0001367644-23-000088 | 10-Q | XBRL Viewer | Emergent Biosolutions INC

Inventories, net (Tables)

3 Months Ended

Mar. 31, 2023

Inventories, net consisted of the following:


	March 31, 2023		December 31, 2022
Raw materials and supplies	$	148.9	$	143.4
Work-in-process	122.1		116.2
Finished goods	96.9		92.2
Total inventories, net	$	367.9	$	351.8

Stock-based compensation and stockholders' equity - Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 1,383.0	$ 1,619.0
Other comprehensive loss before reclassifications	(4.5)	5.4
Amounts reclassified from accumulated other comprehensive income (loss)	2.4	1.4
Total other comprehensive income (loss), net of tax	(2.1)	6.8
Ending balance	1,202.6	1,575.3
Total
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	3.1	(16.1)
Total other comprehensive income (loss), net of tax	(2.1)	6.8
Ending balance	1.0	(9.3)
Defined Benefit Pension Plan
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	3.5	(4.0)
Other comprehensive loss before reclassifications	0.0	0.0
Amounts reclassified from accumulated other comprehensive income (loss)	0.0	0.0
Total other comprehensive income (loss), net of tax	0.0	0.0
Ending balance	3.5	(4.0)
Derivative Instruments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	6.2	(4.5)
Other comprehensive loss before reclassifications	(4.4)	4.9
Amounts reclassified from accumulated other comprehensive income (loss)	2.4	1.4
Total other comprehensive income (loss), net of tax	(2.0)	6.3
Ending balance	4.2	1.8
Foreign Currency Translation Adjustments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(6.6)	(7.6)
Other comprehensive loss before reclassifications	(0.1)	0.5
Amounts reclassified from accumulated other comprehensive income (loss)	0.0	0.0
Total other comprehensive income (loss), net of tax	(0.1)	0.5
Ending balance	$ (6.7)	$ (7.1)

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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+ Details

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (183.0)	$ (3.7)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment	(0.1)	0.5
Unrealized gains (losses) on hedging activities	(2.0)	6.3
Total other comprehensive income (loss), net of tax	(2.1)	6.8
Comprehensive income (loss), net of tax	$ (185.1)	$ 3.1

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Restructuring costs - Narrative (Details) - 2023 Restructuring Plan $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Restructuring Cost and Reserve [Line Items]
Number of positions eliminated, percent	5.00%
Restructuring charges	$ 9.7

Leases

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Leases

The Company is the lessee for operating leases for offices, R&D facilities and manufacturing facilities. The Company determines if an arrangement is a lease at inception. Operating leases are included in right-of-use assets and liabilities. For a discussion of lessor activities, see Note 13, "Revenue recognition".

The components of lease expense were as follows:


	Three Months Ended March 31,
	2023		2022
Operating lease cost:
Amortization of right-of-use assets	$	1.1	$	1.4
Interest on lease liabilities	0.2		0.3
Total operating lease cost	$	1.3	$	1.7

Operating lease costs are reflected as components of cost of product sales, cost of contract development and manufacturing, R&D expense and selling, general and administrative expense.

Supplemental balance sheet information related to lessee activities is as follows:


Leases	Classification	March 31, 2023			December 31, 2022
Operating lease right-of-use assets	Other assets	$	15.5		$	19.4

Operating lease liabilities, current portion	Other current liabilities	$	3.4		$	5.8
Operating lease liabilities	Other liabilities	13.0			14.8
Total operating lease liabilities		$	16.4		$	20.6

Operating leases:
Weighted average remaining lease term (years)		6.6			5.9
Weighted average discount rate		4.1		%	4.1		%

Segment Information - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Depreciation:
Total	$ 17.6	$ 16.6
Segment Reconciling Items
Depreciation:
Total	1.7	1.4
Products
Depreciation:
Total	8.0	7.4
Services
Depreciation:
Total	$ 7.9	$ 7.8

Income taxes	3 Months Ended
Income taxes	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income taxes	Income taxes The estimated effective annual tax rate for the years ended December 31, 2023 and 2022, excluding the impact of discrete adjustments, was (13)% and 25%, respectively. The decrease in the estimated effective annual tax rate is primarily due to a valuation allowance charge. The Company recorded a discrete tax expense of $0.0 million for the three months ended March 31, 2023, and $0.4 million for the three months ended March 31, 2022. The discrete tax expense in 2023 was due to share-based compensation activity which was entirely offset by a valuation allowance charge. The net discrete expense in 2022 was primarily due to share-based compensation activity and return to provision adjustments. The Company establishes valuation allowances for deferred income tax assets in accordance with U.S. GAAP, which provides that such valuation allowances shall be established unless realization of the income tax benefits is more likely than not. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. At each reporting period, the Company considers the scheduled reversal of deferred tax liabilities and assets, available taxes in carryback periods, tax planning strategies and projected future taxable income in making this assessment. In 2022, the Company determined that it was more likely than not that certain deferred tax assets would not be realized due to reductions in estimates of future profitability and disclosure related to substantial doubt about the Company's ability to continue as a going concern. Accordingly, the Company recorded an additional valuation allowance charge of $65.2 million in calculating the estimated annual tax rate for the year ended December 31, 2023.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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+ Details

Intangible assets and goodwill (Tables)

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

The following table summarizes the Company's Intangible assets, net:


	Weighted Average Useful Life in Years	March 31, 2023						December 31, 2022
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount (1)		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Products	13.6	$	849.1	$	240.2	$	608.9	$	982.1	$	253.3	$	728.8
Customer relationships	0.0	28.6		28.6		—		28.6		28.6		—
CDMO	0.0	5.5		5.5		—		5.5		5.5		—
Total intangible assets		$	883.2	$	274.3	$	608.9	$	1,016.2	$	287.4	$	728.8

(1) The net carrying value of intangible assets as of March 31, 2023 excluded $102.9 million of assets related to our travel health business, which were reclassified as assets held for sale in anticipation of the sale of the travel health business to Bavarian Nordic (see Note 3, "Assets and liabilities held for sale").

Schedule of Goodwill

The table below summarizes the changes in the carrying amount of goodwill by reportable segment:


	Products (1)		Services (2)		Total



Balance at December 31, 2022	$	218.2	$	—	$	218.2


Balance at March 31, 2023	$	218.2	$	—	$	218.2

(1) Amounts for the Company's Products segment include gross carrying values of $259.9 million as of March 31, 2023 and December 31, 2022 and accumulated impairment losses of $41.7 million.

(2) Amounts for the Company's Services segment include gross carrying values of $6.7 million as of March 31, 2023, December 31, 2022, and accumulated impairment losses of $6.7 million.

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
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-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=121556970&loc=SL108378252-109267

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 2
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 55
-Paragraph 24
-URI https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

+ Details

Stock-based compensation and stockholders' equity - Narrative (Details) - USD ($) shares in Millions, $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Nov. 11, 2022	Nov. 11, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options granted (in shares)	0.3
Nonvested options forfeited (in shares)	0.2
Stock repurchase program, authorized amount				$ 250.0
Stock repurchased during period, value		$ 52.2
Treasury Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock repurchased during period, value		$ 52.2	$ 187.9
Stock repurchased during period, shares (in shares)		1.1	4.4
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity instruments other than options granted (in shares)	0.6
Equity instruments other than options, forfeited in period (in shares)	0.2
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity instruments other than options granted (in shares)	0.1
Target payout percentage	100.00%
Award vesting period	3 years
Tranche One \| Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage	33.33%
Tranche One \| Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage	33.33%
Tranche Two \| Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage	33.33%
Tranche Two \| Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage	33.33%
Tranche Three \| Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage	33.33%
Tranche Three \| Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage	33.33%

Income taxes (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
Income taxes (Details) - USD ($) $ in Millions	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Income Taxes [Line Items]
Effective annual tax rate				25.00%
Discrete tax expense (benefits)	$ 0.0	$ 0.4
Forecast
Income Taxes [Line Items]
Effective annual tax rate			(13.00%)
Valuation allowance, deferred tax asset, increase, amount			$ 65.2

Revenue recognition - Contract Liabilities (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Change in Contract With Customer, Liability [Roll Forward]
Beginning of period	$ 31.7
Deferral of revenue	5.0
Revenue recognized	(18.7)
End of period	$ 18.0

Stock-based compensation and stockholders' equity (Tables)

3 Months Ended

Mar. 31, 2023

Stockholders' Equity Note [Abstract]

Share-based Payment Arrangement, Expensed and Capitalized, Amount

Stock-based compensation expense, net of forfeitures was recorded in the following financial statement line items:


	Three Months Ended March 31,
	2023		2022
Cost of product sales	$	1.4	$	1.7
Cost of CDMO	0.3		0.4
R&D	0.7		1.1
Selling, general and administrative	4.4		6.7
Total stock-based compensation expense	$	6.8	$	9.9

Schedule of Accumulated Other Comprehensive Income (Loss)

The following table includes changes in accumulated other comprehensive income (loss), net of tax by component:


	Defined Benefit Pension Plan		Derivative Instruments		Foreign Currency Translation Adjustments		Total

Balance at December 31, 2022	$	3.5	$	6.2	$	(6.6)	$	3.1
Other comprehensive loss before reclassifications	—		(4.4)		(0.1)		(4.5)
Amounts reclassified from accumulated other comprehensive income (loss)	—		2.4		—		2.4
Net current period other comprehensive loss	—		(2.0)		(0.1)		(2.1)
Balance at March 31, 2023	$	3.5	$	4.2	$	(6.7)	$	1.0







Balance at December 31, 2021	$	(4.0)	$	(4.5)	$	(7.6)	$	(16.1)
Other comprehensive income before reclassifications	—		4.9		0.5		5.4
Amounts reclassified from accumulated other comprehensive income (loss)	—		1.4		—		1.4
Net current period other comprehensive income	—		6.3		0.5		6.8
Balance at March 31, 2022	$	(4.0)	$	1.8	$	(7.1)	$	(9.3)

Comprehensive Income (Loss)

The table below presents the tax effects related to each component of other comprehensive income (loss):


	Three Months Ended March 31,
	2023						2022
	Pretax		Tax Expense		Net of tax		Pretax		Tax Expense		Net of tax

Derivative instruments	$	(2.6)	$	0.6	$	(2.0)	$	8.6	$	(2.3)	$	6.3
Foreign currency translation adjustments	(0.1)		—		(0.1)		0.7		(0.2)		0.5
Total adjustments	$	(2.7)	$	0.6	$	(2.1)	$	9.3	$	(2.5)	$	6.8

Debt (Tables)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of Debt

The table below presents the components of the Company’s debt:


	March 31, 2023		December 31, 2022
Senior secured credit agreement - Term loan due 2023	$	354.4	$	362.8
Senior secured credit agreement - Revolver loan due 2023	598.0		598.0
3.875% Senior Unsecured Notes due 2028	450.0		450.0
Other	3.0		3.0
Total debt	$	1,405.4	$	1,413.8

Unamortized debt issuance costs	(7.0)		(8.0)
Less: Current portion of long-term debt, net	(950.7)		(957.3)
Non-current portion of debt, net	$	447.7	$	448.5

Summary of significant accounting policies (Policies)

3 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Basis of presentation and consolidation

The accompanying unaudited condensed consolidated financial statements include the accounts of Emergent and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements included herein have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC.

All adjustments contained in the accompanying unaudited condensed consolidated financial statements are of a normal recurring nature and are necessary to present fairly the financial position of the Company as of March 31, 2023. Interim results are not necessarily indicative of results that may be expected for any other interim period or for an entire year.

Pre-launch inventory

Within our Products segment, costs relating to raw materials and production of inventory in preparation for product launch prior to regulatory approval are capitalized when the review process has progressed to a point where objective and persuasive evidence exists that regulatory approval is probable, the future economic benefit is expected to be realized, and we believe that material uncertainties related to the ultimate regulatory approval have been significantly reduced. Pre-launch inventory is recorded to research and development expense unless these criteria are met. For pre-launch inventory that is capitalized, we consider a number of specific facts and circumstances, including the product candidate’s current status in the drug development and regulatory approval process, results from related clinical trials, results from meetings with relevant regulatory agencies prior to the filing of regulatory applications, potential obstacles to the approval process, historical experience, viability of commercialization and market trends. This policy is not applicable to pre-launch inventory purchased to satisfy a performance obligation related to a CDMO contract as CDMO pre-launch inventory may be capitalized if it has future economic benefit based on the terms of the contract.

Fair value measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, an exit price, in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value include:


Level 1 —			Observable inputs for identical assets or liabilities such as quoted prices in active markets;
Level 2 —			Inputs other than quoted prices in active markets that are either directly or indirectly observable; and
Level 3 —			Unobservable inputs in which little or no market data exists, which are therefore developed by the Company using estimates and assumptions that reflect those that a market participant would use.

On a recurring basis, the Company measures and records money market funds (Level 1), interest-rate swap arrangements and time deposits (Level 2) and contingent purchase consideration (Level 3) using fair value measurements in the accompanying financial statements. The carrying amounts of the Company's short-term financial instruments, which include cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. The carrying amounts of the Company’s long-term variable interest rate debt arrangements (Level 2) approximate their fair values.

Derivatives

The valuation of the interest rate swaps is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each interest rate swap. This analysis reflects the contractual terms of the interest rate swaps, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. We incorporate credit valuation adjustments in the fair value measurements to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk. These credit valuation adjustments were not significant inputs for the fair value calculations for the periods presented. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as the posting of collateral, thresholds, mutual puts and guarantees. The valuation of interest rate swaps fall into Level 2 in the fair value hierarchy.

Segment Information

The Company reports segment information based on the internal reporting used by management for making decisions and assessing performance. We manage our business with a focus on two reportable segments. Our Products segment, which includes the Anthrax - MCM products, NARCAN products, Smallpox - MCM products and Other products, and our Services segment consisting of our CDMO services. The Company evaluates the performance of these reportable segments based on revenue and Adjusted Gross Margin, which is a non-GAAP financial measure. Segment revenue includes external customer sales, but it does not include inter-segment services. The Company defines Adjusted Gross Margin as segment revenue less segment cost of sales reduced for significant events, inventory step-up provisions and changes in fair value of contingent consideration. The Company does not allocate research and development, selling, general and administrative costs, amortization of intangibles assets, interest and other income (expense) or taxes to operating segments in the management reporting reviewed by the chief operating decision maker ("CODM"). The accounting policies for segment reporting are the same as for the Company as a whole.

- Definition

Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost.

+ References + Details

Restructuring costs - Schedule of Restructuring Reserve by Type of Cost (Details) - 2023 Restructuring Plan $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Restructuring Reserve [Roll Forward]
Beginning balance	$ 0.0
Accruals	9.7
Cash payments	(2.3)
Ending balance	7.4
Employee transition
Restructuring Reserve [Roll Forward]
Beginning balance	0.0
Accruals	0.3
Cash payments	(0.2)
Ending balance	0.1
Severance payments
Restructuring Reserve [Roll Forward]
Beginning balance	0.0
Accruals	8.7
Cash payments	(2.0)
Ending balance	6.7
Employee benefits
Restructuring Reserve [Roll Forward]
Beginning balance	0.0
Accruals	0.7
Cash payments	(0.1)
Ending balance	$ 0.6

Property, plant and equipment, net (Tables)

3 Months Ended

Mar. 31, 2023

Property Plant and Equipment Income Statement Disclosures [Abstract]

Property, plant and equipment

Property, plant and equipment, net consisted of the following:


	March 31, 2023		December 31, 2022
Land and improvements	$	31.9	$	54.9
Buildings, building improvements and leasehold improvements	305.7		327.9
Furniture and equipment	515.5		567.5
Software	64.8		65.6
Construction-in-progress	174.1		185.5
Property, plant and equipment, gross	$	1,092.0	$	1,201.4
Less: Accumulated depreciation & amortization	(375.2)		(383.8)
Total property, plant and equipment, net	$	716.8	$	817.6

Assets and liabilities held for sale - Narrative (Details)	3 Months Ended
	Jun. 30, 2023 employee
Travel Health Business \| Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Forecast
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of employees expected to join Bavarian Nordic	280

Leases (Tables)

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Lease, Cost

The components of lease expense were as follows:


	Three Months Ended March 31,
	2023		2022
Operating lease cost:
Amortization of right-of-use assets	$	1.1	$	1.4
Interest on lease liabilities	0.2		0.3
Total operating lease cost	$	1.3	$	1.7

Schedule of Leases Supplemental Balance Sheets

Supplemental balance sheet information related to lessee activities is as follows:


Leases	Classification	March 31, 2023			December 31, 2022
Operating lease right-of-use assets	Other assets	$	15.5		$	19.4

Operating lease liabilities, current portion	Other current liabilities	$	3.4		$	5.8
Operating lease liabilities	Other liabilities	13.0			14.8
Total operating lease liabilities		$	16.4		$	20.6

Operating leases:
Weighted average remaining lease term (years)		6.6			5.9
Weighted average discount rate		4.1		%	4.1		%

Stock-based compensation and stockholders' equity

3 Months Ended

Mar. 31, 2023

Stockholders' Equity Note [Abstract]

Stock-based compensation and stockholders' equity

Stock-based compensation

During the three months ended March 31, 2023, the Company granted stock options to purchase 0.3 million shares of common stock, 0.6 million restricted stock units and 0.1 million performance stock units under the Emergent BioSolutions Inc. Stock Incentive Plan. Performance stock units are presented at the target payout percentage of 100% of target shares granted. Typically, the stock options and restricted stock unit grants vest over three equal annual installments beginning on the day prior to the anniversary of the grant date. The performance stock units settle in stock at the end of the three-year performance period based on the Company's results compared to the performance criteria. During the three months ended March 31, 2023 0.2 million shares of restricted stock units and 0.2 million of stock options were forfeited prior to the completion of the applicable vesting requirements or expiration. Additionally, an immaterial amount of performance stock units were forfeited during the three months ended March 31, 2023, as the award targets were not achieved.

