . Other factors
affecting the tax charge for the year relate to favorable foreign currency impact on accumulated tax losses
denominated in Icelandic Krona and are predominantly represented as prior year deferred taxes. The factors
affecting the tax charge during the year ended 31 December 2024 relate primarily to the utilization of the deferred
tax asset on accumulated tax losses previously recognized, as management had assessed at that time that it was
probable that the accumulated tax losses would be fully utilized.
There were no accruals for tax contingencies during the years ended 31 December 2025 and 2024.
The effective tax rate for the year of 79.5% (2024: (6.6)%,) is higher than the applicable Luxembourgish statutory
rate of corporation income tax. The reconciling items between the statutory rate and the effective tax rate are as
follows:
2025 2024Tax rate 23.9% 24.9% Effect of tax rate in foreign jurisdictions (1.4%) 0.8% Permanent Differences (37.1%) (17.4%) Derecognition of tax losses previously recognized 95.3% —% Non-recognition of tax losses 21.6% (12.2%) Other items (22.8%) (2.8%) Effective tax rate 79.5% (6.6%)
Notes to the Consolidated Financial Statements
47
The movement in net deferred taxes during the years ended 31 December 2025 and 2024 is as follows:
2025 2024Balance at 1 January 296,549 309,754 Acquisition of subsidiaries (5,551) Deferred tax credited to profit or loss (106,655) (13,205) Balance at 31 December 184,343 296,549 Deferred tax assets 192,211 298,360 (Deferred tax liabilities) (7,868) (1,811)
2025 2024Deferred Tax Assets and Liabilities DTA (DTL) DTA (DTL)Intangible Assets 713 522 751 Tangible Assets 4,213 (6,458) 530 (849) Inventory Reserves 1,518 (203) 1,384 Bad Debt Reserves 172 3,483 Employee Benefits 3,973 4,611 Provisions and accruals (871) (679) Other 202 (857) (275) (283) Taxable Losses 181,421 287,874 Total Deferred Taxes 192,211 (7,868) 298,360 (1,811)
Where there is a right of offset of deferred tax balances within the same tax jurisdiction, IAS 12 requires these to be
presented after such offset in the consolidated statements of financial position. The closing deferred tax balances
included above are after offset; however, the disclosure of deferred tax assets by category below are presented
before such offset.
The amount of deferred tax recognized in the consolidated statements of financial position as of 31 December 2025
and 2024 is composed of:
2025 2024Deferred tax assets attributable to tax loss carryforwards 181,421 287,874Deferred tax asset attributable to other temporary differences 11,312 10,760(Deferred tax liabilities) attributable to other temporary differences (8,390) (2,086)Net deferred tax assets / (liabilities) 184,343 296,549
A deferred tax liability has been recognized in relation to ordinary timing differences arising from depreciation,
reserves and other provisions. A deferred tax liability of $8.4 million and $2.1 million has been recognized as of
31 December 2025 and 2024, respectively.
A net deferred tax asset of $184.3 million and $296.5 million is recognized as of 31 December 2025 and
31 December 2024, respectively.
A deferred tax asset has been recognized in relation to ordinary timing differences arising from amortization,
depreciation, reserves, employee benefits, other provisions and tax losses carried forward in the Group. The deferred
tax asset related to tax losses reflect the portion of accumulated tax losses in Iceland that management considers
probable of being utilized. In reaching this conclusion, management evaluated all available positive and negative
Notes to the Consolidated Financial Statements
48
evidence, including long-term profitability expectations associated with product, license and other revenues, and
assessed the extent to which future profits could be used to offset cumulative tax losses as at 31 December 2025.
The recoverability assessment is performed annually in accordance with IAS 12 and considers the robustness of the
long-term financial plan (which is the six year plan for 2026–2031) supporting forecast taxable results. As part of
this year’s assessment, the key assumptions were updated and incorporated risks associated to potential variability in
product volumes (market share), unit prices, timing of product launches and the probability of success for pipeline
products, and included the effects of 2025 regulatory changes, pricing and demand, acknowledging that
development, regulatory-timing and commercial assumptions may evolve over time. Projected revenue streams were
included only where a sufficient level of substantiation exists (for example, launched products, partner purchase
orders and signed licensing agreements).
Based on this assessment, certain tax losses arising in 2016 and 2017 are set to expire unused and tax losses arising
in 2022 onwards are not expected to be fully utilized by 2031, resulting in the derecognition of $130.0 million of
previously recognized deferred tax assets on accumulated tax losses, which was mainly a result of a combination of
delays in regulatory approval, more pronounced pricing pressure than anticipated and regulatory changes in the US.
An amount of $181.4 million of deferred tax asset on accumulated tax losses remains recognized and reflects the
portion of tax losses for which management has determined that are probable of being utilized . The Group
continues not to recognize a deferred tax asset for tax losses arising in Luxembourg, as their recoverability is
considered unlikely.
There is an inherent uncertainty and estimation in the valuation of deferred tax assets and, therefore, this is an area
subject to risk of material change as a result of underlying assumptions and judgements used, in particular the
forecast of future profitability used to determine the recoverability of deferred tax. It is possible that to the extent
that actual outcomes differ from management’s estimates, material income tax charges or credits, and material
changes in deferred tax assets may arise within the next financial year or in future years. In this context,
Management notes that adverse movements, in key assumptions—such as slower-than-expected revenue growth,
shifts in market conditions, pricing pressures, or delays in the timing of projected taxable profits—could impact
materially the recognition of deferred tax assets over taxable losses.
These tax losses expire as follows:
2026-2028 208,484 2029-2031 549,965 Later 889,170 Indefinite Total 1,647,618
As of 31 December 2025 the Group has total unused tax losses of $1,647.6 million. Of this, $740.5 million represent
unused losses for which no deferred tax asset has been recognized in the statement of financial position but are
available to offset future taxable income: $650.0 million reside in Iceland and $90.5 million reside in Luxembourg.
The remaining total of unused tax losses of $907.1 million million represent unused losses in Iceland for which a
deferred tax asset has been recognized in the statement of financial position and which are available to offset future
taxable income.
Notes to the Consolidated Financial Statements
49
11. Profit (loss) per share
Basic profit (loss) per share is computed by dividing loss for the year by the weighted average number of ordinary
shares outstanding during the period.
Diluted profit (loss) per share is computed by adjusting the calculation of basic profit (loss) per share for the effects
of dilutive potential ordinary shares from financial instruments that may be converted or exercised into ordinary
shares of the Group. For the years ended 31 December 2025 and 2024, 30,864,506 and 31,432,382, respectively,
potential ordinary shares pursuant to the RSUs, 2025 Convertible Bonds, Senior Bond Warrants, Aztiq Convertible
Bond, 2022 Convertible Bonds, OACB Warrants, Predecessor Earn Out Shares, and OACB Earn Out Shares (as
defined and discussed in Notes 21 and 27) were excluded in the calculation of diluted profit (loss) per share, since
the effect of doing so would result in an increase (reduction) of profit (loss) per share and thus be antidilutive.
The calculation of basic and diluted profit (loss) per share for the years ended 31 December 2025 and 2024 is as
follows (in thousands, except for share and per share amounts):
2025 2024EarningsProfit / (loss) for the year 27,919 (231,864) Number of sharesWeighted average number of ordinary shares outstanding289,727,741 267,924,570Basic profit / (loss) per share 0.10 (0.87)
Diluted earnings per share is calculated to give effect to the potential dilutive effect that could occur if additional
ordinary shares were assumed to be issued under securities or instruments that may entitle their holders to obtain
ordinary shares in the future, which include share-based compensation awards (see Note 22—Share-based payments
for additional details). The number of additional shares for inclusion in the diluted earnings per share calculation
was determined using the treasury stock method.
The calculation of diluted profit (loss) per share for the years ended 31 December 2025 and 2024 is as follows (in
thousands, except for share and per share amounts):
2025 2024EarningsProfit (loss) for the year 27,919 (231,864) Fully diluted profit (loss) for the year 27,919 (231,864) Number of sharesWeighted average number of ordinary shares outstanding289,727,741 267,924,570Dilutive effect of share-based compensation1,614,734 Weighted average number of diluted ordinary shares outstanding291,342,475 267,924,570Diluted profit / (loss) per share 0.10 (0.87)
Notes to the Consolidated Financial Statements
50
12. Property, plant and equipment
Property, plant and equipment consists of facility, facility equipment, furniture, fixtures and leasehold
improvements, and computer equipment. Movements within property, plant and equipment during the years ended
31 December 2025 and 2024 are as follows:
Furniture, fixtures and Facilityleasehold Computer Facility Equipment improvements equipment Total CostBalance at 1 January 2025 115,000 237,471 14,301 2,388 369,160 Acquisition of Ivers Lee assets 31,654 4,596 131 37 36,418 Additions 56,173 2,546 264 58,983 Disposals (1,192) (4,628) (138) (5,958) Translation difference 304 1,814 188 4 2,310 Balance at 31 December 2025 146,958 298,862 12,538 2,555 460,913 DepreciationBalance at 1 January 2025 6,109 72,107 4,569 1,829 84,614 Depreciation 3,424 16,428 1,041 281 21,174 Disposals (1,193) (1,344) (126) (2,663) Translation difference 1,272 115 3 1,390 Balance at 31 December 2025 9,533 88,614 4,381 1,987 104,515 Net carrying amountBalance at 31 December 2025 137,425 210,248 8,157 568 356,398
Furniture, fixtures and Facilityleasehold Computer Facility Equipment improvements equipment Total CostBalance at 1 January 2024 115,000 176,718 10,878 2,312 304,908 Additions 61,633 3,517 98 65,248 Translation difference (880) (94) (22) (996) Balance at 31 December 2024 115,000 237,471 14,301 2,388 369,160 DepreciationBalance at 1 January 2024 3,234 59,497 3,815 1,583 68,129 Depreciation 2,875 13,189 776 265 17,105 Translation difference (579) (22) (19) (620) Balance at 31 December 2024 6,109 72,107 4,569 1,829 84,614 Net carrying amountBalance at 31 December 2024 108,891 165,364 9,732 559 284,546
As part of the Ivers Lee business combination (refer to Note 1.3), the Group recognized the acquiree’s identifiable
Property, Plant and Equipment amounting to $36.8 million. These assets were measured at their acquisition-date fair
values in accordance with IFRS 3. The fair value assessment was performed by an independent qualified valuer and
reflect current market conditions at the acquisition date.
On 12 December 2024, the Group entered into a settlement with Fasteignafélagið Eyjólfur hf. with respect to
Alvotech hf.'s equipment located in the leased premises and operated by Alvotech hf., which had been acquired by
Notes to the Consolidated Financial Statements
51
Faseignafélagið Eyjólfur hf. This resulted in an amendment of the lease agreement (refer to Note 13). The settlement
amount was $14.8 million.
The Group pledged $356.4 million and $284.5 million of property, plant and equipment as collateral to secure bank
loans with third parties as of 31 December 2025 and 2024, respectively.
