Jazz Pharmaceuticals plc (a merger of Jazz Pharmaceuticals, Inc. and Azur Pharma plc) is an American global biopharmaceutical company with a focus on oncology and neuroscience. It was founded in 2003 in California, United States and is now headquartered in Dublin, Ireland. One of the company's considerable products is the United States Food and Drug Administration (FDA) approved drug Xyrem (sodium oxybate), the sodium salt of the naturally occurring neurotransmitter γ-Hydroxybutyric acid (GHB).3Wikipedia text CC BY-SA 4.0
Jazz Pharmaceuticals plc (a merger of Jazz Pharmaceuticals, Inc. and Azur Pharma plc) is an American global biopharmaceutical company with a focus on oncology and neuroscience. It was founded in 2003 in California, United States and is now headquartered in Dublin, Ireland.3
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Revenue8910117$4.3B in 2025+97% since 2019Operating income8910117-$430.2M in 2025Net income8910117-$356.1M in 2025
Revenue1213$1.2B in Q2 FY2026+13% since Q1 FY2026Operating income1213$248.2M in Q2 FY2026−26% since Q1 FY2026Net income1213$192.8M in Q2 FY2026−34% since Q1 FY2026
Every line of the income statement as filed: the last 3 fiscal years, latest first.7
Period ending
2025-12-31
2024-12-31
2023-12-31
Total revenues
$4.3B
$4.1B
$3.8B
Cost of product sales (excluding amortization of acquired developed technologies)
$503.3M
$445.7M
$435.6M
Selling, general and administrative
$1.8B
$1.4B
$1.3B
Research and development
$782.7M
$884.0M
$849.7M
Intangible asset amortization
$654.7M
$627.3M
$608.3M
Acquired in-process research and development
$947.9M
$10.0M
$19.0M
Total operating expenses
$4.7B
$3.4B
$3.3B
Income (loss) from operations
-$430.2M
$716.6M
$578.6M
Interest expense, net
-$195.1M
-$238.1M
-$289.4M
Foreign exchange gain (loss)
-$2.6M
-$8.2M
$8.8M
Income (loss) before income tax benefit and equity in loss of investees
-$627.9M
$470.4M
$297.9M
Income tax benefit
-$272.4M
-$91.4M
-$119.9M
Equity in loss of investees
$732.0K
$1.7M
$3.0M
Net income (loss)
-$356.1M
$560.1M
$414.8M
Basic (in dollars per share)
-$5.84
$9.06
$6.55
Diluted (in dollars per share)
-$5.84
$8.65
$6.10
Weighted-average ordinary shares used in per share calculations - basic (in shares)
61.0M shares
61.8M shares
63.3M shares
Weighted-average ordinary shares used in per share calculations - diluted (in shares)
61.0M shares
66.0M shares
72.1M shares
No quarter-by-quarter statement was filed.
Total assets148910117$11.7B in 2025+110% since 2019Shareholders’ equity910117$4.3B in 2025+39% since 2019Cash148910117$1.4B in 2025+118% since 2019Long-term debt148910117$4.3B in 2025+175% since 2019
Total assets1213$11.1B in Q2 FY2026−5% since Q1 FY2025Shareholders’ equity1213$4.8B in Q2 FY2026+11% since Q1 FY2025Cash1213$1.6B in Q2 FY2026+16% since Q1 FY2025Long-term debt1213$3.3B in Q2 FY2026−23% since Q1 FY2025
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.7
Period ending
2025-12-31
2024-12-31
2023-12-31
2022-12-31
Cash and cash equivalents
$1.4B
$2.4B
Investments
$1.1B
$580.0M
Accounts receivable, net of allowances of $17,294 and $32,691 at December 31, 2025 and 2024, respectively
$830.7M
$716.8M
Inventories
$417.0M
$480.4M
Prepaid expenses
$152.5M
$177.4M
Other current assets
$324.0M
$261.5M
Total current assets
$4.2B
$4.6B
Property, plant and equipment, net
$199.9M
$173.4M
Operating lease assets
$58.9M
$53.6M
Intangible assets, net
$4.4B
$4.8B
Goodwill
$1.8B
$1.7B
Deferred tax assets, net
$869.1M
$560.2M
Deferred financing costs
$7.5M
$9.5M
Other non-current assets
$99.0M
$114.5M
Total assets
$11.7B
$12.0B
Accounts payable
$122.1M
$77.9M
Accrued liabilities
$1.0B
$910.9M
Current portion of long-term debt
$1.0B
$31.0M
Income taxes payable
$56.4M
$18.8M
Total current liabilities
$2.2B
$1.0B
Long-term debt, less current portion
$4.3B
$6.1B
Operating lease liabilities, less current portion
$50.9M
$38.9M
Deferred tax liabilities, net
$594.5M
$676.7M
Other non-current liabilities
$124.5M
$86.6M