Stock-based compensation expense, net of forfeitures was recorded in the following financial statement line items:


	Three Months Ended March 31,
	2023		2022
Cost of product sales	$	1.4	$	1.7
Cost of CDMO	0.3		0.4
R&D	0.7		1.1
Selling, general and administrative	4.4		6.7
Total stock-based compensation expense	$	6.8	$	9.9

2021 Share Repurchase Program

On November 11, 2021, the Company announced that its Board of Directors authorized a stock repurchase program of up to an aggregate of $250.0 million of Common Stock ("the Share Repurchase Program"). The Share Repurchase Program expired on November 11, 2022. The Company utilized $187.9 million to purchase 4.4 million shares as of the program's expiration date. During the three months ended March 31, 2022, the Company utilized $52.2 million to purchase 1.1 million shares. Repurchased shares are available for use in connection with the Company's stock plans and for other corporate purposes.

Accumulated other comprehensive income (loss), net of tax

The following table includes changes in accumulated other comprehensive income (loss), net of tax by component:


	Defined Benefit Pension Plan		Derivative Instruments		Foreign Currency Translation Adjustments		Total

Balance at December 31, 2022	$	3.5	$	6.2	$	(6.6)	$	3.1
Other comprehensive loss before reclassifications	—		(4.4)		(0.1)		(4.5)
Amounts reclassified from accumulated other comprehensive income (loss)	—		2.4		—		2.4
Net current period other comprehensive loss	—		(2.0)		(0.1)		(2.1)
Balance at March 31, 2023	$	3.5	$	4.2	$	(6.7)	$	1.0







Balance at December 31, 2021	$	(4.0)	$	(4.5)	$	(7.6)	$	(16.1)
Other comprehensive income before reclassifications	—		4.9		0.5		5.4
Amounts reclassified from accumulated other comprehensive income (loss)	—		1.4		—		1.4
Net current period other comprehensive income	—		6.3		0.5		6.8
Balance at March 31, 2022	$	(4.0)	$	1.8	$	(7.1)	$	(9.3)

The table below presents the tax effects related to each component of other comprehensive income (loss):


	Three Months Ended March 31,
	2023						2022
	Pretax		Tax Expense		Net of tax		Pretax		Tax Expense		Net of tax

Derivative instruments	$	(2.6)	$	0.6	$	(2.0)	$	8.6	$	(2.3)	$	6.3
Foreign currency translation adjustments	(0.1)		—		(0.1)		0.7		(0.2)		0.5
Total adjustments	$	(2.7)	$	0.6	$	(2.1)	$	9.3	$	(2.5)	$	6.8

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

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-Name Accounting Standards Codification
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-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Derivative instruments and hedging activities - Derivative Designated as Cash Flow Hedges (Details) - Designated as Hedging Instrument - Interest Rate Swaps	Mar. 31, 2023 USD ($) instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of Instruments \| instrument	7
Notional \| $	$ 350,000,000.0

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 430.2	$ 642.6
Accounts receivable, net	155.9	158.4
Inventories, net	367.9	351.8
Prepaid expenses and other current assets	41.7	57.9
Assets held for sale	225.6	0.0
Total current assets	1,221.3	1,210.7
Property, plant and equipment, net	716.8	817.6
Intangible assets, net	608.9	728.8
Goodwill	218.2	218.2
Other assets	184.6	191.3
Total assets	2,949.8	3,166.6
Current liabilities:
Accounts payable	124.2	103.5
Accrued expenses	21.3	34.9
Accrued compensation	56.8	88.3
Debt, current portion	950.7	957.3
Other current liabilities	25.2	45.9
Liabilities held for sale	37.5	0.0
Total current liabilities	1,215.7	1,229.9
Debt, net of current portion	447.7	448.5
Deferred tax liability	59.7	71.8
Other liabilities	24.1	33.4
Total liabilities	1,747.2	1,783.6
Stockholders' equity:
Preferred stock, $0.001 par value; 15.0 shares authorized, no shares issued or outstanding	0.0	0.0
Common stock, $0.001 par value; 200.0 shares authorized, 56.0 and 55.7 shares issued; 50.4 and 50.1 shares outstanding, respectively	0.1	0.1
Treasury stock, at cost, 5.6 and 5.6 common shares, respectively	(227.7)	(227.7)
Additional paid-in capital	878.2	873.5
Accumulated other comprehensive income, net	1.0	3.1
Retained earnings	551.0	734.0
Total stockholders’ equity	1,202.6	1,383.0
Total liabilities and stockholders’ equity	$ 2,949.8	$ 3,166.6

Restructuring costs (Tables)

3 Months Ended

Mar. 31, 2023

Restructuring and Related Activities [Abstract]

Schedule of Restructuring Reserve by Type of Cost

The following table provides the components of and changes in the Company's restructuring accrual during the three months ended March 31, 2023:


	Employee Transition		Severance Payments		Employee Benefits		Total
Balance at December 31, 2022	$	—	$	—	$	—	$	—
Accruals	0.3		8.7		0.7		9.7
Cash payments	(0.2)		(2.0)		(0.1)		(2.3)

Balance at March 31, 2023	$	0.1	$	6.7	$	0.6	$	7.4

Restructuring and Related Costs

The following table presents the total restructuring costs associated with the Company’s segments as well as unallocated corporate and research and development ("R&D") charges for the three months ended March 31, 2023:


	Three Months Ended March 31, 2023
Products	$	2.0
Services	—
Total restructuring costs by segment	2.0
Corporate	5.0
R&D	2.7
Total restructuring costs	$	9.7

The following table presents the total restructuring costs, by function, for the three months ended March 31, 2023:


	Three Months Ended March 31, 2023
Employee transition	$	0.3
Severance payments	8.7
Employee benefits	0.7
Total restructuring costs	$	9.7

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating Activities
Net loss	$ (183.0)	$ (3.7)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	6.8	9.9
Depreciation and amortization	34.6	30.9
Change in fair value of contingent obligations, net	1.5	0.5
Amortization of deferred financing costs	1.0	1.0
Deferred income taxes	(8.4)	1.9
Other	0.3	0.6
Changes in operating assets and liabilities:
Accounts receivable	1.8	93.7
Inventories	(29.6)	(50.1)
Prepaid expenses and other assets	(4.5)	(16.6)
Accounts payable	31.0	(14.7)
Accrued expenses and other liabilities	(14.7)	(51.0)
Accrued compensation	(25.3)	(32.2)
Income taxes receivable and payable, net	12.9	(5.5)
Contract liabilities	(8.4)	(2.0)
Net cash used in operating activities	(184.0)	(37.3)
Investing Activities
Purchases of property, plant and equipment	(15.1)	(32.2)
Net cash used in investing activities	(15.1)	(32.2)
Financing Activities
Purchases of treasury stock	0.0	(57.5)
Principal payments on term loan facility	(8.4)	(8.5)
Proceeds from stock-based compensation activity	0.0	0.5
Taxes paid for stock-based compensation activity	(2.1)	(5.0)
Net cash used in financing activities:	(10.5)	(70.5)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(0.2)	(0.3)
Net change in cash, cash equivalents and restricted cash excluding cash classified within assets held for sale	(209.8)	(140.3)
Cash and cash equivalents included in assets held for sale	(2.6)	0.0
Cash, cash equivalents and restricted cash, beginning of period	642.6	576.3
Cash, cash equivalents and restricted cash, end of period	430.2	436.0
Supplemental disclosure of cash flow information:
Cash paid for interest	21.6	11.7
Cash paid for income taxes	16.7	4.8
Supplemental information on non-cash investing and financing activities:
Purchases of property, plant and equipment unpaid at period end	7.8	13.3
Purchases of treasury stock unpaid at period end	0.0	1.3
Reconciliation of cash and cash equivalents and restricted cash at March 31, 2023 and December 31, 2022:
Cash and cash equivalents	430.2
Cash and cash equivalents included in assets held for sale	2.6	$ 0.0
Total	$ 432.8

Debt - Schedule (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022	Aug. 07, 2020
Debt Instrument [Line Items]
Total debt	$ 1,405.4	$ 1,413.8
Unamortized debt issuance costs	(7.0)	(8.0)
Less: Current portion of long-term debt, net	(950.7)	(957.3)
Non-current portion of debt, net	447.7	448.5
Term Loan \| Revolving Credit Facility
Debt Instrument [Line Items]
Total debt	354.4	362.8
Line of Credit
Debt Instrument [Line Items]
Total debt	$ 598.0	$ 598.0
3.875% Senior Unsecured Notes due 2028 \| Senior Notes
Debt Instrument [Line Items]
Stated percentage	3.875%	3.875%	3.875%
Total debt	$ 450.0	$ 450.0	$ 450.0
Other
Debt Instrument [Line Items]
Total debt	$ 3.0	$ 3.0

Summary of significant accounting policies

3 Months Ended

Mar. 31, 2023

Accounting Policies [Abstract]

Summary of significant accounting policies

Basis of presentation and consolidation

Going concern

As of March 31, 2023, there is $598.0 million outstanding on the Revolving Credit Facility (defined below) and $354.4 million on the Term Loan Facility (defined below) that matures in October 2023, which is within one year of the date that the consolidated financial statements are issued for the quarter ended March 31, 2023. The Company determined that there is substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. This evaluation considered the potential mitigating effect of management’s plans that have not been fully implemented. Management may evaluate the mitigating effect of its plans to determine if it is probable that (1) the plans will be effectively implemented within one year after the date the financial statements are issued, and (2) when implemented, the plans will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern.

