Zymeworks Completed Acquisition of Theravance Biopharma

Zymeworks purchased Theravance Biopharma for $17.00 per share in a deal backed by a $350 million note from OMERS.

Updated on Sept. 28, 2026 in Corporate Finance

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Zymeworks has completed its acquisition of Theravance Biopharma for $17.00 per share, aiming to integrate the company's research assets and diversify cash flows. AI Illustration. Upload story photo >

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Zymeworks has officially acquired Theravance Biopharma, with shareholders receiving $17.00 per share in cash. Following the acquisition, Theravance Biopharma common stock was delisted from the Nasdaq exchange.

Why it matters

The acquisition is intended to diversify Zymeworks durable cash flows while advancing the company's research and development strategy. Zymeworks now gains ownership of Theravance Biopharma assets, including a 35% share of net U.S. profits from YUPELRI.

Zymeworks utilized a $350 million non-recourse note from OMERS and $217.5 million of existing cash to complete the purchase. The company projects 2026 total revenue to reach between $278 million and $292 million.

The players

Zymeworks

A clinical-stage biopharmaceutical company headquartered in Vancouver that focuses on the development of multifunctional therapeutics.

Theravance Biopharma

A biopharmaceutical company previously listed on the Nasdaq that focuses on the discovery and development of respiratory medicines.

OMERS

One of Canada's largest defined benefit pension funds that provided the non-recourse note financing for the transaction.

The details

The transaction includes an agreement where 75% of YUPELRI profit-share cash flows are assigned to OMERS to service the debt obligation. Zymeworks expects to integrate the R&D assets while positioning itself for a $100 million milestone payment expected in early 2027.

Timeline

  1. June 29, 2026: Merger agreement was announced.

  2. September 28, 2026: Transaction completion was announced.

  3. Q4 2026: Potential recognition of non-cash income tax benefit.

  4. Q1 2027: Potential receipt of $100 million milestone payment.

Market Dynamics

This acquisition aligns with the Nasdaq delisting requirements for companies that are no longer publicly traded following a merger. It follows the broader trend of consolidation in the biopharmaceutical sector as firms seek to secure stable long-term cash flows.

Shareholders of Theravance Biopharma received their cash payouts at the close of the transaction. Retail investors tracking Zymeworks should note the company's shift toward an adjusted EBITDA target of $114 million to $128 million for 2026.

The takeaway

This merger signals a strategic pivot for Zymeworks as it integrates new respiratory R&D assets into its portfolio. Investors should monitor the company's ability to manage the OMERS debt load while leveraging the U.S. profit-share agreement from YUPELRI.

What happens next

Zymeworks anticipates the potential receipt of a $100 million milestone payment related to TRELEGY ELLIPTA in the first quarter of 2027.

Further reading

For more on industry consolidation, visit Corporate Finance.

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Zymeworks Completed Acquisition of Theravance Biopharma