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Amneal Pharmaceuticals, Inc.

For the period ended Jun 30, 2026. Filed Aug 6, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 6, 2026

AMRX$21.28+5.7%Stored close · as of Nov 9, 2026

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Notes to Consolidated Financial Statements

(unaudited)

  1. Summary of Significant Accounting Policies

Basis of Presentation

The interim unaudited consolidated financial statements have been prepared in accordance with the requirements of the U.S. Securities and Exchange Commission and U.S. generally accepted accounting principles (“U.S. GAAP”) for interim reporting. These financial statements include all adjustments that in the opinion of management are necessary for a fair presentation of the financial position, results of operations, and cash flows of Amneal Pharmaceuticals, Inc. (the “Company”) for the periods presented. However, these financial statements do not include all information and accompanying notes required for annual financial statements prepared in accordance with U.S. GAAP. The interim unaudited consolidated financial statements should be read in conjunction with the audited annual financial statements included in the Company’s 2025 Annual Report on Form 10-K.

Use of Estimates

The preparation of financial statements requires the Company’s management to make estimates and assumptions that affect the reported financial position at the date of the financial statements and the reported results of operations during the reporting period. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities in the consolidated financial statements and accompanying notes. The following are some, but not all, of such estimates: the determination of chargebacks, sales returns, rebates, valuation of intangible and other assets acquired in business combinations, allowances for accounts receivable, accrued liabilities, liabilities for legal matters, contingent liabilities, stock-based compensation, valuation of inventory balances, the determination of useful lives for product rights and the assessment of expected cash flows used in evaluating goodwill and other long-lived assets for impairment. Actual results could differ from those estimates.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires a public business entity to provide disaggregated disclosures, in the notes to the financial statements, of certain categories of expenses that are included in expense line items on the face of the income statement. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning December 15, 2027, with early adoption permitted. Upon adoption, ASU 2024-03 may be applied prospectively for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements.

In September 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606) (“ASU 2025-07”), which amends the accounting guidance to exclude from derivative accounting non-exchange-traded contracts with underlyings that are based on operations or activities specific to one of the parties to the contract. ASU 2025-07 is effective for fiscal years beginning after December 15, 2026, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements.

In November 2025, the FASB issued ASU 2025‑09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements (“ASU 2025-09”), which are amendments that are intended to better align hedge accounting with entities’ risk‑management activities, including revisions related to assessing similar risk exposure for groups of forecasted transactions, hedging interest payments on choose‑your‑rate debt instruments, and other improvements to cash flow, fair value, and net investment hedge models. ASU 2025‑09 is effective for fiscal years beginning after December 15, 2026, including interim periods within those annual periods, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements.

In December 2025, the FASB issued ASU 2025‑11, Interim Reporting (Topic 270): Narrow‑Scope Improvements(“ASU 2025-11”), which are amendments intended to improve the navigability and clarity of interim reporting guidance by reorganizing Topic 270, adding a comprehensive list of interim disclosure requirements sourced from other Accounting Standards Codification (“ASC”) topics, and clarifying when interim reporting guidance applies. The ASU also introduces a disclosure principle requiring entities to disclose events occurring after the end of the most recent annual reporting period that have a material impact on the entity. ASU 2025‑11 is effective for public business entities for interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements.

  1. Revenue Recognition

The Company recognizes revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. The majority of the Company’s revenue is recognized from shipping products to customers. Revenue is recognized when the Company transfers control of its products to the customer, which typically occurs at a point-in-time, either upon shipment or delivery. Substantially all of the Company’s net revenues relate to products which are transferred to the customer at a point-in-time.

License Agreements

Refer to Note 4. Alliance and Collaborationin the Company’s 2025 Annual Report on Form 10-K for further information related to revenue recognition associated with license agreements.

Concentration of Revenue

The following table summarizes revenues from each of the Company’s customers that individually accounted for 10% or more of its total net revenue in any of the periods presented:

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Customer A23%23%24%23%
Customer B16%16%16%16%
Customer C21%21%20%21%

Disaggregated Revenue

The Company’s significant dosage forms within its Affordable Medicines segment, therapeutic classes within its Specialty segment, and sales channels within its AvKARE segment, each determined based on net revenue for the three and six months ended June 30, 2026 and 2025, are presented below (in thousands):

Three Months Ended June 30, · Six Months Ended June 30,
2026 · 2025 · 2026 · 2025
Affordable Medicines
Oral solid$175,172$178,262$346,272$357,215
Transdermal67,03840,710141,00183,773
Auto-Injector62,21466,594104,126114,754
Injectable56,78334,646106,72169,434
Biosimilar29,12825,24851,42953,788
Oral liquid10,37117,87922,46341,427
Other dosage forms (1)81,59468,185128,206124,607
Subtotal dosage forms482,300431,524900,218844,998
International7,6131,90112,9323,135
Total Affordable Medicines net revenue489,913433,425913,150848,133
Specialty
Central nervous system95,34483,425178,727151,035
Hormonal / allergy42,09935,41878,03169,617
Other therapeutic classes11,8528,70025,80215,188
Subtotal therapeutic classes149,295127,543282,560235,840
License agreement—500—500
Total Specialty net revenue149,295128,043282,560236,340
AvKARE
Distribution86,93099,663176,079204,558
Government label50,20745,418110,15695,558
Institutional12,11210,13221,93121,141
Other7,7407,82714,84014,198
Total AvKARE net revenue156,989163,040323,006335,455
Total net revenue$796,197$724,508$1,518,716$1,419,928

(1)Includes net revenue from sales of transmucosal, ophthalmic, topical, nasal and inhalation dosage forms.

A rollforward of the major categories of sales-related deductions for the six months ended June 30, 2026 is as follows (in thousands):

ContractCharge - Backsand SalesVolumeAllowancesCash DiscountAllowancesAccruedReturnsAllowanceAccruedMedicaid andCommercialRebates
Balance at December 31, 2025$801,186$40,992$179,471$119,486
Provision related to sales recorded in the period2,015,13569,23435,73683,464
Credits/payments issued during the period(2,262,461)(77,349)(26,540)(125,686)
Balance at June 30, 2026$553,860$32,877$188,667$77,264
  1. Alliance and Collaboration

The Company has entered into several alliance, collaboration, license, distribution and similar agreements with respect to certain of its products and services with third-party pharmaceutical companies. The consolidated statements of operations include revenue recognized under agreements the Company has entered into to develop marketing and/or distribution relationships with its partners to fully leverage the technology platform and revenue recognized under development agreements. These agreements generally obligate the Company to provide research and development (“R&D”) services over multiple periods.

Except as disclosed below, as of and for the three and six months ended June 30, 2026, there were no material changes to our alliance and collaboration agreements as described and defined in Note 4. Alliance and Collaborationin the Company’s 2025 Annual Report on Form 10-K.

The following table summarizes the activity in the Company’s consolidated statements of operations related to alliance and collaboration agreements for the three and six months ended June 30, 2026 and 2025 (in thousands):

Three Months Ended June 30, · Six Months Ended June 30,
PartyCaption in Statement of Operations2026202520262025
Orion CorporationResearch and development (1)$(424)$(631)$(1,107)$(1,765)
Orion CorporationResearch and development (2)$(335)$(281)$(621)$(759)
Pfizer Inc. (formerly Metsera, Inc.)Other operating income (3)$—$—$(6,877)$—
Pfizer Inc. (formerly Metsera, Inc.)Net revenue (4)$—$1,973$—$1,973

(1)Deferred income was recognized as a reduction to R&D expense as services were performed under the Orion Agreement.

(2)Reimbursable R&D services performed under the Orion Agreement were recorded as a reduction to R&D expense.

(3)Gain from derecognizing financing obligation (refer to the Pfizer Collaboration Agreement section below).

(4)Development activities performed on behalf of Pfizer, Inc. on a cost plus margin basis are recorded as net revenue.

The following table summarizes the balances in the Company’s consolidated balance sheets related to alliance and collaboration agreements as of June 30, 2026 and December 31, 2025 (in thousands):

PartyCaption in Balance SheetJune 30, 2026December 31, 2025
Orion CorporationAccounts payable and accrued expenses (1)$3,853$4,811
Orion CorporationOther long-term liabilities (1)$665$814
Zambon Biotech S.A.Other long-term liabilities (1)$2,530$2,530
mAbxience S.L.Accounts payable and accrued expenses (2)$—$7,500
Pfizer Inc. (formerly Metsera, Inc.)Prepaid expenses and other current assets (3)$—$321
Pfizer Inc. (formerly Metsera, Inc.)Other long-term liabilities (4)$17,880$9,378

(1)Comprised of deferred income as of June 30, 2026 and December 31, 2025.

