Business Overview We are a global pharmaceutical company, committed to helping patients around the world to access affordable medicines and benefit from innovations to improve their health. Our mission is to be a global leader in generics, specialty medicines and biopharmaceuticals, improving the lives of patients. We operate worldwide, with headquarters inIsrael and a significant presence inthe United States ,Europe and many other markets around the world. Our key strengths include our world-leading generic medicines expertise and portfolio, focused specialty medicines portfolio and global infrastructure and scale. Teva was incorporated inIsrael onFebruary 13, 1944 and is the successor to a number of Israeli corporations, the oldest of which was established in 1901. Our Business Segments We operate our business through three segments:North America ,Europe and International Markets. Each business segment manages our entire product portfolio in its region, including generics, specialty and OTC products. This structure enables strong alignment and integration between operations, commercial regions, R&D and our global marketing and portfolio function, optimizing our product lifecycle across therapeutic areas. In addition to these three segments, we have other activities, primarily the sale of API to third parties, certain contract manufacturing services and an out-licensing platform offering a portfolio of products to other pharmaceutical companies through our affiliateMedis . The COVID-19 Pandemic As a leading global pharmaceutical company, Teva provides essential medicines to millions of patients around the world every day. Our priorities remain focused on the health and well-being of our employees and on our responsibility to continue to provide our medicines to the nearly 200 million patients who depend on us every day. During the second quarter of 2021, we have not experienced material delays in development, production and distribution of medicines or disruptions in our supply chains. The supply chain supporting our key products - specialty, generics and API - remains largely uninterrupted, with adequate product inventory across our network and redundancy plans in place to address potential shortfalls, if any. All our facilities that research, manufacture, order, pack, distribute and provide critical customer and patient services are currently functioning to meet demand for essential medicines for patients throughout the world. We did not have and do not expect to have a material impact on our ongoing clinical research programs and product launches as a result of the COVID-19 pandemic; however, during the second quarter of 2021, we have experienced minimal delays in clinical trials due to cessation or slow-downs of recruitment for patient studies and suspended regulatory inspections, raw material supply issues, delays in regulatory approvals of new products due to reduced capacity or re-prioritization of regulatory agencies and delays in pre-commercial launch activities. We may experience further delays if the pandemic continues for an extended period of time. All of our new product launches have been risk-assessed based on upcoming manufacturing and regulatory inspections. The long-term effects of the pandemic cannot be predicted at this time and would depend on the duration and severity of the pandemic and the restrictive measures put in place to control its impact. In the first quarter of 2020, we experienced increasing demand for certain medicines, as would be expected during a global crisis of this nature. We saw a compensating effect with lower demand for certain medicines during the second quarter of 2020 and continuing slightly lower demand due to less physician and hospital activity in certain regions and for certain medicines in the second half of 2020. Although no one can predict future demand for pharmaceutical products, market dynamics or the scope or duration of the financial and other challenges arising from the pandemic, it is possible that we will continue to see variable demand during the remainder of 2021. While COVID-19 continues to impact sales in certain markets and for certain products, we do not currently anticipate a material negative impact on our 2021 financial results due to the ongoing global pandemic. 46 -------------------------------------------------------------------------------- Table of Contents Highlights Significant highlights in the second quarter of 2021 included: • Revenues in the second quarter of 2021 were$3,910 million , an increase of 1%, or a decrease of 2% in local currency terms, compared to the second quarter of 2020, mainly due to lower revenues in ourNorth America segment, mainly related to COPAXONE and Anda, partially offset by positive foreign currency impacts as well as higher revenues from generic products, OTC, AJOVY and COPAXONE in ourEurope segment. Revenues were also affected by changes in demand for certain products resulting from the impact of the COVID-19 pandemic.
• Our
of$521 million in the second quarter of 2021. Revenues decreased by 5% compared to the second quarter of 2020, mainly due to a decrease in
revenues from COPAXONE and Anda, partially offset by higher revenues from
generic products, AUSTEDO and AJOVY. Our
experienced some reductions in volume due to less physician and hospital
activity during the COVID-19 pandemic, but has also experienced increase in demand for certain products related to the treatment of COVID-19
and its symptoms. In addition, the ability to promote certain specialty
products has been impacted by less physician visits by patients and less
physician interactions by our sales personnel. Profit decreased by 9%
compared to the second quarter of 2020, mainly due to lower gross profit,
as well as higher R&D expenses.
• Our Europe segment generated revenues of
8% in local currency terms, compared to the second quarter of 2020. This
increase was mainly due to changed buying patterns in the second quarter of 2020 as a result of significant customer stocking due to the COVID-19
pandemic in
patients resulting in fewer prescriptions during the second quarter of
2020. Profit increased by 41%, mainly due to higher revenues.
• Our International Markets segment generated revenues of
profit of
by 1%, or 3% in local currency terms, compared to the second quarter of
2020, mainly due to lower revenues in
of the majority of the generic and operational assets of our Japanese
business venture, as well as regulatory price reductions and generic
competition to
off-patented
products in
offset by higher revenues in most other markets as well as lower revenues
in certain markets in the second quarter of 2020 resulting from reduced
demand due to the impact the
COVID-19
pandemic had on purchasing patterns. Profit increased by 27%, mainly due
to the divestment inJapan mentioned above and a change in product portfolio mix. • Impairments of identifiable intangible assets were$195 million in the
second quarter of 2021, compared to
2020. See note 5 to our consolidated financial statements.
• No goodwill impairments were recorded in the second quarters of both 2021
and 2020. • We recorded other asset impairments, restructuring and other items expenses of$28 million in the second quarter of 2021, compared to expenses of$381 million in the second quarter of 2020. See note 12 to our consolidated financial statements.
• Legal settlements and loss contingencies expenses were
second quarter of 2021, compared to
2020. See note 9 to our consolidated financial statements.
• Operating income was
to$173 million in the second quarter of 2020. This increase was mainly due to lower other assets impairments, restructuring and other items charges and higher profit in ourEurope segment, partially offset by higher intangible asset impairment charges.
• Financial expenses were
compared to
expenses in the second quarter of 2021 were mainly comprised of interest
expenses of
securities of
statements). Financial expenses in the second quarter of 2020 were mainly
comprised of interest expenses of$241 million . • In the second quarter of 2021, we recognized a tax expense of$98 million , on pre-tax
income of
tax benefit of$104 million , on pre-tax loss of$51 million . Our tax rate for the second quarter of 2021 was mainly affected by impairments, amortization and interest expense disallowance. 47
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Table of Contents
• Exchange rate movements during the second quarter of 2021, including
hedging effects, positively impacted revenues by
operating income by$26 million , compared to the second quarter of 2020. • As ofJune 30, 2021 , our debt was$25,132 million , compared to
exchange rate fluctuations. In
2.2% senior notes at maturity. DuringJuly 2021 ,$500 million was drawn down under the RCF. • Cash flow generated from operating activities during the second quarter of 2021 was$218 million , compared to$273 million in the second quarter of 2020. The decrease in the second quarter of 2021 was mainly due to
favorable collection of payments from customers in the second quarter of
2020, which resulted from increased sales in the first quarter of 2020. • During the second quarter of 2021, we generated free cash flow of
generated from operating activities,
collected in exchange for securitized accounts receivables and$115 million in proceeds from divestitures of businesses and other assets, partially offset by$113 million in cash used for capital investment. During the second quarter of 2020, we generated free cash
flow of
operating activities,
exchange for securitized accounts receivables and
from sale of property, plant and equipment and intangible assets,
partially offset by
increase in the second quarter of 2021, resulted mainly from higher
proceeds from divestitures of businesses and other assets, partially
offset by lower cash flow from operating activities.
Results of Operations Comparison of Three Months EndedJune 30, 2021 to Three Months EndedJune 30, 2020 Segment Information North America Segment The following table presents revenues, expenses and profit for ourNorth America segment for the three months endedJune 30, 2021 and 2020: Three months ended June 30, 2021 2020 (U.S. $ in millions / % of Segment Revenues) Revenues$ 1,943 100 %$ 2,047 100 % Gross profit 1,040 53.5 % 1,090 53.3 % R&D expenses 162 8.4 % 154 7.5 % S&M expenses 255 13.1 % 254 12.4 % G&A expenses 106 5.5 % 110 5.4 % Other income (5 ) § (2 ) § Segment profit*$ 521 26.8 %$ 573 28.0 %
* Segment profit does not include amortization and certain other items.
§ Represents an amount less than 0.5%.