The Company's plan to alleviate the substantial doubt includes amending its existing Revolving Credit Facility and Term Loan Facility that are due October 2023.

While the Company is in the process of and expects to replace the current credit facility before it matures, management cannot make the assumption that it is probable that the Company will be able to obtain such debt refinancing on commercially reasonable terms or at all until the new credit facility is in place. The Company is currently working with its lenders and expects to refinance the credit facility with revised terms and conditions. The extent to which the Company will be able to affect such refinancing, replacement or maturity extension on terms that are favorable or at all is dependent on a number of uncertain factors, including then-prevailing credit and other market conditions, economic conditions, particularly in the pharmaceutical and biotechnology industry, disruptions or volatility caused by factors such as COVID-19, regional conflicts, inflation, and supply chain disruptions. In addition, rising interest rates could limit our ability to refinance our existing credit facility when it matures or cause us to pay higher interest rates upon refinancing.

As the replacement of the Company’s current debt facility is conditional upon the execution of agreements with new or existing third parties, which are considered outside of the Company’s control, until such time as they are completed, the refinancing cannot be considered to be probable to occur as of the date of this report. The Condensed Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Pre-launch inventory

Significant accounting policies

With the exception of the policy on pre-launch inventory discussed above, there have been no significant changes to the Company's summary of significant accounting policies during the three months ended March 31, 2023, contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC that have materially impacted the presentation of the Company's financial statements.

Fair value measurements


Level 1 —			Observable inputs for identical assets or liabilities such as quoted prices in active markets;
Level 2 —			Inputs other than quoted prices in active markets that are either directly or indirectly observable; and
Level 3 —			Unobservable inputs in which little or no market data exists, which are therefore developed by the Company using estimates and assumptions that reflect those that a market participant would use.

New accounting standards

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board that the Company adopts as of the pronouncement's specified effective date. There were no new accounting pronouncements that were issued or became effective since the issuance of the Company’s 2022 Annual Report on Form 10-K that had, or are expected to have, a material impact on its consolidated financial position, results of operations or cash flows.

Stock-based compensation and stockholders' equity - Tax Effects Related to Each Component of Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Pretax	$ (2.7)	$ 9.3
Tax Expense	0.6	(2.5)
Total other comprehensive income (loss), net of tax	(2.1)	6.8
Derivative Instruments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Pretax	(2.6)	8.6
Tax Expense	0.6	(2.3)
Total other comprehensive income (loss), net of tax	(2.0)	6.3
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Pretax	(0.1)	0.7
Tax Expense	0.0	(0.2)
Total other comprehensive income (loss), net of tax	$ (0.1)	$ 0.5

Derivative instruments and hedging activities - Narrative (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Interest Rate Swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Net deferred losses from accumulated other comprehensive loss	$ 5.9

Fair value measurements - Additional Information (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022	Aug. 07, 2020
Debt Instrument [Line Items]
Business combination, contingent consideration, liability, current	$ 3.4	$ 3.1
3.875% Senior Unsecured Notes due 2028 \| Senior Notes
Debt Instrument [Line Items]
Stated percentage	3.875%	3.875%	3.875%
Long-term debt, fair value	$ 220.6	$ 225.1

Segment Information (Tables)

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Reconciliation of Operating Profit (Loss) from Segments to Consolidated

The following table includes segment revenues and a reconciliation of the Company's segment adjusted gross margin to the consolidated statement of operations for each of the Company's reporting segments:


	Three Months Ended March 31,
	2023		2022
Revenues:
Products	$	143.4	$	237.1
Services	15.2		60.8
Total segment revenues	158.6		297.9
Contracts and grants revenues	6.5		9.6
Total revenues	$	165.1	$	307.5

Less: Cost of sales:
Cost of Products	$	102.9	$	80.3
Cost of Services	52.2		75.6
Total cost of sales	$	155.1	$	155.9

Products gross margin	$	40.5	$	156.8
Services gross margin	$	(37.0)	$	(14.8)
Consolidated gross margin(1)	$	3.5	$	142.0

Adjustments to gross margin:
Products:
Changes in fair value of contingent consideration	$	1.5	$	0.5
Restructuring costs	2.0		—




Products adjusted gross margin	$	44.0	$	157.3
Services adjusted gross margin	$	(37.0)	$	(14.8)
Consolidated adjusted gross margin(2)	$	7.0	$	142.5

Other reconciling items
Contracts and grants revenue	$	6.5	$	9.6
Adjustments to gross margin	(3.5)		(0.5)
Research and development	(40.6)		(46.4)
Selling, general and administrative	(100.5)		(84.8)

Amortization of intangible assets	(17.0)		(14.0)
Interest expense	(17.9)		(8.2)
Other, net	4.9		(2.0)
Loss before income taxes	$	(161.1)	$	(3.8)

(1) Total segment revenues less total cost of sales.
(2) Consolidated gross margin plus adjustments to gross margin.

Schedule of Segment Reporting Information, by Segment

The following table includes depreciation expense for each segment:


	Three Months Ended March 31,
	2023		2022
Depreciation:
Products	$	8.0	$	7.4
Services	7.9		7.8
Other	1.7		1.4
Total	$	17.6	$	16.6

Derivative instruments and hedging activities - Fair Value by Balance Sheet Location (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Interest Rate Swaps \| Designated as Hedging Instrument \| Other Current Assets
Derivatives, Fair Value [Line Items]
Fair Value of Asset Derivatives	$ 5.9	$ 8.5

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2023	May 02, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-33137
Entity Registrant Name	EMERGENT BIOSOLUTIONS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	14-1902018
Entity Address, Address Line One	400 Professional Drive Suite 400
Entity Address, City or Town	Gaithersburg,
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20879
City Area Code	240
Local Phone Number	631-3200
Title of 12(b) Security	Common Stock, Par Value $0.001 per share
Trading Symbol	EBS
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		50,447,918
Entity Central Index Key	0001367644
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1

Property, plant and equipment, net - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Property, plant and equipment, gross	$ 1,092.0	$ 1,201.4
Less: Accumulated depreciation & amortization	(375.2)	(383.8)
Total property, plant and equipment, net	716.8	817.6
Land and improvements
Property, Plant and Equipment [Abstract]
Property, plant and equipment, gross	31.9	54.9
Buildings, building improvements and leasehold improvements
Property, Plant and Equipment [Abstract]
Property, plant and equipment, gross	305.7	327.9
Furniture and equipment
Property, Plant and Equipment [Abstract]
Property, plant and equipment, gross	515.5	567.5
Software
Property, Plant and Equipment [Abstract]
Property, plant and equipment, gross	64.8	65.6
Construction-in-progress
Property, Plant and Equipment [Abstract]
Property, plant and equipment, gross	$ 174.1	$ 185.5

Fair value measurements

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair value measurements

The table below presents information about the Company's assets and liabilities that are regularly measured and carried at fair value and indicates the level within the fair value hierarchy of the valuation techniques the Company utilized to determine fair value:


	March 31, 2023								December 31, 2022
	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Money market accounts	$	176.9	$	176.9	$	—	$	—	$	320.8	$	320.8	$	—	$	—
Time deposits	125.5		—		125.5		—		170.7		—		170.7		—
Derivative instruments	5.9		—		5.9		—		8.5		—		8.5		—
Total	$	308.3	$	176.9	$	131.4	$	—	$	500.0	$	320.8	$	179.2	$	—
Liabilities:
Contingent consideration	$	7.6	$	—	$	—	$	7.6	$	6.8	$	—	$	—	$	6.8

Total	$	7.6	$	—	$	—	$	7.6	$	6.8	$	—	$	—	$	6.8

Contingent consideration

Contingent consideration payments in an asset acquisition not required to be accounted for as derivatives are recognized when the contingency is resolved, and the consideration is paid or becomes payable. Contingent consideration liabilities associated with business combinations are measured at fair value. These liabilities represent an obligation of the Company to transfer additional assets to the selling shareholders and owners if future events occur or conditions are met. These liabilities associated with business combinations are measured at fair value at inception and at each subsequent reporting date. The changes in the fair value are primarily due to the expected amount and timing of future net sales, which are inputs that have no observable market. Any changes in fair value for the contingent consideration liabilities related to the Company’s products are classified in the Company's statement of operations as cost of product sales.