(2)Comprised of an accrued milestone as of December 31, 2025 for a Food and Drug Administration (“FDA”) approval.

(3)Comprised primarily of unbilled receivables for R&D services performed as of December 31, 2025.

(4)Comprised of construction costs contributed, as defined in the Company’s collaboration agreement with Pfizer Inc. (“Pfizer”). As of June 30, 2026, the funding received from Pfizer represented a contract obligation for future manufacturing services (deferred income). As of December 31, 2025, the funding received from Pfizer was allocated between two performance obligations: (i) a financing obligation in accordance with ASC 470, Debt of $6.4 million and (ii) a contract obligation for future manufacturing services of $3.0 million (refer to the Pfizer Collaboration Agreement section below).

Pfizer Collaboration Agreement

On November 13, 2025, Metsera, Inc. (“Metsera”) was acquired by Pfizer. On January 30, 2026, Pfizer exercised its rights under the change-in-control provision in the Metsera collaboration agreement with the Company to shorten the agreement’s term from seven years tofour years from the date of first commercial sale. As a result, the Company’s rebate and construction cost reimbursement obligations to Pfizer have been eliminated. Pfizer’s cost sharing commitment of up to $100 million for construction costs and all other terms of the agreement remain unchanged.

In connection with the notice from Pfizer, the Company recognized a gain of $6.9 million in other operating income for the six months ended June 30, 2026 to derecognize the financing obligation previously recognized in accordance with ASC 470, Debt through the date of the notice. The Company will classify all future proceeds received from Pfizer for construction costs contributed as a contract obligation for future manufacturing services (recorded as deferred income within other long‑term liabilities on the consolidated balance sheet). As of June 30, 2026, no commercial products have been launched under this collaboration agreement. Refer to Note 13. Other Long-Term Liabilitiesfor additional information.

MSN Laboratories Private Limited Supply and Distribution Agreement

On April 2, 2026, the Company entered into a supply and distribution agreement with MSN Laboratories Private Limited (“MSN”) for the exclusive distribution of generic mirabegron extended‑release tablets in the United States and its territories (the “MSN agreement”). Mirabegron is a generic, AB-rated version of the reference listed drug, Myrbetriq®. In connection with the MSN agreement, the Company made an upfront cash payment of $75.0 million in April 2026, which was capitalized as a product rights intangible asset and is being amortized to cost of sales over its estimated useful life offive years. Additionally, the Company will pay a per‑unit fee and profit‑sharing to MSN based on product sales. MSN is responsible for the commercial manufacture and supply of the finished product and the Company is responsible for the marketing, promotion, and sale of the product.

Adalvo License and Supply Agreement – Tirzepatide

On May 13, 2026, the Company entered into a License and Supply Agreement with Adalvo to develop, register and commercialize two generic tirzepatide products in the U.S. Pursuant to the agreement, the Company received exclusive rights to Adalvo’s regulatory dossiers and related intellectual property for use in obtaining U.S. regulatory approvals for the products. The Company is responsible for regulatory filings, commercialization and distribution, while Adalvo is responsible for development, manufacturing and supply of the products. The agreement provides for development, regulatory and commercial milestone payments of up to $21.0 million, including payments upon regulatory submissions and acceptance, regulatory approvals, product launches and achievement of a specified cumulative net sales threshold. The Company will share a portion of net profits from product sales with Adalvo, after deduction of agreed-upon costs, pursuant to the terms of the agreement. Profit share amounts are calculated and settled on a quarterly basis.

During the three and six months ended June 30, 2026, the Company recorded $3.0 million of research and development expense related to the achievement of regulatory milestones under the agreement (submission of an Abbreviated New Drug Application (“ANDA”) and subsequent acceptance by the FDA) for each product.

mAbxience Biosimilar Licensing and Supply Agreement – Denosumab

On May 26, 2026, the Company entered into a supply agreement with mAbxience S.L. (“mAbxience”) to establish supply pricing for Boncresa® and Oziltus® (denosumab biosimilars referencing Prolia® and XGEVA®, respectively). The supply agreement is an addition to the Company’s existing licensing arrangement with mAbxience dated October 12, 2023, as previously described in Note 4. Alliance and Collaborationin the Company’s 2025 Annual Report on Form 10-K.

In connection with the execution of the supply agreement, the Company accrued a one-time signing fee of $6.0 million payable to mAbxience as of June 30, 2026, which was capitalized as a product rights intangible asset. The asset will be amortized to cost of sales over its estimated useful life offive years, with amortization commencing upon commercial launch of the products, which the Company currently expects to occur in 2026.

  1. Income Taxes

Set forth in the following table is the Company’s provision for income taxes (in thousands) and effective tax rate:

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Provision for income taxes$1,376$16,101$3,552$28,969
Effective tax rate1.9%31.1%2.3%32.5%

For the three and six months ended June 30, 2026, the period-over-period change in the provision for income taxes was primarily due to the tax impacts from changes in the level and jurisdictional mix of income, the impact of the One Big Beautiful Bill Act (enacted in July 2025), and discrete items related to share-based compensation in the current period.

Tax Receivable Agreement

The following table summarizes the Company’s tax receivable agreement (“TRA”) (in thousands):

Statements of Operations

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Increase in tax receivable agreement liability$2,439$4,420$106$15,107

Balance Sheet

June 30, 2026December 31, 2025
Tax receivable agreement liability - short term (1)$16,507$38,832
Tax receivable agreement liability - long term (1)2,44018,656
Total$18,947$57,488

(1) Refer to Note 18. Related Party Transactions.

Refer to Note 5. Income Taxes in the Company’s 2025 Annual Report on Form 10-K for information about the Company’s TRA. During the six months ended June 30, 2026, the Company made payments of $38.8 million associated with the TRA liability for the 2024 tax year.

Contingent Tax Receivable Agreement Liability

The Company had an unrecorded contingent TRA liability of $129.0 million as of June 30, 2026. If utilization of the Company’s deferred tax assets becomes more-likely-than-not in the future, at such time, the unrecorded contingent TRA liability will be recorded through charges in the Company’s consolidated statements of operations.

  1. Earnings per Share

The computation of basic and diluted earnings per share was as follows (in thousands, except per share amounts):

Three Months EndedJune 30,Six Months EndedJune 30,
2026202520262025
Numerator:
Net income attributable to Amneal Pharmaceuticals, Inc.$57,662$22,417$119,918$34,612
Denominator:
Weighted-average shares outstanding - basic319,200313,739317,620312,404
Effect of dilutive securities:
Stock options7399647411,031
Restricted stock units3,1513,1554,1864,390
Performance stock units5,0124,5055,9805,346
Weighted-average shares outstanding - diluted328,102322,363328,527323,171
Net income per share attributable to Amneal Pharmaceuticals, Inc.’s Class A common stockholders:
Basic$0.18$0.07$0.38$0.11
Diluted$0.18$0.07$0.37$0.11

The following table presents potentially dilutive securities excluded from the computations of diluted earnings per share of Class A common stock (in thousands):

Three Months EndedJune 30,Six Months EndedJune 30,
2026202520262025
Stock options (1)293347293347
Performance stock units (2)1,8451,9531,8451,953

(1)Excluded from the computation of diluted earnings per share of Class A common stock because the exercise price of the stock options exceeded the average market price of the Class A common stock during the period (out-of-the-money).

(2)Excluded from the computation of diluted earnings per share of Class A common stock because the performance vesting conditions were not met during the period.

