Zymeworks Inc. has pulled off a major shift. The company just closed its $929 million buyout of Theravance Biopharma, moving quickly into the group of biotech firms with steady revenue. The deal, first announced in June, hands Zymeworks a commercial respiratory drug—revefenacin (Yupelri)—plus a tangle of royalty streams and a stronger cash position.
Theravance shareholders formally approved the merger proposals at a special meeting held on September 18, 2026, following the signing of the definitive agreement on June 28, 2026.
Theravance shareholders get more than just cash. They also receive a contingent value right (CVR) tied to ampreloxetine. This gives them 80% of any net proceeds if the drug is sold or licensed in the next ten years, a $50 million payment if it’s first sold in major markets, and 10% of later net sales. This setup lets former shareholders keep some upside if ampreloxetine finds a way to market. According to an official SEC regulatory filing, each Theravance share was converted into the right to get $17.00 in cash plus one CVR, with no interest paid on the cash part.
Zymeworks used a mix of funding to pay for the deal. It took a $350 million non-recourse note from OMERS Life Sciences, backed only by Theravance’s US revefenacin profit-share cash flows. Zymeworks also put in $219 million of its own cash. Theravance’s expected net cash at closing was about $360 million. The non-recourse setup keeps the debt tied to Theravance’s revefenacin business, so Zymeworks can keep its $125 million share buyback program even as it takes on the new asset.
Following the closing of the acquisition, Theravance Biopharma has begun the process of delisting its shares from Nasdaq, as reflected in the official filings documenting the merger's completion.
Zymeworks also picks up more royalty interests and $2.5 billion in Irish tax attributes. It keeps Theravance’s remaining R&D assets for possible use in its pipeline. The company expects a $100 million commercial milestone payment from Royalty Pharma in the first quarter of 2027, if global net sales of TRELEGY ELLIPTA by GSK hit certain targets.
This isn’t a one-off move. Zymeworks says the deal fits with the cash flows it already gets from its HER2-targeted bispecific antibody zanidatamab-hrii (Ziihera), which is commercialized through partnerships with Jazz Pharmaceuticals and BeOne Medicines. Now, Zymeworks has a broader revenue base, a commercial respiratory business, and a pipeline with room to grow.
Zymeworks moved fast to buy Theravance when the company was vulnerable. The deal changes Zymeworks’ business model and sends a message to the sector: in biotech, timing and financial strategy can matter as much as science. With revefenacin’s steady cash flows, delayed generic risk, and stacked royalty streams, Zymeworks now has more financial flexibility. This is a bold, high-leverage move that lets the company handle market swings and chase new pipeline projects without cutting shareholder returns.