North America Revenues OurNorth America segment includesthe United States andCanada . Revenues from ourNorth America segment in the second quarter of 2021 were$1,943 million , a decrease of$104 million , or 5%, compared to the second quarter of 2020, mainly due to a decrease in revenues from COPAXONE and Anda, partially offset by higher revenues from generic products, AUSTEDO and AJOVY. OurNorth America segment has experienced some reductions in volume due to less physician and hospital activity during the COVID-19 pandemic, but has also experienced increase in demand for certain products related to the treatment of COVID-19 and its symptoms. In addition, the ability to promote certain specialty products has been impacted by less physician visits by patients and less physician interactions by our sales personnel. 48 -------------------------------------------------------------------------------- Table of Contents Revenues by Major Products and Activities The following table presents revenues for ourNorth America segment by major products and activities for the three months endedJune 30, 2021 and 2020: Three months ended Percentage June 30, Change 2021 2020 2020-2021 (U.S. $ in millions) Generic products$ 951 $ 923 3 % AJOVY 46 34 32 % AUSTEDO 174 161 8 % BENDEKA/TREANDA 106 103 3 % COPAXONE 152 238 (36 %) ProAir* 55 66 (16 %) Anda 316 374 (16 %) Other 144 147 (2 %) Total$ 1,943 $ 2,047 (5 %) * Does not include revenues from the ProAir authorized generic, which are included under generic products. Generic products revenues in ourNorth America segment (including biosimilars) in the second quarter of 2021 were$951 million , an increase of 3% compared to the second quarter of 2020, mainly due to higher revenues from epinephrine injectable solution (the generic equivalent of EpiPen ® and EpiPen Jr. ® ), Truxima (the biosimilar to Rituxan ® ) and ProAir ® authorized generic, partially offset by lower volume and pricing of other generic products. Among the most significant generic products we sold inNorth America in the second quarter of 2021 were Truxima (the biosimilar to Rituxan ® ), epinephrine injectable solution (the generic equivalent of EpiPen ® and EpiPen Jr. ® ), albuterol sulfate inhalation aerosol (our ProAir authorized generic) and lidocaine transdermal patch (the generic equivalent of Lidoderm Patch ® ). In the second quarter of 2021, our total prescriptions were approximately 314 million (based on trailing twelve months), representing 8.8% of totalU.S. generic prescriptions according to IQVIA data. AJOVY revenues in ourNorth America segment in the second quarter of 2021 increased by 32% to$46 million , compared to the second quarter of 2020, mainly due to growth in volume. In the second quarter of 2021, AJOVY's exit market share in the United Stated in terms of total number of prescriptions was 21.2%, compared to 16.1% in the second quarter of 2020. AJOVY is indicated for the preventive treatment of migraine in adults. AJOVY was launched in theU.S. in 2018, and was approved inCanada inApril 2020 . Our auto-injector device for AJOVY became commercially available in theU.S. inApril 2020 and inCanada inApril 2021 . AJOVY is the only anti-CGRP product indicated for quarterly treatment and inJanuary 2021 we launched a new product offering, providing a quarterly dose. AJOVY is protected by patents expiring in 2026 inEurope and in 2027 inthe United States . Applications for patent term extensions have been submitted in various markets around the world, and certain extensions inEurope and other countries have already been granted until 2031. Additional patents relating to the use of AJOVY in the treatment of migraine have also been issued inthe United States and will expire in 2035 and 2037. Such patents are also pending in other countries. AJOVY will also be protected by regulatory exclusivity for 12 years from marketing approval inthe United States and 10 years from marketing approval inEurope . We have filed a lawsuit in theU.S. District Court for the District of Massachusetts alleging that Eli Lilly & Co.'s ("Lilly") marketing and sale of its galcanezumab product for the treatment of migraine infringes nine Teva patents. Lilly then submitted IPR (inter partes review) petitions to the Patent Trial and Appeal Board, challenging the validity of the nine patents asserted against it in the litigation. 49 -------------------------------------------------------------------------------- Table of Contents The litigation in the district court was stayed pending resolution of the IPR petitions. OnFebruary 18, 2020 , the Patent Trial and Appeal Board issued decisions on the first six IPRs, finding the six composition of matter patents invalid as being obvious. OnApril 21, 2020 , we filed notices of appeal in connection with these decisions. OnMarch 31, 2020 the Patent Trial and Appeal Board ("PTAB") issued a decision upholding the three method of treatment patents and onJune 1, 2020 , Lilly filed notices of appeal in connection with the decisions on these three patents.The Court of Appeals for the Federal Circuit heard oral argument for the IPR appeals onJune 7, 2021 and we await those decisions. The litigation stay ended following the IPR decisions by the PTAB, and the parties are proceeding with the litigation. We also filed another suit against Lilly onJune 8, 2021 , asserting two patents which issued that same day and relate to the treatment of refractory migraine. The case has been assigned to the same judge in theU.S. District Court for the District of Massachusetts and Lilly's response to our complaint is due onAugust 27, 2021 . In addition, in 2018 we entered into separate agreements withAlder Biopharmaceuticals, Inc. and Lilly, resolving theEuropean Patent Office oppositions that they filed against our AJOVY patents. The settlement agreement with Lilly also resolved Lilly's action to revoke the patent protecting AJOVY in theUnited Kingdom . AUSTEDO revenues in ourNorth America segment in the second quarter of 2021 increased by 8%, to$174 million , compared to$161 million in the second quarter of 2020. This increase was mainly due to growth in volume. AUSTEDO was launched in theU.S. in 2017. It is indicated for the treatment of chorea associated withHuntington disease and for the treatment of tardive dyskinesia in adults. AUSTEDO is protected inthe United States by six Orange Book patents expiring between 2031 and 2036 and inEurope by two patents expiring in 2029. We received notice letters from two ANDA filers regarding the filing of their ANDAs with paragraph (IV) certifications for certain of the patents listed in the Orange Book for AUSTEDO. OnJuly 1, 2021 , we filed a complaint against Aurobindo, asserting all six of the Orange Book patents, and a separate complaint against Lupin, asserting four of the Orange Book patents. The suits were filed in theU.S. District Court for the District of New Jersey . BENDEKA and TREANDA combined revenues in ourNorth America segment in the second quarter of 2021 increased by 3% to$106 million , compared to the second quarter of 2020, mainly due to higher sales of oncology products compared to sales in the second quarter of 2020, which were impacted by the COVID-19 pandemic, partially offset by the availability of alternative therapies and continued competition from Belrapzo ® (a ready-to-dilute bendamustine hydrochloride product from Eagle Pharmaceuticals, Inc. ("Eagle")). InJuly 2018 , Eagle prevailed in its suit against the FDA to obtain seven years of orphan drug exclusivity inthe United States for BENDEKA. OnMarch 13, 2020 , this decision was upheld in the appellate court. As things currently stand, drug applications referencing BENDEKA, TREANDA or any other bendamustine product will not be approved by the FDA until the orphan drug exclusivity expires inDecember 2022 . InApril 2019 , we signed an amendment to the license agreement with Eagle extending the royalty term applicable tothe United States to the full period for which we sell BENDEKA and increased the royalty rate. In consideration, Eagle agreed to assume a portion of BENDEKA-related patent litigation expenses. There are 15 patents listed in theU.S. Orange Book for BENDEKA with expiry dates in 2026 and 2031. InSeptember 2019 , a patent infringement action against four of six ANDA filers for generic versions of BENDEKA was tried in theUnited States District Court for the District of Delaware . OnApril 27, 2020 , the District Court upheld the validity of all of the asserted patents and found that all four ANDA filers infringe at least one of the patents. Three of the four ANDA filers have appealed the district court decision, but barring an adverse appellate decision, these ANDA filers should be enjoined until the patents expire in 2031. A litigation against the fifth ANDA filer was dismissed after the withdrawal of its patent challenge, and the case against a sixth ANDA filer is in the early stages of litigation. Recent suits against two filers of 505(b)(2) NDAs referencing BENDEKA are also in the initial stages of litigation. Additionally, inJuly 2018 , Teva and Eagle filed suit againstHospira, Inc. ("Hospira") related to its 505(b)(2) new drug application ("NDA") referencing BENDEKA in theU.S. District Court for the District of Delaware . OnDecember 16, 2019 , theDelaware District Court dismissed the case against Hospira on all but one of the asserted patents, which expires in 2031. Trial against Hospira on that patent is scheduled to begin onNovember 15, 2021 . In addition to the settlement with Eagle regarding its bendamustine 505(b)(2) NDA, between 2015 and 2020, we reached final settlements with 22 ANDA filers for generic versions of the lyophilized form of TREANDA and one 505(b)(2) NDA filer for a generic version of the liquid form of TREANDA, providing for the launch of generic versions of TREANDA prior to patent expiration. 50 -------------------------------------------------------------------------------- Table of Contents COPAXONE revenues in ourNorth America segment in the second quarter of 2021 decreased by 36% to$152 million , compared to the second quarter of 2020, mainly due to generic competition inthe United States . The market for MS treatments continues to develop, particularly with the approval of generic versions of COPAXONE. Additionally, oral treatments for MS, such as Tecfidera ® , Gilenya ® and Aubagio ® , continue to present significant and increasing competition. COPAXONE also continues to face competition from existing injectable products, as well as from monoclonal antibodies, such as Ocrevus ® . ProAir (HFA and RespiClick) revenues in ourNorth America segment in the second quarter of 2021 were$55 million , a decrease of 16% compared to the second quarter of 2020. InJanuary 2019 , we launched our own ProAir authorized generic inthe United States , following the launch of a generic version of Ventolin ® HFA, another albuterol inhaler. Revenues from our ProAir authorized generic are included in "generic products" above. During the second quarter of 2021, the exit market share of our overall albuterol product, including our ProAir authorized generic was 41.4%, making it the second largest in the market, compared to 34.9% in the second quarter of 2020. Other generic versions of ProAir were launched in 2020. Anda revenues in ourNorth America segment in the second quarter of 2021 decreased by 16% to$316 million , compared to$374 million in the second quarter of 2020, mainly due to lower demand by Anda's customers for generic products. Anda, our distribution business inthe United States , distributes generic, specialty and OTC pharmaceutical products from various third party manufacturers to independent retail pharmacies, pharmacy retail chains, hospitals and physician offices inthe United States . Anda is able to compete in the secondary distribution market by maintaining high inventory levels for a broad offering of products, competitive pricing and offering next day delivery throughoutthe United States . Product Launches and Pipeline In the second quarter of 2021, we launched the generic version of the following branded products inNorth America : Total Annual U.S. Branded Sales at Time of Launch (U.S. $ in millions Launch (IQVIA)) Product Name Brand Name Date * Mesalamine Suppositories Canasa ® April $ 66 Isotretinoin Capsules, USP Absorica ® April $ 156 Erythromycin Tablets, USP n/a May $ 45 Tiopronin Tablets Thiola ** ® May $ 81 Ivermectin Cream, 1% Soolantra ® June $ 111 Formoterol Fumarate Inhalation Solution ® Perforomist June $ 300
* The figures presented are for the twelve months ended in the calendar quarter
immediately prior to our launch or re-launch.
** Limited data is available for this product in IQVIA and as a result Teva
estimated the brand market based on data available in Travere Therapeutic's
10-K
for the year ended
Our generic products pipeline inthe United States includes, as ofJune 30, 2021 , 207 product applications awaiting FDA approval, including 72 tentative approvals. This total reflects all pending ANDAs, supplements for product line extensions and tentatively approved applications and includes some instances where more than one application was submitted for the same reference product. Excluding overlaps, the branded products underlying these pending applications hadU.S. sales for the twelve months endedMarch 31, 2021 exceeding$106 billion , according to IQVIA. Approximately 72% of pending applications include a paragraph IV patent challenge, and we believe we are first to file with respect to 77 of these products, or 103 products including final approvals where launch is pending a settlement agreement or court decision. Collectively, these first to file opportunities represent over$76 billion inU.S. brand sales for the twelve months endedMarch 31, 2021 , according to IQVIA. 51 -------------------------------------------------------------------------------- Table of Contents IQVIA reported brand sales are one of the many indicators of future potential value of a launch, but equally important are the mix and timing of competition, as well as cost effectiveness. The potential advantages of being the first filer with respect to some of these products may be subject to forfeiture, shared exclusivity or competition from so-called "authorized generics," which may ultimately affect the value derived. In the second quarter of 2021, we received tentative approvals for generic equivalents of the products listed in the table below, excluding overlapping applications. A "tentative approval" indicates that the FDA has substantially completed its review of an application and final approval is expected once the relevant patent expires, a court decision is reached, a 30-month regulatory stay lapses or a 180-day exclusivity period awarded to another manufacturer either expires or is forfeited. Total Annual U.S. Branded Market (U.S. $ in millions (IQVIA)) Generic Name Brand Name * Lenalidomide Capsules, 2.5 mg and 20 mg ® Revlimid $
179
Pimavanserin Capsules, 34 mg ® Nuplazid $ 173
* The figures presented are for the twelve months ended in the calendar quarter
immediately prior to our launch or
re-launch.