  1. Trade Accounts Receivable, Net

Trade accounts receivable, net was comprised of the following (in thousands):

June 30, 2026December 31, 2025
Gross accounts receivable$1,610,302$1,740,324
Allowance for credit losses(3,205)(3,003)
Contract charge-backs and sales volume allowances(553,860)(801,186)
Cash discount allowances(32,877)(40,992)
Subtotal(589,942)(845,181)
Trade accounts receivable, net$1,020,360$895,143

Concentration of Receivables

Trade accounts receivable from customers representing 10% or more of the Company’s total trade accounts receivable were as follows:

June 30, 2026December 31, 2025
Customer A36%39%
Customer B25%23%
Customer C24%26%
  1. Inventories

Inventories were comprised of the following (in thousands):

June 30, 2026December 31, 2025
Raw materials$254,944$227,353
Work in process72,25155,455
Finished goods350,759323,494
Total inventories$677,954$606,302
  1. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets were comprised of the following (in thousands):

June 30, 2026December 31, 2025
Deposits and advances$3,776$4,437
Prepaid insurance5,4376,723
Prepaid regulatory fees2,6848,109
Income and other tax receivables19,38018,662
Prepaid taxes13,76117,068
Accrued royalty income30,39514,332
Other current receivables4,6025,295
Chargebacks receivable7,4685,972
Other prepaid assets24,50817,797
Total prepaid expenses and other current assets$112,011$98,395
  1. Goodwill and Other Intangible Assets

The changes in goodwill by segment were as follows (in thousands):

Affordable MedicinesSpecialtyAvKARETotal
Balance as of December 31, 2024$161,659$366,312$69,465$597,436
Currency translation(1,966)——(1,966)
Balance as of December 31, 2025159,693366,31269,465595,470
Currency translation(1,971)——(1,971)
Balance as of June 30, 2026$157,722$366,312$69,465$593,499

Intangible assets as of June 30, 2026 and December 31, 2025 were comprised of the following (in thousands):

June 30, 2026 · December 31, 2025
Weighted-AverageAmortization Period(in years)CostAccumulatedAmortizationNetCostAccumulatedAmortizationNet
Amortizing intangible assets:
Product rights5.8$1,607,920$(1,036,318)$571,602$1,519,694$(977,819)$541,875
Other intangible assets1.782,700(74,572)8,12882,700(69,177)13,523
Total1,690,620(1,110,890)579,7301,602,394(1,046,996)555,398
In-process research and development8,100—8,1008,100—8,100
Total intangible assets$1,698,720$(1,110,890)$587,830$1,610,494$(1,046,996)$563,498

Amortization expense related to intangible assets for the three months ended June 30, 2026 and 2025 was $34.9 million and $45.8 million, respectively. Amortization expense related to intangible assets for the six months ended June 30, 2026 and 2025 was $64.9 million and $91.0 million, respectively.

The Company reviews intangible assets with finite lives for recoverability whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. Indefinite-lived intangible assets, including in-process research and development intangible assets, are tested for impairment if impairment indicators arise and, at a minimum, annually. No intangible asset impairments were recorded for the three and six months ended June 30, 2026 and 2025.

  1. Other Assets

Other assets were comprised of the following (in thousands):(1)

June 30, 2026December 31, 2025
Interest rate swap (2)$16,212$5,756
Security deposits3,7013,932
Long-term deposits and prepaid expenses2,4053,412
Deferred revolving credit facility costs4,6225,197
Long-term restricted cash3,3392,068
Equipment deposits42,59934,332
Other long-term assets7,7913,108
Total other assets$80,669$57,805

(1)Certain prior period amounts have been reclassified to conform to the current period presentation. As of June 30, 2026, the Company separately presented equipment deposits within other assets to provide additional transparency regarding the nature of these balances. Such reclassifications had no impact on total other assets, total assets, results of operations, or cash flows.

(2)Refer to Note 14. Fair Value Measurements and Note 15. Financial Instruments for information about the Company’s interest rate swap.

  1. Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses were comprised of the following (in thousands):

June 30, 2026December 31, 2025
Accounts payable$244,234$254,671
Accrued returns allowance (1)188,667179,471
Accrued compensation69,67779,886
Accrued Medicaid and commercial rebates (1)77,264119,486
Accrued royalties31,18830,040
Accrued professional fees21,42314,514
Accrued interest18,42218,663
Accrued other70,33364,585
Total accounts payable and accrued expenses$721,208$761,316

(1)Refer to Note 2. Revenue Recognitionfor a rollforward of the balance from December 31, 2025 to June 30, 2026.

  1. Debt

There have been no material changes in the Company’s long-term debt since December 31, 2025, except as disclosed below. Refer to Note 14. Debt in the Company’s 2025 Annual Report on Form 10-K for additional information and definitions of certain terms used in this note.

The following is a summary of the Company’s indebtedness under its term loans and senior notes (in thousands):

June 30, 2026December 31, 2025
Term Loan Due 2032$2,084,263$2,094,750
Senior Notes Due 2032600,000600,000
Total debt2,684,2632,694,750
Less: debt issuance costs(113,967)(122,874)
Total debt, net of debt issuance costs2,570,2962,571,876
Less: current portion of long-term debt(5,961)(6,761)
Total long-term debt, net$2,564,335$2,565,115

Repricing Amendments to Term Loan Credit Agreement

On February 2, 2026, the Company entered into a repricing amendment for the Term Loan Due 2032 (the “Repricing Amendment”). The Repricing Amendment reduced the applicable interest rate margins on the Term Loan Due 2032 by 50 basis points to 3.00% per annum for term SOFR benchmark rate loans and 2.00% per annum for base rate loans. The stated maturity date of August 1, 2032 and the aggregate principal outstanding did not change as a result of the Repricing Amendment.

In connection with the Repricing Amendment, the Company recognized a loss of $3.5 million for the six months ended June 30, 2026, related to costs incurred as part of this transaction and the write‑off of unamortized debt issuance costs associated with the modified portion of the Term Loan Due 2032.

On August 3, 2026 the Company entered into a repricing amendment to the Term Loan Credit Agreement governing the Term Loan Due 2032. Refer to Note 20. Subsequent Events for additional information.

2025 Revolving Credit Facility

During April and May 2026, the Company borrowed $100.0 million under the 2025 Revolving Credit Facility. Refer to Note 20. Subsequent Events for additional borrowings of $30.0 million and $150.0 million on the 2025 Revolving Credit Facility subsequent to June 30, 2026.

  1. Other Long-Term Liabilities

Other long-term liabilities were comprised of the following (in thousands):

June 30, 2026December 31, 2025
Long-term compensation$8,907$11,354
Deferred income (1)22,0407,324
Other long-term liabilities1,17213,585
Total other long-term liabilities$32,119$32,263

(1)Deferred income was primarily from alliance and collaboration agreements with Orion Corporation, Zambon Biotech S.A., and Pfizer. Refer to Note 3. Alliance and Collaboration for additional information.

  1. Fair Value Measurements

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level of classification for each reporting period. The following table sets forth the Company’s financial assets that were measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025 (in thousands):

Fair Value Measurement Based on
June 30, 2026TotalQuotedPrices inActiveMarkets(Level 1)SignificantOtherObservableInputs(Level 2)SignificantUnobservableInputs(Level 3)
Assets
Interest rate swap (1)$16,212$—$16,212$—
Assets
Interest rate swap (1)$5,756$—$5,756$—

(1)The fair value measurement of the Company’s interest rate swap classified within Level 2 of the fair value hierarchy is a model-derived valuation as of a given date in which all significant inputs are observable in active markets including certain financial information and certain assumptions regarding past, present, and future market conditions. Refer to Note 15. Financial Instruments for information on the Company’s interest rate swap.

There were no transfers between levels in the fair value hierarchy during the six months ended June 30, 2026.

Assets and Liabilities Not Measured at Fair Value on a Recurring Basis

The carrying amounts of cash, accounts receivable and accounts payable approximate their fair values due to the short-term maturity of these instruments.

The following is a summary of the Company’s indebtedness at fair value (in thousands):

June 30, 2026December 31, 2025
Term Loan Due 2032$2,097,290$2,115,698
Senior Notes Due 2032$623,250$633,000

The Term Loan Due 2032 and Senior Notes Due 2032 are each in the Level 2 category within the fair value level hierarchy. The fair values were determined using market data for valuation.

Refer to Note 12. Debt in this Quarterly Report on Form 10-Q and Note 14. Debt in the Company’s 2025 Annual Report on Form 10-K for information about its indebtedness, including definitions of terms.

Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

There were no non-recurring fair value measurements during the six months ended June 30, 2026 and 2025.

  1. Financial Instruments

The Company uses an interest rate swap to manage its exposure to market risks for changes in interest rates. Changes in fair value will be recognized in other comprehensive loss and reclassified to interest expense, net, in the period in which the hedged transaction affect earnings. During the three and six months ended June 30, 2026, the Company reclassified a net loss (increase in interest expense) of $2.9 million and $5.8 million, respectively, from accumulated other comprehensive loss. As of June 30, 2026, a net gain of $1.4 million was recorded in accumulated other comprehensive loss associated with the impact of all interest rates swaps, with $10.1 million, net, expected to be reclassified within 12 months. Refer to Note 17. Stockholders’ Equity (Deficiency)in this Quarterly Report on Form 10-Q and Note 18. Financial Instruments in the Company’s 2025 Annual Report on Form 10-K for defined terms and additional information.

During the three and six months ended June 30, 2025, the Company reclassified a net loss of $0.6 million (increase in interest expense, net) and net gain of $5.9 million (decrease in interest expense, net), respectively, from accumulated other comprehensive loss. As of December 31, 2025, $14.8 million in net losses were recorded in accumulated other comprehensive loss.