13. Leases
The Group’s leased assets consist of facilities, fleet and equipment pursuant to both arrangements with third parties
and related parties. The carrying amounts of the Group’s right-of-use assets and the movements during the years
ended 31 December 2025 and 2024 are as follows:
2025 2024Right-of-use assetsBalance at 1 January 125,198 119,802 Adjustments for indexed leases 4,882 6,283 New leases 24,594 41,506 Cancelled leases (2,132) (476) Remeasurement due to acquisition of equipment (27,902) Depreciation (14,485) (13,377) Translation difference 237 (638) Balance at 31 December 138,294 125,198
The Group entered into a lease agreement with Fasteignafélagið Eyjólfur hf. in April 2023 for a new facility in
Iceland with remaining lease terms of approximately 13 years as of 31 December 2025. The building is 140,000
square feet. The construction was completed in 2024 and the final details were finalized in 2025. The lease amount
was in substance fixed and is based on construction cost. On 12 December 2024 the Group entered into a settlement
with Fasteignafélagið Eyjólfur hf. with respect to Alvotech hf.'s equipment located in the leased premises and
operated by Alvotech hf., which had been acquired by Faseignafélagið Eyjólfur hf. This resulted in an amendment of
the lease agreement which resulted in a partial termination of the right-of-use asset amounting to $27.9 million and
remeasurement of the lease liability reducing the liability by $28.3 million. The Group recognized $0.4 million
income due to this remeasurement in the consolidated statements of profit or loss and other comprehensive income
or loss. The related right-of-use asset as of 31 December 2025 amounts to $81.4 million.
The Group’s right-of-use assets as of 31 December 2025 and 2024 are comprised of the following:
2025 2024Right-of-use assetsFacilities 131,573 117,931 Fleet 171 268 Equipment 6,550 6,999 Balance at 31 December 138,294 125,198
Notes to the Consolidated Financial Statements
52
At the commencement date of the lease, the Group recognizes lease liabilities measured at the present value of lease
payments to be made over the lease term. The Group’s lease liabilities and the movements during the years ended
31 December 2025 and 2024 are as follows:
2025 2024Lease liabilitiesBalance at 1 January 121,652 115,315 Adjustments for indexed leases 4,880 6,325 New leases 24,470 41,584 Cancelled leases (3,889) (484) Installment payments (11,189) (10,725) Remeasurement due to acquisition of equipment (28,252) Foreign currency adjustment 13,803 (1,695) Translation difference 350 (416) Balance at 31 December 150,077 121,652 Current liabilities (12,078) (9,515) Non-current liabilities 137,999 112,137
The amounts recognized in the consolidated statements of profit or loss and other comprehensive income or loss
during the years ended 31 December 2025 and 2024 in relation to the Group’s lease arrangements are as follows:
2025 2024Depreciation expense from right-of-use assetsFacilities (13,706) (11,922) Fleet (159) (161) Equipment (620) (1,294) Total depreciation expense from right-of-use assets (14,485) (13,377) Interest expense on lease liabilities (9,238) (6,614) Foreign currency difference on lease liability (13,803) (1,695) Gain/(loss) from extinguishment of lease agreement 1,757 375 Total amount recognized in profit and loss (35,769) (21,311)
The maturity analysis of undiscounted lease payments as of 31 December 2025 and 2024 is as follows:
2025 2024Less than one year 21,577 16,731 One to five years 75,002 58,722 Thereafter 116,424 101,703 213,003 177,156
The Group’s lease liabilities as of 31 December 2025 and 2024 do not include short-term leases and low value
leases. During these years the Group expensed $0.4 million and $0.2 million, respectively, in relation to such leases.
Notes to the Consolidated Financial Statements
53
14. Goodwill
The Group’s goodwill balances as of 31 December 2025 and 2024 are as follows:
2025 2024Balance as of 1 January 11,330 12,058 Translation difference 1,505 (728) Balance as of 31 December 12,835 11,330
Goodwill is recognized at the Group level and allocated to group of cash-generating units, which represents the
lowest level at which goodwill is monitored. The recoverable amount of the cash-generating unit is determined
based on a value in use calculation which uses cash flow projections based on the financial forecast for the period
2026-2031 which reflect the recent business developments of the Group and has been approved by management and
the Board of Directors. The Group determined that the terminal growth rate and the discount rate are the key
assumptions used in determining the current estimate of value in use.
Cash flows beyond 2031 have been extrapolated using a negative 5% terminal rate in both the 2025 and 2024 value
in use calculations, respectively. A discount rate of 23.9% (2024: 24.3%) per annum was used in determining the
current estimate of value in use. Since the recoverable amount of the cash-generating unit was substantially in excess
of its carrying amount as of 31 December 2025 and 2024, management believes that any reasonably possible change
in the key assumptions on which the recoverable amount of the cash-generating unit is based would not cause the
carrying amount of the cash-generating unit to exceed its recoverable amount.
There were no goodwill impairment charges recognized in the consolidated statements of profit or loss and other
comprehensive income or loss in any prior periods.
15. Other Intangible assets
Other intangible assets consist of software, customer relationships, and licensed intellectual property rights.
Movements in intangible assets during the years ended 31 December 2025 and 2024 are as follows:
Intellectual Customer property Software relationships rights Total CostBalance at 1 January 2025 19,234 2,134 6,000 27,368 Acquisition of Ivers Lee assets 185 185 Additions 1,823 61,182 63,005 Derecognition (2,134) (2,134) Translation difference 313 313 Balance at 31 December 2025 21,555 67,182 88,737 AmortizationBalance at 1 January 2025 4,613 2,134 6,747 Amortization 2,192 2,192 Derecognition (2,134) (2,134) Translation difference 98 98 Balance at 31 December 2025 6,903 6,903 Net carrying amountBalance at 31 December 2025 14,652 67,182 81,834
During the twelve months ended 31 December 2025, the Group acquired $35.0 million of intangible assets, mainly
in-process research and development, including $28.2 million through the Xbrane asset acquisition as described in
Notes to the Consolidated Financial Statements
54
Note 1.2. The Group recognized $2.2 million and $0.8 million of amortization expense for the twelve months ended
31 December 2025 and 2024, respectively.
Intellectual Customer property Software relationships rights Total CostBalance at 1 January 2024 17,073 2,271 6,000 25,344 Additions 2,409 2,409 Translation difference (248) (137) (385) Balance at 31 December 2024 19,234 2,134 6,000 27,368 AmortizationBalance at 1 January 2024 3,997 2,271 6,268 Amortization 819 819 Translation difference (203) (137) (340) Balance at 31 December 2024 4,613 2,134 6,747 Net carrying amountBalance at 31 December 2024 14,621 6,000 20,621
Additions during the year ended 31 December 2024 were primarily the implementation of our new SAP system.
At 31 December 2025 the Group performed a review of its intangible assets and determined that there was no
impairment in 2025 and 2024.
Alvotech entered into an exclusive product licensing and supply agreement with Kashiv for the development and
commercialization of AVT23 in September 2023. Under the terms of the agreement, Kashiv granted Alvotech an
exclusive right for AVT23 which will be produced using Kashiv’s proprietary process technology and
commercialized by Alvotech in specific territories. In exchange, Alvotech made an upfront payment of $3.0 million
upon the signing of the agreement, with an additional $3.0 million due upon the beginning of Phase 3 which
coincides with the clinical trial application ("CTA") submission. During 2025 Alvotech made milestone payments to
Kashiv for $6.7 million.
In addition, Alvotech may be obligated to pay Kashiv up to an aggregate of $25 million (including the above
mentioned payments), payable upon the achievement of various development and regulatory milestones, as well as
certain tiered royalty payments up to an aggregate of $15 million based on commercial sales of AVT23. The
agreement terminates 10 years after the launch of AVT23 and is subject to certain customary termination rights.
Additions during the year 2025 mainly relate to capitalized costs arising from co-development and in-licensing
arrangements, representing acquired intellectual property rights.
16. Cash and cash equivalents
Cash and cash equivalents include both cash in banks and on hand. Cash and cash equivalents as of 31 December
2025 and 31 December 2024 are as follows:
31 December 31 December 20252024Cash and cash equivalents denominated in US dollars 11,060 36,930 Cash and cash equivalents denominated in other currencies 161,299 14,498 172,359 51,428
Notes to the Consolidated Financial Statements
55
Restricted cash
Restricted cash relates to cash that may only be used pursuant to certain of the Group’s borrowing arrangements (see
note 21). Therefore, these deposits are not available for general use by the Group. Movements in restricted cash
balances during the years ended 31 December 2025 and 31 December 2024 are as follows:
31 December 31 December 20252024Balance at 1 January 26,132 Interest income 740 Released during the year (26,872) Balance at 31 December
17. Inventories
The Group’s inventory balances as of 31 December 2025 and 31 December 2024 are as follows:
31 December 31 December 20252024Raw materials and supplies 102,158 53,566 Work in progress 124,330 81,243 Finished goods 1,383 Inventory reserves (7,817) (6,920) Total Balance 220,054 127,889
The increase in inventory from 31 December 2024 to 31 December 2025 is due to the expansion of the commercial
launch of certain of the Group’s biosimilar products.
The Group recognized $174.2 million and $118.0 million within cost of goods sold during the years ended
31 December 2025 and 2024 respectively.
During the years ended 31 December 2025 and 2024, write-down of inventories amounted to $7.8 million and
$6.9 million, respectively, due to product expiration and results from quality control inspections.
There were no reversal of inventory write-downs during the year ended 31 December 2025. There was a reversal of
inventory write-downs of $7.4 million during the year ended 31 December 2024.
18. Other current assets
The composition of other current assets as of 31 December 2025 and 31 December 2024 is as follows:
31 December
2025
31 December
2024
Value-added tax
17,924 17,719
Prepaid expenses
27,816 23,984
Proceeds receivable from sale of joint venture
5,950
Other short-term receivables
1,244 411
46,984 48,064
Notes to the Consolidated Financial Statements
56
19. Share capital
Share capital and share premium of the Group’s Ordinary Shares issued as of 31 December 2025, and 2024 are as
follows (in thousands, except for share amounts):
2025 2024Share Share capital and capital and share share Sharespremium SharespremiumOrdinary Shares312,021,375 2,108,620 301,805,677 2,009,884 312,021,375 2,108,620 301,805,677 2,009,884
The authorised capital, excluding the share capital, is set at $4.4 million, consisting of 4,407,629 shares, each having
a nominal value of $0.01.
On 26 February 2024, Alvotech announced it had received and accepted an offer from investors outside the U.S. for
the sale of 10,127,132 Ordinary Shares, for an approximate gross value of $166 million, at a purchase price of
$16.41 per share, or ISK 2,250, at the foreign exchange rate on 23 February 2024. The shares were to be delivered to
investors from previously issued treasury shares held by Alvotech´s subsidiary Alvotech Manco. As of 31 December
2024, the settlement of the sale offers resulted in 9,213,333 Ordinary Shares delivered to investors upon the payment
of $150.5 million, the net proceeds of the transaction totaling $144 million.
The Company announced in June 2024 that all holders of the Tranche A and some holders of the Tranche B of the
2022 Convertible Bonds exercised their right to conversion into ordinary shares at the fixed conversion price of
$10.00 per share on the last scheduled conversion date prior to maturity, which is 1 July 2024. Similarly, some
holders of the Aztiq Convertible Bonds decided to exercise similar conversion right into ordinary shares at the same
conversion price. Based on the current exchange rate, a total of approximately 22.1 million new shares were issued
on 1 July 2024, corresponding to approximately $220.7 million of aggregate value of these bonds with accrued
interest. The holders of the 2022 Convertible Bonds and the Aztiq Convertible Bonds that did not exercise their right
to conversion, obtained repayment from the Group in July 2024, upon the closing of the Secured Loan Facility of
$965.0 million.