We have additional biosimilar products in development in various stages of clinical trials and regulatory review. Below is a description of key products in our specialty pipeline as ofJune 30, 2021 : Phase 2 Phase 3 Pre-Submission Novel Biologics Fremanezumab Fasinumab Fibromyalgia Osteoarthritic Pain (March 2016) (1) TEV-48574 Respiratory TEV-53275 Respiratory Small Molecules Deutetrabenazine Risperidone LAI Dyskinesia in Schizophrenia Cerebral Palsy (2) (September 2019) Digital Respiratory Digihaler ® (budesonide and formoterol fumarate dihydrate) (EU) QVAR ® Digihaler ® (beclomethasone dipropionate HFA) (U.S.)
(1) Developed in collaboration with Regeneron Pharmaceuticals, Inc.
("Regeneron"). Results for two phase 3 clinical trials, FACT OA1 and FACT
OA2, were released on
co-primary
endpoints for fasinumab 1 mg monthly were achieved. Fasinumab 1 mg monthly
demonstrated significant improvements in pain and physical function over
placebo at week 16 and week 24, respectively. Fasinumab 1 mg monthly also
showed nominally significant benefits in physical function in two trials and
pain in one trial, when compared to the maximum FDA-approved prescription doses of non-steroidal anti-inflammatory drugs for osteoarthritis. The FACT OA1 trial included an additional treatment arm, fasinumab 1 mg every two months, which showed
numerical benefit over placebo, but did not reach statistical significance.
In initial safety analyses from the phase 3 trials, there was an increase in
arthropathies reported with fasinumab. In a
sub-group
of patients from one phase 3 long-term safety trial, there was an increase in
joint replacement with fasinumab 1 mg monthly treatment during the
off-drug
follow-up
period, although this increase was not seen in the other trials to date.
52 -------------------------------------------------------------------------------- Table of Contents Active treatment of patients with fasinumab, which only involved dosing in an optional second-year extension phase of one trial, has been discontinued following a recommendation from the fasinumab program's Independent Data Monitoring Committee that the program should be terminated, based on available evidence obtained to date. The core efficacy data has already been obtained to support potential fasinumab regulatory filings. Long-term safety data continues to be gathered, and is expected to be reported in 2021. Currently, all non-essential activities and related expenditures for fasinumab have been put on hold. Next steps will be assessed together with Regeneron, with the intention of discussing data with the FDA.
(2) In
designed to evaluate the efficacy of risperidone LAI. No new safety signals
were identified that are inconsistent with the known safety profile of other
risperidone formulations. The second phase 3 study evaluating long-term
safety and tolerability is ongoing.
Discontinued Project During the second quarter of 2021, development of fremanezumab for an additional indication was discontinued. North America Gross Profit Gross profit from ourNorth America segment in the second quarter of 2021 was$1,040 million , a decrease of 5%, compared to$1,090 million in the second quarter of 2020. This decrease was mainly due to lower gross profit from Anda and COPAXONE. Gross profit margin for ourNorth America segment in the second quarter of 2021 increased to 53.5%, compared to 53.3% in the second quarter of 2020. This increase was mainly due to a change in the mix of products. North America R&D Expenses R&D expenses relating to ourNorth America segment in the second quarter of 2021 were$162 million , an increase of 5%, compared to$154 million in the second quarter of 2020. For a description of our R&D expenses in the second quarter of 2021, see "-Teva Consolidated Results-Research and Development (R&D) Expenses" below. North America S&M Expenses S&M expenses relating to ourNorth America segment in the second quarter of 2021 were$255 million , flat compared to the second quarter of 2020. North America G&A Expenses G&A expenses relating to ourNorth America segment in the second quarter of 2021 were$106 million , a decrease of 4%, compared to$110 million in the second quarter of 2020. North America Profit Profit from ourNorth America segment consists of gross profit less R&D expenses, S&M expenses, G&A expenses and any other income related to this segment. Segment profit does not include amortization and certain other items. Profit from ourNorth America segment in the second quarter of 2021 was$521 million , a decrease of 9% compared to$573 million in the second quarter of 2020, mainly due to lower gross profit, as discussed above, as well as higher R&D expenses. 53 -------------------------------------------------------------------------------- Table of Contents Europe Segment The following table presents revenues, expenses and profit for ourEurope segment for the three months endedJune 30, 2021 and 2020: Three months ended June 30, 2021 2020 (U.S. $ in millions / % of Segment Revenues) Revenues$ 1,184 100%$1,001 100% Gross profit 661 55.8% 548 54.7% R&D expenses 63 5.3% 65 6.5% S&M expenses 209 17.7% 188 18.8% G&A expenses 47 4.0% 52 5.2% Other income § § (1) § Segment profit*$ 343 28.9%$244 24.3%
* Segment profit does not include amortization and certain other items.
§ Represents an amount less than
Europe Revenues OurEurope segment includes theEuropean Union and certain other European countries. Revenues from ourEurope segment in the second quarter of 2021 were$1,184 million , an increase of 18% or$183 million , compared to the second quarter of 2020. In local currency terms, revenues increased by 8%, mainly due to changed buying patterns in the second quarter of 2020 as a result of significant customer stocking due to the COVID-19 pandemic inMarch 2020 , and a decline in doctor and hospital visits by patients resulting in fewer prescriptions during the second quarter of 2020. Revenues by Major Products and Activities The following table presents revenues for ourEurope segment by major products and activities for the three months endedJune 30, 2021 and 2020: Three months ended Percentage June 30, Change 2021 2020 2020-2021 (U.S. $ in millions) Generic products$ 878 $ 737 19 % AJOVY 19 5 302 % COPAXONE 100 84 19 % Respiratory products 85 80 7 % Other 102 95 7 % Total$ 1,184 $ 1,001 18 % Generic products revenues in ourEurope segment in the second quarter of 2021, including OTC products, increased by 19% to$878 million , compared to the second quarter of 2020. In local currency terms, revenues increased by 9% compared to the second quarter of 2020, mainly due lower revenues in the second quarter of 2020, as a result of significant changes in buying patterns and customer stocking due to the COVID-19 pandemic inMarch 2020 . In addition, revenues in the second quarter of 2020 were impacted by lower demand of generic products resulting from a decline in doctor and hospital visits by patients resulting in fewer prescriptions, as well as lower sales of OTC products resulting from lower demand for cough and cold products, both due to the COVID-19 pandemic. AJOVY revenues in ourEurope segment in the second quarter of 2021 were$19 million , compared to$5 million in the second quarter of 2020, mainly due to launches and reimbursements in additional European countries. 54 -------------------------------------------------------------------------------- Table of Contents By the end of 2020, we launched AJOVY in most European countries and we are moving forward with plans to launch in other European countries. For information about AJOVY patent protection, see "-North America Revenues-Revenues by Major Product" above. COPAXONE revenues in ourEurope segment in the second quarter of 2021 increased by 19% to$100 million , compared to the second quarter of 2020. In local currency terms, revenues increased by 9%, mainly due to customer stocking due to the COVID-19 pandemic inMarch 2020 resulting in significant changes in buying patterns in the second quarter of 2020. One European patent protecting COPAXONE 40 mg/mL was found invalid by theBoard of Appeal of theEuropean Patent Office inSeptember 2020 . Two additional patents expiring in 2030 are currently under opposition at theEuropean Patent Office . In certain countries, Teva remains in litigation against generic companies on an additional COPAXONE 40 mg/mL patent that expires in 2030. Respiratory products revenues in ourEurope segment in the second quarter of 2021 increased by 7% to$85 million compared to the second quarter of 2020. In local currency terms, revenues decreased by 4%, mainly due to lower sales in theUnited Kingdom , partially offset by changes in buying patterns in the second quarter of 2020 as a result of significant customer stocking due to the COVID-19 pandemic inMarch 2020 . Product Launches and Pipeline As ofJune 30, 2021 , our generic products pipeline inEurope included 266 generic approvals relating to 50 compounds in100 formulations, with noEuropean Medicines Agency ("EMA") approvals received. In addition, approximately 1,161 marketing authorization applications are pending approval in 37 European countries, relating to 118 compounds in 252 formulations. No applications are pending with the EMA. For information regarding our specialty pipeline, see "-North America Segment -Product Launches and Pipeline" above. Europe Gross Profit Gross profit from ourEurope segment in the second quarter of 2021 was$661 million , an increase of 21% compared to$548 million in the second quarter of 2020. Gross profit margin for ourEurope segment in the second quarter of 2021 increased to 55.8%, compared to 54.7% in the second quarter of 2020. This increase was mainly due to a change in product mix. Europe R&D Expenses R&D expenses relating to ourEurope segment in the second quarter of 2021 were$63 million , a decrease of 4% compared to$65 million in the second quarter of 2020. For a description of our R&D expenses in the second quarter of 2021, see "-Teva Consolidated Results-Research and Development (R&D) Expenses" below. Europe S&M Expenses S&M expenses relating to ourEurope segment in the second quarter of 2021 were$209 million , an increase of 11% compared to$188 million in the second quarter of 2020. This increase was mainly due to exchange rate fluctuations, as well as lower expenses in the second quarter of 2020 attributed to restrictions related to the COVID-19 pandemic. Europe G&A Expenses G&A expenses relating to ourEurope segment in the second quarter of 2021 were$47 million , a decrease of 10% compared to$52 million in the second quarter of 2020. Europe Profit Profit from ourEurope segment consists of gross profit less R&D expenses, S&M expenses, G&A expenses and any other income related to this segment. Segment profit does not include amortization and certain other items. Profit from ourEurope segment in the second quarter of 2021 was$343 million , an increase of 41%, compared to$244 million in the second quarter of 2020. This increase was mainly due to higher revenues, as discussed above. 55 -------------------------------------------------------------------------------- Table of Contents International Markets Segment The following table presents revenues, expenses and profit for our International Markets segment for the three months endedJune 30, 2021 and 2020: Three months ended June 30, 2021 2020 (U.S. $ in millions / % of Segment Revenues) Revenues$ 485 100%$ 488 100% Gross profit 270 55.7% 247 50.8% R&D expenses 18 3.6% 19 3.9% S&M expenses 105 21.7% 105 21.4% G&A expenses 25 5.1% 29 6.0% Other income (1 ) § (2 ) § Segment profit*$ 123 25.5%$ 97 19.9%
* Segment profit does not include amortization and certain other items.