The table below is a reconciliation of the beginning and ending balance of the Company's contingent consideration liability:


	Contingent Consideration
Balance at December 31, 2022	$	6.8
Change in fair value	1.5
Settlements	(0.7)
Balance at March 31, 2023	$	7.6

As of March 31, 2023 and December 31, 2022, the current portion of the contingent consideration liability was $3.4 million and $3.1 million, respectively, and was included in "Other current liabilities" on the Condensed Consolidated Balance Sheets. The non-current portion of the contingent consideration liability is included in "Other liabilities" on the Condensed Consolidated Balance Sheets.

The recurring Level 3 fair value measurement for the Company's contingent consideration liability include the following significant unobservable inputs:

Contingent Consideration Liability

Fair Value as of March 31, 2023

Valuation Technique

Unobservable Input

Range

Royalty based

$7.6 million

Discounted cash flow

Discount rate

9.6%

Probability of payment

25% - 50%

Projected year of payment

2023 - 2028

Derivative instruments

Refer to Note 9, "Derivative instruments and hedging activities" for more information about the Company's derivative instruments.

Non-variable rate debt

As of March 31, 2023 and December 31, 2022, the fair value of the Company's 3.875% Senior Unsecured Notes was $220.6 million and $225.1 million, respectively. The fair value was determined through market sources, which are Level 2 inputs and directly observable. The carrying amounts of the Company’s other long-term variable interest rate debt arrangements approximate their fair values (see Note 10, "Debt").

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Leases - Components of Lease Expense (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating lease cost:
Amortization of right-of-use assets	$ 1.1	$ 1.4
Interest on lease liabilities	0.2	0.3
Total operating lease cost	$ 1.3	$ 1.7

Derivative instruments and hedging activities

3 Months Ended

Mar. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative instruments and hedging activities

Risk management objective of using derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company has entered into interest rate swaps to manage exposures that arise from payments of variable interest rate debt associated with the Company's senior secured credit agreements.

If current fair values of designated interest rate swaps remained static over the next twelve months, the Company would reclassify $5.9 million of net deferred gains from accumulated other comprehensive income into the Condensed Consolidated Statement of Operations over the next twelve-month period. All outstanding cash flow hedges mature in October 2023.

As of March 31, 2023, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk:


	Number of Instruments	Notional
Interest Rate Swaps	7	$350.0

The table below presents the fair value of the Company’s derivative financial instruments designated as hedges as well as their classification on the Condensed Consolidated Balance Sheets:


	Fair Value of Asset Derivatives
		March 31, 2023		December 31, 2022
Interest Rate Swaps	Other Current Assets	$	5.9	$	8.5

The table below presents the effect of cash flow hedge accounting on accumulated other comprehensive income:


	Cumulative Amount of Gain/(Loss) Recognized in OCI on Derivatives				Location of Gain (Loss) Reclassified from Accumulated OCI into Gain (Loss)	Amount of Gain (Loss) Reclassified from Accumulated OCI into Gain (Loss)
						Three Months Ended March 31,
	March 31, 2023		December 31, 2022			2023		2022
Interest Rate Swaps	$	5.9	$	8.5	Interest expense	$	2.4	$	1.4

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	15,000,000.0	15,000,000.0
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	200,000,000.0	200,000,000.0
Common stock, shares issued (in shares)	56,000,000.0	55,700,000
Common stock, shares outstanding (in shares)	50,400,000	50,100,000
Treasury stock (in shares)	5,600,000	5,600,000

Restructuring costs

3 Months Ended

Mar. 31, 2023

Restructuring and Related Activities [Abstract]

Restructuring costs

2023 Organizational Restructuring Plan

In January 2023, the Company initiated an organizational restructuring plan (the “2023 Plan”) intended to reduce operating costs, improve operating margins, and continue advancing the Company’s ongoing commitment to profitable growth. As part of the 2023 Plan, the Company eliminated approximately five percent of its total headcount. The Company incurred approximately $9.7 million in charges in connection with the 2023 Plan during the three months ended March 31, 2023. These charges consist primarily of charges related to employee transition, severance payments and employee benefits. All activities related to the 2023 Plan were substantially completed during the first quarter of 2023. Restructuring costs are recognized as an operating expense within the Condensed Consolidated Statement of Operations and are classified based on the Company's classification policy for each category of operating expense.


	Three Months Ended March 31, 2023
Products	$	2.0
Services	—
Total restructuring costs by segment	2.0
Corporate	5.0
R&D	2.7
Total restructuring costs	$	9.7

The following table presents the total restructuring costs, by function, for the three months ended March 31, 2023:


	Three Months Ended March 31, 2023
Employee transition	$	0.3
Severance payments	8.7
Employee benefits	0.7
Total restructuring costs	$	9.7

The following table provides the components of and changes in the Company's restructuring accrual during the three months ended March 31, 2023:


	Employee Transition		Severance Payments		Employee Benefits		Total
Balance at December 31, 2022	$	—	$	—	$	—	$	—
Accruals	0.3		8.7		0.7		9.7
Cash payments	(0.2)		(2.0)		(0.1)		(2.3)

Balance at March 31, 2023	$	0.1	$	6.7	$	0.6	$	7.4

Intangible assets and goodwill

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible assets and goodwill

The Company's intangible assets consist of products acquired via business combinations or asset acquisitions. The following table summarizes the Company's Intangible assets, net:


	Weighted Average Useful Life in Years	March 31, 2023						December 31, 2022
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount (1)		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Products	13.6	$	849.1	$	240.2	$	608.9	$	982.1	$	253.3	$	728.8
Customer relationships	0.0	28.6		28.6		—		28.6		28.6		—
CDMO	0.0	5.5		5.5		—		5.5		5.5		—
Total intangible assets		$	883.2	$	274.3	$	608.9	$	1,016.2	$	287.4	$	728.8

(1) The net carrying value of intangible assets as of March 31, 2023 excluded $102.9 million of assets related to our travel health business, which were reclassified as assets held for sale in anticipation of the sale of the travel health business to Bavarian Nordic (see Note 3, "Assets and liabilities held for sale").

For the three months ended March 31, 2023 and 2022, the Company recorded amortization expense for intangible assets of $17.0 million, $14.0 million, respectively, which is included in "Amortization of intangible assets" on the Condensed Consolidated Statements of Operations.

The table below summarizes the changes in the carrying amount of goodwill by reportable segment:


	Products (1)		Services (2)		Total



Balance at December 31, 2022	$	218.2	$	—	$	218.2


Balance at March 31, 2023	$	218.2	$	—	$	218.2

(1) Amounts for the Company's Products segment include gross carrying values of $259.9 million as of March 31, 2023 and December 31, 2022 and accumulated impairment losses of $41.7 million.

(2) Amounts for the Company's Services segment include gross carrying values of $6.7 million as of March 31, 2023, December 31, 2022, and accumulated impairment losses of $6.7 million.

The Company has $218.2 million of total goodwill which is attributable to our Products segment. There is the risk of future impairments in our reporting units as any further deterioration in their performance compared to forecast, changes in order volumes or delivery schedules for major customers, as well as any changes in economic forecasts and expected recovery in the biopharmaceutical industry, may require the Company to complete additional impairment tests in future quarters and could result in the reporting unit’s fair value falling below carrying value in subsequent quarters. In the event the Company experiences factors that it believes indicate a decline in fair value, including negative changes to long-term growth rates or if discount rates increase, we may be required to record impairments of goodwill and other identified intangible assets. Further, if the composition of the Company’s reporting unit’s assets and liabilities were to change and result in an increase in the reporting unit’s carrying value, it could lead to additional impairment testing and further impairment losses.