On 16 May 2025, the Company announced the outcome of an offering of SDRs, in connection with its listing on
Nasdaq Stockholm (the "Offering”). The Offering, which was directed solely into Sweden and had an application
period from 9 May 2025 to 16 May 2025, attracted strong interest from the general public in Sweden and was
multiple times oversubscribed, resulting in more than 3,000 new shareholders for the Company. The gross proceeds
of the Offering amounted to SEK 39 million, before the deduction of transaction costs.
On 4 June 2025, the Company carried out a private placement of ordinary shares and SDRs (the “Placement”)
directed to Swedish and international institutional investors which was completed on 11 June 2025. About 40
institutional investors participated in the Placement, which was oversubscribed. About 60% of the demand came
from institutional investors based in Sweden, Norway or the UK, and about 30% from US-based funds. Over 80% of
the shares and SDRs allocated in the placement were sold to investors that were not previously shareholders in
Alvotech. Gross proceeds from the sale of shares and SDRs were SEK 750 million, before the deduction of
transaction costs.
On 22 December 2025, the Company issued Convertible Bonds. Alvotech Manco ehf ("Manco"), a wholly owned
subsidiary of the Company, provided a stock lending facility for the duration of the Convertible Bonds for the
purpose of facilitating Convertible Bond investors' hedging activities. The facility covers the full number of shares
underlying the Convertible Bonds, which total 18,235,850 shares. As of the year-end 2025, 13,559,915 shares have
been lent under this facility.
Notes to the Consolidated Financial Statements
57
Movements in the Group’s Ordinary shares, share capital and share premium during the years ended 31 December
2025 and 2024 are as follows (in thousands, except for share amounts):
Ordinary Share Share Sharescapital premium TotalBalance at 1 January 2024266,821,844 2,279 1,229,690 1,231,969Capital contribution9,213,333 92 144,547 144,639 Vested earn-out shares 198 310,703 310,901 Penny warrants (Note 27)1,718,845 17 24,293 24,310 Public warrants (Note 27)419,660 4 6,691 6,695 Settlement of RSUs with shares (Note 22)1,549,290 15 5,890 5,905 Settlement of options with shares9,127 0 105 105 Conversion of convertible bonds (Note 21)22,073,578 221 285,139 285,360 Balance 31 December 2024301,805,677 2,826 2,007,058 2,009,884Capital contribution7,941,600 79 78,210 78,289 Convertible debt settled with shares1,295,507 13 14,820 14,833 Settlement of RSUs with shares978,591 11 5,603 5,614 Balance at 31 December 2025312,021,375 2,929 2,105,691 2,108,620
No dividends were paid or declared during the years ended 31 December 2025 and 2024.
At 31 December 2025 and 2024 Alvotech Manco ehf., a subsidiary of Alvotech hf., owned 22,016,772 and
22,995,363 Ordinary Shares in Alvotech. Such shares are intended for the future issuance of Ordinary Shares under
the Management Incentive Plan and other equity offerings.
20. Other reserves
The composition of other reserves as of 31 December 2025 and 2024 is as follows:
2025 2024Share based payments 15,331 17,272 15,331 17,272
21. Borrowings
The Group’s debt consists of interest-bearing borrowings from financial institutions and third parties. Outstanding
borrowings, net of transaction costs and debt discounts, presented on the consolidated statements of financial
position as current and non-current as of 31 December 2025 and 31 December 2024 are as follows:
31 December 31 December 20252024Senior Secured First Lien Term Loan Facility 1,031,565 990,744 2025 Convertible Bonds 68,367 Senior Term Loan Facility 96,719 Other borrowings 102,417 77,840 Total outstanding borrowings, net of debt issue costs 1,299,068 1,068,584 Less: current portion of borrowings (36,921) (32,702) Total non-current borrowings 1,262,147 1,035,882
Notes to the Consolidated Financial Statements
58
Senior Secured First Lien Term Loan Facility
On 7 June 2024, the Company entered into a $965.0 million senior secured first lien term loan facility ("Secured
Loan Facility"), enabling the Company to improve cost of capital, address upcoming debt maturities in 2025 and add
incremental cash to the statement of financial position. Upon the closing of the Secured Loan Facility, the Company
was required to settle its existing debt obligations.
On 10 July 2024, the Company closed its previously executed Secured Loan Facility. The closing has allowed
Alvotech to refinance outstanding debt obligations on 10 July 2024 and 11 July 2024, reducing the cost of capital
and improving its overall debt maturity profile. The Secured Loan Facility, for $965.0 million in aggregate principal
amount, matures in July 2029. The first tranche is a first lien $900.0 million term loan which bears an interest rate of
SOFR plus 6.5% per annum (the "First Tranche Facility"). The second tranche is a $65.0 million first lien, second
out term loan, which bears an interest rate of SOFR plus 10.5% per annum (the "Second Tranche Facility"). This
resulted in the concurrent settlement of its existing debt obligations as described below.
The refinancing resulted in net cash proceeds of $140.5 million after transaction costs paid of $32.6 million. The
Group has pledged key assets, including trade receivables, inventory, bank accounts, equity interests in its
subsidiaries, intellectual property, equipment (1st lien pledge), and the manufacturing facility (2nd lien pledge) as
collateral to secure the Secured Loan Facility.
On 26 June 2025, the Company entered into an amendment (the “Amendment”) of its Secured Loan Facility, by and
among, among others, Alvotech, as borrower, GLAS USA LLC, as administrative agent, GLAS Americas LLC, as
collateral agent, and the Lenders thereto, which provides for, among other things, the reduction of the interest rate
under the Company’s existing Secured Loan Facility. In conjunction with this Amendment, part of the Lenders
agreed to increase the first tranche by $169.0 million in order to absorb the second tranche, thereby creating one
single tranche going forward, further simplifying the Company’s capital structure. The interest rate for this Secured
Loan Facility is SOFR plus 6.0% per annum, and all interest will be payable in cash. The Company used the
proceeds of the new incremental senior secured term loans to prepay its existing second tranche, to prepay a portion
of its existing first tranche, and to pay related premiums, closing payments, fees, costs and expenses.
A net gain on modification and extinguishment of financial liabilities of $17.7 million was recognized during the
year ended 31 December 2025 in connection with the Amendment and partial repayment of the Secured Loan
Facility. This amount reflects the financial impact of the extinguishment of the second tranche and certain lenders of
the first tranche, as well as the modification of terms under the consolidated Facility, which now bears interest at
SOFR plus 6.0% per annum.
The Group is in compliance with all representations and non-financial covenants required by the Secured Loan
Facility agreement.
As of 31 December 2025, the carrying amount of the Secured Loan Facility is $1,031.6 million compared to $990.7
million as of 31 December 2024.
Convertibles Bonds issued in December 2025
On 22 December 2025, the Company issued $108 million of senior unsecured convertible bonds due 2030 (the
“2025 Convertible Bonds”). The 2025 Convertible Bonds were issued at par, carry a 6.875% fixed coupon payable
semi-annually in arrears, and mature on 22 December 2030.
The 2025 Convertible Bonds are convertible into SDRs at an initial Conversion Price of $5.9224, subject to standard
anti-dilution adjustments and a single reset feature linked to certain equity issuances. The Convertible Bonds also
include standard issuer call options and holder put rights upon defined events, all redeemable at par plus accrued
interest.
The conversion option does not meet the fixed-for-fixed criterion and is therefore accounted for as a derivative
financial liability measured at fair value through profit or loss (refer to Note 27). The issuer and holder redemption
features were determined to be closely related to the host debt and were not separated. The host debt is measured at
amortized cost using the effective interest method. Transaction costs directly attributable to the issuance were
deducted from the initial carrying amount and are amortized over the term of the Convertible Bonds.
As of 31 December 2025, the carrying amount of the 2025 Convertible Bonds is $68.4 million and the fair value of
the The conversion option had a fair value of $38.7 million (see Note 27).
Notes to the Consolidated Financial Statements
59
Term Loan Facility executed in December 2025
On 31 December 2025, the Company entered into a $100 million senior secured term loan facility (the "Senior Term
Loan Facility") maturing in December 2027. The loan bears 12.50% cash interest, payable monthly, and is repayable
in full at maturity. The facility includes customary optional and mandatory prepayment provisions, including
make-whole and prepayment premiums, as well as standard excess-cash-flow and asset-sale sweep requirements.
The facility is therefore measured at amortized cost, with interest expense recognized under the effective interest
method. Transaction costs directly attributable to the issuance were deducted from the initial carrying amount and
are amortized over the term of the Senior Term Loan Facility.
As of 31 December 2025, the carrying amount of the Secured Loan Facility is $96.7 million.
Conversion of the 2022 Convertible Bonds and the Aztiq Convertible Bonds
On 26 June 2024, the Company announced that all holders of the Tranche A and some holders of the Tranche B of
the 2022 Convertible Bonds exercised their right to conversion into ordinary shares at the fixed conversion price of
$10.00 per share on the last scheduled conversion date prior to maturity, which is 1 July 2024. Similarly, some
holders of the Aztiq Convertible Bonds decided to exercise similar conversion right into ordinary shares at the same
conversion price. Based on the transaction date exchange rate, a total of approximately 22.1 million new shares were
issued on 1 July 2024, corresponding to approximately $220.7 million of aggregate value of these bonds with
accrued interests. The holders of the 2022 Convertible Bonds and the Aztiq Convertible Bonds that did not exercise
their right to conversion obtained repayment from the Group in July 2024 upon settlement of the Secured Loan
Facility.
A loss on extinguishment of financial liabilities of $58.3 million related to the conversion of existing debt
obligations was recorded during the year ended 31 December 2024, including the following:
Conversion of all the Tranche A and some of the Tranche B of the 2022 Convertible Bonds with a principal
value of $195.2 million, and $0.6 million of accrued interest, resulting in a loss on extinguishment of
$56.3 million; and
Conversion of some of the Aztiq Convertible Bonds with a principal value of $24.5 million, and
$0.4 million of accrued interest, resulting in a loss on extinguishment of $2.0 million.
Refinancing of existing debt obligations
As described above, the Company refinanced its outstanding debt obligations following the close of the Secured
Loan Facility. This resulted in the extinguishment of the Senior Bonds, the Alvogen Facility, and a portion of other
outstanding borrowings.
A loss on extinguishment of financial liabilities of $10.7 million related to the refinancing of existing debt
obligations was recorded during the year ended 31 December 2024, including the following:
Repayment of the Senior Bonds with a principal value of $550.8 million, and $4.7 million of accrued
interest, resulting in a loss on extinguishment of $1 million;
Repayment of the unconverted 2022 Convertible Bonds with a principal value of $43.7 million, and
$0.5 million of accrued interest, resulting in a loss on extinguishment of $2.9 million; and
Repayment of the unconverted Aztiq Convertible Bonds with a principal value of $72.4 million, and
$1.0 million of accrued interest, resulting in a loss on extinguishment of $6.8 million.
Facility loans
The Group assumed the Facility loans as part of the asset acquisition for the manufacturing facility in Reykjavik. On
9 December 2022, the Group extinguished the assumed loans from Arion banki hf., with an outstanding balance of
$30.9 million, with two new loans from Landsbankinn hf. for $48.8 million, with variable interest rate. The
Notes to the Consolidated Financial Statements
60
refinancing resulted in net cash proceeds of $17.2 million after transaction costs paid. The Group has pledged the
facility as collateral to secure these loans (1st lien pledge), as further described in Note 12.
These two loans were denominated in Icelandic Krona and included a conversion clause to convert them into
USD. The conversion of these two loans took place in March 2023.