§ Represents an amount less than 0.5%.
International Markets Revenues Our International Markets segment includes all countries in which we operate other than those in ourNorth America andEurope segments. The International Markets segment includes more than 35 countries, covering a substantial portion of the global pharmaceutical market. Our key international markets areJapan ,Russia andIsrael . The countries in our International Markets segment include highly regulated, pure generic markets, such asIsrael , branded generics oriented markets, such asRussia and certainLatin America markets and hybrid markets, such asJapan . OnFebruary 1, 2021 , we completed the sale of the majority of the generic and operational assets of our business venture inJapan . Revenues from our International Markets segment in the second quarter of 2021 were$485 million , a decrease of$3 million , or 1%, compared to the second quarter of 2020. In local currency terms, revenues decreased by 3% compared to the second quarter of 2020, mainly due to lower revenues inJapan resulting from the divestment mentioned above, as well as regulatory price reductions and generic competition to off-patented products inJapan , and a negative impact from hedging activity, partially offset by higher revenues in most other markets as well as lower revenues in certain markets in the second quarter of 2020, resulting from reduced demand due to the impact the COVID-19 pandemic had on purchasing patterns. Revenues by Major Products and Activities The following table presents revenues for our International Markets segment by major products and activities for the three months endedJune 30, 2021 and 2020: Three months ended Percentage June 30, Change 2021 2020 2020-2021 (U.S. $ in millions) Generic products$ 407 $ 426 (5 %) COPAXONE 7 12 (35 %) Other 71 50 42 % Total$ 485 $ 488 (1 %) Generic products revenues in our International Markets segment in the second quarter of 2021, which include OTC products, decreased by 5% in bothU.S. dollar and local currency terms, to$407 million , compared to the second quarter of 2020. This decrease was mainly due to lower sales inJapan resulting from the divestment mentioned above, as well as regulatory price reductions and generic competition to off-patented products inJapan , partially offset by higher revenues in most other markets as well as lower revenues in certain markets in the second quarter of 2020, resulting from reduced demand due to the impact the COVID-19 pandemic had on purchasing patterns. 56 -------------------------------------------------------------------------------- Table of Contents COPAXONE revenues in our International Markets segment in the second quarter of 2021 were$7 million , a decrease of 35% compared to the second quarter of 2020. In local currency terms, revenues decreased by 33%. AJOVY was launched in certain markets in our International Markets segment and we are moving forward with plans to launch in other markets. OnJune 23, 2021 , AJOVY was approved for the preventive treatment of migraine in adults inJapan . AUSTEDO was launched inChina for the treatment of chorea associated withHuntington disease and for the treatment of tardive dyskinesia in early 2021. We continue with additional submissions in various other countries. International Markets Gross Profit Gross profit from our International Markets segment in the second quarter of 2021 was$270 million , an increase of 9% compared to$247 million in the second quarter of 2020. Gross profit margin for our International Markets segment in the second quarter of 2021 increased to 55.7%, compared to 50.8% in the second quarter of 2020. This increase was mainly due to the divestment inJapan mentioned above and a change in product portfolio mix. International Markets R&D Expenses R&D expenses relating to our International Markets segment in the second quarter of 2021 were$18 million , a decrease of 8% compared to$19 million in the second quarter of 2020. For a description of our R&D expenses in the second quarter of 2021, see "-Teva Consolidated Results-Research and Development (R&D) Expenses" below. International Markets S&M Expenses S&M expenses relating to our International Markets segment in the second quarter of 2021 were$105 million , flat compared to the second quarter of 2020. International Markets G&A Expenses G&A expenses relating to our International Markets segment in the second quarter of 2021 were$25 million , a decrease of 15% compared to$29 million in the second quarter of 2020. International Markets Profit Profit from our International Markets segment consists of gross profit less R&D expenses, S&M expenses, G&A expenses and any other income related to this segment. Segment profit does not include amortization and certain other items. Profit from our International Markets segment in the second quarter of 2021 was$123 million , an increase of 27%, compared to$97 million in the second quarter of 2020. This increase was mainly due to higher gross profit as discussed above. Other Activities We have other sources of revenues, primarily the sale of APIs to third parties, certain contract manufacturing services and an out-licensing platform offering a portfolio of products to other pharmaceutical companies through our affiliateMedis . Our other activities are not included in ourNorth America ,Europe or International Markets segments described above. Our revenues from other activities in the second quarter of 2021 were$298 million , a decrease of 11% compared to the second quarter of 2020. In local currency terms, revenues decreased by 13% compared to the second quarter of 2020, mainly due to a decrease in volumes from API andMedis resulting from the COVID-19 pandemic. API sales to third parties in the second quarter of 2021 were$199 million , a decrease of 6% in bothU.S. dollar and local currency terms compared to the second quarter of 2020. 57 -------------------------------------------------------------------------------- Table of Contents Teva Consolidated Results Revenues Revenues in the second quarter of 2021 were$3,910 million , an increase of 1%, or a decrease of 2% in local currency terms, compared to the second quarter of 2020. This decrease was mainly due to lower revenues in ourNorth America segment, mainly related to COPAXONE and Anda, partially offset by positive foreign currency impacts as well as higher revenues from generic products, OTC, AJOVY and COPAXONE in ourEurope segment. Revenues were also affected by changes in demand for certain products resulting from the impact of the COVID-19 pandemic. See "-North America Revenues," "-Europe Revenues," "-International Markets Revenues" and "-Other Activities" above. Exchange rate movements during the second quarter of 2021, including hedging effects, positively impacted revenues by$135 million , compared to the second quarter of 2020. See note 8c to our consolidated financial statements. Gross Profit Gross profit in the second quarter of 2021 was$1,873 million , an increase of 6% compared to the second quarter of 2020. This increase was mainly a result of the factors discussed above under "-North America Gross Profit," "-Europe Gross Profit" and "-International Markets Gross Profit." Gross profit margin was 47.9% in the second quarter of 2021, compared to 45.5% in the second quarter of 2020. The increase in gross profit margin was mainly driven by higher profitability inNorth America resulting from the change in mix of products sold as well as network optimization activities, partially offset by lower sales of COPAXONE. Research and Development (R&D) Expenses Our R&D activities for generic products in each of our segments include both (i) direct expenses relating to product formulation, analytical method development, stability testing, management of bioequivalence and other clinical studies and regulatory filings; and (ii) indirect expenses, such as costs of internal administration, infrastructure and personnel. Our R&D activities for specialty and biosimilar products in each of our segments include costs of discovery research, preclinical development, early- and late-clinical development and drug formulation, clinical trials and product registration costs. These expenditures are reported net of contributions received from collaboration partners. Our spending takes place throughout the development process, including (i) early-stage projects in both discovery and preclinical phases; (ii) middle-stage projects in clinical programs up to phase 3; (iii) late-stage projects in phase 3 programs, including where a new drug application is currently pending approval; (iv) post-approval studies for marketed products; and (v) indirect expenses, such as costs of internal administration, infrastructure and personnel. R&D expenses in the second quarter of 2021 were$248 million , an increase of 10% compared to the second quarter of 2020. In the second quarter of 2021, our R&D expenses related primarily to specialty product candidates in the respiratory, migraine and headache therapeutic areas, with additional activities in selected other areas and generic products including biosimilars. Our higher R&D expenses in the second quarter of 2021, compared to the second quarter of 2020, were mainly due to an increase in respiratory and biosimilar projects as well as various generics projects. R&D expenses as a percentage of revenues were 6.3% in the second quarter of 2021, compared to 5.8% in the second quarter of 2020. Selling and Marketing (S&M) Expenses S&M expenses in the second quarter of 2021 were$615 million , an increase of 3% compared to the second quarter of 2020. Our S&M expenses were primarily the result of the factors discussed above under "-North America Segment- S&M Expenses," "-Europe Segment- S&M Expenses" and "-International Markets Segment- S&M Expenses." S&M expenses as a percentage of revenues were 15.7% in the second quarter of 2021, compared to 15.4% in the second quarter of 2020. General and Administrative (G&A) Expenses G&A expenses in the second quarter of 2021 were$242 million , a decrease of 8% compared to the second quarter of 2020. 58 -------------------------------------------------------------------------------- Table of Contents G&A expenses as a percentage of revenues were 6.2% in the second quarter of 2021, compared to 6.8% in the second quarter of 2020. Intangible Asset Impairments We recorded expenses of$195 million for identifiable intangible asset impairments in the second quarter of 2021, compared to expenses of$120 million in the second quarter of 2020. See note 5 to our consolidated financial statements. Goodwill Impairment No goodwill impairments were recorded in the second quarters of both 2021 and 2020. Other Asset Impairments, Restructuring and Other Items We recorded expenses of$28 million for other asset impairments, restructuring and other items in the second quarter of 2021, compared to expenses of$381 million in the second quarter of 2020. For further details, as well as a description of significant regulatory and other events, see note 12 to our consolidated financial statements. Legal Settlements and Loss Contingencies In the second quarter of 2021, we recorded an expense of$6 million in legal settlements and loss contingencies, compared to income of$13 million in the second quarter of 2020. See note 9 to our consolidated financial statements. Other Income Other income in the second quarter of 2021 was$43 million , compared to$9 million in the second quarter of 2020. The income in the second quarter of 2021 was mainly due to capital gains related to the sale of certain OTC assets. Operating Income (Loss) Operating income was$582 million in the second quarter of 2021, compared to$173 million in the second quarter of 2020. Operating income as a percentage of revenues was 14.9% in the second quarter of 2021, compared to 4.5% in the second quarter of 2020. This increase was mainly due to lower other assets impairments, restructuring and other items charges and higher profit in ourEurope segment, partially offset by higher intangible asset impairment charges. Financial Expenses, Net Financial expenses were$274 million in the second quarter of 2021, compared to$223 million in the second quarter of 2020. Financial expenses in the second quarter of 2021 were mainly comprised of interest expenses of$240 million and loss on revaluations of marketable securities of$34 million (see note 16 to our consolidated financial statements). Financial expenses in the second quarter of 2020 were mainly comprised of interest expenses of$241 million . The following table presents a reconciliation of our segment profits to our consolidated operating income (loss) and to consolidated income (loss) before income taxes for the three months endedJune 30, 2021 and 2020: Three months . ended June 30, 2021 2020 (U.S. $ in millions) North America profit$ 521 $ 573 Europe profit 343 244 International Markets profit 123 97 Total reportable segments profit 987 914 Profit of other activities 47 66 Total segments profit 1,034 979 Amounts not allocated to segments: Amortization 173