Ordinary shares, nominal value $0.0001 per share; 300,000 shares authorized; 61,435 and 60,631 shares issued and outstanding at December 31, 2025 and 2024, respectively
$6.0K
$6.0K
Non-voting euro deferred shares, 0.01 par value per share; 4,000 shares authorized, issued and outstanding at both December 31, 2025 and 2024
$55.0K
$55.0K
Capital redemption reserve
$473.0K
$473.0K
Additional paid-in capital
$4.2B
$3.9B
Accumulated other comprehensive loss
-$568.6M
-$947.7M
Retained earnings
$646.2M
$1.1B
Total shareholders equity
$4.3B
$4.1B
$3.7B
$3.1B
Total liabilities and shareholders equity
$11.7B
$12.0B
Accounts receivable, allowances
$17.3M
$32.7M
Ordinary shares, nominal value (in dollars per share)
$0.00
$0.00
Ordinary shares, authorized (in shares)
300.0M shares
300.0M shares
Ordinary shares, issued (in shares)
61.4M shares
60.6M shares
Ordinary shares, outstanding (in shares)
61.4M shares
60.6M shares
Non-voting euro deferred shares, par value (in euros per share)
0.01 EUR
0.01 EUR
Non-voting euro deferred shares, authorized (in shares)
4.0M shares
4.0M shares
Non-voting euro deferred shares, issued (in shares)
4.0M shares
4.0M shares
Non-voting euro deferred shares, outstanding (in shares)
4.0M shares
4.0M shares
Period ending
2025-12-31
2024-12-31
2023-12-31
2022-12-31
Cash and cash equivalents
$1.4B
$2.4B
Investments
$1.1B
$580.0M
Accounts receivable, net of allowances of $17,294 and $32,691 at December 31, 2025 and 2024, respectively
$830.7M
$716.8M
Inventories
$417.0M
$480.4M
Prepaid expenses
$152.5M
$177.4M
Other current assets
$324.0M
$261.5M
Total current assets
$4.2B
$4.6B
Property, plant and equipment, net
$199.9M
$173.4M
Operating lease assets
$58.9M
$53.6M
Intangible assets, net
$4.4B
$4.8B
Goodwill
$1.8B
$1.7B
Deferred tax assets, net
$869.1M
$560.2M
Deferred financing costs
$7.5M
$9.5M
Other non-current assets
$99.0M
$114.5M
Total assets
$11.7B
$12.0B
Accounts payable
$122.1M
$77.9M
Accrued liabilities
$1.0B
$910.9M
Current portion of long-term debt
$1.0B
$31.0M
Income taxes payable
$56.4M
$18.8M
Total current liabilities
$2.2B
$1.0B
Long-term debt, less current portion
$4.3B
$6.1B
Operating lease liabilities, less current portion
$50.9M
$38.9M
Deferred tax liabilities, net
$594.5M
$676.7M
Other non-current liabilities
$124.5M
$86.6M
Ordinary shares, nominal value $0.0001 per share; 300,000 shares authorized; 61,435 and 60,631 shares issued and outstanding at December 31, 2025 and 2024, respectively
$6.0K
$6.0K
Non-voting euro deferred shares, 0.01 par value per share; 4,000 shares authorized, issued and outstanding at both December 31, 2025 and 2024
$55.0K
$55.0K
Capital redemption reserve
$473.0K
$473.0K
Additional paid-in capital
$4.2B
$3.9B
Accumulated other comprehensive loss
-$568.6M
-$947.7M
Retained earnings
$646.2M
$1.1B
Total shareholders equity
$4.3B
$4.1B
$3.7B
$3.1B
Total liabilities and shareholders equity
$11.7B
$12.0B
Accounts receivable, allowances
$17.3M
$32.7M
Ordinary shares, nominal value (in dollars per share)
$0.00
$0.00
Ordinary shares, authorized (in shares)
300.0M shares
300.0M shares
Ordinary shares, issued (in shares)
61.4M shares
60.6M shares
Ordinary shares, outstanding (in shares)
61.4M shares
60.6M shares
Non-voting euro deferred shares, par value (in euros per share)
0.01 EUR
0.01 EUR
Non-voting euro deferred shares, authorized (in shares)
4.0M shares
4.0M shares
Non-voting euro deferred shares, issued (in shares)
4.0M shares
4.0M shares
Non-voting euro deferred shares, outstanding (in shares)
4.0M shares
4.0M shares
Cash from operations8910117$1.4B in 2025+75% since 2019Capital spending8910117$58.8M in 2025+46% since 2019Free cash flow8910117$1.3B in 2025+76% since 2019Share buybacks8910117$125.0M in 2025−59% since 2019
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.7
Period ending
2025-12-31
2024-12-31
2023-12-31
Net income (loss)
-$356.1M
$560.1M
$414.8M
Acquired in-process research and development
$947.9M
$10.0M
$19.0M
Intangible asset amortization
$654.7M
$627.3M
$608.3M
Share-based compensation