Under the terms of the loan agreements after conversion, the first loan includes annuity payments that are due
monthly with a final maturity in December 2029 and a variable interest rate of SOFR plus a margin of 4.75%. The
second loan is a bullet loan with a final maturity in December 2027 and a variable interest rate of SOFR plus a
margin of 3.75%.
The Group determined that conversion to USD of the two loans was a substantial modification to loan agreements
and accounted for the transaction as an extinguishment. No gain or loss was recognized as part of the
extinguishment.
As part of securing the Secured Loan Facility in June 2024, the two loans have been merged into one loan with
annuity payments that is due monthly with a final maturity in February 2030 and a variable interest rate of SOFR
plus a margin of 4.05%.
As of 31 December 2025, the carrying amount of the Facility loans is $42.5 million, compared to $45.8 million as of
31 December 2024.
Other borrowings
On 22 February 2022, the Group entered into a credit facility agreement with Landsbankinn hf., which was amended
in November 2025, with the ability to draw down an amount up to $15.4 million. The credit facility is in place to
help finance equipment purchases in the future. Per the terms of the credit facility, the agreement expires in
December 2026 and the borrowings have a variable interest rate of USD SOFR plus a margin of 4.95%. As of
31 December 2025, the outstanding balance on the credit facility was $10.5 million, compared to $18.3 million as of
31 December 2024.
On 22 February 2022, the Group entered into a loan agreement with Landsbankinn hf. for a principal amount of $3.2
million. The loan is in place to help finance equipment purchases. Per the terms of the loan agreement, annuity
payments are due monthly with a final maturity in February 2030. The loan has a variable interest rate of USD
SOFR plus a margin of 4.25%. As of 31 December 2025, the outstanding balance on the loan was $1.8 million,
compared to $2.2 million as of 31 December 2024.
On 5 August 2022, the Group entered into a loan agreement with Landsbankinn hf. for a principal amount of $1.8
million. The loan is in place to help finance equipment purchases. Per the terms of the loan agreement, annuity
payments are due monthly with a final maturity in February 2030. The loan has a variable interest rate of USD
SOFR plus a margin of 4.25%. As of 31 December 2025, the outstanding balance on the loan was $1.1 million,
compared to $1.3 million as of 31 December 2024.
On 4 August 2023, the Group entered into a loan agreement with Landsbankinn hf. for a principal amount of
$11.5 million. The loan is in place to help finance equipment purchases. Per the terms of the loan agreement, annuity
payments are due monthly with a final maturity in July 2030. The loan has a variable interest rate of USD SOFR
plus a margin of 4.25%. As of 31 December 2025, the outstanding balance on the loan was $8.3 million, compared
to $9.7 million as of 31 December 2024.
On 1 October 2025, the Group entered into a loan agreement with Landsbankinn hf. for a principal amount of
$18.4 million. The loan is in place to help finance equipment purchases. Per the terms of the loan agreement, annuity
payments are due monthly with a final maturity in October 2032. The loan has a variable interest rate of USD SOFR
plus a margin of 4.25%. As of 31 December 2025, the outstanding balance on the loan was $18.1 million.
On 11 December 2025, the Group entered into a loan agreement with Credit Suisse and UBS Switzerland AG for a
principal amount of CHF 4.6 million. The loan is in place to help finance equipment purchases. Per the terms of the
loan agreement, annuity payments are due monthly with a final maturity in December 2030. The loan has a fixed
interest rate of 1.75%. As of 31 December 2025, the outstanding balance on the loan was $1.6 million.
As part of the acquisition of Ivers-Lee in July 2025, the Group assumed various financing arrangements, including a
shareholder loan and mortgage loans, which were recognized at fair value on the acquisition date. These borrowings
Notes to the Consolidated Financial Statements
61
bear interest at rates ranging from 1.9% to 3.15% and mature between 2028 and 2030. The obligations are secured
by real estate property. These borrowings are measured at amortized cost using the effective interest method. As of
31 December 2025, the outstanding balance on the shareholder loan and mortgage loans was $4.2 million and
$8.5 million, respectively.
The Group is in compliance with all representations and non-financial covenants required by these agreements. In
addition, the Group has pledged equipment as collateral to secure these borrowings, as further described in Note 12.
Factoring agreement
In February 2025, the Company entered into a factoring agreement with Raiffeisen Bank International AG to sell
eligible trade receivables at a discount. The factoring program has an available capacity of up to EUR 7 million with
weekly settlements and has a variable interest rate of EURIBOR plus a margin of 2.2%. The agreement is
collateralized by assigned eligible trade receivables. The factoring program has scheduled term of 365 days and is
subject to automatic one-year renewal unless terminated with three months’ prior notice.
The arrangement is subject to discounts, program fees, insurance premiums, and service charges, which are
expensed as incurred. This transaction was accounted for as a secured borrowing based on the terms of the
agreement.
As of 31 December 2025, $5.3 million was outstanding under the factoring arrangement.
Movements in the Group’s outstanding borrowings during the year ended 31 December 2025 are as follows:
2025Borrowings, net at 1 January 1,068,584 Recognition of deferred debt issue costs (8,633) Accretion/derecognition of borrowings discount 158 Recognition of new borrowings discount (35,620) Net gain on modification and extinguishment (17,703) Proceeds from new borrowings 233,482 New borrowings through refinancing 179,547 1Borrowings acquired in business combination 13,523 Repayments of borrowings (25,419) Settlement of borrowings through refinancing (173,380) Premiums and fees from repayments of borrowings (2,697) Accrued interest 57,348 Amortization of deferred debt issue costs 9,208 Foreign currency exchange difference 670 Borrowings, net at 31 December 1,299,068
1
Borrowings assumed through the acquisition of Ivers Lee (refer to Note 1.3).
The table below details the changes in the Group’s liabilities arising from financing activities, including both cash
and non-cash changes. Liabilities arising from financing activities are those for which cash flows were, or future
Notes to the Consolidated Financial Statements
62
cash flows will be, classified in the Group’s consolidated cash flow statement as cash flows from financing
activities.
Fair value Financing Capitalizechanges, Foreign 31 1 January Cash flows d loan cost including Other exchange Conversion December 2025(a)changesaccretionchanges (b)impactto equity20252025 Convertible Bonds 108,000 (4,171) (35,462) 68,367 Senior Term Loan Facility 100,000 (3,281) 96,719 Senior Secured First Lien Term Loan Facility 990,744 (6,807) 4,878 (14,555) 57,305 1,031,565 Other borrowings 77,840 19,057 54 207 97,158 Factoring 4,807 (11) 463 5,259 Borrowings, net 1,068,584 225,057 (2,574) (50,017) 57,348 670 1,299,068
(a) This represents the proceeds from the 2025 Convertibles Bonds and the Senior Term Loan Facility, the debt
assumed through the Ivers Lee acquisition (see Note 1.3), and the repayment from the amendment of the
Secured Loan Facility in the cash flow statement as described above.
(b) Other changes include PIK interest, interest accruals and effects of interest payments from the Secured Loan
Facility.
Fair value Financing Capitalizechanges, Foreign 31 1 January Cash flows d loan cost including Other exchange Conversion December 2024(a)changesaccretionchanges (b)impactto equity20242022 Convertible Bonds and Aztiq Convertible Bonds 236,577 (116,108) 761 80,829 21,454 (2,777) (220,736) Senior Bonds 549,411 (550,755) 1,344 Senior Secured First Lien Term Loan Facility 927,899 2,852 59,993 990,744 Other borrowings 97,615 (19,760) (15) 77,840 Alvogen Facility 76,556 (83,330) 6,773 Borrowings, net 960,159 157,945 3,614 82,174 88,205 (2,777) (220,736) 1,068,584
(a) This represents the proceeds from the Secured Loan Facility and the repayments of the existing borrowings in
the cash flow statement as described above.
(b) Other changes include interest accruals and effects of interest payments including $60 million PIK interest
from the Secured Loan Facility and $15.1 million of PIK interest converted to equity following the settlement
of existing debt obligations.
The weighted-average interest rates of outstanding borrowings for the years ended 31 December 2025 and
31 December 2024 are 9.58% and 12.4%, respectively.
Contractual maturities of principal amounts on the Group’s outstanding borrowings as of 31 December 2025 are as
follows:
31 December 2025Within one year 36,921 Within two years 120,840 Within three years 21,016 Within four years 1,051,257 Thereafter 154,071 1,384,105
Notes to the Consolidated Financial Statements
63
22. Share-based payments
On 1 December 2022, the Remuneration Committee authorized and the Group granted RSUs to employees,
executives, and directors, granting rights to Ordinary Shares once vesting conditions are met. Compensation expense
for RSUs is determined based upon the market price of the Ordinary Shares underlying the awards on the date of
grant and expensed over the vesting period, which is generally a 1 to 4-year period, with a 1-year cliff vesting period
and either subsequent monthly vesting or annual vesting, resulting from participants completing a service condition.
Movements in RSUs during the years ended 31 December 2025 and 2024 are as follows:
2025 2024Weighted Weighted Average Average RSUs Fair Value RSUsFair ValueOutstanding at 1 January 2,341,818 $8.17 3,745,781 $7.04 New grants during the year 1,744,789 $8.84 673,425 $11.66 Forfeited during the year (897,259) $9.26 (589,482) $7.98 Vested during the year (1,433,276) $7.70 (1,487,906) $6.99 Outstanding at 31 December 1,756,072 $8.65 2,341,818 $8.17
The Group recognized $7.4 million and $7.6 million of share-based payment expense during the years ended
31 December 2025 and 2024, respectively, as follows:
2025 2024Cost of product revenue 1,282 941 Research and development expenses 1,538 1,879 General and administrative expenses 4,558 4,806 7,378 7,626
23. Litigation
The Group was involved with the following IP (Intellectual property) litigations during 2025:
Litigation between Alvotech and its commercial partner Dr. Reddy's Laboratories in the United States that
was brought by Amgen relating to AVT03, denosumab products that are biosimilars of Amgen’s Prolia and
XGEVA products.
Litigation between Alvotech and its commercial partners STADA and Advanz in Germany that were
brought by Regeneron relating to AVT06, aflibercept products that are biosimilars of Regeneron's and
Bayer's Eylea 2mg product.
Post Grant Review proceeding filed by Alvotech against Regeneron regarding U.S. Patent No. 12,168,036.
The Group was previously involved in four IP litigations in the United States adverse to AbbVie related to the
development of AVT02 and the filing of its biologics license application. All such matters were fully resolved prior
to 2025 pursuant to the AbbVie U.S. Agreement, under which the parties agreed to dismiss all claims and
counterclaims, with each party bearing its own fees and costs, and mutually released each other from certain claims.
The Group incurred $3.1 million in legal expenses during the year ended 31 December 2025 and there were no legal
expenses in 2024, in connection with these now-resolved matters.
24. Related parties
Related parties are those parties which have considerable influence over the Group, directly or indirectly, including a
parent company, owners or their families, large investors, key management personnel and their families and parties
that are controlled by or dependent on the Group, such as affiliates and joint ventures. Key management personnel
Notes to the Consolidated Financial Statements
64
include the Group’s executive officers and directors, since these individuals have the authority and responsibility for
planning, directing and controlling the activities of the Group. Interests in subsidiaries are set out in Note 1.
Transactions with related parties
A related party transaction is a transfer of resources, services or obligations between the Group and a related party,
regardless of whether a price is charged. The Group engages with related parties for both purchased and sold
services, loans and other borrowings and other activities.