249
Other assets impairments, restructuring and other items 28 381 Goodwill impairment - - Intangible asset impairments 195 120 Legal settlements and loss contingencies 6
13
Other unallocated amounts 50
44
Consolidated operating income (loss) 582 173 Financial expenses, net 274 223 Consolidated income (loss) before income taxes$ 308 $ (51 ) 59
-------------------------------------------------------------------------------- Table of Contents Tax Rate In the second quarter of 2021, we recognized a tax expense of$98 million , on pre-tax income of$308 million . In the second quarter of 2020, we recognized a tax benefit of$104 million , on pre-tax loss of$51 million . Our tax rate for the second quarter of 2021 was mainly affected by impairments, amortization and interest expense disallowance. The statutory Israeli corporate tax rate is 23% in 2021. Our tax rate differs from the Israeli statutory tax rate, mainly due to generation of profits in various jurisdictions in which tax rates are different than the Israeli tax rate, tax benefits inIsrael and other countries, as well as infrequent or nonrecurring items. Share In (Profits) Losses of Associated Companies, Net Share in losses of associated companies, net in the second quarter of 2021 was$11 million . We did not have any share in (profits) losses of associated companies, net in the second quarter of 2020. Net Income (Loss) Attributable toTeva Net income was$207 million in the second quarter of 2021, compared to$140 million in the second quarter of 2020. This increase was mainly due to the increase in operating income, as discussed above. Diluted Shares Outstanding and Earnings (Loss) per Share The weighted average diluted shares outstanding used for the fully diluted share calculation for the three months endedJune 30, 2021 and 2020 were 1,109 million and 1,100 million shares, respectively. In computing diluted earnings per share for the three months endedJune 30, 2021 andJune 30, 2020 , basic earnings per share were adjusted to take into account the potential dilution that could occur upon the exercise of options and non-vested RSUs granted under employee stock compensation plans. No account was taken of the potential dilution by the convertible senior debentures, since they had an anti-dilutive effect on earnings per share. Diluted earnings per share were$0.19 in the second quarter of 2021, compared to diluted earnings per share of$0.13 in the second quarter of 2020. Share Count for Market Capitalization We calculate share amounts using the outstanding number of shares (i.e., excluding treasury shares) plus shares that would be outstanding upon the exercise of options and vesting of RSUs and performance share units and the conversion of our convertible senior debentures, in each case, at period end. As ofJune 30, 2021 and 2020, the fully diluted share count for purposes of calculating our market capitalization was approximately 1,129 million and 1,119 million, respectively. Impact of Currency Fluctuations on Results of Operations In the second quarter of 2021, approximately 47% of our revenues were denominated in currencies other than theU.S. dollar. Because our results are reported inU.S. dollars, we are subject to significant foreign currency risks. Accordingly, changes in the rate of exchange between theU.S. dollar and the local currencies in the markets in which we operate (primarily the euro, British pound, Japanese yen, new Israeli shekel, Canadian dollar and Russian ruble) impact our results. During the second quarter of 2021, the following main currencies relevant to our operations decreased in value against theU.S. dollar (each on a quarterly average compared to quarterly average basis): Argentinian peso by 28%, Turkish lira by 18%, Russian ruble by 2% and Japanese yen by 2%. The following main currencies relevant to our operations increased in value against theU.S. dollar: Australian dollar by 17%, Mexican peso by 16%, Swedish krona by 15%, Chilean peso by 15%, British pound by 13%, Canadian dollar by 13%, euro by 9% and Israeli shekel by 8%. 60 -------------------------------------------------------------------------------- Table of Contents As a result, exchange rate movements during the second quarter of 2021, including hedging effects, positively impacted overall revenues by$135 million and our operating income by$26 million , in comparison with the second quarter of 2020. In the second quarter of 2021, a negative hedging impact of$15 million was recognized under revenues, and a minimal negative impact was recognized under cost of sales. In the second quarter of 2020, a negative hedging impact of$20 million was recognized under revenues and a negative impact of$1 million was recognized under cost of sales. Hedging transactions against future projected revenues and expenses are recognized on the balance sheet at their fair value on a quarterly basis, while the foreign exchange impact on the underlying revenues and expenses may occur in subsequent quarters. See note 8c to our consolidated financial statements. Commencing in the third quarter of 2018, the cumulative inflation inArgentina exceeded 100% or more over a three-year period. Although this triggered highly inflationary accounting treatment, it did not have a material impact on our results of operations. Comparison of Six Months EndedJune 30, 2021 to Six Months EndedJune 30, 2020 Unless specified otherwise, the factors used to explain quarterly changes on a year-over-year basis are also relevant for the comparison of the results for the six months endedJune 30, 2021 and 2020. Where there are different factors affecting the six months comparison, we have described them below. Segment Information North America Segment The following table presents revenues, expenses and profit for ourNorth America segment for the six months endedJune 30, 2021 and 2020: Six months ended June 30, 2021 2020 (U.S. $ in millions / % of Segment Revenues) Revenues$ 3,932 100 %$ 4,129 100 % Gross profit 2,114 53.8 % 2,152 52.1 % R&D expenses 322 8.2 % 300 7.3 % S&M expenses 483 12.3 % 505 12.2 % G&A expenses 218 5.5 % 228 5.5 % Other income (7 ) § (4 ) § Segment profit*$ 1,098 27.9 %$ 1,123 27.2 %
* Segment profit does not include amortization and certain other items.
§ Represents an amount less than 0.5%.
North America Revenues OurNorth America segment includesthe United States andCanada . Revenues from ourNorth America segment in the first six months of 2021 were$3,932 million , a decrease of 4.8% compared to$4,129 million in the first six months of 2020. Revenues by Major Products and Activities The following table presents revenues for ourNorth America segment by major products and activities for the six months endedJune 30, 2021 and 2020: Percentage Six months ended June 30, Change 2021 2020 2020-2021 (U.S. $ in millions) Generic products$ 2,004 $ 1,875 7 % AJOVY 77 63 21 % AUSTEDO 320 283 13 % BENDEKA/TREANDA 197 208 (6 %) COPAXONE 315 435 (28 %) ProAir* 109 125 (13 %) Anda 605 800 (24 %) Other 305 338 (10 %) Total$ 3,932 $ 4,129 (5 %) * Does not include revenues from the ProAir authorized generic, which are included under generic products. 61 -------------------------------------------------------------------------------- Table of Contents North America Gross Profit Gross profit from ourNorth America segment in the first six months of 2021 was$2,114 million , a decrease of 2%, compared to$2,152 million in the first six months of 2020. Gross profit margin for ourNorth America segment in the first six months of 2021 increased to 53.8% compared to 52.1% in the first six months of 2020. North America R&D Expenses R&D expenses relating to ourNorth America segment in the first six months of 2021 were$322 million , an increase of 7%, compared to$300 million in the first six months of 2020. North America S&M Expenses S&M expenses relating to ourNorth America segment in the first six months of 2021 were$483 million , a decrease of 4% compared to$505 million in the first six months of 2020. This decrease was mainly due to lower S&M expenses related to Anda and additional efficiency measures. North America G&A Expenses G&A expenses relating to ourNorth America segment in the first six months of 2021 were$218 million , a decrease of 4%, compared to$228 million in the first six months of 2020. North America Profit Profit from ourNorth America segment in the first six months of 2021 was$1,098 million , a decrease of 2%, compared to$1,123 million in the first six months of 2020. Europe Segment The following table presents revenues, expenses and profit for ourEurope segment for the six months endedJune 30, 2021 and 2020: Six months ended June 30, 2021 2020 (U.S. $ in millions / % of Segment Revenues) Revenues$ 2,398 100 %$ 2,404 100 % Gross profit 1,349 56.2 % 1,371 57.0 % R&D expenses 129 5.4 % 120 5.0 % S&M expenses 424 17.7 % 390 16.2 % G&A expenses 117 4.9 % 118 4.9 % Other (income) expense (1 ) § (2 ) § Segment profit*$ 680 28.4 %$ 746 31.0 %
* Segment profit does not include amortization and certain other items.
§ Represents an amount less than 0.5%.
62 -------------------------------------------------------------------------------- Table of Contents Europe Revenues OurEurope segment includes theEuropean Union and certain other European countries. Revenues from ourEurope segment in the first six months of 2021 were$2,398 million , flat compared to the first six months of 2020. In local currency terms, revenues decreased by 8%, compared to the first six months of 2020, as a result of significant customer stocking due to the COVID-19 pandemic inMarch 2020 , partially offset by changes in buying patterns in the second quarter of 2020. Revenues by Major Products and Activities The following table presents revenues for ourEurope segment by major products and activities for the six months endedJune 30, 2021 and 2020: Six months ended June 30, 2021 2020 (U.S. $ in millions) Generic products$ 1,742 $ 1,769 AJOVY 35 9 COPAXONE 201 193 Respiratory products 179 186 Other 242 246 Total$ 2,398 $ 2,404 Europe Gross Profit Gross profit from ourEurope segment in the first six months of 2021 was$1,349 million , a decrease of 2% compared to$1,371 million in the first six months of 2020. Gross profit margin for ourEurope segment in the first six months of 2021 decreased to 56.2% compared to 57.0% in the first six months of 2020, mainly due to a change in the mix of products. Europe R&D Expenses R&D expenses relating to ourEurope segment in the first six months of 2021 were$129 million , an increase of 8% compared to$120 million in the first six months of 2020. Europe S&M Expenses S&M expenses relating to ourEurope segment in the first six months of 2021 were$424 million , an increase of 9% compared to$390 million in the first six months of 2020. Europe G&A Expenses G&A expenses relating to ourEurope segment in the first six months of 2021 were$117 million , a decrease of 1% compared to$118 million in the first six months of 2020. Europe Profit Profit from ourEurope segment in the first six months of 2021 was$680 million , a decrease of 9% compared to first six months of 2020, mainly due to lower revenues, as discussed above. International Markets Segment The following table presents revenues, expenses and profit for our International Markets segment for the six months endedJune 30, 2021 and 2020: 2021 2020 (U.S. $ in millions / % of Segment Revenues) Revenues$ 975 100 %$ 1,053 100 % Gross profit 530 54.4 % 552 52.5 % R&D expenses 35 3.6 % 34 3.3 % S&M expenses 201 20.7 % 211 20.0 % G&A expenses 51 5.2 % 63 6.0 % Other (income) expense (3 ) § (8 ) (0.8 %) Segment profit*$ 245 25.2 %$ 253 24.0 %
* Segment profit does not include amortization and certain other items.
§ Represents an amount less than 0.5%.