$291.1M
$248.0M
$226.8M
Acquisition accounting inventory fair value step-up adjustment
$147.9M
$135.0M
$151.4M
Depreciation
$41.6M
$32.8M
$30.4M
Non-cash interest expense
$32.5M
$22.0M
$22.4M
Provision for losses on accounts receivable and inventory
$19.1M
$27.8M
$11.1M
Deferred tax benefit
-$445.0M
-$208.3M
-$260.2M
Impairment of property, plant and equipment
$0
$0
$61.0M
Other non-cash transactions
$3.1M
$18.0M
$11.3M
Accounts receivable
-$106.3M
-$21.1M
-$51.9M
Inventories
-$86.0M
-$45.5M
-$13.4M
Prepaid expenses and other assets
$29.0M
-$22.1M
-$127.1M
Accounts payable
$39.9M
-$20.1M
$9.6M
Accrued liabilities
$77.1M
$86.2M
-$23.2M
Income taxes payable
$37.2M
-$14.7M
$25.2M
Other liabilities
$28.0M
-$39.3M
-$23.6M
Net cash provided by operating activities
$1.4B
$1.4B
$1.1B
Acquisition of investments
-$1.8B
-$1.3B
-$390.1M
Asset acquisition, net of cash acquired
-$858.1M
$0
$0
Acquisition of intangible assets
-$108.5M
$0
$0
Purchases of property, plant and equipment
-$58.8M
-$38.1M
-$24.0M
Acquired in-process research and development
-$42.5M
-$10.0M
-$19.0M
Proceeds from sale of an asset
$28.2M
$0
$0
Proceeds from maturity of investments
$1.4B
$845.0M
$270.0M
Net cash used in investing activities
-$1.5B
-$508.2M
-$163.1M
Repayments of long-term debt
-$781.0M
-$31.0M
-$31.0M
Share repurchases
-$125.0M
-$311.4M
-$269.8M
Payment of employee withholding taxes related to share-based awards
-$75.2M
-$57.8M
-$51.0M
Proceeds from employee equity incentive and purchase plans
$107.9M
$20.6M
$46.5M
Repayment of 2024 Notes
$0
-$575.0M
$0
Payment of debt modification costs
$0
-$5.7M
$0
Net proceeds from issuance of 2030 Notes
$0
$980.8M
$0
Net cash provided by (used in) financing activities
-$873.4M
$20.5M
-$305.3M
Effect of exchange rates on cash and cash equivalents
$6.6M
-$1.7M
$1.1M
Net increase (decrease) in cash and cash equivalents
Jazz Pharmaceuticals sits at the top of its group. 20 entities, 8 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Jazz Pharmaceuticals
FMR LLCFiled SCHEDULE 13G on Jazz Pharmaceuticals, latest Aug 6, 2026 (2 filings since Feb 9, 2022)
Chimerix, Inc. Subsidiary · Delaware, United States
Gentium S.r.l. Subsidiary · Italy
GW Pharmaceuticals Limited Subsidiary · United Kingdom
Jazz Capital Limited Subsidiary · Ireland
Jazz Financing Holdings Limited Subsidiary · Ireland
Jazz Financing I DAC Subsidiary · Ireland
Jazz Financing Lux S.à.r.l Subsidiary · Luxembourg
Jazz Investments Europe Limited Subsidiary · Malta
Jazz Investments I Limited Subsidiary · Bermuda
Jazz Pharmaceuticals (United States) Subsidiary · United States
Jazz Pharmaceuticals International Limited Subsidiary · Ireland
Jazz Pharmaceuticals Ireland Limited Subsidiary · Ireland
Jazz Pharmaceuticals Operations UK Limited Subsidiary · United Kingdom
Jazz Pharmaceuticals Research UK Limited Subsidiary · United Kingdom
Jazz Pharmaceuticals Therapeutics, Inc. Subsidiary · Delaware, United States
Jazz Pharmaceuticals UK Holdings Limited Subsidiary · United Kingdom
Jazz Pharmaceuticals UK Limited Subsidiary · United Kingdom
Jazz Securities DAC Subsidiary · Ireland
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; subsidiaries, stakes and holdings from Wikidata (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Jazz Pharmaceuticals reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Our corporate headquarters are located in Dublin, Ireland, and our U.S. operations are located in Palo Alto, California, Carlsbad, California, Philadelphia, Pennsylvania and Durham, North Carolina. In addition to our owned manufacturing and development facilities and our leased administrative, manufacturing and development facilities, we also have dedicated growing facilities operated by contract partners. The following table contains information about our significant properties as of December 31, 2025:
Type · Location · Approximate Square Feet · Lease / Contract Expiration Date
In addition, we have offices in Japan, Australia, France and elsewhere in Europe.