In December 2025, the Group entered into an exclusive commercialization agreement with Alvogen, as further
described in Note5, under which Alvogen is considered a related party to the Company.
The Group entered into a lease agreement with Fasteignafelagid Eyjolfur hf. in April 2023 for a new facility in
Iceland with remaining lease terms of approximately 13 years as of 31 December 2025. The building is 140,000
square feet. The construction was completed in 2024 and the final details were finalized in 2025. Lease liabilities as
of 31 December 2025 amount to $96.3 million.
The Group entered into nineteen separate lease agreements with Flóki Fasteignir ehf. in 2025 for apartment
buildings in Iceland. These facilities are used to provide temporary housing for international employees and
specialized third-party contractors engaged to support the Group’s global development, manufacturing, and
regulatory activities. The remaining lease terms approximate 10 years, on average, as of 31 December 2025. Lease
liabilities as of 31 December 2025 for the new leases amount to $7.6 million.
In 2025, the Group entered into a lease agreement with Klettagarðar 6 ehf. for a portion of a facility in Iceland that is
utilized for research and development activities. The leased premises comprise approximately 18,500 square feet.
The lease liability amounted to $8.7 million as of 31 December 2025.
Service expenses with related parties are presented as “General and administrative expenses” or “Research and
development expenses” in the consolidated statements of profit or loss and other comprehensive income or loss,
depending on the nature of the service performed and expense incurred by the Group. Rental liabilities from lease
arrangements with related parties are presented as a component of “Lease liabilities” on the consolidated statements
of financial position. Service payables are presented as “Liabilities to related parties” on the consolidated statements
of financial position.
Sold service includes services provided to related parties, as described above. Income from related parties for such
services are presented as “Other income” in the consolidated statements of profit or loss and other comprehensive
income or loss. Amounts receivable for such activities are presented as “Receivables from related parties” on the
consolidated statements of financial position. The Group has not recorded bad debt provisions for its receivables
from related parties.
Notes to the Consolidated Financial Statements
65
Related party transactions as of 31 December 2025 are as follows:
Purchases /Payables/ interest Sold service ReceivablesborrowingsAlvogen Lux Holdings S.à r.l. – Sister company (a) 7,874 ATP Holdings ehf. - Sister company 125 125 Aztiq Consulting ehf. – Sister company 234 32 5 Flóki-Art ehf. - Sister company 430 Alvogen Iceland ehf. - Sister company 5 Alvogen ehf. - Sister company 18 Alvogen UK - Sister company 120 28 Alvogen Finance B.V. - Sister Company 415 Lotus Pharmaceuticals Co. Ltd. - Sister company 1 Alvogen Inc. - Sister company (b) 37 71,003 656 Adalvo Limited - Sister company (c) 738 235 Klettagarðar 6 ehf. - Sister company (d) 1,303 4,856 4,037 2,923 L41 ehf. - Sister company 39 6 Flóki Invest ehf - Sister company 838 276 Alvogen Malta Sh. Services - Sister company (c) 13 Alvogen Spain SL - Sister company 16 Norwich Clinical Services Ltd - Sister company 1,552 605 Hlíðarvegur 20 ehf. 38 Fasteignafélagið Eyjólfur ehf - Sister company 10,520 96,304 Flóki fasteignir ehf. - Sister company 2,640 15,838 26,492 76,144 4,042 117,207
(a) The full amount of purchased service relates to royalty expenses.
(b) The amount includes $71.0 million of milestone revenue, whereof $15.0 million has been collected, see
further Note 5.
(c) No longer a related party at 31.12.2025
(d) The receivable is classified within Other long-term assets in the Consolidated Statement of Financial Position
Notes to the Consolidated Financial Statements
66
Related party transactions as of 31 December 2024 are as follows:
Purchased service / Payables/ interest Sold service ReceivablesborrowingsAlvogen Lux Holdings S.à r.l. – Sister company (a) 9,754 ATP Holdings ehf. - Sister company (a) 4,926 Aztiq Fjárfestingar ehf. – Sister company Aztiq Consulting ehf. – Sister company 192 2 Flóki-Art ehf. - Sister company 52 410 Alvogen Iceland ehf. - Sister company 25 Alvogen ehf. - Sister company 132 18 Alvogen UK - Sister company 233 76 Alvogen Finance B.V. - Sister Company 565 Alvogen Inc. - Sister company 355 3 619 Adalvo Limited - Sister company 265 220 97 149 L41 ehf. - Sister company 53 Flóki Invest ehf - Sister company 696 32 60 Alvogen Spain SL - Sister company 14 Norwich Clinical Services Ltd - Sister company 906 177 Fasteignafélagið Eyjólfur ehf - Sister company 28,456 87,946 Flóki fasteignir ehf. - Sister company 2,300 10,937 48,778 384 118 100,390
(a) The full amount of purchased service relates to interest expenses from long-term liabilities which have been
extinguished (see Note 21).
Commitments and guarantees
The Group does not have any contractual commitments with its related parties other than the receivables, loans and
payables previously disclosed.
Key management personnel
At 31 December 2025 and 2024 there were no loans to the members of the Board of Directors and the CEO. In
addition, there were no transactions carried out between the Group and members of the Board of Directors nor the
CEO in the years ended 31 December 2025 and 2024. The Board of Directors’ remuneration is shown in the table
below.
Notes to the Consolidated Financial Statements
67
Board of Directors’ fee for the year and shares at year end (board fees in thousands and shares in whole amounts). 2025Pension Other long-Shares at Board feescontributionterm benefitsyear-end**Robert Wessman, Chairman of the board* Richard Davies, Vice-Chairman 185 122 1,174,004Ann Merchant, Board Member 119 122 31,746Árni Harðarson, Board Member* Faysal Kalmoua, Board Member* (until 25 June 2025) N/AHjörleifur Pálsson, Board Member 94 55 7,116Linda McGoldrick, Board Member (until 25 June 2025) 49 122 N/ALisa Graver, Board Member 64 122 31,746Tomas Ekman, Board Member* 511 543 1,244,612
* Waived their board compensation (both cash and equity)
** Direct share ownership
2025Salaries and Pension Termination Other long- term Key employeesbenefitscontributionbenefitsbenefitsRobert Wessman CEO 2,830 62 Other Executive Team Members (11) 5,602 414 1,806 5,727 8,432 476 1,806 5,727
Board of Directors’ fee for the year and shares at year end (board fees in thousands and shares in whole amounts). 2024Pension Other long-Shares at Board feescontributionterm benefitsyear-end**Robert Wessman, Chairman of the board* Richard Davies, Vice-Chairman 156 183 1,163,422Ann Merchant, Board Member 112 183 21,164Árni Harðarson, Board Member* Faysal Kalmoua, Board Member* Hjörleifur Pálsson, Board Member (from 7 June 2024) 41 2,350Linda McGoldrick, Board Member 92 183 21,164Lisa Graver, Board Member 68 183 21,164 469 732 1,229,264
* Waived their board compensation (both cash and equity)
** Direct share ownership
Notes to the Consolidated Financial Statements
68
2024Salaries and Pension Termination Other long- term Key employeesbenefitscontributionbenefitsbenefitsRobert Wessman CEO 2,176 147 Other Executive Team Members (10) 5,332 362 125 13,844 7,508 509 125 13,844
25. Other current liabilities
The composition of other current liabilities as of 31 December 2025 and 2024 is as follows:
31 December 31 December 20252024(1)Unpaid salary and salary related expenses 9,866 14,465 Accrued interest 19,860 428 Accrued vacation leave 9,337 6,631 Accrued commercial fees 24,718 Accrued royalties 10,933 15,858 Accrued profit sharing 12,604 Accrued other expenses 19,511 9,418 94,225 59,404
(1)
Includes $2.6 million of termination benefit liability(refer to Note 6 - Salaries and Other Employee Expenses).
Accrued other expenses as of 31 December 2025 include $6.7 million associated with the collaboration and license
agreement with Dr. Reddy's, $2.5 million accrual for termination cost and increased VAT liabilities by $2.0 million.
The remainder of the balance is composed of recurring liabilities.
26. Interests in joint ventures
In June 2024, Alvotech hf. sold its share in the joint venture for a gross proceeds of $18.0 million (less $1.3 million
in transaction costs). The sale resulted in a net loss of $3.0 million, including accumulated translation difference,
recognized during the year ended 31 December 2024. $6.0 million of the proceeds received was paid in 2025.
The following table provides the change in the Group’s interest in a joint venture during the years ended
31 December 2025 and 2024:
2025 2024Balance at 1 January 18,494 Share in losses Sale of shares in joint venture (18,494) Translation difference Balance at 31 December
Notes to the Consolidated Financial Statements
69
27. Financial instruments
Accounting classification and carrying amounts
Financial assets as of 31 December 2025 and 2024, all of which are measured at amortized cost, are as follows:
31 December 31 December 20252024Cash and cash equivalents 172,359 51,428 Trade receivables 69,740 160,217 Other current assets 1,244 6,361 Receivables from related parties 438 118 Other long-term assets 3,604 213 247,385 218,337
Financial liabilities as of 31 December 2025 and 2024 are as follows:
31 December 31 December 20252024Borrowings (measured at amortized cost) 1,299,068 1,068,584 Derivative financial liabilities (measured at FVTPL) 53,994 210,224 Trade and other payables (measured at amortized cost) 126,124 67,126 Lease liabilities (measured at amortized cost) 150,077 121,652 Liabilities to related parties (measured at amortized cost) 3,325 8,465 Other current liabilities 94,225 58,557 1,726,813 1,534,608
It is management’s estimate that the carrying amounts of financial assets and financial liabilities carried at amortized
cost approximate their fair value, with the exception of, in 2025, the 2025 Convertible Bonds and the Secured Loan
Facility, and, in 2024, the Secured Loan Facility, since any applicable interest receivable or payable is either close to
current market rates or the instruments are short-term in nature. Material differences between the fair values and
carrying amounts of these borrowings are identified as follows:
31 December 2025Carrying Amount Fair ValueSenior Secured First Lien Term Loan Facility 1,031,565 1,108,552 2025 Convertible Bonds 68,367 72,765 1,099,932 1,181,317
31 December 2024Carrying Amount Fair ValueSenior Secured First Lien Term Loan Facility 990,744 969,077 990,744 969,077
Notes to the Consolidated Financial Statements
70
Fair value measurements
The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments measured
at fair value on a recurring basis as of 31 December 2025 and 31 December 2024:
31 December 2025Level 1 Level 2 Level 3 TotalConversion Feature 38,732 38,732 Predecessor Earn Out Shares 8,800 8,800 OACB Warrants 6,462 6,462 6,462 8,800 38,732 53,994
31 December 2024Level 1 Level 2 Level 3 TotalPredecessor Earn Out Shares 179,300 179,300 OACB Warrants 30,924 30,924 30,924 179,300 210,224
The Group did not recognize any transfer of assets or liabilities between levels of the fair value hierarchy during the
year ended 31 December 2025.
During the year ended 31 December 2024, Senior Bond Warrant holders elected to exercise their warrants. As a
result, 1,718,845 Ordinary Shares were issued in exchange for the exercising of the penny warrants. The Company
received an immaterial amount of cash and recognized the transaction as an extinguishment of the derivative
financial liabilities. The difference between the equity issued and carrying value of the derivative financial liabilities
was recognized in the consolidated statements of profit or loss and other comprehensive income or loss.