63 -------------------------------------------------------------------------------- Table of Contents International Markets Revenues Our International Markets segment includes all countries other than those in ourNorth America andEurope segments. Revenues from our International Markets segment in the first six months of 2021 were$975 million , a decrease of$78 million , or 7%, compared to the first six months of 2020. In local currency terms, revenues decreased by 5% compared to the first six months of 2020. Revenues in the first six months of 2020 included$20 million from a positive hedging impact, which are included in "Other" in the table below. The hedging impact in the first six months of 2021 was immaterial. See note 8c to our consolidated financial statements. Revenues by Major Products and Activities The following table presents revenues for our International Markets segment by major products and activities for the six months endedJune 30, 2021 and 2020: Percentage Six months ended June 30, Change 2021 2020 2020-2021 (U.S. $ in millions) Generic products$ 799 $ 875 (9 %) COPAXONE 19 23 (18 %) Other 157 154 2 % Total$ 975 $ 1,053 (7 %) International Markets Gross Profit Gross profit from our International Markets segment in the first six months of 2021 was$530 million , a decrease of 4% compared to$552 million in the first six months of 2020, mainly due to a negative impact from hedging activity as well as regulatory price reductions and generic competition to off-patented products inJapan . Gross profit margin for our International Markets segment in the first six months of 2021 increased to 54.4%, compared to 52.5% in the first six months of 2020. International Markets R&D Expenses R&D expenses relating to our International Markets segment in the first six months of 2021 were$35 million , an increase of 3% compared to$34 million in the first six months of 2020. International Markets S&M Expenses S&M expenses relating to our International Markets segment in the first six months of 2021 were$201 million , a decrease of 4% compared to$211 million in the first six months of 2020. International Markets G&A Expenses G&A expenses relating to our International Markets segment in the first six months of 2021 were$51 million , a decrease of 19% compared to$63 million in the first six months of 2020. International Markets Profit Profit from our International Markets segment in the first six months of 2021 was$245 million , a decrease of 3%, compared to$253 million in the first six months of 2020. This decrease was mainly due to lower gross profit, partially offset by lower S&M and G &A expenses. 64 -------------------------------------------------------------------------------- Table of Contents Other Activities Our revenues from other activities in the first six months of 2021 decreased by 9% to$587 million , compared to the first six months of 2020. In local currency terms, revenues decreased by 11%. API sales to third parties in the first six months of 2021 were$376 million , a decrease of 3% in bothU.S dollar and local currency terms, compared to the first six months of 2020. Teva Consolidated Results Revenues Revenues in the first six months of 2021 were$7,892 million , a decrease of 4%, or 7% in local currency terms, compared to the first six months of 2020. Exchange rate movements during the first six months of 2021, including hedging effects, negatively impacted revenues by$209 million , compared to the first six months of 2020. See note 8c to our consolidated financial statements. Gross Profit Gross profit in the first six months of 2021 was$3,750 million , a decrease of 2% compared to the first six months of 2020. This decrease was mainly due to lower gross profit from COPAXONE and Anda in ourNorth America segment as well as lower gross profit from generic products in ourEurope segment, partially offset by higher gross profit from generic products in ourNorth America segment. Gross profit margin was 47.5% in the first six months of 2021, compared to 46.5% in the first six months of 2020. Research and Development (R&D) Expenses R&D expenses in the first six months of 2021 were$501 million , an increase of 12% compared to the first six months of 2020. R&D expenses as a percentage of revenues were 6.4% in the first six months of 2021, compared to 5.4% in the first six months of 2020. Selling and Marketing (S&M) Expenses S&M expenses in the first six months of 2021 were$1,200 million , a decrease of 1% compared to the first six months of 2020. Our S&M expenses were primarily the result of the factors discussed above under "-North America Segment- S&M Expenses," "-Europe Segment- S&M Expenses" and "-International Markets Segment- S&M Expenses." S&M expenses as a percentage of revenues were 15.2% in the first six months of 2021, compared to 14.7% in the first six months of 2020. General and Administrative (G&A) Expenses G&A expenses in the first six months of 2021 were$532 million , a decrease of 6% compared to the first six months of 2020. G&A expenses as a percentage of revenues were 6.7% in the first six months of 2021, compared to 6.9% in the first six months of 2020. Intangible Asset Impairments We recorded expenses of$274 million for identifiable intangible asset impairments, in the first six months of 2021, compared to expenses of$768 million in the first six months of 2020. See note 5 to our consolidated financial statements. Goodwill Impairment No goodwill impairments were recorded in the first six months of both 2021 and 2020. Other Asset Impairments, Restructuring and Other Items We recorded expenses of$165 million for other asset impairments, restructuring and other items in the first six months of 2021, compared to expenses of$502 million in the first six months of 2020. See note 12 to our consolidated financial statements. 65 -------------------------------------------------------------------------------- Table of Contents Legal Settlements and Loss Contingencies In the first six months of 2021, we recorded expenses of$110 million in legal settlements and loss contingencies, compared to income of$12 million in the first six months of 2020. See note 9 to our consolidated financial statements. Other Income Other income in the first six months of 2021 was$48 million , compared to$22 million in the first six months of 2020. The income in the second quarter of 2021 was mainly due to capital gains related to the sale of certain OTC assets. Operating Income (Loss) Operating income was$1,015 million in the first six months of 2021, compared to$364 million in the first six months of 2020. Operating income as a percentage of revenues was 12.9% in the first sixth months of 2021, compared to 4.4% in the first six months of 2020. Financial Expenses, Net Financial expenses were$564 million in the first six months of 2021, compared to$448 million in the first six months of 2020. Financial expenses in the first six months of 2021 were mainly comprised of interest expenses of$479 million and loss on revaluations of marketable securities of$98 million (see note 16 to our consolidated financial statements). Financial expenses in the first six months of 2020 were mainly comprised of interest expenses of$482 million , partially offset by a gain of$29 million resulting from our hedging and derivatives activities. The following table presents a reconciliation of our segment profits to our consolidated operating income (loss) and to consolidated income (loss) before income taxes for the six months endedJune 30, 2021 and 2020: Six months ended . June 30, 2021 2020 (U.S. $ in millions) North America profit$ 1,098 $ 1,123 Europe profit 680 746 International Markets profit 245 253 Total reportable segments profit 2,023 2,121 Profit of other activities 87 102 Total segments profit 2,111 2,223 Amounts not allocated to segments: Amortization 414
507
Other assets impairments, restructuring and other items 165 502 Goodwill impairment - - Intangible asset impairments 274 768 Legal settlements and loss contingencies 110 (12 ) Other unallocated amounts 132
93
Consolidated operating income (loss) 1,015 364 Financial expenses, net 564 448 Consolidated income (loss) before income taxes$ 451 $ (84 ) Tax Rate In the first six months of 2021, we recognized a tax expense of$159 million , on pre-tax income of$451 million . In the first six months of 2020, we recognized a tax benefit of$163 million , on pre-tax loss of$84 million . Our tax rate in the first six months of 2021 was mainly affected by impairments, amortization, legal settlements and interest expense disallowance. 66 -------------------------------------------------------------------------------- Table of Contents Share in (Profits) Losses of Associated Companies, Net Share in loss of associated companies, net in the first six months of 2021 was$14 million . We did not have any share in (profits) losses of associated companies, net in the first six months of 2020. Net Income (Loss) Attributable toTeva Net income was$284 million in the first six months of 2021, compared to$209 million in the first six months of 2020. Diluted Shares Outstanding and Earnings (Loss) per Share The weighted average diluted shares outstanding used for the fully diluted share calculation for the six months endedJune 30, 2021 and 2020 was 1,108 million and 1,098 million shares, respectively. In computing diluted earnings per share for the six months endedJune 30, 2021 andJune 30, 2020 , basic earnings per share were adjusted to take into account the potential dilution that could occur upon the exercise of options and non-vested RSUs granted under employee stock compensation plans. No account was taken of the potential dilution by the convertible senior debentures, since they had an anti-dilutive effect on earnings per share. Diluted earnings per share were$0.26 in the first six months of 2021, compared to diluted earnings per share of$0.19 in the first six months of 2020. Impact of Currency Fluctuations on Results of Operations In the first six months of 2021, approximately 47% of our revenues were denominated in currencies other than theU.S. dollar. Because our results are reported inU.S. dollars, we are subject to significant foreign currency risks and, accordingly, changes in the exchange rate between theU.S. dollar and local currencies in markets in which we operate (primarily the euro, British pound, Japanese yen, Israeli shekel, Canadian dollar and Russian ruble) impact our results. During the first six months of 2021, the following main currencies relevant to our operations decreased in value against theU.S. dollar: Argentinian peso by 29%, Turkish lira by 18%, Brazilian real by 10%, Russian ruble by 7% and Ukrainian hryvnia by 7% (all compared on a six-month average basis). The following main currencies relevant to our operations increased in value against theU.S. dollar: Australian dollar by 17%, Swedish krona by 15%, Chilean peso by 13%, British pound by 10%, euro by 9%, Canadian dollar by 9% and new Israeli shekel by 7%. As a result, exchange rate movements during the first six months of 2021 positively impacted overall revenues by$209 million and our operating income by$12 million , in comparison to the first six months of 2020. In the first six months of 2021, a positive hedging impact of$13 million was recognized under revenues, and a minimal negative impact was recognized under cost of sales. In the first six months of 2020, a positive hedging impact of$40 million was recognized under revenues and a positive impact of$4 million was recognized under cost of sales. Hedging transactions against future projected revenues and expenses are recognized on the balance sheet at their fair value on a quarterly basis, while the foreign exchange impact on the underlying revenues and expenses may occur in subsequent quarters. See note 8c to our consolidated financial statements. Liquidity and Capital Resources Total balance sheet assets were$49,195 million as ofJune 30, 2021 , compared to$49,004 million as ofMarch 31, 2021 . Our working capital balance, which includes accounts receivables net of SR&A, inventories, prepaid expenses and other current assets, accounts payables, employee-related obligations, accrued expenses and other current liabilities, was$1,196 million as ofJune 30, 2021 , compared to$1,179 million as ofMarch 31, 2021 . Cash investment in property, plant and equipment in the second quarter of 2021 was$113 million , compared to$150 million in the first quarter of 2021. Depreciation in both the second and first quarters of 2021 was$134 million . Cash and cash equivalents and short-term and long-term investments as ofJune 30, 2021 were$2,479 million , compared to$1,933 million as ofMarch 31, 2021 . The increase in the second quarter of 2021 was mainly due to cash flow generated during the quarter. Our cash on hand that is not used for ongoing operations is generally invested in bank deposits as well as liquid securities that bear fixed and floating rates. 