Restructuring costs - Restructuring and Related Costs (Details) - 2023 Restructuring Plan $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 9.7
Total restructuring costs by segment
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2.0
Total restructuring costs by segment \| Products
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2.0
Total restructuring costs by segment \| Services
Restructuring Cost and Reserve [Line Items]
Restructuring charges	0.0
Corporate
Restructuring Cost and Reserve [Line Items]
Restructuring charges	5.0
R&D
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2.7
Employee transition
Restructuring Cost and Reserve [Line Items]
Restructuring charges	0.3
Severance payments
Restructuring Cost and Reserve [Line Items]
Restructuring charges	8.7
Employee benefits
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 0.7

Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Operating Leases
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Other assets	Other assets
Operating lease right-of-use assets	$ 15.5	$ 19.4
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other current liabilities	Other current liabilities
Operating lease liabilities, current portion	$ 3.4	$ 5.8
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other liabilities	Other liabilities
Operating lease liabilities	$ 13.0	$ 14.8
Total operating lease liabilities	$ 16.4	$ 20.6
Operating leases:
Weighted average remaining lease term (years)	6 years 7 months 6 days	5 years 10 months 24 days
Weighted average discount rate	4.10%	4.10%

Intangible assets and goodwill - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 17.0	$ 14.0
Goodwill	$ 218.2		$ 218.2

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Revenue recognition (Tables)

3 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The Company's revenues disaggregated by the major sources were as follows:


	Three Months Ended March 31, 2023						Three Months Ended March 31, 2022
	USG		Non-USG		Total		USG		Non-USG		Total
Product sales, net	$	26.1	$	117.3	$	143.4	$	103.4	$	133.7	$	237.1
CDMO:
Services	—		13.4		13.4		—		51.8		51.8
Leases	—		1.8		1.8		—		9.0		9.0
Total CDMO	$	—	$	15.2	$	15.2	$	—	$	60.8	$	60.8
Contracts and grants	4.9		1.6		6.5		9.1		0.5		9.6
Total revenues	$	31.0	$	134.1	$	165.1	$	112.5	$	195.0	$	307.5

Rollforward of Contract Liabilities

The following table presents the roll forward of the contract liability balances:


	Contract Liabilities
Balance at December 31, 2022	$	31.7
Deferral of revenue	5.0
Revenue recognized	(18.7)
Balance at March 31, 2023	$	18.0

Schedule of Accounts Receivable, Net

Accounts receivable, including unbilled accounts receivable contract assets, consist of the following:


	March 31, 2023		December 31, 2022
Accounts receivable:
Billed	$	106.5	$	102.7
Unbilled	49.8		56.4
Allowance for expected credit losses	(0.4)		(0.7)
Accounts receivable, net	$	155.9	$	158.4

Fair value measurements - Fair Value Level 3 of Significant Unobservable Inputs (Details) $ in Millions	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value	$ 7.6	$ 6.8
Level 3 \| Fair Value, Recurring
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value	$ 7.6
Discounted cash flow \| Level 3 \| Fair Value, Recurring \| Discount rate
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Business combination, contingent consideration, liability, measurement input	0.096
Discounted cash flow \| Level 3 \| Fair Value, Recurring \| Probability of payment \| Minimum
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Business combination, contingent consideration, liability, measurement input	0.25
Discounted cash flow \| Level 3 \| Fair Value, Recurring \| Probability of payment \| Maximum
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Business combination, contingent consideration, liability, measurement input	0.50

Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Millions, $ in Millions	Total	$0.001 Par Value Common Stock	Treasury Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income	Retained Earnings
Beginning balance (in shares) at Dec. 31, 2021		55.1	3.8
Beginning balance at Dec. 31, 2021	$ 1,619.0	$ 0.1	$ (152.2)	$ 829.4	$ (16.1)	$ 957.8
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(3.7)					(3.7)
Share-based compensation activity (in shares)		0.2
Share-based compensation activity	5.4			5.4
Repurchases of stock (in shares)			(1.1)
Repurchases of common stock	(52.2)		$ (52.2)
Other comprehensive loss, net of tax	6.8				6.8
Ending balance (in shares) at Mar. 31, 2022		55.3	4.9
Ending balance at Mar. 31, 2022	$ 1,575.3	$ 0.1	$ (204.4)	834.8	(9.3)	954.1
Beginning balance (in shares) at Dec. 31, 2022	55.7	55.7	5.6
Beginning balance at Dec. 31, 2022	$ 1,383.0	$ 0.1	$ (227.7)	873.5	3.1	734.0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(183.0)					(183.0)
Share-based compensation activity (in shares)		0.3
Share-based compensation activity	4.7			4.7
Other comprehensive loss, net of tax	$ (2.1)				(2.1)
Ending balance (in shares) at Mar. 31, 2023	56.0	56.0	5.6
Ending balance at Mar. 31, 2023	$ 1,202.6	$ 0.1	$ (227.7)	$ 878.2	$ 1.0	$ 551.0

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Summary of significant accounting policies (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Long-term debt	$ 1,405.4	$ 1,413.8
Line of Credit
Debt Instrument [Line Items]
Long-term debt	598.0	598.0
Revolving Credit Facility \| Term Loan
Debt Instrument [Line Items]
Long-term debt	$ 354.4	$ 362.8

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Property, plant and equipment, net

3 Months Ended

Mar. 31, 2023

Property Plant and Equipment Income Statement Disclosures [Abstract]

Property, plant and equipment, net

Property, plant and equipment, net consisted of the following:


	March 31, 2023		December 31, 2022
Land and improvements	$	31.9	$	54.9
Buildings, building improvements and leasehold improvements	305.7		327.9
Furniture and equipment	515.5		567.5
Software	64.8		65.6
Construction-in-progress	174.1		185.5
Property, plant and equipment, gross	$	1,092.0	$	1,201.4
Less: Accumulated depreciation & amortization	(375.2)		(383.8)
Total property, plant and equipment, net	$	716.8	$	817.6

As of March 31, 2023 and December 31, 2022, construction-in-progress primarily included costs incurred related to construction to advance the Company's CDMO capabilities.

Property, plant and equipment, net is stated at cost, less accumulated depreciation and amortization. During the year ended December 31, 2022, the Company recorded accelerated depreciation of $12.7 million reflecting a shortening of the useful life of certain property, plant and equipment which were to be used in the manufacturing process to fulfill the manufacturing services agreement with Janssen (the "Agreement"). For additional information related to the termination of the Agreement, refer to Note 13, "Revenue recognition".

Intangible assets and goodwill - Goodwill Roll Forward (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 218.2	$ 218.2
Products
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	218.2	218.2
Goodwill [Roll Forward]
Goodwill, gross	259.9	259.9
Goodwill, impaired, accumulated impairment loss	41.7	41.7
Services
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	0.0	0.0
Goodwill [Roll Forward]
Goodwill, gross	6.7	6.7
Goodwill, impaired, accumulated impairment loss	$ 6.7	$ 6.7

- Definition

+ References + Details

Assets and liabilities held for sale (Tables)

3 Months Ended

Mar. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations

Assets and liabilities classified as held for sale in the Condensed Consolidated Balance Sheets as of March 31, 2023 consist of the following:


	March 31, 2023
Assets held for sale:
Cash and cash equivalents	$	2.6
Accounts receivable, net	1.7
Inventories, net	13.8
Prepaid expenses and other current assets	4.1
Property, plant and equipment, net	97.1
Intangible assets, net	102.9
Other assets	3.4
Total assets held for sale	$	225.6

Liabilities held for sale:
Accounts payable	$	9.7
Accrued expenses	5.9
Accrued compensation	6.9
Other current liabilities	2.4
Deferred tax liability	3.9
Other liabilities	8.7
Total liabilities held for sale	$	37.5

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
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+ Details

Property, plant and equipment - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Cost of goods and services sold	$ 155.1	$ 155.9
Jansen Pharmaceuticals, Inc. \| Services
Property, Plant and Equipment [Line Items]
Cost of goods and services sold			$ 12.7

Revenue recognition - Narrative (Details) $ in Millions	3 Months Ended
Revenue recognition - Narrative (Details) $ in Millions	Mar. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)
Disaggregation of Revenue [Line Items]
Number of operating segments \| segment	2
Other assets	$ 184.6	$ 191.3
Revenue, remaining performance obligation, amount	331.1
Contract with customer, asset, noncurrent	27.1	34.8
Current portion of contract liabilities	$ 12.8	26.4
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, expected timing of satisfaction, period	24 months
Leases
Disaggregation of Revenue [Line Items]
Lessee, operating lease, remaining lease term	2 years 6 months
Lessor, operating lease, payment to be received, remainder of fiscal year	$ 3.3
Lessor, operating lease, payment to be received, year one	0.9
Lessor, operating lease, payment to be received, year two	0.9
Lessor, operating lease, payment to be received, year three	0.9
Lessor, operating lease, payment to be received, year four	0.9
Lessor, operating lease, payment to be received, after year four	0.9
Jansen Pharmaceuticals, Inc.
Disaggregation of Revenue [Line Items]
Increase in other assets		$ 152.7
Other assets	153.9
Non-cancelable orders	$ 5.4

Nature of the business and organization (Details)	3 Months Ended
Nature of the business and organization (Details)	Mar. 31, 2023 category product productCandidate Category segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of categories of public health threats \| category	5
Number of revenue generating products \| product	13
Number of product candidates \| productCandidate	1
Number of product and service categories \| Category	4
Number of operating segments \| segment	2

Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenues:
Total revenues	$ 165.1	$ 307.5
Operating expenses:
Cost of goods and services sold	155.1	155.9
Research and development	40.6	46.4
Selling, general and administrative	100.5	84.8
Amortization of intangible assets	17.0	14.0
Total operating expenses	313.2	301.1
Income (loss) from operations	(148.1)	6.4
Other income (expense):
Interest expense	(17.9)	(8.2)
Other, net	4.9	(2.0)
Total other income (expense), net	(13.0)	(10.2)
Loss before income taxes	(161.1)	(3.8)
Income tax provision (benefit)	21.9	(0.1)
Net loss	$ (183.0)	$ (3.7)
Loss per common share
Basic (in dollars per share)	$ (3.65)	$ (0.07)
Diluted (in dollars per share)	$ (3.65)	$ (0.07)
Weighted average shares outstanding
Basic (in shares)	50.2	50.7
Diluted (in shares)	50.2	50.7
Product sales, net
Revenues:
Services	$ 143.4	$ 237.1
Operating expenses:
Cost of goods and services sold	102.9	80.3
CDMO
Revenues:
Total CDMO	15.2	60.8
Operating expenses:
Cost of goods and services sold	52.2	75.6
Services
Revenues:
Services	13.4	51.8
Leases
Revenues:
Leases	1.8	9.0
Contracts and grants
Revenues:
Services	$ 6.5	$ 9.6

Fair value measurements - Contingent Consideration Roll Forward (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Unobservable Input Reconciliation [Roll Forward]
Balance, beginning of period	$ 6.8
Change in fair value	1.5
Settlements	(0.7)
Balance, end of period	$ 7.6

Litigation	3 Months Ended
Litigation	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Litigation	Litigation Securities and shareholder litigation With respect to the specific legal proceedings and claims described below, unless otherwise noted, the amount or range of possible losses is not reasonably estimable. There can be no assurance that the settlement, resolution, or other outcome of one or more matters, including the matters set forth below, during any subsequent reporting period will not have a material adverse effect on the Company's results of operations or cash flows for that period or on the Company's financial condition. On April 20, 2021, May 14, 2021, and June 2, 2021, putative class action lawsuits were filed against the Company and certain of its current and former senior officers in the United States District Court for the District of Maryland on behalf of purchasers of the Company’s common stock, seeking to pursue remedies under the Securities Exchange Act of 1934. These complaints were filed by Palm Tran, Inc. – Amalgamated Transit Union Local 1577 Pension Plan; Alan I. Roth; and Stephen M. Weiss, respectively. The complaints allege, among other things, that the defendants made false and misleading statements about the Company's manufacturing capabilities with respect to COVID-19 vaccine bulk drug substance (referred to herein as "CDMO Manufacturing Capabilities"). These cases were consolidated on December 23, 2021, under the caption In re Emergent BioSolutions Inc. Securities Litigation, No. 8:21-cv-00955-PWG (the "Federal Securities Class Action"). The Lead Plaintiffs in the consolidated matter are Nova Scotia Health Employees’ Pension Plan and The City of Fort Lauderdale Police & Firefighters’ Retirement System. The defendants filed a motion to dismiss on May 19, 2022 and the Lead Plaintiff filed an opposition to that motion on July 19, 2022. A hearing on the motion to dismiss was conducted on April 19, 2023 and a decision on the motion is expected in the coming months. The defendants believe that the allegations in the complaints are without merit and intend to defend the matters vigorously. Given the uncertainty of litigation, the preliminary stage of the cases, and the legal standards that must be met for, among other things, class certification and success on the merits, the Company cannot reasonably estimate the possible loss or range of loss, if any, that may result from the consolidated action. On June 29, 2021, Lincolnshire Police Pension Fund (“Lincolnshire”), and on August 16, 2021, Pooja Sayal, filed putative shareholder derivative lawsuits in the United States District Court for the District of Maryland on behalf of the Company against certain of the Company's current and former officers and directors for breach of fiduciary duties, waste of corporate assets, and unjust enrichment, each allegation related to the CDMO Manufacturing Capabilities. In addition to monetary damages, the complaints seek the implementation of multiple corporate governance and internal policy changes. On November 16, 2021, the cases were consolidated under the caption In re Emergent BioSolutions Inc. Stockholder Derivative Litigation, Master Case No. 8:21-cv-01595-PWG. On January 3, 2022, the Lincolnshire complaint was designated as the operative complaint in the consolidated action. On April 13, 2022 the Court approved the parties joint stipulation to and stay of the proceedings and discovery until the close of fact discovery in the Federal Securities Class Action. The defendants believe that the allegations in the complaints are without merit and intend to defend the matter vigorously. On September 15, 2021, September 16, 2021 and November 12, 2021, putative shareholder derivative lawsuits were filed by Chang Kyum Kim, Mark Nevins and Employees Retirement System of the State of Rhode Island, North Collier Fire Control and Rescue District Firefighters Pension Plan, and Pembroke Pines Firefighters & Police Officers Pension Fund, respectively, in The Court of Chancery of the State of Delaware on behalf of the Company against certain of its current and former officers and directors for breach of fiduciary duties, unjust enrichment and insider trading, each allegation related to the CDMO Manufacturing Capabilities. In addition to monetary damages, the complaints seek the implementation of multiple corporate governance and internal policy changes. On February 2, 2022, the cases were consolidated under the caption In re Emergent BioSolutions, Inc. Derivative Litigation, C.A. No. 2021-0974-MTZ with the institutional investors as co-lead plaintiffs. On March 4, 2022, the defendants’ filed a motion to dismiss the complaint. Ruling on this motion is stayed pursuant to a March 29, 2022 order staying all proceedings pending a final, non-appealable judgment in the Federal Securities Class Action. On December 3, 2021, December 22, 2021 and January 18, 2022, putative shareholder derivative lawsuits were filed by Zachary Elton, Eric White and Jeffrey Reynolds in the Circuit Court for Montgomery County, Maryland on behalf of the Company against certain of its current and former officers and directors for breach of fiduciary duty, unjust enrichment, waste of corporate assets, failing to maintain internal controls, making or causing to be made false and/or misleading statements and material omissions, insider trading and otherwise violating the federal securities laws, each allegation related to the CDMO Manufacturing Capabilities. The complaints seek monetary and punitive damages. On February 22, 2022, the Court entered an order consolidating these actions under case number C-15-21-CV-000496. On March 9, 2022, the parties filed a Joint Stipulation of Stay of Proceedings and Discovery, pursuant to which the parties agreed to stay all proceedings until 30 calendar days after a ruling on the defendants’ motion to dismiss the Federal Securities Class Action. The Court approved the Joint Stipulation on March 14, 2022. In addition to the above actions, the Company has received inquiries and subpoenas to produce documents related to these matters from the Department of Justice, the SEC, the Maryland Attorney General’s Office, and the New York Attorney General’s Office. The Company produced or is producing documents as required in response and will continue to cooperate with these government inquiries. The Company also received inquiries and subpoenas from Representative Carolyn Maloney and Representative Jim Clyburn, members of the House Committee on Oversight and Reform and the Select Subcommittee on the Coronavirus Crisis and Senator Murray of the Committee on Health, Education, Labor and Pensions. The Company produced documents and provided testimony and briefings as requested in response to these inquiries.

Intangible assets and goodwill - Schedule of Finite-lived Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 883.2	$ 1,016.2
Accumulated Amortization	274.3	287.4
Net Carrying Amount	608.9	728.8
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Travel Health Business
Finite-Lived Intangible Assets [Line Items]
Intangible assets held for sale	$ 102.9
Products
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life in Years	13 years 7 months 6 days
Gross Carrying Amount	$ 849.1	982.1
Accumulated Amortization	240.2	253.3
Net Carrying Amount	$ 608.9	728.8
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life in Years	0 years
Gross Carrying Amount	$ 28.6	28.6
Accumulated Amortization	28.6	28.6
Net Carrying Amount	$ 0.0	0.0
CDMO
Finite-Lived Intangible Assets [Line Items]
Weighted Average Useful Life in Years	0 years
Gross Carrying Amount	$ 5.5	5.5
Accumulated Amortization	5.5	5.5
Net Carrying Amount	$ 0.0	$ 0.0

Label	Element	Value
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Disposal Group, Including Discontinued Operations	us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsDisposalGroupIncludingDiscontinuedOperations	$ 0
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations	us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations	$ 642,600,000

Assets and liabilities held for sale

3 Months Ended

Mar. 31, 2023

Discontinued Operations and Disposal Groups [Abstract]

Assets and liabilities held for sale

On February 15, 2023, the Company entered into a definitive agreement with Bavarian Nordic, under which we agreed to sell our travel health business, including rights to Vaxchora and Vivotif, as well as our development-stage chikungunya vaccine candidate CHIKV VLP, the Company’s manufacturing site in Bern, Switzerland and certain of its development facilities in San Diego, California. Additionally, approximately 280 employees are expected to join Bavarian Nordic as a result of the transaction. The transaction is expected to close in the second quarter of 2023, subject to certain customary closing conditions.

In the accompanying Condensed Consolidated Balance Sheet as of March 31, 2023, the assets and liabilities of our travel health business are classified as held for sale and are measured at the lower of (i) the carrying value of the disposal group and (ii) the fair value of the disposal group, less costs to sell. Effective with the designation of the travel health business as held for sale on February 15, 2023, we suspended recording depreciation of property, plant and equipment and amortization of finite-lived intangible assets and right-of-use assets while these assets are classified as held for sale. Any loss resulting from the measurement is recognized in the period the held for sale criteria are met. Conversely, gains are not recognized until the date of sale. Gains and losses recognized from a sale of a disposal group will be recognized in income (loss) from operating activities.

