Fair value measurement

6 Months Ended

Jun. 30, 2024

NOTE 16 – Fair value measurement:

Financial items carried at fair value on a recurring basis as of June 30, 2024 and December 31,

2023

are classified in the tables below in one of the three categories of fair value levels:


	June 30, 2024
	Level 1		Level 2			Level 3			Total
	(U.S. $ in millions)
Cash and cash equivalents:
Money markets	$	1,098	$	—		$	—		$	1,098
Cash, deposits and other		1,160		—			—			1,160
Investment in securities:
Investment in convertible bond		—		—			40			40
Equity securities		9		—			—			9
Other		2		—			—			2
Derivatives:
Asset derivatives :
Options and forward contracts		—		27			—			27
Liability derivatives :
Options and forward contracts		—		(31	)		—			(31	)
Bifurcated embedded derivatives		—		—			§			—
Contingent consideration*		—		—			(656	)		(656	)

Total	$	2,269	$	(4	)	$	(616	)	$	1,649


	December 31, 2023
	Level 1		Level 2			Level 3			Total
	(U.S. $ in millions)
Cash and cash equivalents:
Money markets	$	1,704	$	—		$	—		$	1,704
Cash, deposits and other		1,522		—			—			1,522
Investment in securities:
Investment in convertible bond security							40			40
Equity securities		7		—			—			7
Other		1		—			—			1
Restricted cash		1		—			—			1
Derivatives:
Asset derivatives :
Options and forward contracts		—		38			—			38
Cross-currency interest rate swap				8						8
Liability derivatives :
Options and forward contracts		—		(39	)		—			(39	)
Bifurcated embedded derivatives		—		—			§			—
Contingent consideration*	$	—		—			(517	)		(517	)

Total		3,235	$	7		$	(477	)	$	2,765

§	Represents an amount less than $0.5 million.

*	Contingent consideration represents liabilities recorded at fair value in connection with acquisitions.

Teva determined the fair value of the liabilities for contingent consideration based on a probability-weighted discounted cash flow analysis. This fair value measurement is based on significant unobservable inputs in the market and thus represents a Level 3 measurement within the fair value hierarchy. The fair value of contingent consideration is based on several factors, such as cash flows projected from the success of unapproved product candidates; probability of success of product candidates, including risks associated with uncertainty regarding achievement and payment of milestone events; time and resources required to complete the development and approval of product candidates; life of the potential commercialized products and associated risks with obtaining regulatory approvals in the United States and Europe, and

the risk adjusted discount rate for fair value measurement. The discount rate applied ranged from

8.5

% to

%. The weighted average discount rate, calculated based on the relative fair value of Teva’s contingent consideration liabilities, was

8.8

%. Contingent consideration is evaluated quarterly, or more frequently, if circumstances dictate. Changes in the fair value of contingent consideration are recorded in the consolidated statements of income. Significant changes in unobservable inputs, mainly the probability of success and cash flows projected, could result in material changes to the contingent consideration liabilities. A change of the discount rate by

% would have not resulted in material changes to the contingent consideration liabilities.

The investment in convertible bond security is accounted for as available for sale with changes in fair value reflected in other comprehensive income. As of June 30, 2024, the conversion option had no value. See Alvotech transaction under note 2.

The following table summarizes the activity for the financial assets and liabilities where fair value measurements are estimated utilizing Level 3 inputs:


	Six months ended June 30, 2024			Six months ended June 30, 2023
	(U.S. $ in millions)
Fair value at the beginning of the period	$	(477	)		(250	)
Bifurcated embedded derivatives		§			§
Adjustments to provisions for contingent consideration:
Allergan transaction*		(239	)		(88	)
Eagle transaction		(31	)		(24	)
Novetide transaction		(1	)		(1	)
Settlement of contingent consideration:
Allergan transaction		102			57
Eagle transaction		28			40
Novetide transaction		2			2

Fair value at the end of the period	$	(616	)	$	(264	)

§	Represents an amount less than $0.5 million.

*	The financial data presented in the tables above with respect to adjustments to provisions for contingent consideration related to Allergan for the six months ended June 30, 2023 have been revised as discussed in note 1c.

Financial instruments not measured at fair value

Financial instruments measured on a basis other than fair value m

ostly co

nsist of senior notes, sustainability-linked senior notes and convertible senior debentures (see note 7) and are presented in the table below in terms of fair value (level 1 inputs):


	Estimated fair value*
	June 30, 2024		December 31, 2023
	(U.S. $ in millions)
Senior notes and sustainability-linked senior notes included under senior notes and loans	$	15,804	$	17,214
Senior notes and convertible senior debentures included under short-term debt		2,089		1,651

Total	$	17,893	$	18,865

*	The fair value was estimated based on quoted market prices.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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