The Tranche A Conversion Feature was extinguished upon the conversion of the Tranche A 2022 Convertible Bonds
on 1 July 2024 (refer to Note 21 for further details).
In February 2024, the second tranche of OACB Earn Out Shares vested resulting in the issuance of 625,000
Ordinary Shares. The issuance of Ordinary Shares for the second tranche was accounted for as an extinguishment of
a financial liability in the consolidated statements of profit or loss and other comprehensive income or loss.
Conversion Feature
The Convertible Bonds issued on 22 December 2025 include a conversion option that entitles holders to convert the
outstanding principal into SDRs at the initial Conversion Price of $5.9224, subject to customary anti-dilution
adjustments and a single reset mechanism linked to certain future equity issuances (the "Conversion Feature"). As
the Conversion Feature does not meet the fixed-for-fixed criterion, it is accounted for separately as a derivative
financial liability measured at fair value through profit or loss.
The derivative financial liability is remeasured at each reporting date, with changes in fair value recognized in profit
or loss.
The Conversion Feature had a fair value of $38.7 million as of 31 December 2025, resulting in $3.1 million of
finance costs for the year ended 31 December 2025.
The fair value of the Conversion Feature is determined using a binomial option-pricing model that incorporates both
observable market inputs and significant unobservable inputs.
Notes to the Consolidated Financial Statements
71
The following table presents the assumptions and inputs that were used for the model in valuing the Conversion
Feature:
31 December 2025Share price $5.13 Volatility rate 30.7 %Risky Yield 16.2 %
Predecessor Earn Out Shares
In February 2024, the first tranche of Predecessor Earn Out Shares vested resulting in the issuance of 19,165,000
Ordinary Shares. The issuance of Ordinary Shares for the first tranche was accounted for as an extinguishment of a
financial liability in the consolidated statements of profit or loss and other comprehensive income or loss.
The Predecessor Earn Out Shares had a fair value of $8.8 million as of 31 December 2025, resulting in
$170.5 million of finance income for the year ended 31 December 2025.
The fair value of the Predecessor Earn Out Shares was determined using Monte Carlo analysis that incorporated
inputs and assumptions as further described below. The inputs and assumptions associated with the valuation of the
instruments are determined based on all relevant internal and external information available and are reviewed and
reassessed at each reporting date.
The following table presents the assumptions and inputs that were used for the model in valuing the Predecessor
Earn Out Shares:
31 December 31 December 20252024Number of shares 19,165,000 19,165,000Share price $5.13 $13.23 Volatility rate 60.0 % 52.0 %Risk-free rate 3.50 % 4.26 %
OACB Warrants
During the year ended 31 December 2024, holders of the OACB Warrants exercised their warrant rights for an
exercise price of $11.50 for the rights to one Ordinary Share per warrant. The exercises resulted in the issuance of
419,660 Ordinary Shares and cash proceeds of $4.8 million. The Company recognized the transaction as an
extinguishment of the derivative financial liabilities. The difference between the equity issued and carrying value of
the derivative financial liabilities was recognized in the consolidated statements of profit or loss and other
comprehensive income or loss.
The remaining OACB warrants had a fair value of $6.5 million as of 31 December 2025. The fair value of the
warrants was derived from the publicly quoted trading price at the valuation date. The change in fair value of the
OACB Warrants resulted in $24.5 million of finance income for the year ended 31 December 2025.
Capital management
The capital structure of the Group consists of equity, debt and cash. For the foreseeable future, the Board of
Directors will maintain a capital structure that supports the Group’s strategic objectives through managing the
budgeting process, maintaining strong investor relations and managing the financial risks of the Group, as further
described below. No changes were made in the objectives, policies or processes for managing capital during the
years ended 31 December 2025 and 2024.
Financial risk management
The Group’s corporate treasury function provides services across the organization, coordinates access to domestic
and international financial markets, monitors and manages the financial risks relating to the Group’s operations
Notes to the Consolidated Financial Statements
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through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market
risk (including interest rate risk and foreign currency risk), credit risk and liquidity risk.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. The Group’s exposure to the risk of fluctuations in market interest rates primarily
relates to the cash in bank and borrowings that are subject to floating interest rates.
The following table provides an interest rate sensitivity analysis for the effect on loss before tax. The analysis
assumes that all other variables, such as foreign currency exchange rates, remain constant.
2025 2024Variable-rate financial instruments +100 (9,894) (9,873) Variable-rate financial instruments -100 9,894 9,873
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in foreign exchange rates. The Group uses the U.S. dollar as its reporting currency and conducts
business on a global basis in various currencies. As a result, the Group is exposed to foreign currency exchange
movements, primarily in European, Icelandic, Swedish and UK market currencies.
Below are the foreign currencies that have the most significant impact on the Group’s operations.
Closing rate Average rateChange2025 2024 2025 2024EUR 1.176 1.038 1.130 1.082 13.3% GBP 1.347 1.251 1.318 1.278 7.7% ISK 0.008 0.007 0.008 0.007 11.0% CHF 1.264 1.103 1.207 1.136 14.6% INR 0.011 0.012 0.011 0.012 (5.1%) SEK 0.109 0.091 0.102 0.091 20.1%
The Group’s assets and liabilities that are denominated in foreign currencies as of 31 December 2025 are as follows:
NetAssets Liabilitiesassets EUR 56,573 45,247 11,326 GBP 334 4,610 (4,276) ISK 5,417 178,058 (172,641) CHF 6,043 10,126 (4,083) INR 26 (26) SEK 253 4,801 (4,548)
Notes to the Consolidated Financial Statements
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The Group’s assets and liabilities that are denominated in foreign currencies as of 31 December 2024 are as follows:
Net Assets Liabilitiesassets EUR 49,968 23,847 26,121 GBP 315 3,669 (3,354) ISK 3,162 154,048 (150,886) CHF 2,522 2,837 (315) INR 881 536 345
A reasonable possible strengthening or weakening of the Group’s significant foreign currencies against the U.S. dollar
would affect the measurement of financial instruments denominated in a foreign currency and affect profit or loss and
equity by the amount shown in the sensitivity analysis table below. The analysis assumes that all other variables, such as
interest rates, remain constant.
EUR GBP ISK CHF INR SEKYear ended 31 December 2025-10% weakening (1,133) 428 17,264 408 3 455 + 10% strengthening 1,133 (428) (17,264) (408) (3) (455) Year ended 31 December 2024-10% weakening (2,612) 335 15,089 32 (35) + 10% strengthening 2,612 (335) (15,089) (32) 35
Credit risk
Credit risk is the risk that a counterparty will not fulfill its contractual obligations under a financial instrument contract,
leading to a financial loss for the Group. The maximum credit risk exposure for the Group’s financial assets as of
31 December 2025 and 2024 is as follows:
2025 2024Cash and cash equivalents 172,359 51,428 Trade receivables 69,740 160,217 Other assets 10,263 6,692 252,362 218,337
The Group’s cash and cash equivalents are deposited with high-quality financial institutions. Management believes these
financial institutions are financially sound and, accordingly, that minimal credit risk exists. The Group has not experienced
any losses on its deposits of cash and cash equivalents and restricted cash yet monitors the credit rating of these financial
institutions on a periodic basis.
Other assets primarily consist of other current assets, as described in Note 18, other long-term assets that primarily consist
of deposits and other long-term financial assets which relate to a bond to Klettagarðar 6 ehf. In 2024, the Group recognized
a receivable of $18.5 million in other current assets following the termination of the co-development agreement with
Biosana which was fully reserved as of 31 December 2024 due to the uncertainty of its collection. In 2024, the Group
collected $1.1 million of the receivable, which was recognized through profit and loss during the year. There are no other
significant amounts past due as of 31 December 2025 and 2024 and the Group concludes that any expected credit losses
with respect to these assets, except as described above, is immaterial.
Notes to the Consolidated Financial Statements
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Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Group also monitors the level of expected cash
inflows on trade and other receivables together with expected cash outflows on trade and other payables.
Contractual maturities of financial assets and liabilities as of 31 December 2025 are as follows:
Within oneOne to twoyearyears Thereafter TotalFinancial assetsNon-interest bearing 71,422 71,422 Fixed-interesting bearing 3,604 3,604 Variable-interest bearing 172,359 172,359 Total financial assets 243,781 3,604 247,385 Financial liabilitiesNon-interest bearing 222,246 1,264 1,059 224,569 Fixed-interest bearing - Borrowings 21,057 121,038 140,463 282,558 Derivative liabilities 15,262 38,732 53,994 Variable-interest bearing - Borrowings 152,150 134,833 1,332,967 1,619,950 Total financial liabilities 395,453 272,397 1,513,221 2,181,071
Contractual maturities of financial assets and liabilities as of 31 December 2024 are as follows:
Within oneOne to twoyearyears Thereafter TotalFinancial assetsNon-interest bearing 166,696 166,696 Variable-interest bearing 51,428 213 51,641 Total financial assets 218,124 213 218,337 Financial liabilitiesNon-interest bearing 126,029 126,029 Fixed-interest bearing - Borrowings Derivative liabilities 210,224 210,224 Variable-interest bearing - Borrowings 75,235 127,313 1,470,805 1,673,353 Total financial liabilities 201,264 337,537 1,470,805 2,009,606
Refer to Note 13 for the maturity analysis of the Group’s undiscounted lease payments.
Notes to the Consolidated Financial Statements
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28. Supplemental cash flow information
Supplement cash flow information as of 31 December 2025 and 2024 is included below. (see Note 21 for non-cash
movements in borrowings).
Non-cash investing and financing activities2025 2024Acquisition of property, plant and equipment in trade payables and other current liabilities 4,084 13,917 Acquisition of intangibles in trade payables and other current liabilities 15,701 Right-of-use assets obtained through new leases 24,594 41,506 Sale of joint venture 5,950 Acquisition of intangible assets with shares 13,686 Acquisition of property, plant and equipment with shares 1,147 Settlement of borrowings through refinancing 173,380 118,330 New borrowings through refinancing 179,547 Settlement of transaction cost through refinancing 794 28,365 Equity issued through conversion of borrowings 263,969 Capitalized borrowing costs in trade payables and other current liabilities 2,254 Settlement of RSUs with shares 3,691 5,076
Notes to the Consolidated Financial Statements
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29. Subsequent events
The Group evaluated subsequent events through 30 March 2026, the date that the consolidated financial
statements were available to be issued.
On 29 January 2026, the Group announced that it had entered into a settlement and licensing agreement with
Regeneron and Bayer regarding AVT06, its proposed biosimilar to Eylea (aflibercept), which is approved for
marketing in the European Economic Area, United Kingdom and Japan. The agreement provides the Group
with commercial certainty in global markets and forms part of the ongoing preparations for future regulatory
submissions and market entry.The settlement agreement allows Alvotech and its commercial partners to market
and sell the biosimilar as of 1 January 2026 in the United Kingdom and Canada, as well as in Japan (excluding
the diabetic macular edema indication) starting 1 May 2026 in the European Economic Area and all other
countries in the world (other than the U.S.), and from 1 November 2026 in Japan with all approved indications.
On 2 February 2026, the Group entered into new supply and commercialization agreements with Sandoz for
Canada, Australia, and New Zealand. In Canada, the agreement covers one biosimilar candidate in
ophthalmology supplied as a prefilled syringe for intravitreal injection. In Australia and New Zealand, the
agreement encompasses three biosimilar candidates across immunology and gastroenterology, in multiple
formulations. The agreement covers multiple biosimilar candidates and further expands the Group’s geographic
commercial footprint.