67 -------------------------------------------------------------------------------- Table of Contents Our principal sources of short-term liquidity are our cash on hand, existing cash investments, liquid securities and available credit facilities, primarily our$2.3 billion unsecured syndicated revolving credit facility entered into inApril 2019 ("RCF"). The RCF agreement provides for two separate tranches, a$1.15 billion tranche A and a$1.15 billion tranche B. Tranche A has a maturity date ofApril 8, 2022 , of which an amount of$1.065 billion was extended twice, initially toApril 8, 2023 and then toApril 8, 2024 . Tranche B has a maturity date ofApril 8, 2024 . Loans and letters of credit will be available from time to time under each tranche for Teva's general corporate purposes. The RCF contains certain covenants, including certain limitations on incurring liens and indebtedness and maintenance of certain financial ratios, including the requirement to maintain compliance with a net debt to EBITDA ratio, which becomes more restrictive over time. The net debt to EBITDA ratio limit was 5.50x throughJune 30, 2021 , gradually declines to 5.00x in the third and fourth quarters of 2021, 4.50x in the first and second quarters of 2022, and continues to gradually decline over the remaining term of the RCF to 3.50x in the first quarter of 2023. The RCF can be used for general corporate purposes, including repaying existing debt. As ofJune 30, 2021 , no amounts were outstanding under the RCF. DuringJuly 2021 ,$500 million was drawn down under the RCF. Based on current and forecasted results, we expect that we will not exceed the financial covenant thresholds set forth in the RCF within one year from the date the financial statements are issued. Under specified circumstances, including non-compliance with any of the covenants described above and the unavailability of any waiver, amendment or other modification thereto, we will not be able to borrow under the RCF. Additionally, violations of the covenants, under the above-mentioned circumstances, would result in an event of default in all borrowings under the RCF and, when greater than a specified threshold amount as set forth in each series of senior notes is outstanding, could lead to an event of default under our senior notes due to cross acceleration provisions. We expect that we will continue to have sufficient cash resources to support our debt service payments and all other financial obligations within one year from the date that the financial statements are issued. Debt Balance and Movements As ofJune 30, 2021 , our debt was$25,132 million , compared to$24,986 million as ofMarch 31, 2021 . This increase was mainly due to exchange rate fluctuations. InJuly 2021 , we repaid$1,475 million of our 2.2% senior notes at maturity. Our debt as ofJune 30, 2021 was effectively denominated in the following currencies: 65% inU.S. dollars, 32% in euros and 3% in Swiss francs. The portion of total debt classified as short-term as ofJune 30, 2021 was 14%, compared to 11% as ofMarch 31, 2021 . Our financial leverage was 69% as ofJune 30, 2021 and as ofMarch 31, 2021 . Our average debt maturity was approximately 5.3 years as ofJune 30, 2021 , compared to 5.6 years as ofMarch 31, 2021 . Total Equity Total equity was$11,311 million as ofJune 30, 2021 , compared to$10,975 million as ofMarch 31, 2021 . This increase was mainly due to net income of$221 million and a positive impact of$79 million from exchange rate fluctuations. Exchange rate fluctuations affected our balance sheet, as approximately 56% of our net assets in the second quarter of 2021 (including both non-monetary and monetary assets) were in currencies other than theU.S. dollar. When compared toMarch 31, 2021 , changes in currency rates had a positive impact of$79 million on our equity as ofJune 30, 2021 , mainly due to the changes in value against theU.S. dollar of: the Japanese yen by 7%, the Swiss franc by 4%, the euro by 3%, the Croatian kuna by 3%, the Polish zloty by 2% and the Chilean peso by 2%. All comparisons are on a quarter-end to quarter-end basis. Cash Flow We seek to continually improve the efficiency of our working capital management. From time to time, as part of our cash management activities, we may make decisions in our commercial and supply chain activities which may drive an acceleration of receivable payments from customers or deceleration of payments to vendors, having the effect of increasing or decreasing cash from operations in an individual period. Such decisions had no material impact on our year-to-date operating cash flow measurement, but may impact quarter-to-quarter results. 68 -------------------------------------------------------------------------------- Table of Contents Cash flow generated from operating activities during the second quarter of 2021 was$218 million , compared to$273 million in the second quarter of 2020. The decrease in the second quarter of 2021 was mainly due to favorable collection of payments from customers in the second quarter of 2020, which resulted from increased sales in the first quarter of 2020. During the second quarter of 2021, we generated free cash flow of$625 million , which we define as comprising$218 million in cash flow generated from operating activities,$405 million in beneficial interest collected in exchange for securitized accounts receivables and$115 million in proceeds from divestitures of businesses and other assets, partially offset by$113 million in cash used for capital investment. During the second quarter of 2020, we generated free cash flow of$582 million , comprising$273 million in cash flow generated from operating activities,$401 million in beneficial interest collected in exchange for securitized accounts receivables and$39 million in proceeds from sale of property, plant and equipment and intangible assets, partially offset by$131 million in cash used for capital investment. The increase in the second quarter of 2021 resulted mainly from higher proceeds from divestitures of businesses and other assets, partially offset by lower cash flow from operating activities. Dividends We have not paid dividends on our ordinary shares or ADSs sinceDecember 2017 . Commitments In addition to financing obligations under short-term debt and long-term senior notes and loans, debentures and convertible debentures, our major contractual obligations and commercial commitments include leases, royalty payments, contingent payments pursuant to acquisition agreements and participation in joint ventures associated with R&D activities. InAugust 2020 , we entered into a partnership agreement with biopharmaceutical company Alvotech for the exclusive commercialization in theU.S. of five biosimilar product candidates. The initial pipeline for this partnership contains biosimilar candidates addressing multiple therapeutic areas, including a proposed biosimilar to Humira ® . Under this agreement, Alvotech is responsible for the development, registration and supply of the biosimilar product candidates and Teva will exclusively commercialize the products inthe United States . We paid an upfront payment in the third quarter of 2020 and additional upfront and milestone payments in the second quarter of 2021 that were recorded as R&D expenses. Additional development and commercial milestone payments of up to$450 million , as well as royalty payments, may be payable by Teva over the next few years. Teva and Alvotech will share profit from the commercialization of these biosimilars. InMarch 2021 , Abbvie sued Alvotech for allegedly misappropriating confidential information relating to Humira ® . Alvotech has disputed these claims. In addition, there is pending patent litigation between Abbvie and Alvotech. InSeptember 2016 , we entered into a collaborative agreement with Regeneron to develop and commercialize Regeneron's pain medication product, fasinumab. We share in the global commercial rights to this product with Regeneron (excludingJapan ,Korea and nine other Asian countries), as well as ongoing associated R&D costs of approximately$1 billion . We made an upfront payment of$250 million to Regeneron in the third quarter of 2016 and additional payments for achievement of development milestones in an aggregate amount of$120 million were paid during 2017 and 2018. The agreement stipulates additional development and commercial milestone payments of up to$2,230 million , as well as future royalties. For information regarding fasinumab, see "-North America Segment -Product Launches and Pipeline" above. InOctober 2016 , we entered into a collaborative agreement with Celltrion to commercialize Truxima ® and Herzuma ® , two biosimilar products for theU.S. and Canadian markets. We paid Celltrion$160 million , of which we received an aggregate credit of$60 million as ofMarch 31, 2021 . We share the profit from the commercialization of these products with Celltrion. These two products, Truxima and Herzuma, were approved by the FDA in November andDecember 2018 , respectively and were launched inthe United States inNovember 2019 andMarch 2020 , respectively. No additional milestone payments are expected. We are committed to pay royalties to owners of know-how, partners in alliances and certain other arrangements, and to parties that financed R&D at a wide range of rates as a percentage of sales of certain products, as defined in the agreements. In some cases, the royalty period is not defined; in other cases, royalties will be paid over various periods not exceeding 20 years. 69 -------------------------------------------------------------------------------- Table of Contents In connection with certain development, supply and marketing, and research and collaboration or services agreements, we are required to indemnify, in unspecified amounts, the parties to such agreements against third-party claims relating to (i) infringement or violation of intellectual property or other rights of such third party; or (ii) damages to users of the related products. Except as described in our financial statements, we are not aware of any material pending action that may result in the counterparties to these agreements claiming such indemnification. 2021 Aggregated Contractual Obligations There have not been any material changes in our assessment of material contractual obligations and commitments as set forth in Item 7 of our Annual Report on Form 10-K for the year endedDecember 31, 2020 . Supplemental Non-GAAP Income Data We utilize certain non-GAAP financial measures to evaluate performance, in conjunction with other performance metrics. The following are examples of how we utilize the non-GAAP measures:
• our management and Board of Directors use the
non-GAAP
measures to evaluate our operational performance, to compare against work
plans and budgets, and ultimately to evaluate the performance of management; • our annual budgets are prepared on a non-GAAP basis; and
• senior management's annual compensation is derived, in part, using these
non-GAAP
measures. While qualitative factors and judgment also affect annual
bonuses, the principal quantitative element in the determination of such
bonuses is performance targets tied to the work plan, which is based on
the non-GAAP presentation set forth below.