A summary of the fair values of derivative instruments in the consolidated balance sheets was as follows (in thousands):

June 30, 2026December 31, 2025
Derivatives Designated as Hedging InstrumentsBalance SheetClassificationFair ValueBalance SheetClassificationFair Value
Variable-to-fixed interest rate swapOther Assets$16,212Other Assets$5,756
  1. Commitments and Contingencies

Commitments

Commercial Manufacturing, Collaboration, License, and Distribution Agreements

The Company continues to seek to enhance its product line and develop a balanced portfolio of differentiated products through product acquisitions and in-licensing. Accordingly, the Company, in certain instances, may be contractually obligated to make potential future development, regulatory, and commercial milestone, royalty and/or profit-sharing payments in conjunction with collaborative agreements or acquisitions that the Company has entered with third parties. The Company has also licensed certain technologies or IP from various third parties. The Company is generally required to make upfront payments and other payments upon successful completion of regulatory or sales milestones. The agreements generally permit the Company to terminate the agreement with no significant continuing obligation. The Company could be required to make significant payments pursuant to these arrangements. These payments are contingent upon the occurrence of certain future events and, given the nature of these events, it is unclear when, if ever, the Company may be required to pay such amounts. Further, the timing of any future payment is not reasonably estimable. Refer to Note 3. Alliance and Collaborationfor additional information. Certain of these arrangements are with related parties. Refer to Note 18. Related Party Transactionsfor additional information.

Contingencies

Legal Proceedings

The Company’s legal proceedings are complex, constantly evolving, and subject to uncertainty. As such, the Company cannot predict the outcome or impact of its significant legal proceedings which are set forth below. Additionally, the Company manufactures and derives a portion of its revenue from the sale of pharmaceutical products in the opioid class of drugs and may therefore face claims arising from the regulation and/or consumption of such products. While the Company believes it has meritorious claims and/or defenses to the matters described below (and intends to vigorously prosecute and defend them), the nature and cost of litigation is unpredictable, and an unfavorable outcome of such proceedings could include damages, fines, penalties and injunctive or administrative remedies.

For any proceedings where losses are probable and reasonably capable of estimation, the Company accrues a potential loss. When the Company has a probable loss for which a reasonable estimate of the liability is a range of losses and no amount within that range is a better estimate than any other amount, the Company records the loss at the low end of the range. While these accruals have been deemed reasonable by the Company’s management, the assessment process relies heavily on estimates and assumptions that may ultimately prove inaccurate or incomplete. Additionally, unforeseen circumstances or events may lead the Company to subsequently change its estimates and assumptions. Unless otherwise indicated below, the Company is unable at this time to estimate the possible loss or the range of loss, if any, associated with such legal proceedings and claims. Any such claims, proceedings, investigations or litigation, regardless of the merits, might result in substantial costs to defend or settle, borrowings under the Company’s debt agreements, restrictions on product use or sales, or otherwise harm the Company’s business. The ultimate resolution of any or all claims, legal proceedings or investigations are inherently uncertain and difficult to predict, could differ materially from the Company’s estimates and could have a material adverse effect on its results of operations and/or cash flows in any given accounting period, or on its overall financial condition. The Company currently intends to vigorously prosecute and/or defend these proceedings as appropriate. From time to time, however, the Company may settle or otherwise resolve these matters on terms and conditions that it believes to be in its best interest. An insurance recovery, if any, is recorded in the period in which it is probable the recovery will be realized.

For the three months ended June 30, 2026, charges related to legal matters, net were $8.1 million, primarily consisting of charges related to antitrust class action litigation. For the six months ended June 30, 2026, charges related to legal matters, net were $8.8 million, primarily consisting of (i) a $21.2 million charge associated with certain states electing a 25% cash conversion in lieu of product under the Nationwide Opioids Settlement Agreement, partially offset by a $20.8 million discount recorded on the expected settlement payments as of the agreement’s effective date and (ii) charges associated with antitrust class action litigation. During the three months ended June 30, 2026, based on developments in the litigation involving certain antitrust class action claims, the Company recorded an accrual of $9.0 million after concluding that a loss related to these matters had become probable and reasonably estimable. For additional information regarding antitrust class action litigation and the Nationwide Opioids Settlement Agreement, refer to the sections In Re Generic Pharmaceuticals Pricing Antitrust Litigationand Civil Prescription Opioid Litigation below, respectively.

Liabilities for legal matters were comprised of the following (in thousands):

MatterJune 30, 2026December 31, 2025
Civil prescription opioid litigation (1)$9,408$42,271
Antitrust class action litigation8,950—
Other130985
Current portion of liabilities for legal matters$18,488$43,256
Civil prescription opioid litigation (Liabilities for legal matters - long term) (1)$70,830$71,819

(1)As of June 30, 2026, the total current and long-term liabilities of $80.2 million for civil prescription opioid litigation were primarily comprised of a $79.7 million liability for the Nationwide Opioids Settlement Agreement effective January 23, 2026, as defined and described in the section, Civil Prescription Opioid Litigation below. Of the $79.7 million accrued for this settlement agreement, $78.6 million was for cash payments and $1.1 million was for the supply of naloxone nasal spray.

As of June 30, 2026, the remaining cash payments under the Nationwide Opioids Settlement Agreement, due on March 1 of each year, were as follows (in thousands):

Amount Due
2027$12,670
202812,389
202912,389
203012,389
2031 (1)11,939
2032 to 2034 (1)35,816
Total settlement payments$97,592
Less: imputed interest at a rate of 5.5%(19,002)
Total$78,590

(1)Amounts due in each of 2031 through 2034 include approximately $10.4 million of cash conversion payments associated with certain settling parties’ elections to receive cash in lieu of naloxone nasal spray under the Nationwide Opioids Settlement Agreement ($41.4 million in the aggregate).

The discount-related imputed interest will be amortized to interest expense over the life of the liability using the effective interest method. Interest expense associated with the Nationwide Opioids Settlement Agreement for the three and six months ended June 30, 2026 was immaterial.

Refer to Note 19. Commitments and Contingencies in the Company’s Annual Report on Form 10-K for a general discussion of Medicaid Reimbursement and Price Reporting Matters and Patent Litigation.

Other Litigation Related to the Company’s Business

United States Department of Justice Investigations

On May 15, 2023, Amneal Pharmaceuticals LLC (“Amneal”) received a Civil Investigative Demand (“CID”) from the Civil Division of the United States Department of Justice (the “Civil Division”) requesting information and documents related to the manufacturing and shipping of diclofenac sodium 1% gel labeled as “prescription only” after the reference listed drug’s label was converted to over-the-counter. In October 2024, the Company received supplemental CIDs seeking additional information related to the same subject matter. The Company is continuing to cooperate with the Civil Division’s investigation. However, no assurance can be given as to the timing or outcome of the investigation.

In Re Generic Pharmaceuticals Pricing Antitrust Litigation

Beginning in March 2016, purchasers of generic drugs filed multiple putative antitrust class action complaints against a substantial number of generic pharmaceutical manufacturers, including the Company, alleging an illegal conspiracy to fix prices, rig bids, and allocate markets and customers. They seek monetary damages and equitable relief, including disgorgement and restitution. Most of these lawsuits were consolidated in the United States District Court for the Eastern District of Pennsylvania (See In re Generic Pharmaceuticals Pricing Antitrust Litigation, MDL No. 2724 (E.D. Pa.)). Some purchasers filed similar lawsuits in state courts in Pennsylvania, Connecticut, and New York. The Company has filed several motions to dismiss these cases, and some of those motions remain pending.

In 2019 and 2020, Attorneys General of 43 States and the Commonwealth of Puerto Rico named the Company intwo complaints alleging a similar conspiracy and seeking similar relief. These cases are pending in the District of Connecticut. See Connecticut, et al. v. Teva Pharmaceuticals USA, Inc., et al., 3:19-cv-00710-MPS and Connecticut, et al. v. Sandoz, Inc. et al., 3:20-cv-00802-MPS.

In Connecticut, et al. v. Sandoz, Inc. et al., on April 15, 2026, the Court granted the Company’s individual motion for summary judgment with respect to the states’ claim that the Company participated in an overreaching conspiracy involving more than 80 drugs and denied the Company’s motion with respect to an alleged conspiracy involving only one drug, phenytoin.