On 5 February 2026, the Group announced positive top-line results from its pivotal pharmacokinetic study for
AVT80, a proposed biosimilar to Entyvio (vedolizumab). The study met all primary endpoints, demonstrating
pharmacokinetic similarity as well as comparable safety, tolerability, and immunogenicity profiles. These
results enable the Group to progress toward regulatory submissions for both AVT16 and AVT80, the
intravenous and subcutaneous biosimilar candidates, respectively.
On February 11, 2026, the Company issued 12,500,000 new shares, all of which were subscribed by its
wholly-owned subsidiary Alvotech Manco ehf. and classified as treasury shares without voting or dividend
rights. The increase in treasury shares was undertaken to restore the number of treasury shares available
following settlement of shares lent under the stock-lending facility that supported investors’ hedging of the
Convertible Bonds issued in December 2025 (refer to Note 21) and to ensure the Company maintains a
sufficient pool of shares for outstanding financial commitments, including warrants, convertible instruments,
and share-based compensation programs.
In February 2026, the Board approved an additional restructuring plan affecting several functions across the
Group, with related employee notifications issued in early 2026. The Group expects to incur termination
benefits and related restructuring costs in 2026 in connection with this plan.
Notes to the Consolidated Financial Statements
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Corporate Governance Report for 2025
This corporate governance report (the Report”) covers the period from 1 January 2025 through 31 December 2025
of Alvotech, a société anonyme, incorporated and existing under the laws of the Grand Duchy of Luxembourg,
registered with the Luxembourg Trade and Companies' Register under number B258884, having its registered office
at 9, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg (“Alvotech” or the “Company”).
The ordinary shares and warrants of Alvotech are listed on The Nasdaq Stock Market LLC (“Nasdaq US”) under
the symbol “ALVO” and “ALVOW”, respectively, since 16 June 2022. Alvotech’s ordinary shares are also listed on
the Nasdaq Iceland Main Market under the ticker symbol “ALVO” since 8 December 2022 and, prior to that, on the
Nasdaq First North Growth Market since 23 June 2022 until their admission to trading to the Nasdaq Iceland Main
Market. On May 19 2025 Alvotech began trading on the Nasdaq Stockholm under the symbol “ALVO SDR”. This
Report is a part of the financial statements for the year ended 31 December 2025 and has been approved by the
board of directors of the Company (the “Board of Directors” or “Board”) and reviewed by its Audit Committee.
As regards to general meetings of shareholders, at an ordinary general meeting, there is no quorum requirement, and
resolutions are adopted by a simple majority cast vote. Abstentions are not considered “votes”.
Resolutions at an extraordinary general meeting are required for any of the following matters, among others (i) an
increase or decrease of the authorized or issued capital, (ii) a limitation or exclusion of preferential subscription
rights, (iii) approval of a statutory merger or de-merger (scission), (iv) Alvotech’s dissolution and liquidation, (v)
any and all amendments to Alvotech´s articles of association and (vi) change of nationality. Pursuant to Alvotech´s
articles of associations, for any resolution to be considered at an extraordinary general meeting of shareholders, the
quorum shall be at least one half of Alvotech´s issued share capital unless otherwise mandatorily required by law. If
the said quorum is not present, a second meeting may be convened, for which Luxembourg Company Law does not
prescribe a quorum. Any extraordinary resolution shall be adopted at a quorate general meeting, except otherwise
provided by law, by at least a two-thirds majority of the votes validly cast on such resolution by shareholders.
Abstentions are not considered “votes”.
An annual general meeting of shareholders (“AGM”) shall be held in the Grand Duchy of Luxembourg within 6
months of the end of the preceding financial year.
Each Ordinary Share entitles the holder thereof to one vote. Neither Luxembourg law nor Alvotech´s articles of
association contain any restrictions as to the voting of Ordinary Shares by non-Luxembourg residents. The
Luxembourg Company Law distinguishes ordinary general meeting of shareholders and extraordinary general
meetings of shareholders with respect to the required quorums and majorities.
Alvotech is committed to recognizing general principles aimed to ensure good corporate governance. Our approach
to corporate governance is further described in this report.
Alvotech’s corporate governance consists of a framework of principles and rules, including its Articles of
Association, the 6th edition from February 2021 of the Guidelines on Corporate Governance issued by the Iceland
Chamber of Commerce, Nasdaq Iceland Main Market and the Confederation of Icelandic Employers. The Board of
Directors also adopted a Code of Business Conduct and Ethics (the Code”) applicable to the directors, officers,
employees and other team members that complies with the rules and regulations of Nasdaq US, Nasdaq Iceland
Main Market, Nasdaq Stockholm and the SEC. The Code is available on Alvotech’s website.
Alvotech’s regulatory framework for corporate governance practices consists of the law applicable for listed
companies in Luxembourg as well as other applicable law and regulations, including those imposed by Nasdaq
Iceland Main Market, Nasdaq Stockholm and Nasdaq US available at their respective websites.
The Board of Directors is committed to excellence in corporate governance by complying with the applicable
regulatory standards and international best practices in the field of corporate governance.
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All directors of the Company must act honestly, with due skill and care in the best interests of the Company and the
group. All directors must adhere to the highest standards of honest and ethical conduct, including taking proper and
due actions to avoid any conflicts of interest in his or her dealings with the Company or the group, or dealings with
other parties that may relate to or affect the group of Alvotech, its interest and assets.
Internal Control
The Audit and Risk Committee is responsible, among other things, for establishing procedures for the confidential
anonymous submission of complaints (a whistleblowing mechanism).
Risk Management
The Board of Directors is responsible for overseeing Alvotech’s risk management process. The Board of Directors
focuses on Alvotech’s general risk management strategy, the most significant risks, and oversees the implementation
of risk mitigation strategies by management. The audit and risk committee is also responsible for discussing
Alvotech’s policies with respect to risk assessment and risk management. The Board of Directors believes its risk
oversight function has not negatively affected the Board’s leadership structure. As part of the steady expansion of
Alvotech´s risk management processes, the Company has launched several initiatives. Each initiative is contributing
to achieving the company´s objectives regarding efficacy and efficiency of operations, reliability of financial
reporting and compliance with applicable laws and regulations. The Company has identified certain key risks that
are given special attention and monitored.
Audit, accounting and risk
The Board of Directors adopted the Audit and Risk Committee Charter. The Chief Executive Officer of the
Company ensures that the directors are provided with accurate information on Alvotech´s finances, development,
operations and risk assessments on a regular basis and the Audit and Risk Committee assists the Board in fulfilling
its oversight responsibilities in the financial reporting process and the system of internal controls. The Board of
Directors ensures that internal procedures for risk management are revised at least annually.
The financial statements are published on an annual, semi-annual and quarterly basis as applicable, subject to and in
accordance with applicable publication requirements under Icelandic and/or Swedish and/or Luxembourg and/or U.S
laws.
The AGM appoints the independent auditor (réviseur d´entreprises agréé) and shall determine their office, in
accordance with Alvotech´s Articles of Association. The Board´s proposal to the AGM is based on the Audit and
Risk Committee´s recommendation on the selection of an audit firm and the statutory auditors and shall determine
their office, which may not exceed six years, in accordance with Alvotech´s Articles of Association. The Board´s
proposal to the AGM is based on the Audit and Risk Committee´s recommendation on the selection of an audit firm.
Deloitte has carried out the external audit of Alvotech in recent years. In addition, Deloitte Audit (20, Boulevard de
Kockelscheuer L-1821, Luxembourg, Grand Duchy of Luxembourg) is appointed as the independent auditor
(réviseur d´entreprises agréé) of Alvotech and in recent years conducted external audits in accordance with the
Luxembourg law of 23 July 2016 on the audit profession (the “Audit Law”). In accordance with article 51 of the
Audit Law and by way of derogation from Article 17 (1) of Regulation (EU) No 537/2014, the maximum duration
of a statutory audit of a public-interest entity may be of 20 years, where a public tendering process for the statutory
audit is conducted in accordance with paragraphs 2 to 5 of Article 16 of the above-mentioned regulation.
Compliance
Alvotech has a Compliance function. The General Counsel of the company is the Compliance Officer and is
responsible for the Code, the training of employees and business ethics. Under the Icelandic law no. 60/2021 on
actions against market abuse a Securities Compliance Officer has been appointed to oversee the compliance in
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accordance with the abovementioned law and in compliance with the Company´s Insider Trading policy. The
Securities Compliance Officer is responsible for assessing and monitoring if Alvotech, its directors, officers and
employees are in compliance with the laws and regulations that apply to a company listed on the Nasdaq Iceland
Main Market. The Compliance Officer monitors if the company is in compliance with other applicable law and the
Company´s Business Code of Conduct.
Code of Business Conduct and Ethics
The Board of Directors has adopted a Code of Business Conduct and Ethics for Alvotech´s directors, officers and
employees. The Code sets out Alvotech´s code of business conduct and ethics, consisting of the principal business,
ethical, moral and legal standards which Alvotech´s directors, officers and employees are required to observe. The
aim of the Code is a further testament to Alvotech´s commitment to sustainability, to having oversight and managing
relevant environment, social and government risks and opportunities in Alvotech´s operations and value chain.
Sustainability
Alvotech has adopted a Sustainability Policy that is focused on making its operations exemplary in the
pharmaceutical environment based on established international environmental, social and governance (“ESG”)
criteria. A report is issued annually on the matter.
Board Committees
Alvotech has five committees of the Board of Directors (an audit and risk committee, a compensation committee, a
nominating and corporate governance committee, a strategy committee and a corporate sustainability committee).
All the committees are constituted of members of the Board based on their expertise, skills and experience, relevant
to that Committee and in accordance with the rules set for each committee by the Board.
Audit and Risk Committee
The members of Alvotech’s audit and risk committee are Hjörleifur Pálsson (Chair), Ann Merchant, and Richard
Davies. Each member of Alvotech’s audit and risk committee qualifies as independent directors according to the
rules and regulations of the SEC and the Nasdaq with respect to audit and risk committee membership. In addition,
all audit and risk committee members meet the requirements for financial literacy under applicable SEC and Nasdaq
rules and at least one of the audit and risk committee members qualifies as an “audit and risk committee financial
expert,” as such term is defined in Item 407(d) of Regulation S-K under the United States Securities Act of 1933, as
amended. The audit and risk committee is responsible for, among other things:
appointing, compensating, retaining, evaluating, terminating and overseeing our independent registered
public accounting firm;
discussing with our independent registered public accounting firm their independence from management;
reviewing, with our independent registered public accounting firm, the scope and results of their audit;
approving all audit and permissible non-audit services to be performed by our independent registered
public accounting firm;
overseeing the financial reporting process and discussing with management and our independent registered
public accounting firm the annual financial statements that we file with the SEC;
overseeing our financial and accounting controls and compliance with legal and regulatory requirements;
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reviewing our policies on risk assessment and risk management;
reviewing related party transactions; and
establishing procedures for the confidential anonymous submission of concerns regarding questionable
accounting, internal controls or auditing matters.