We believe that our existing properties are in good condition and suitable for the conduct of our business. As we continue to expand our operations, we may need to lease additional or alternative facilities.
On 18 February 2010, the FDA accepted a new drug application for JZP-6 (Sodium oxybate) for the treatment of Fibromyalgia. In the following December, a new patent was issued for Sodium Oxybate.
On September 19, 2011, Jazz Pharmaceuticals merged with Irish Azur Pharma plc to form Jazz Pharmaceuticals plc. The Azur Pharma seat in Dublin became the headquarters of the combined company. Azur Pharma had been marketing specialty pharmaceutical products in the central nervous system (CNS) and women's health areas with US operations in Philadelphia.
On 26 April 2012, the company acquired EUSA Pharma for $650 million (plus $50 million in milestone payments). In September, the company sold its Women's Health business to Meda for $95 million. In December, the company began clinical trial of intravenous Erwinaze in patients with Acute Lymphoblastic Leukemia.
In January 2014, the company announced it would acquire the rare disease drug developer Gentium SpA and its lead product Defitelio for $1 billion.
In May 2016, the company announced it would acquire Alizé Pharma II for $20.5 million. At the end of the same month, the company announced its then largest acquisition, with the purchase of Celator Pharmaceuticals for $1.5 billion. As a result, Jazz obtained the rights to breakthrough therapy Vyxeos (liposomal daunorubicin and cytarabine) for treatment of acute myeloid leukemia.
From Wikidata.1 The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Acquisitions
2010–2019
On 18 February 2010, the FDA accepted a new drug application for JZP-6 (Sodium oxybate) for the treatment of Fibromyalgia. In the following December, a new patent was issued for Sodium Oxybate.
On September 19, 2011, Jazz Pharmaceuticals merged with Irish Azur Pharma plc to form Jazz Pharmaceuticals plc. The Azur Pharma seat in Dublin became the headquarters of the combined company. Azur Pharma had been marketing specialty pharmaceutical products in the central nervous system (CNS) and women's health areas with US operations in Philadelphia.
On 26 April 2012, the company acquired EUSA Pharma for $650 million (plus $50 million in milestone payments). In September, the company sold its Women's Health business to Meda for $95 million. In December, the company began clinical trial of intravenous Erwinaze in patients with Acute Lymphoblastic Leukemia.
In January 2014, the company announced it would acquire the rare disease drug developer Gentium SpA and its lead product Defitelio for $1 billion.
Read the full text
In May 2016, the company announced it would acquire Alizé Pharma II for $20.5 million. At the end of the same month, the company announced its then largest acquisition, with the purchase of Celator Pharmaceuticals for $1.5 billion. As a result, Jazz obtained the rights to breakthrough therapy Vyxeos (liposomal daunorubicin and cytarabine) for treatment of acute myeloid leukemia.
In August 2019, the company announced it would acquire Cavion Inc. for up to $310 million.
2020–present
In January 2021, Jazz announced it would acquire cannabis-focused medicinal drug company GW Pharmaceuticals for US$7.2 billion. This acquisition added the medication Epidiolex (cannabidiol), developed to treat severe epilepsy syndromes, to the company's portfolio.
In November 2025, Jazz Pharmaceuticals announced positive results from its Phase 3 trial for its cancer drug, Ziihera, a potential treatment for advanced gastroesophageal cancer.