The multi-district litigation (“MDL”) court selected Humana Inc. v. Actavis Elizabeth, LLC et al., No. 2:18-cv-03299-CMR (“Humana I”), which names Impax Laboratories, LLC (“Impax”) as a defendant, as a bellwether and set a trial for September 2026. On March 26, 2026, Impax filed an individual motion for summary judgment and four joint motions for summary judgment in Humana I. Those summary judgment motions were fully briefed on May 22, 2026 and remain pending. The other MDL cases and the state court cases are in various stages of pleading and discovery. No other trials involving the Company have been set.

Civil Prescription Opioid Litigation

As a result of the Court’s Stipulation and Order dated February 26, 2026, pursuant to the settlement of the political subdivision cases in MDL 2804, the state and federal cases against the Company relating to the sale of prescription opioid pain relievers have been reduced from over 800 cases to less than 105 cases, comprised of 52 cases in MDL 2804 and other federal courts, and 52 state court cases. Plaintiffs in the remaining cases are political subdivisions (pending dismissal), schools, hospitals, pension funds, third-party payors, and individuals. Nearly all federal court cases are consolidated for pre-trial proceedings in Case No. 17-mdl-2804 (N.D. Ohio). There are no firm trial dates in the state-court cases.

The New York, Alaska, and Maryland Attorneys General have withdrawn their subpoenas seeking information regarding the Company’s business concerning opioid-containing products.

In 2023, the Company reached settlements with the New Mexico Attorney General and West Virginia political subdivisions and a settlement with a group of private hospitals in Alabama. On March 30, 2026, the court in Alabama dismissed the hospital cases against the Company pursuant to the settlement agreement.

In late April 2024, the Company reached a nationwide settlement in principle on the primary financial terms, with no admission of wrongdoing, for a nationwide resolution to the opioids cases filed and that might have been filed by state Attorneys General, political subdivisions and Native American tribes. In September 2025, the Native American tribal participation reached a sufficient percentage to effectuate the tribal settlement. On January 23, 2026, the Company determined that it will make effective its nationwide agreement to settle a substantial majority of the opioids-related claims brought against the Company by various states and subdivisions (the “Nationwide Opioids Settlement Agreement”), having previously secured sufficient participation by those states and subdivisions, including all eligible state and territorial Attorneys General and all subdivisions that previously sued the Company. The Nationwide Opioids Settlement Agreement became effective on January 29, 2026, and the Company made its first installment payment of $23.8 million to the settlement administrator on that date. An additional installment payment of $12.1 million was made on February 26, 2026. The settlement is payable through 2034. Under the settlement, the Company agreed to pay up to $92.5 million in cash and provide $177.4 million (valued at $125/twin pack) in naloxone nasal spray to help treat opioid overdoses. In lieu of receiving product, the settling parties can opt to receive 25% of the naloxone nasal spray’s value (up to $44.4 million) in cash during the last four years of theten-year payment term, which could increase the total amount of cash the Company would pay up to $136.9 million. In March 2026, five states elected to receive $11.6 million in free naloxone nasal spray with the remaining states electing to receive the 25% cash conversion. As a result, and assuming other states do not subsequently decide to instead receive settlement product, Amneal will pay $41.4 million in cash in equal distributions of $10.4 million from 2031 to 2034. Including these cash conversion payments, the Company’s total cash payments under the Nationwide Opioids Settlement Agreement will be $133.5 million.

Refer to the section Legal Proceedings above for amounts charged to the statements of operations for the three and six months ended June 30, 2026 and liabilities as of June 30, 2026 and December 31, 2025, associated with civil prescription opioid litigation. For the remaining cases not covered by the Nationwide Prescription Opioids Settlement Agreement, primarily brought by other hospitals, schools and individuals, the Company did not record a liability as of June 30, 2026 and December 31, 2025 because it concluded that a loss was not probable and estimable.

During July 2025, the Company deposited an aggregate of $24.2 million into dedicated accounts as a step in the process to finalize a definitive settlement agreement. These deposits, which were classified as restricted cash in the Company’s consolidated balance sheet as of December 31, 2025, remained the property of the Company until a definitive settlement agreement was reached and the funds were used to make the first installment payment under the Nationwide Opioids Settlement Agreement. Accordingly, no related restricted cash balance remained as of June 30, 2026.

United States Department of Justice / Drug Enforcement Administration Subpoenas

On July 7, 2017, Amneal Pharmaceuticals of New York, LLC received an administrative subpoena issued by the Long Island, NY District Office of the Drug Enforcement Administration (the “DEA”) requesting information related to compliance with certain recordkeeping and reporting requirements. On or about April 12, 2019 and May 28, 2019, the Company received grand jury subpoenas from the U.S. Attorney’s Office for the Eastern District of New York (the “USAO”) relating to similar topics concerning the Company’s suspicious order monitoring program and its compliance with the Controlled Substances Act. The Company has been cooperating with the USAO in responding to the subpoenas. The Company entered into tolling agreements with respect to potential criminal charges through May 15, 2026. The Company entered into tolling agreements with respect to potential civil claims through November 15, 2024. It is not possible to determine the exact outcome of these investigations.

On December 21, 2025, the Company received an administrative subpoena from the DEA relating to sales of controlled substances to Dixon Shane, LLC d/b/a R&S Northeast LLC (“R&S Northeast”), an indirect subsidiary that distributes generic pharmaceuticals manufactured by Amneal and others. On the same date, R&S Northeast received an administrative subpoena from the DEA relating to various policies and procedures relating to controlled substances and controlled substance order monitoring, as well as other information relating to current and former customers. The Company and R&S Northeast have been cooperating with DEA and responding to the subpoenas. It is not possible to determine the exact outcome of this investigation.

Ranitidine Litigation

The Company was named, along with numerous other brand and generic pharmaceutical manufacturers, wholesale distributors, retail pharmacy chains, and repackagers of ranitidine-containing products in a federal MDL (Inre Zantac/Ranitidine NDMA Litigation (MDL No. 2924), Southern District of Florida). Plaintiffs alleged defendants failed to disclose and/or concealed the alleged inherent presence of N-Nitrosodimethylamine (or “NDMA”) in ranitidine products and the alleged associated risk of cancer. The MDL court’s dismissal of claims by all plaintiffs against the Company and other generic drug manufacturers on preemption grounds is on appeal in the 11th Circuit. Plaintiffs filed their merits brief on April 10, 2024. The generic drug manufacturers, including the Company, filed their briefs on July 25, 2024. Plaintiffs’ reply brief was filed November 8, 2024. The briefing also addresses the MDL court’s December 6, 2022 exclusion of plaintiff’s general causation experts. The 11th Circuit heard oral argument on October 10, 2025. The timeline for the 11th Circuit Court of Appeals’ rulings is uncertain.

The Company has also been named in state court cases infour states. The Company filed motions to dismiss those cases. On August 17, 2023, the judge in the consolidated Illinois state court cases granted the motion to dismiss all such cases in which the Company had been named, holding all claims preempted. The Company has reached an agreement, which is not material, to settle the 95 cases pending against it in California state court. The process for completing the settlement, which the Company does not expect to be material, is in progress. There are no trial dates involving the Company in any of the state court cases.

Metformin Litigation

Beginning in 2020, Amneal was named as a defendant in several putative class action lawsuits filed and consolidated in the United States District Court for the District of New Jersey, seeking compensation for economic loss allegedly incurred in connection with their purchase of generic metformin allegedly contaminated with NDMA. See In Re Metformin Marketing and Sales Practices Litigation (No. 2:20-cv-02324-MCA-MAH) (“In re Metformin”). On January 30, 2026, the Court issued an Order granting in part and denying in part Defendants’ motion to dismiss the Fourth Amended Complaint. Discovery is ongoing.

On March 29, 2021, a plaintiff filed a complaint in the United States District Court for the Middle District of Alabama asserting claims against manufacturers of valsartan, losartan, and metformin based on the alleged presence of nitrosamines in those products. The only allegations against the Company concern metformin (See Davis v. Camber Pharmaceuticals, Inc., et al., C.A. No. 2:21-00254 (M.D. Ala.) (the “Davis Action”)). On May 5, 2021, the United States Judicial Panel on Multidistrict Litigation transferred the Davis Action into the In re: Valsartan, Losartan, and Irbesartan Products Liability Litigation MDL for pretrial proceedings.

UFCW Local 1500 Welfare Fund v. Takeda Pharmaceuticals U.S.A., Inc.