Non-GAAP
financial measures have no standardized meaning and accordingly have limitations in their usefulness to investors. We provide such non-GAAP data because management believes that such data provide useful information to investors. However, investors are cautioned that, unlike financial measures prepared in accordance withU.S. GAAP, non-GAAP measures may not be comparable with the calculation of similar measures for other companies. These non-GAAP financial measures are presented solely to permit investors to more fully understand how management assesses our performance. The limitations of using non-GAAP financial measures as performance measures are that they provide a view of our results of operations without including all events during a period and may not provide a comparable view of our performance to other companies in the pharmaceutical industry. Investors should consider non-GAAP financial measures in addition to, and not as replacements for, or superior to, measures of financial performance prepared in accordance with GAAP. In arriving at our non-GAAP presentation, we exclude items that either have a non-recurring impact on the income statement or which, in the judgment of our management, are items that, either as a result of their nature or size, could, were they not singled out, potentially cause investors to extrapolate future performance from an improper base. In addition, we also exclude equity compensation expenses to facilitate a better understanding of our financial results, since we believe that such exclusion is important for understanding the trends in our financial results and that these expenses do not affect our business operations. While not all inclusive, examples of these items include: • amortization of purchased intangible assets;
• legal settlements and/or loss contingencies, due to the difficulty in
predicting their timing and scope;
• impairments of long-lived assets, including intangibles, property, plant
and equipment and goodwill;
• restructuring expenses, including severance, retention costs, contract
cancellation costs and certain accelerated depreciation expenses
primarily related to the rationalization of our plants or to certain
other strategic activities, such as the realignment of R&D focus or other
similar activities; • acquisition- or divestment- related items, including changes in contingent consideration, integration costs, banker and other professional fees, inventory step-up and in-process R&D acquired in development arrangements; • expenses related to our equity compensation; • significant one-time financing costs and marketable securities investment valuation gains/losses; • unusual tax items; 70
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Table of Contents • other awards or settlement amounts, either paid or received;
• other exceptional items that we believe are sufficiently large that their
exclusion is important to facilitate an understanding of trends in our
financial results, such as impacts due to changes in accounting,
significant costs for remediation of plants, such as inventory write-offs
or related consulting costs, or other unusual events; and • corresponding tax effects of the foregoing items. 71
-------------------------------------------------------------------------------- Table of Contents The following tables present supplemental non-GAAP data, inU.S. dollar, which we believe facilitates an understanding of the factors affecting our business. In these tables, we exclude the following amounts: The following table presents the GAAP measures, related non-GAAP adjustments and the corresponding non-GAAP amounts for the applicable periods:
Three Months Ended
U.S. $ and
shares in millions (except per share amounts)
GAAP Excluded for non-GAAP measurement Non-GAAP Costs related to Amortization Legal Impairment regulatory of purchased settlements of long actions Other intangible and loss lived Restructuring taken in Equity Contingent non-GAAP Other assets contingencies assets costs facilities compensation consideration items* items Net revenues 3,910 3,910 Cost of sales 2,037 148 8 6 50 1,826 Gross profit 1,873 148 8 6 50 2,084 Gross profit margin 47.9 % 53.3 % R&D expenses 248 5 243 S&M expenses 615 25 8 582 G&A expenses 242 11 231 Other income (43 ) (37 ) (6 ) Legal settlements and loss contingencies 6 6 - Other assets impairments, restructuring and other items 28 32 (13 ) (19 ) 28 - Intangible assets impairments 195 195 - Operating income (loss) 582 173 6 226 (13 ) 8 29 (19 ) 42 1,034 Financial expenses, net 274 34 240 Income (loss) before income taxes 308 173 6 226 (13 ) 8 29 (19 ) 42 34 794 Income taxes 98 (36 ) 133 Share in (profits) losses of associated companies - net (11 ) (3 ) (8 ) Net income (loss) 221 173 6 226 (13 ) 8 29 (19 ) 42 (5 ) 669 Net income (loss) attributable to non-controlling interests 14 (3 ) 18 Net income (loss) attributable to Teva 207 173 6 226 (13 ) 8 29 (19 ) 42 (8 ) 651 EPS - Basic 0.19 0.40 0.59 EPS - Diluted 0.19 0.40 0.59 The non-GAAP diluted weighted average number of shares was 1,109 million for the three months endedJune 30, 2021 . Non-GAAP income taxes for the three months endedJune 30, 2021 were 17% on pre-tax non-GAAP income. * Other non-GAAP
items include other exceptional items that we believe are sufficiently large
that their exclusion is important to facilitate an understanding of trends in
our financial results, such as certain accelerated depreciation expenses and
inventory write offs, primarily related to the rationalization of our plants and other unusual events. 72
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Table of Contents Three Months Ended June 30, 2020 U.S. $ and shares in millions (except per share amounts) GAAP Excluded for non-GAAP measurement Non-GAAP Costs related to Amortization Legal Impairment regulatory of purchased settlements of long Other actions Other intangible and loss lived R&D Restructuring taken in Equity Contingent non-GAAP Other assets contingencies assets expenses costs facilities compensation consideration items* items Net revenues 3,870 3,870 Cost of sales 2,107 219 6 6 16 1,859 Gross profit 1,763 219 6 6 16 2,011 Gross profit margin 45.5 % 52.0 % R&D expenses 225 (13 ) 5 233 S&M expenses 597 30 8 559 G&A expenses 264 11 8 245 Other income (9 ) (4 ) (6 ) Legal settlements and loss contingencies 13 13 - Other assets impairments, restructuring and other items 381 277 33 76 (6 ) - Intangible assets impairments 120 120 - Operating income (loss) 173 249 13 396 (13 ) 33 6 30 76 14 979 Financial expenses, net 223 (5 ) 229 Income (loss) before income taxes (51 ) 249 13 396 (13 ) 33 6 30 76 14 (5 ) 751 Income taxes (104 ) (231 ) 128 Net income (loss) 53 249 13 396 (13 ) 33 6 30 76 14 (237 ) 623 Net income (loss) attributable to non-controlling interests (87 ) (105 ) 19 Net income (loss) attributable to Teva 140 249 13 396 (13 ) 33 6 30 76 14 (342 ) 605 EPS - Basic 0.13 0.42 0.55 EPS - Diluted 0.13 0.42 0.55 The non-GAAP diluted weighted average number of shares was 1,100 million for the three months endedJune 30, 2020 . Non-GAAP income taxes for the three months endedJune 30, 2020 were 17% on pre-tax non-GAAP income. * Other non-GAAP
items include other exceptional items that we believe are sufficiently large
that their exclusion is important to facilitate an understanding of trends in
our financial results, such as certain accelerated depreciation expenses and
inventory write offs, primarily related to the rationalization of our plants and other unusual events. 73
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Table of Contents Six Months Ended June 30, 2021 U.S. $ and shares in millions (except per share amounts) GAAP Excluded for non-GAAP measurement Non-GAAP Costs related to Amortization Legal Impairment regulatory of purchased settlements of long actions Other intangible and loss -lived Restructuring taken in Equity Contingent non-GAAP Other assets contingencies assets costs facilities compensation consideration items* items Net revenue 7,892 7,892 Cost of sales 4,141 363 13 12 91 3,663 Gross profit 3,750 363 13 12 91 4,228 Gross profit margin 47.5 % 53.6 % R&D expenses 501 10 5 487 S&M expenses 1,200 52 18 - 1,131 G&A expenses 532 21 0 510 Other (income) expense (48 ) (37 ) (11 ) Legal settlements and loss contingencies 110 110 - Other assets impairments, restructuring and other items 165 80 69 (16 ) 33 - Intangible assets impairment 274 274 - Operating income (loss) 1,015 414 110 354 69 13 60 (16 ) 92 2,111 Financial expenses, net 564 98 467 Income (loss) before income taxes 451 414 110 354 69 13 60 (16 ) 92 98 1,644 Income taxes 159 (120 ) 280 Share in (profits) losses of associated companies - net (14 ) (1 ) (13 ) Net income (loss) 306 414 110 354 69 13 60 (16 ) 92 (24 ) 1,377 Net income (loss) attributable to non-controlling interests 21 (6 ) 28 Net income (loss) attributable to Teva 284 414 110 354 69 13 60 (16 ) 92 (30 ) 1,350 EPS - Basic 0.26 0.97 1.23 EPS - Diluted 0.26 0.96 1.22 The non-GAAP diluted weighted average number of shares was 1,108 million for the six months endedJune 30, 2021 . Non-GAAP income taxes for the six months endedJune 30, 2021 were 17% on pre-tax non-GAAP income. * Other non-GAAP
items include other exceptional items that we believe are sufficiently large
that their exclusion is important to facilitate an understanding of trends in
our financial results, such as certain accelerated depreciation expenses and
inventory write offs, primarily related to the rationalization of our plants and other unusual events. 74
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Table of Contents Six months ended June 30, 2020 U.S. $ and shares in millions (except per share amounts) GAAP Excluded for non-GAAP measurement Non-GAAP Costs related to Amortization Legal Impairment regulatory of purchased settlements of long- actions Other intangible and loss lived Restructuring taken in Equity Contingent non-GAAP Other assets contingencies assets costs facilities compensation consideration items* items Net revenue 8,227 8,227 Cost of sales 4,402 443 11 12 32 3,905 Gross profit 3,826 443 11 12 32 4,322 Gross profit margin 46.5 % 52.5 % R&D expenses 446 9 (17 ) 454 S&M expenses 1,210 64 17 1,129 G&A expenses 567 21 12 535 Other (income) expense (22 ) (3 ) (19 ) Legal settlements and loss contingencies (12 ) (12 ) - Other assets impairments, restructuring and other items 502 352 73 83 (5 ) - Intangible assets impairment 768 768 - Operating income (loss) 364 507 (12 ) 1,121 73 11 60 83 18 - 2,223 Financial expenses, net 448 6 442 Income (loss) before income taxes (84 ) 507 (12 ) 1,121 73 11 60 83 18 6 1,781 Income taxes (163 ) (465 ) 303 Net income (loss) attributtible to Teva 78 507 (12 ) 1,121 73 11 60 83 18 (460 ) 1,478 Net income (loss) attributable to non-controlling interests (131 ) (169 ) 38 Net income (loss) 209 507 (12 ) 1,121 73 11 60 83 18 (629 ) 1,440 EPS - Basic 0.19 1.32 EPS - Diluted 0.19 1.31 The non-GAAP diluted weighted average number of shares was 1,098 million for the six months endedJune 30, 2020 . Non-GAAP income taxes for the six months endedJune 30, 2021 were 17% on pre-tax non-GAAP income. * Other non-GAAP
items include other exceptional items that we believe are sufficiently large
that their exclusion is important to facilitate an understanding of trends in
our financial results, such as certain accelerated depreciation expenses and
inventory write offs, primarily related to the rationalization of our plants and other unusual events. 75
-------------------------------------------------------------------------------- Table of Contents Non-GAAP Tax Rate Non-GAAP income taxes in the second quarter of 2021 were$133 million , or 17%, on pre-tax non-GAAP income of$794 million . Non-GAAP income taxes in the second quarter of 2020 were$128 million , or 17%, on pre-tax non-GAAP income of$751 million . Our non-GAAP tax rate in the second quarter of 2021 was mainly affected by the mix of products we sold and interest expense disallowance. Non-GAAP income taxes in the first six months of 2021 were$280 million , or 17%, on pre-tax non-GAAP income of$1,644 million . Non-GAAP income taxes in the first six months of 2020 were$303 million , or 17%, on pre-tax non-GAAP income of$1,781 million . We expect our annual non-GAAP tax rate for 2021 to be between 17% to 18%, similar to our non-GAAP tax rate for 2020, which was 17%. Off-Balance Sheet Arrangements Except for securitization transactions, which are disclosed in note 10(f) to our consolidated financial statements included in our Annual Report on Form 10-K for the year endedDecember 31, 2020 , we do not have any material off-balance sheet arrangements. Critical Accounting Policies For a summary of our significant accounting policies, see note 1 to our consolidated financial statements and "Critical Accounting Policies" included in our Annual Report on Form 10-K for the year endedDecember 31, 2020 . Recently Issued Accounting Pronouncements See note 1 to our consolidated financial statements.
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