Compensation Committee
The committee members are Richard Davies (Chair), Árni Harðarson and Tomas Ekman. Mr. Davies qualifies as an
independent director according to the rules and regulations of the SEC and Nasdaq with respect to compensation
committee membership, including the heightened independence standards for members of a compensation
committee. The compensation committee is responsible for, among other things:
reviewing and approving the corporate goals and objectives, evaluating the performance of and reviewing
and approving, (either alone or, if directed by the board of directors, in conjunction with a majority of the
independent members of the board of directors) the compensation of our chief executive officer;
overseeing an evaluation of the performance of and reviewing and setting or making recommendations to
our board of directors regarding the compensation of our other executive officers;
reviewing and approving or making recommendations to our board of directors regarding our incentive
compensation and equity-based plans, policies and programs;
reviewing and approving all employment agreement and severance arrangements for our executive officers;
making recommendations to our shareholders regarding the compensation of our directors; and
retaining and overseeing any compensation consultants.
Corporate Sustainability Committee
The members of Alvotech’s ESG committee are Ann Merchant (Chair), Richard Davies and Hjörleifur Pálsson. The
ESG committee is responsible for, among other things:
reviewing, monitoring and setting strategy in the area of corporate responsibility;
overseeing Alvotech’s activities in the area of corporate responsibility that may have an impact on the
Company’s reputation and operations;
periodically assess the Alvotech’s compliance obligations;
monitor and review matters of health and safety and report findings to the broader board; and
review and evaluate environmental, social and political issues and trends and their relevance to Alvotech’s
business and make recommendations to the board regarding those trends and issues.
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Nomination and Corporate Governance Committee
The members of Alvotech’s nominating and corporate governance committee are Richard Davies (Chair), Hjörleifur
Pálsson and Ann Merchant. The nominating committee is responsible for, among other things:
identifying individuals qualified to become members of our board of directors, consistent with
criteria approved by our board of directors;
overseeing succession planning for our Chief Executive Officer and other executive officers;
periodically reviewing our board of directors’ leadership structure and recommending any
proposed changes to our board of directors;
overseeing an annual evaluation of the effectiveness of our board of directors and its
committees; and
developing and recommending to our board of directors a set of corporate governance
guidelines.
Strategy Committee
The Strategy committee is responsible for, among other things, reviewing, monitoring and setting strategy for the
business of Alvotech. The members of Alvotech’s Strategy committee are Róbert Wessman (Chair), Lisa Graver and
Richard Davies.
The structure and composition of the Board of Directors
Alvotech’s Board of Directors is currently composed of seven members. In accordance with Alvotech’s Articles of
Association, the Board is not divided into classes of directors. Six of the directors were appointed at the Annual
General Meeting on 25 June, 2025 to serve as director until the end of the general meeting of shareholders called to
approve Alvotech’s annual accounts for the 2025 financial year. Hjörleifur Pálsson was appointed at the AGM on 6
June, 2024, to serve until the end of the AGM called to approve Alvotech’s annual accounts for the 2025 financial
year. There are no limitations on the duration of the board membership. The composition of the board shall at any
time be diverse, regarding educational and professional background, gender and age.
The board undertakes Alvotech´s affairs in between shareholders´ meetings unless otherwise provided by law or
Alvotech´s Articles of Association. The board is responsible for setting Alvotech´s general strategy. The board has a
supervisory role in overseeing that Alvotech´s organization and activities are at all times in accordance with the
relevant law, regulation and good business practices. The board met 15 times last year.
Members of the Board of Directors
Robert Wessman is the founder and has served as Executive Chairman and member of the board of directors of
Alvotech since January 2019, and Chief Executive Officer since January 2023. He served as a Director on the board
of Fuji Pharma from 2018 to 2023. He serves as chairman of the board of directors of Lotus Pharmaceuticals since
2018 and since May 2009, he has served as a member of the board of directors of Aztiq and as a member of the
board of directors of Aztiq GP, the general partner of Aztiq Fund I SCSp, a Luxembourg alternative investment
fund, and the parent company of Aztiq. Mr. Wessman is also the founder and main partner of the Aztiq group. Mr.
Wessman founded Alvogen in July 2009, and served as its Executive Chairman and Chief Executive Officer until
June 2022. He continues to serve as Alvogen’s chairman since July 2022. Between 1999 and 2008, Mr. Wessman
served as the Chief Executive Officer of Actavis. He has a Cand Oecon degree in Business Administration from the
University of Iceland. We believe Mr. Wessman is qualified to serve on Alvotech’s board of directors due to the
perspective he brings as Alvotech’s founder and his experience in top executive positions in the pharmaceutical
industry. Mr. Wessman will transition out of the Chief Executive Officer role at the end of the first quarter 2026. He
will continue to serve as Executive Chairman in a full-time capacity.
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Richard Davies has served as Deputy Chairman of Alvotech’s board, previously Chairman of Alvotech’s board, and
as one of Alvotech’s directors since January 2019. From November 2018 to December 2020 he served as Chief
Executive Officer of Auregen Bio Therapeutics SA. Following this he established Gybeset BioConsult GmbH where
he is founder and managing partner. Prior to joining Auregen Bio Therapeutics, Mr. Davies served as Chief
Executive Officer of Bonesupport AB between 2016 and 2018, as Senior Vice President and Chief Commercial
Officer of Hospira Inc. between 2012 and 2015, and in various leadership roles at Amgen Inc between 2003 and 2012.
Prior to Amgen he was with Eli Lilly for 12 years. Mr. Davies holds an MBA from the University of Warwick and
Bachelor of Science in applied chemistry from the University of Portsmouth.Richard Davies has served as Deputy
Chairman of Alvotech’s board, previously Chairman of Alvotech’s board, and as one of Alvotech’s directors since
January 2019. From November 2018 to December 2020 he served as Chief Executive Officer of Auregen Bio
Therapeutics SA. Following this he established Gybeset BioConsult GmbH where he is founder and managing
partner. Prior to joining Auregen Bio Therapeutics, Mr. Davies served as Chief Executive Officer of Bonesupport AB
between 2016 and 2018, as Senior Vice President and Chief Commercial Officer of Hospira Inc. between 2012 and
2015, and in various leadership roles at Amgen Inc between 2003 and 2012. Prior to Amgen he was with Eli Lilly for
12 years.
Tomas Ekman has served as one of Alvotech’s directors since January 2019. Tomas is a senior advisor at CVC
Capital Partners which he joined as a partner in 2014 and he is a part of the CVC Nordics team and is based in
Stockholm. Prior to joining CVC in 2014, Mr. Ekman was a partner and Managing Director at 3i, responsible for its
Nordic business. Mr. Ekman holds MSc degrees from the University of Strathclyde and Chalmers University of
Technology, and an MBA from IMD, Switzerland. Tomas Ekman has served as one of Alvotech’s directors since
January 2019.
Ann Merchant has served as one of Alvotech’s directors since June 2022. Since 2018, she has served as Vice
President for MorphoSys, and as Head of Global Supply Chain and External Operations from January 2019 until
March 2025. Prior to joining MorphoSys, from September 2011 to August 2018, Ms. Merchant served as the
President for Schreiner Medipharm. Between 1994 and 2011, Ms. Merchant held various roles at Amgen, including
Vice President, Head of International Supply Chain and Site Head between 2007 and 2011 in The Netherlands. Ms.
Merchant holds an MBA from the Henley Business School and a Bachelor of Science in Languages from Georgetown
University, Washington, D.C.
Arni Hardarson has served as one of Alvotech’s directors since June 2022. Mr. Hardarson is a co-founder and
partner of the Aztiq group. Between 2009 and June 2022, he served as Deputy to the Chief Executive Officer and
General Counsel of Alvogen. Prior to joining Alvogen, Mr. Hardarson was Vice President of Tax and Structure at
Actavis, and as partner, member of the executive management committee, and served as a head of tax and legal at
Deloitte. Mr. Hardarson holds a Cand. Juris degree in law from the University of Iceland.
Lisa Graver served as a Director on Alvotech's Board since June 2022. In addition, Ms. Graver served in various
leadership positions throughout her extensive career spanning over two decades in the pharmaceutical industry. Most
recently, she served as President/CEO for Alvogen Group, Inc., a privately held pharmaceutical company
headquartered in Morristown, NJ, a position she held since 2015. Prior to joining Alvogen in 2010, she held
leadership positions in Actavis and Alpharma in the US. Ms. Graver draws from her experience and expertise across
all facets of the industry, including commercial, regulatory/R&D, portfolio selection, and legal. Ms. Graver served as
an IP litigator with Kirkland & Ellis before leaving private practice. She holds honor degrees in both Biology and
law from Lakehead University and Case Western Reserve University, respectively. Ms. Graver is assuming the role
of the Chief Executive Officer end of Q1 2026.
Hjörleifur Pálsson has served as one of Alvotech's directors since June 2024. Since 2013 he has served as non-
executive board member in sectors like pharmaceuticals, retail, medical devices, media & telecommunications,
education and venture capital. Mr. Palsson was the Executive Vice President and Chief Financial Officer of Ossur
(now Embla), a leading medical device company, listed on NASDAQ OMX Copenhagen, from 2001-2013, where he
gained comprehensive experience in leading accounting, planning, investor relations, funding, corporate M&A,
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human resources, and business information services. Prior, Mr. Palsson was a partner and a board member at Deloitte
in Iceland where he practiced as a State Authorized Public Accountant from 1989 to 2001. Mr. Palsson graduated
with a Cand. Oecon degree in finance and accounting from the University of Iceland in 1988 and qualified as a State
Authorized Public Accountant in 1989.
Business ethics and Code of Conduct
Alvotech sets high standards for all employees and directors. We also adhere to ethical commitments in every aspect
of our business, with respect to our employees as well as outside stakeholders, including contractors, suppliers,
commercial partners, government authorities and the public. These commitments are spelled out in our Code of
Corporate Conduct and Ethics, which applies to all our employees, including our senior executive officers and
directors. We apply our Code of Conduct both in internal and external relations and give preference in our business
dealings to those who adhere to comparable ethical standards.
It is the duty of the Board of Directors to serve as fiduciary for shareholders and to oversee the management of the
company. To fulfill its responsibilities and to discharge its duties prudently, the Board of Directors follows the
procedures and standards that are set forth in guidelines and charters. These documents are subject to modification
from time to time as the Board of Directors deems appropriate in the best interests of Alvotech or as required by
applicable laws and regulations.
The Code of Conduct and charters for the Board of Directors are accessible on Alvotech’s website at https://
investors.alvotech.com/corporate-governance/documents-charters
Approved by the board on: 30 March 2026
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RESPONSIBILITY STATEMENT BY THE BOARD OF DIRECTORS FOR THE YEAR ENDED 31
DECEMBER 2025
The Board of Directors of the Company reaffirm their responsibility to ensure the maintenance of proper
accounting records disclosing the financial position of the Company with reasonable accuracy at any
time and ensuring that an appropriate system of internal controls is in place to ensure that the
Company’s business operations are carried out efficiently and transparently.
In accordance with Article 3 of the law of 11 January 2008 on transparency requirements in relation to
information about issuers whose securities are admitted to trading on a regulated market, the Company
declares that, to the best of our knowledge, the audited consolidated financial statements for the
financial period ended 31 December 2025, have been prepared in accordance with International
Financial Reporting Standards as adopted by the European Union, give a true and fair view of the
assets, liabilities, financial position as of that date and results for the period then ended.
In addition, management’s report includes a fair review of the development and performance of the
Company’s operations during the period and of business risks, where appropriate faced by the
Company.
We kindly ask you to grant discharges to the directors for the exercise of their mandates during the
financial year ended on 31 December 2025.
Done in Luxembourg on 30 March 2026
______________________
Robert Wessman
Title: Director and authorized signatory
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