On November 14, 2023, UFCW Local 1500 Welfare Fund and other health plans filed a purported class action lawsuit in the United States District Court for the Southern District of New York against multiple manufacturers, including the Company, alleging an illegal conspiracy to restrict output of generic COLCRYS®. See UFCW Local 1500 Welfare Fund et al. v. Takeda Pharma. U.S.A., Inc. et al, No. 1:23-cv-10030 (S.D.N.Y.). On February 28, 2024, Takeda Pharmaceuticals U.S.A., Inc. filed a motion to transfer the case to the United States District Court for the Eastern District of Pennsylvania. The case was transferred on April 28, 2026. See UFCW Local 1500 Welfare Fund et al. v. Takeda Pharma U.S.A., Inc., et al. No. 2:26-cv-3122 (E.D. Pa.). Defendants’ motion to dismiss the case was filed on June 9, 2026. That motion is fully briefed and is pending before the Court.

Indian Tax Authority Matters

Amneal Pharmaceuticals Pvt. Ltd. and RAKS Pharmaceuticals Pvt. Ltd., which are subsidiaries of the Company, are currently involved in litigations with Indian tax authorities concerning Central Excise Tax, Service Tax, Goods & Services Tax, and Value Added Tax for various periods of time between 2014 and 2017. These subsidiaries have contested certain of these assessments, which are at various stages of the administrative process. The Company strongly believes its Indian subsidiaries have meritorious defenses in the matter.

Guaifenesin Litigation

On September 5, 2024, Amneal was named as a defendant along with CVS Pharmacy, Inc. (“CVS”) in a putative consumer class action lawsuit in the United States District Court for the Northern District of California alleging that generic guaifenesin products manufactured by Amneal contain benzene through the use of carbomer, an inactive ingredient. See Leonard v. CVS Pharmacy, Inc., No. 5:24-cv-06280 (N.D. Cal.) (“Leonard”). The complaint purported to plead, on behalf of a nationwide class and California subclass, the following counts: breach of warranty; unjust enrichment; fraud; and violation of California’s Unfair Competition Law. The complaint sought damages, including punitive damages, restitution, other equitable monetary relief, injunctive relief, prejudgment interest and attorneys’ fees and costs. The court granted defendants’ motion to dismiss plaintiff’s first and second amended complaints without prejudice, and plaintiff filed a notice of voluntary dismissal without prejudice on April 22, 2026.

In addition, on June 27, 2025, CVS, which Amneal is defending, was named as a defendant in a putative consumer class action lawsuit in the United States District Court for the Northern District of Illinois. See Hatfield v. CVS Health Corporation, No. 1:25-cv-7248 (N.D. Ill.). Alleging similar facts as the Leonard case, the complaint in Hatfield purported to plead, individually and on behalf of a class of purchasers in Illinois and states with similar consumer protection laws, violations of the Illinois Consumer Fraud Act and unjust enrichment. On June 30, 2025, plaintiff filed a motion for class certification, which the Court held in abeyance. On July 28, 2025, plaintiff filed an amended complaint to identify the correct defendant and add jurisdictional allegations. On September 26, 2025, CVS moved to dismiss plaintiff’s amended complaint. The motion is fully briefed, and oral argument was held on June 10, 2026. The Court will rule from the bench on the motion to dismiss via teleconference on September 3, 2026.

Amneal Pharmaceuticals LLC et al. v. Sandoz Inc., D.N.J. 3:25-cv-00181-GC-TJB; D.N.J. 2:25-11981-GC-TJB

On November 25, 2024, the Company and Impax received the first of five notice letters from Sandoz Inc. (“Sandoz”) stating that it had filed an ANDA with the FDA seeking approval to market generic versions of CREXONT®, an extended-release oral capsule formulation of carbidopa and levodopa for the treatment of Parkinson’s disease. The notice letters included a Paragraph IV certifications alleging that certain patents covering CREXONT® are invalid, unenforceable, or will not be infringed by the manufacture, use, or sale of Sandoz’s generic product.

In response to these notice letters, on January 7, 2025, the Company and Impax filed a first patent infringement lawsuit against Sandoz in the U.S. District Court for the District of New Jersey, Case No. 3:25-cv-00181-GC-TJB. On April 1, 2025, the Company and Impax filed a First Amended Complaint in response to a second notice letter from Sandoz, adding claims for infringement of additional patents. On April 14, 2025, Sandoz filed an Answer, Affirmative Defense, and Counterclaims for non-infringement and invalidity of the asserted patents. This lawsuit is currently in discovery. The filing of this lawsuit triggered a 30-month stay of FDA approval of the Sandoz ANDA from the date of receipt of the notice letter. CREXONT® is also subject to a regulatory exclusivity until August 7, 2027.

On June 20, 2025, the Company and Impax filed a new patent infringement lawsuit against Sandoz in the U.S. District Court for the District of New Jersey, captioned Amneal Pharmaceuticals LLC et al. v. Sandoz Inc., D.N.J. 2:25-11981-GC-TJB, in response to a third notice letter from Sandoz relating to CREXONT®. On September 4, 2025, the Company and Impax filed a First Amended Complaint in response to a fourth notice letter from Sandoz, adding claims for infringement of additional patents. On October 2, 2025, Sandoz filed an Answer, Affirmative Defense, and Counterclaims for non-infringement and invalidity of the asserted patents. On November 12, 2025, the Company and Impax filed a new patent infringement lawsuit against Sandoz in the U.S. District Court for the District of New Jersey, captioned Amneal Pharmaceuticals LLC et al. v. Sandoz Inc., D.N.J. 2:25-17384-GC-TJB. On April 15, 2026, the Company filed a First Amended Complaint in that action adding claims for infringement of additional patents. Scheduling orders have been issued in all three actions, and those actions are in discovery with trial currently scheduled for April 2027.

Amneal Pharmaceuticals LLC et al. v. Alembic Pharmaceuticals Ltd., D. Del. 26-cv-00798

On May 26, 2026, the Company and Impax received a notice letter from Alembic Pharmaceuticals Ltd (“Alembic”) stating that it had filed an ANDA with the FDA seeking approval to market generic versions of CREXONT®, an extended-release oral capsule formulation of carbidopa and levodopa for the treatment of Parkinson’s disease. The notice letter included Paragraph IV certifications alleging that certain patents covering CREXONT® are invalid, unenforceable or will not be infringed by the manufacture, use or sale of Sandoz’s generic product.

In response to the notice letter, on July 2, 2026, the Company and Impax filed an infringement lawsuit against Alembic in the U.S. District Court for the District of Delaware, Case No. 26-cv-00798. This lawsuit is currently in the initial pleadings stage. The filing of this lawsuit triggered a 30-month stay of FDA approval of the Alembic ANDA from the date of receipt of the notice letter. CREXONT® is also subject to a regulatory exclusivity until August 7, 2027.

Carickhoff v. Amneal Pharmaceuticals, Inc., et al.

On May 7, 2025, the Liquidating Trustee on Behalf of the Vyera Liquidating Trust Established Under the Subchapter V Plan of Reorganization of debtors Vyera Pharmaceuticals, LLC and Phoenixus AG filed an adversary proceeding in the United States Bankruptcy Court for the District of Delaware against the Company and Impax, seeking to recover approximately $55.4 million in allegedly fraudulent transfers made by the debtors to Impax to purchase the drug Daraprim in 2015. (See Carickhoff v. Amneal Pharmaceuticals, Inc, et al., Adv. Pro. No. 25-50903-JKS (Bankr. D. Del.)). Defendants filed a motion to dismiss the complaint on September 9, 2025. That motion is fully briefed and is pending before the Court.

Shareholder Litigation Related to Agreement to Acquire Kashiv Biosciences, LLC

As of August 6, 2026, two complaints have been filed by purported shareholders of the Company against the Company and certain directors and officers of the Company related to the Company’s agreement to acquire Kashiv Biosciences, LLC (the “Transaction”). The complaints are captioned: (i) Johnson v. Amneal Pharmaceuticals, Inc., et al., No. 654043/2026 (N.Y. Sup. Ct. July 8, 2026); and (ii) Kent v. Amneal Pharmaceuticals, Inc., et al., No. 654067/2026 (N.Y. Sup. Ct. July 9, 2026) (collectively, the “Complaints”). The Complaints seek to enjoin the defendants from proceeding with the Transaction unless the defendants disclose certain purportedly material information alleged to have been omitted from the Definitive Proxy Statement and rescission of the Transaction and/or damages if the Transaction is consummated. Refer to Note 18. Related Party Transactions for information about the Transaction.