Acquisition history
The following is an illustration of the company's mergers, acquisitions, spin-offs and historical predecessors:
Feb 25, 2025Reported quarterly or annual results88
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
566 filings to the SEC since October 2021: 10 annual reports, 15 quarterly reports, 66 major events, 298 insider forms, 17 large holders, 160 other. The latest 20:
153 open-market trades by officers, directors and large owners since October 2021: 3 buys and 150 sales. Grants, option exercises and gifts are left out.
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).
SEC filer profile
How Jazz Pharmaceuticals is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).15
Risk factors and legal proceedings
The risks Jazz Pharmaceuticals names in Item 1A of its 10-K filed Feb 24, 2026: 49 risks under these headings, as written.15
Risks Related to Our Lead Products and Product Candidates
Our inability to maintain revenues from our oxybate franchise would have a material adverse effect on our business, financial condition, results of operations and growth prospects.
The introduction of new products in the U.S. market that compete with, or otherwise disrupt the market for, our oxybate products has adversely affected and may continue to adversely affect sales of our oxybate products.
The distribution and sale of our oxybate products are subject to significant regulatory restrictions, including the requirements of a REMS and safety reporting requirements, and these regulatory and safety requirements subject us to risks and uncertainties, any of which could negatively impact sales of Xywav and Xyrem.
Our inability to maintain or increase sales of Epidiolex/Epidyolex would have a material adverse effect on our business, financial condition, results of operations and growth prospects.
While we expect Xywav and Epidiolex/Epidyolex to remain our largest products, our success also depends on our ability to effectively commercialize our other existing products and potential future products.
We face substantial competition from other companies, including companies with larger sales organizations and more experience working with large and diverse product portfolios, and competition from generic drugs.
Recent executive and judicial changes and flux in the regulatory landscape creates uncertainty for us and our industry.
Adequate coverage and reimbursement from third party payors may not be available for our products and we may be unable to successfully contract for coverage from PBMs and other organizations; conversely, to secure coverage from these organizations, we may be required to pay rebates or other discounts or other restrictions to reimbursement, either of which could diminish our sales or adversely affect our ability to sell our products profitably.
The pricing of pharmaceutical products has come under increasing scrutiny as part of a global trend toward healthcare cost containment and resulting changes in healthcare law and policy, including changes to Medicare, may impact our business in ways that we cannot currently predict, which could have a material adverse effect on our business and financial condition.
In addition to access, coverage and reimbursement, the commercial success of our products depends upon their market acceptance by physicians, patients, third party payors and the medical community.
Delays or problems in the supply of our products for sale or for use in clinical trials, loss of our single source suppliers or failure to comply with manufacturing regulations could materially and adversely affect our business, financial condition, results of operations and growth prospects.
The other 38 risks
Global trade issues and changes in and uncertainties with respect to trade policies and export regulations, including import and export license requirements, trade sanctions, tariffs and international trade disputes, could increase our costs, reduce the competitiveness of our products and otherwise have a material adverse effect on our business, financial condition, results of operations and growth prospects.
Risks Related to Growth of Our Product Portfolio and Research and Development
We may not realize the anticipated benefits from our acquisition of Chimerix.
Our future success depends on our ability to successfully obtain and maintain regulatory approvals for our late-stage product candidates and, if approved, to successfully launch and commercialize those product candidates.
We may not be able to successfully identify and acquire or in-license additional products or product candidates to grow our business, and, even if we are able to do so, we may otherwise fail to realize the anticipated benefits of these transactions.
Conducting clinical trials is costly and time-consuming, and the outcomes are uncertain. A failure to prove that our product candidates are safe and effective in clinical trials, or to generate data in clinical trials to support expansion of the therapeutic uses for our existing products, could materially and adversely affect our business, financial condition, results of operations and growth prospects.
Risks Related to Our Intellectual Property
It is difficult and costly to protect our proprietary rights, and we may not be able to ensure their protection.
We have incurred, and may in the future incur, substantial costs as a result of litigation or other proceedings relating to patents, other intellectual property rights and related matters, and we may be unable to protect our rights to, or commercialize, our products.
With respect to our products and product candidates targeting rare indications, relevant regulatory exclusivities such as orphan drug exclusivity or pediatric exclusivity may not be granted or, if granted, may be limited.
Other Risks Related to Our Business and Industry
We have substantially expanded our international footprint and operations, and we may expand further in the future, which subjects us to a variety of risks and complexities which, if not effectively managed, could negatively affect our business.