  1. Stockholders’ Equity (Deficiency)

Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss by component were as follows (in thousands):

ForeigncurrencytranslationadjustmentsUnrealized (loss) gain on cashflow hedge, netof taxOtherAccumulatedothercomprehensive loss
December 31, 2025$(90,545)$(14,844)$(5,340)$(110,729)
Other comprehensive (loss) gain before reclassification(9,904)10,4563,7234,275
Reclassification of cash flow hedge to earnings, net of tax of $0—5,788—5,788
June 30, 2026$(100,449)$1,400$(1,617)$(100,666)
December 31, 2024$(71,860)$6,350$—$(65,510)
Other comprehensive loss before reclassification(6,560)(19,485)—(26,045)
Reclassification of cash flow hedge to earnings, net of tax of $0—(5,876)—(5,876)
June 30, 2025$(78,420)$(19,011)$—$(97,431)

Rondo Redeemable Non-Controlling Interests

Beginning January 1, 2026, the holders of the Rondo Class B Units, as defined and discussed in Note 20. Stockholders’ (Deficiency) Equity to the Company’s 2025 Annual Report on Form 10-K, have a put right to require the Company to purchase their units for a purchase price that is based on a multiple of Rondo’s earnings before income taxes, depreciation, and amortization, subject to the satisfaction of certain financial targets and other conditions. As of June 30, 2026, no conditions have been met that would make redemption probable or otherwise certain.

Acquisition of Non-Controlling Interests in Amneal Complex Products Research LLC

The Company acquired a 98% interest in Kashiv Specialty Pharmaceuticals, LLC (“KSP”), now known as Amneal Complex Products Research LLC (“CPR”), on April 2, 2021. On May 31, 2026, the Company acquired the remaining 2% non-controlling interests in CPR from the sellers of KSP, who are considered related parties, for cash consideration of $0.4 million. Since the Company controlled CPR before and after the acquisition, it was accounted for as an equity transaction. The carrying value of the acquired non-controlling interest was $0.6 million. Following the acquisition, CPR became a wholly owned subsidiary of the Company.

  1. Related Party Transactions

The Company has various business agreements with certain third-party companies in which there is some common ownership and/or management between those entities, on the one hand, and the Company, on the other hand. The Company has no direct ownership or management in any of such related party companies. Except as disclosed below, as of and for the three and six months ended June 30, 2026, there were no material changes to our related party agreements or relationships as defined and described in Note 22. Related Party Transactionsand Note 20. Stockholders’ (Deficiency) Equity in the Company’s 2025 Annual Report on Form 10-K.

The following table summarizes the Company’s related party transactions (in thousands):

Three Months EndedJune 30, · Six Months EndedJune 30,
Related Party and Nature of TransactionCaption in Balance Sheet and Statement of Operations2026202520262025
Kashiv Biosciences LLC
Inventory purchases under development and commercialization agreement - Filgrastim and Pegfilgrastim (Releuko and Fylnetra)Inventory and cost of goods sold$2,207$1,293$4,635$5,616
Development and commercialization agreement - Filgrastim and Pegfilgrastim - Royalty expense (Releuko and Fylnetra)Cost of goods sold$2,184$3,564$5,879$7,795
Development and commercialization agreement - Pegfilgrastim Auto Injector - milestoneResearch and development$—$3,000$500$3,000
Development and commercialization agreement - CarfilzomibResearch and development$—$2,000$—$2,000
Generic development supply agreement - development activity deferred incomeAccounts payable and accrued expenses$—$—$(93)$(103)
Storage agreementResearch and development$—$(71)$—$(118)
Parking space leaseResearch and development$—$—$—$25
Other Related Parties
Apace KY, LLC d/b/a Apace Packaging LLC - packaging agreementInventory and cost of goods sold$5,822$6,204$11,151$11,339
Members - tax receivable agreementIncrease in tax receivable agreement liability$2,439$4,420$106$15,107
AzaTech Pharma LLC - supply agreementInventory and cost of goods sold$877$10$1,684$2,327
PharmaSophia, LLC - License and commercialization agreement - Risperidone - Royalty expenseCost of goods sold$864$—$864$—
Kanan, LLC - operating leaseInventory and cost of goods sold$654$592$1,284$1,184
Sutaria Family Realty, LLC - operating leaseInventory and cost of goods sold$405$330$738$654
Direct Customer Solutions, LLC - warehousing/logistics/distribution servicesSelling, general and administrative$129$—$129$—
Tracy Properties LLC - operating leaseSelling, general and administrative$114$149$167$326
Avtar Investments, LLC - consulting servicesResearch and development$60$60$120$120
AvPROP, LLC - operating leaseSelling, general and administrative$47$51$82$104
Land purchase from family members of the Co-Chief Executive OfficersProperty, plant and equipment$—$11,289$—$11,289
Ellodi Pharmaceuticals, L.P. - securities purchase and license and collaboration agreementsResearch and development$—$1,438$—$5,708
R&S Solutions - equipment purchaseProperty, plant and equipment$—$—$—$160
Alkermes PlcInventory and cost of goods sold$—$(28)$—$64

The following table summarizes the amounts due to or from the Company for related party transactions (in thousands):

June 30, 2026December 31, 2025
Kashiv - various agreements$413$413
AzaTech Pharma LLC1156
Apace Packaging, LLC - packaging agreement—1
Related party receivables - short term$424$470
Members - tax receivable agreement$16,507$38,832
Kashiv - various agreements2,93214,980
Apace Packaging, LLC - packaging agreement1,6871,353
PharmaSophia, LLC - license and commercialization agreement654—
AzaTech Pharma LLC - supply agreement250254
Avtar Investments LLC - consulting services4040
Tracy Properties LLC—26
Related party payables - short term$22,070$55,485
Members - tax receivable agreement$2,440$18,656
Land purchase from family members of the Co-Chief Executive Officers452476
Related party payables - long term$2,892$19,132

Master Logistics Services Agreement with DCS

On February 24, 2026, the Company entered into a master logistics services agreement with Direct Customer Solutions, LLC (“DCS”), a third-party logistics provider specializing in the life sciences industry. Under the agreement, DCS will provide logistics services on behalf of the Company, including transportation, warehousing, and end-to-end supply chain management for certain products. A member of Company management beneficially owns outstanding equity securities of DCS.

Pursuant to the agreement, the Company is obligated to pay DCS an immaterial one-time setup fee, a per-unit distribution fee, and a minimum monthly maintenance fee. For each of the three and six months ended June 30, 2026, the Company recorded selling, general and administrative expense of $0.1 million, related to these services.

License and Commercialization Agreement with PharmaSophia, LLC

PharmaSophia, LLC (“PharmaSophia”) is a joint venture formed by Nava Pharma, LLC (“Nava”) and Oakwood Laboratories, LLC for the purpose of developing certain products. Certain executive officers of the Company beneficially own, directly and through certain revocable or irrevocable trusts for the benefit of their immediate families, outstanding equity securities of Nava. Nava beneficially owns 50% of the outstanding equity securities of PharmaSophia. In addition, these executive officers also serve on the Board of Managers of PharmaSophia.

In October 2022, PharmaSophia and Amneal entered into an exclusive license and commercialization agreement (the “PharmaSophia Agreement”) to develop, manufacture, and sell one injectable product (risperidone). PharmaSophia receives a 50% profit share for all sales of product made by Amneal under the PharmaSophia Agreement. For each of the three and six months ended June 30, 2026, the Company recorded royalty expense of $0.9 million, related to this agreement. Amounts payable to PharmaSophia under the agreement were $0.7 million as of June 30, 2026.

On April 21, 2026, the Company entered into a definitive agreement for Amneal to acquire 100% of the outstanding membership interests in Kashiv BioSciences, LLC (“Kashiv”) in a transaction with consideration that includes $375 million of cash and 28,942,108 shares of Class A common stock of the Company at closing, subject to certain purchase price adjustments for cash, and the funding of operations between signing and closing, among others. Consideration also includes up to $350 million in potential contingent payments based on the achievement of certain regulatory milestones in the United States and potential contingent royalties equal to 25% of the amount by which annual aggregate gross profits for certain products exceed specified gross profit hurdle amounts for the corresponding annual royalty periods during the twelve-year period following the closing of the transaction. Acquisition costs for thethree and six months ended June 30, 2026 were $7.6 million and $12.8 million, respectively, which primarily included advisory, legal, and accounting fees.

The transaction was approved by a vote of the holders of the Company’s common stock not party to the transaction, and the issuance of Class A common stock as consideration was approved by a vote of the Company’s common shareholders on July 31, 2026. Closing of the transaction, which is expected in the third quarter of 2026, remains subject to the satisfaction of customary closing conditions.