Significant disruptions of information technology systems or data security incidents could adversely affect our business.
Our adoption of AI technologies introduces new risks and uncertainties.
We are subject to significant ongoing regulatory obligations and oversight, which may subject us to civil or criminal proceedings, investigations, or penalties and may result in significant additional expense and limit our ability to commercialize our products.
FDA and Equivalent Non-U.S. Regulatory Authorities
Other Regulatory Authorities
Disruptions at FDA, the SEC and other government agencies and regulatory authorities including due to a reduction in such agencies’ workforces, inadequate funding or the current and potential future government shutdowns, could prevent those agencies from performing normal functions on which our business relies, which could negatively impact our business.
If we fail to comply with our reporting and payment obligations under the Medicaid Drug Rebate Program or other governmental pricing programs, we could be subject to additional reimbursement requirements, penalties, sanctions and fines, which could have a material adverse effect on our business, financial condition, results of operations and growth prospects.
Product liability and product recalls could harm our business.
We and our Third-Party Manufacturers or Suppliers use hazardous materials in our manufacturing facilities, and any claims relating to the improper handling, storage, release or disposal of these materials could be time-consuming and expensive.
Risks Related to Controlled Substances
Xyrem and Xywav are controlled substances and certain product candidates we are developing may be subject to U.S. federal and state controlled substance laws and regulations, and our failure to comply with these laws and regulations, or the cost of compliance with these laws and regulations, could materially and adversely affect our business, results of operations, financial condition and growth prospects.
Our ability to research, develop and commercialize Epidiolex/Epidyolex is dependent on our ability to maintain licenses relating to the cultivation, possession and supply of botanical cannabis, a controlled substance.
Controlled substance legislation differs between countries and legislation in certain countries may restrict or limit our ability to sell Epidyolex.
Risks Related to Our Financial Condition and Results
We have incurred substantial debt, which could impair our flexibility and access to capital and adversely affect our financial position, and our business would be adversely affected if we are unable to service our debt obligations.
Covenants in the Amended Credit Agreement and indenture governing our Secured Notes restrict our business and operations in many ways and if we do not effectively manage our covenants, our financial conditions and results of operations could be adversely affected.
To continue to grow our business, we will need to commit substantial resources, which could result in future losses or otherwise limit our opportunities or affect our ability to operate and grow our business.
We have significant intangible assets and goodwill. Consequently, the future impairment of our intangible assets and goodwill may significantly impact our profitability.
Our financial results have been and may continue to be adversely affected by foreign currency exchange rate fluctuations.
Changes in our effective tax rates could adversely affect our business and financial condition, results of operations and growth prospects.
Changes to tax laws relating to multinational corporations could adversely affect us.
The IRS may not agree with the conclusion that we should be treated as a foreign corporation for U.S. federal tax purposes.
Our ability to use NOLs and carryforward tax losses to offset potential taxable income is limited under applicable law and could be subject to further limitations if we do not generate taxable income in a timely manner or if certain “ownership change” provisions of applicable law result in further limitations.
Risks Related to Our Ordinary Shares
The market price of our ordinary shares has been volatile and is likely to continue to be volatile in the future, and the value of your investment could decline significantly.
We are subject to Irish law, which differs from the laws in effect in the U.S. and may afford less protection to holders of our securities.
Our articles of association, Irish law, the Amended Credit Agreement and the indentures governing our Secured Notes and Exchangeable Senior Notes contain provisions that could delay or prevent a takeover of us by a third party.
Future sales and issuances of our ordinary shares, securities convertible into or exercisable or exchangeable for our ordinary shares or rights to purchase ordinary shares or convertible or exchangeable securities could result in additional dilution of the percentage ownership of our shareholders and could cause our share price to decline.
We have never declared or paid dividends on our capital stock and we do not anticipate paying dividends in the foreseeable future.
General Risk Factors
If we fail to attract, retain and motivate members of our executive management team and key personnel, our operations and our future growth may be adversely affected.
Our workforce initiatives could expose us to the risk of litigation or investigations, resulting in injunctions, penalties, or reputational harm.
Our business and operations could be negatively affected if we become subject to shareholder activism or hostile bids, which could cause us to incur significant expense, hinder execution of our business strategy and impact our stock price.
Legal proceedings
The information required to be set forth under this Item 3 is incorporated by reference to Note 13, Commitments and Contingencies—Legal Proceedings of the Notes to Consolidated Financial Statements, included in Part IV of this Annual Report on Form 10‑K.