Kashiv is a vertically integrated biopharmaceutical company with numerous commercial and advanced clinical-stage assets and is among the few U.S.-based companies to both manufacture and receive marketing authorization for multiple biosimilars. Certain executive officers and a member of the Board of Directors of the Company beneficially own, directly and through certain revocable or irrevocable trusts for the benefit of their immediate families, outstanding equity securities of Kashiv. In addition, they serve on the Board of Managers of Kashiv. For additional information about related party transactions between the Company and Kashiv, refer to Note 22. Related Party Transactionsin the Company’s 2025 Annual Report on Form 10-K.

Agreement to Acquire Complex Products Research, LLC Non-Controlling Interest

On May 31, 2026, the Company acquired the remaining 2% non-controlling interests in CPR from the sellers of KSP, which are related parties, for cash consideration of $0.4 million. Refer to Note 17. Stockholders’ Equity (Deficiency) in this Quarterly Report on Form 10-Q for additional information.

  1. Segment Information

The Company hasthree reportable segments: Affordable Medicines, Specialty, and AvKARE.

Chief Operating Decision Makers

The Company’s Co-Chief Executive Officers are the Company’s chief operating decision makers (“CODMs”). The CODMs evaluate the financial performance of the Company based upon segment operating income (loss). Items below operating income (loss) are not reported by segment, since they are excluded from the measure of segment profitability reviewed by the Company’s CODMs. Additionally, general and administrative expenses, certain selling expenses, certain litigation settlements, acquisition costs, and non-operating income and expenses are included in “Corporate and Other.” The Company does not report balance sheet information by segment since it is not reviewed by the Company’s CODMs.

The tables below present segment information reconciled to total Company financial results, with segment operating income or loss, including gross profit less direct selling expenses, research and development expenses, and other operating expenses to the extent specifically identified by segment (in thousands):

Three Months Ended June 30, 2026 · Affordable Medicines (1) · Specialty · AvKARE · Corporateand Other · TotalCompany
Net revenue$489,913$149,295$156,989$—$796,197
Cost of goods sold282,68448,265130,740—461,689
Gross profit207,229101,03026,249—334,508
Selling, general and administrative42,36740,095A16,91349,347148,722
Research and development33,023B5,994B——39,017
Intellectual property legal development expenses2,00285——2,087
Acquisition costs———7,6007,600
Restructuring and other charges———554554
Charges related to legal matters, net8,057———8,057
Other operating income(1,298)———(1,298)
Operating income (loss)$123,078$54,856$9,336$(57,501)$129,769
Six Months Ended June 30, 2026 · Affordable Medicines (1) · Specialty · AvKARE · Corporateand Other · TotalCompany
Net revenue$913,150$282,560$323,006$—$1,518,716
Cost of goods sold515,12891,285257,682—864,095
Gross profit398,022191,27565,324—654,621
Selling, general and administrative83,68574,786A33,59395,518287,582
Research and development66,309B11,091B——77,400
Intellectual property legal development expenses3,495134——3,629
Acquisition costs———12,75312,753
Restructuring and other charges—347—8571,204
Charges related to legal matters, net8,751———8,751
Other operating income(8,239)———(8,239)
Operating income (loss)$244,021$104,917$31,731$(109,128)$271,541
Three Months Ended June 30, 2025 · Affordable Medicines (1) · Specialty · AvKARE · Corporateand Other · TotalCompany
Net revenue$433,425$128,043$163,040$—$724,508
Cost of goods sold252,64655,795129,814—438,255
Gross profit180,77972,24833,226—286,253
Selling, general and administrative34,22630,314A15,07944,647124,266
Research and development41,899B6,065B——47,964
Intellectual property legal development expenses1,97839——2,017
Restructuring and other charges683341—1,024
Credit related to legal matters, net(390)———(390)
Operating income (loss)$102,383$35,489$18,147$(44,647)$111,372
Six Months Ended June 30, 2025 · Affordable Medicines (1) · Specialty · AvKARE · Corporateand Other · TotalCompany
Net revenue$848,133$236,340$335,455$—$1,419,928
Cost of goods sold495,279108,878273,627—877,784
Gross profit352,854127,46261,828—542,144
Selling, general and administrative67,94161,292A30,77382,548242,554
Research and development72,879B15,125B——88,004
Intellectual property legal development expenses3,69193——3,784
Restructuring and other charges683471—4411,595
Credits related to legal matters, net(390)———(390)
Other operating income(5,122)———(5,122)
Operating income (loss)$213,172$50,481$31,055$(82,989)$211,719

(1)Revenue, cost of goods sold, and gross profit from the sale of Amneal products by AvKARE were included in Affordable Medicines.

Significant Expense Categories Provided to the Chief Operating Decision Makers

Selling, General and Administrative Expenses - Specialty Segment

A. The CODMs review certain selling, general and administrative expenses (“SG&A”) for the Specialty segment and, separately, on a departmental basis. The CODMs review SG&A for the Affordable Medicines and AvKARE segments in total. SG&A for the Specialty segment was comprised of the following (in thousands):

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Employee compensation and benefits$12,938$10,791$24,873$21,663
Product marketing13,9919,88421,80817,895
Commercial operations and salesforce11,6028,78725,37519,578
Other (1)1,5648522,7302,156
Total$40,095$30,314$74,786$61,292

(1)Other includes professional fees and other expenses not presented to the CODMs.

Research and Development Expenses - Affordable Medicines and Specialty Segments

B. Research and development expenses for the Affordable Medicines and Specialty segments were comprised of the following (in thousands):

Three Months Ended June 30,
20262025
Affordable MedicinesSpecialtyAffordable MedicinesSpecialty
Employee compensation and benefits$12,016$1,326$14,693$1,279
Materials and supplies8,7961,0228,108450
Product development and studies (1)(89)2,6157562,371
In-licensing and upfront milestones3,500—6,350—
Facilities costs1,479301,793735
Regulatory fees1,334—2,932—
Other (2)5,9871,0017,2671,230
Total$33,023$5,994$41,899$6,065
Six Months Ended June 30,
20262025
Affordable MedicinesSpecialtyAffordable MedicinesSpecialty
Employee compensation and benefits$25,039$2,645$28,234$2,819
Materials and supplies17,6111,08216,635653
Product development and studies (1)8365,3936874,690
In-licensing and upfront milestones4,000—6,6003,000
Facilities costs2,969653,4271,485
Regulatory fees3,728—2,517—
Other (2)12,1261,90614,7792,478
Total$66,309$11,091$72,879$15,125

(1)For the three and six months ended June 30, 2026, the Affordable Medicines segment included recognition of deferred income and reimbursable R&D services of $0.8 million and $1.7 million, respectively, as reductions to product development and studies expense for services performed under the license agreement with Orion Corporation. For the three and six months ended June 30, 2025, the Affordable Medicines segment included recognition of deferred income and reimbursable R&D services of $0.9 million and $2.5 million, respectively, as reductions to product development and studies expense for services performed under the license agreement with Orion Corporation. Refer to Note 3. Alliance and Collaboration.

(2)For the Affordable Medicines segment, other includes repairs and maintenance, outside testing, professional fees, equipment calibration and other expenses not presented to the CODMs. For the Specialty segment, other includes outside testing, professional fees and other expenses not presented to the CODMs.

  1. Subsequent Events

Repricing Amendment to Term Loan Credit Agreement

On August 3, 2026, the Company entered into a repricing amendment governing its Term Loan Due 2032, which reduced the applicable interest rate margins on the Term Loan Due 2032 by 50 basis points to 2.50% per annum for SOFR benchmark rate loans and 1.50% per annum for base rate loans. The stated maturity date of August 1, 2032 did not change.

Water Damage to India Facility

During the third week of July 2026, severe rain caused water damage to one of the Company’s facilities in India. The Company is currently undertaking remediation efforts and completing repairs. As of the date of this Quarterly Report, the Company estimates that inventory losses, property damage, remediation costs, and other incremental expenses could range from approximately $10 million to $15 million before any potential insurance recoveries, with most of the impact expected during the second half of 2026. The Company maintains property and business interruption insurance. The amount and timing of any potential insurance recoveries have not yet been determined. These estimates are preliminary and may change as the assessment and remediation activities continue. Since the severe rain and resulting water damage occurred subsequent to June 30, 2026, no amounts related to this event have been recognized in the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2026.

2025 Revolving Credit Facility Borrowings

On July 31, 2026, the Company borrowed $30.0 million under its 2025 Revolving Credit Facility for working capital needs and other general corporate purposes. On August 5, 2026, the Company borrowed an additional $150.0 million under its 2025 Revolving Credit Facility in anticipation of funding a portion of the cash consideration payable upon the closing of the acquisition of Kashiv. Refer to Note 18. Related Party Transactions for additional information about the agreement to acquire Kashiv.

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