Assets and liabilities classified as held for sale in the Condensed Consolidated Balance Sheets as of March 31, 2023 consist of the following:


	March 31, 2023
Assets held for sale:
Cash and cash equivalents	$	2.6
Accounts receivable, net	1.7
Inventories, net	13.8
Prepaid expenses and other current assets	4.1
Property, plant and equipment, net	97.1
Intangible assets, net	102.9
Other assets	3.4
Total assets held for sale	$	225.6

Liabilities held for sale:
Accounts payable	$	9.7
Accrued expenses	5.9
Accrued compensation	6.9
Other current liabilities	2.4
Deferred tax liability	3.9
Other liabilities	8.7
Total liabilities held for sale	$	37.5

Debt - Narrative (Details) - USD ($) $ in Millions	Aug. 07, 2020	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Debt issuance costs, current, net		$ 0.9	$ 1.3
Long-term debt		$ 1,405.4	$ 1,413.8
Debt instrument, covenant, net leverage ratio rolling period	12 months
Debt instrument, covenant, net leverage ratio adjustment period	12 months
3.875% Senior Unsecured Notes due 2028 \| Prior to August 15, 2023
Debt Instrument [Line Items]
Debt instrument, redemption price, percentage	100.00%
3.875% Senior Unsecured Notes due 2028 \| Senior Notes
Debt Instrument [Line Items]
Stated percentage	3.875%	3.875%	3.875%
Long-term debt	$ 450.0	$ 450.0	$ 450.0
3.875% Senior Unsecured Notes due 2028 \| Maximum \| Prior to August 15, 2023
Debt Instrument [Line Items]
Debt instrument, redemption price, percentage	40.00%
3.875% Senior Unsecured Notes due 2028 \| Maximum \| Upon the occurrence of a change in control
Debt Instrument [Line Items]
Debt instrument, redemption price, percentage	101.00%
Amended Credit Agreement \| Minimum
Debt Instrument [Line Items]
Commitment fee percentage	0.15%
Debt covenant, consolidated debt service coverage ratio, minimum	2.50
Amended Credit Agreement \| Maximum
Debt Instrument [Line Items]
Commitment fee percentage	0.35%
Debt instrument, covenant, net leverage ratio, maximum	4.50
Debt instrument, covenant, net leverage ratio, adjustment	5.00
Amended Credit Agreement \| Eurocurrency
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.00%
Amended Credit Agreement \| Eurocurrency \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.25%
Amended Credit Agreement \| Eurocurrency \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.25%
Amended Credit Agreement \| Federal Funds Rate
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.50%
Amended Credit Agreement \| Base Rate \| Minimum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.25%
Amended Credit Agreement \| Base Rate \| Maximum
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.25%
Revolving Credit Facility \| Amended Credit Agreement
Debt Instrument [Line Items]
Current borrowing capacity	$ 600.0
Term Loan Facility \| Amended Credit Agreement
Debt Instrument [Line Items]
Current borrowing capacity	$ 450.0
Percentage of original principal amount required to repay in the first two years	2.50%
Percentage of original principal amount required to repay during the third year	5.00%
Percentage of original principal amount required to repay remaining year	7.50%
Cash proceeds excess amount from dispositions of property or casualty events subject to certain reinvestment right	$ 100.0
Debt instrument, covenant, consideration threshold	$ 75.0

Segment Information - Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenues:
Total revenues	$ 165.1	$ 307.5
Less: Cost of sales:
Cost of goods and services sold	155.1	155.9
Consolidated gross profit	3.5	142.0
Products:
Changes in fair value of contingent consideration	1.5	0.5
Adjusted Gross Margin	7.0	142.5
Other reconciling items
Adjustments to gross margin	(3.5)	(0.5)
Research and development	(40.6)	(46.4)
Selling, general and administrative	(100.5)	(84.8)
Amortization of intangible assets	(17.0)	(14.0)
Interest expense	(17.9)	(8.2)
Other, net	4.9	(2.0)
Loss before income taxes	(161.1)	(3.8)
Contracts and grants
Revenues:
Revenue	6.5	9.6
Products And Services Segments
Revenues:
Revenue	158.6	297.9
Products
Revenues:
Revenue	143.4	237.1
Less: Cost of sales:
Cost of goods and services sold	102.9	80.3
Consolidated gross profit	40.5	156.8
Products:
Changes in fair value of contingent consideration	1.5	0.5
Restructuring costs	2.0	0.0
Adjusted Gross Margin	44.0	157.3
Services
Revenues:
Revenue	15.2	60.8
Less: Cost of sales:
Cost of goods and services sold	52.2	75.6
Consolidated gross profit	(37.0)	(14.8)
Products:
Adjusted Gross Margin	$ (37.0)	$ (14.8)

Earnings (loss) per common share

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Earnings (loss) per common share

Basic loss per common share is calculated by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted loss per common share adjusts basic loss per common share for the effects of potentially dilutive common shares and is calculated using the treasury stock method. Potentially dilutive common shares include the dilutive effect of shares issuable under our equity compensation plans, including stock options, restricted stock units, and performance stock units. Diluted loss per share excludes anti-dilutive securities, which represent the number of potential common shares related to shares issuable under our equity compensation plan that were excluded from diluted loss per common share because their effect would have been antidilutive.

The following table presents the calculation of basic and diluted loss per share:


	Three Months Ended March 31,
	2023		2022
Numerator:
Net loss	$	(183.0)	$	(3.7)
Denominator:
Weighted-average number of shares outstanding-basic	50.2		50.7


Weighted-average number of shares outstanding-diluted	50.2		50.7
Loss per common share - basic	$	(3.65)	$	(0.07)
Loss per common share - diluted	$	(3.65)	$	(0.07)
Anti-dilutive securities	3.2		1.6

Derivative instruments and hedging activities - Cash Flow Hedging on AOCI (Details) - Interest Rate Swaps - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of Gain (Loss) Reclassified from Accumulated OCI into Gain (Loss)	$ 5.9		$ 8.5
Cash Flow Hedging \| Interest expense
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of Gain (Loss) Reclassified from Accumulated OCI into Gain (Loss)	$ 2.4	$ 1.4

Segment Information - Narrative (Details)	3 Months Ended
Segment Information - Narrative (Details)	Mar. 31, 2023 segment
Segment Reporting [Abstract]
Number of reportable segments	2

Inventories, net

3 Months Ended

Mar. 31, 2023

Inventory Disclosure [Abstract]

Inventories, net

Inventories, net consisted of the following:


	March 31, 2023		December 31, 2022
Raw materials and supplies	$	148.9	$	143.4
Work-in-process	122.1		116.2
Finished goods	96.9		92.2
Total inventories, net	$	367.9	$	351.8

Inventories, net is stated at the lower of cost or net realizable value.

Revenue recognition - Accounts Receivable (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Billed	$ 106.5	$ 102.7
Unbilled	49.8	56.4
Allowance for expected credit losses	(0.4)	(0.7)
Accounts receivable, net	$ 155.9	$ 158.4

Revenue recognition - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Total revenues	$ 165.1	$ 307.5
USG
Disaggregation of Revenue [Line Items]
Total revenues	31.0	112.5
Non-USG
Disaggregation of Revenue [Line Items]
Total revenues	134.1	195.0
Product sales, net
Disaggregation of Revenue [Line Items]
Revenue	143.4	237.1
Product sales, net \| USG
Disaggregation of Revenue [Line Items]
Revenue	26.1	103.4
Product sales, net \| Non-USG
Disaggregation of Revenue [Line Items]
Revenue	117.3	133.7
Contract Development And Manufacturing [Member]
Disaggregation of Revenue [Line Items]
Total CDMO	15.2	60.8
Contract Development And Manufacturing [Member] \| USG
Disaggregation of Revenue [Line Items]
Total CDMO	0.0	0.0
Contract Development And Manufacturing [Member] \| Non-USG
Disaggregation of Revenue [Line Items]
Total CDMO	15.2	60.8
Services
Disaggregation of Revenue [Line Items]
Revenue	13.4	51.8
Services \| USG
Disaggregation of Revenue [Line Items]
Revenue	0.0	0.0
Services \| Non-USG
Disaggregation of Revenue [Line Items]
Revenue	13.4	51.8
Leases
Disaggregation of Revenue [Line Items]
Leases	1.8	9.0
Leases \| USG
Disaggregation of Revenue [Line Items]
Leases	0.0	0.0
Leases \| Non-USG
Disaggregation of Revenue [Line Items]
Leases	1.8	9.0
Contracts and grants
Disaggregation of Revenue [Line Items]
Revenue	6.5	9.6
Contracts and grants \| USG
Disaggregation of Revenue [Line Items]
Revenue	4.9	9.1
Contracts and grants \| Non-USG
Disaggregation of Revenue [Line Items]
Revenue	$ 1.6	$ 0.5

Derivative instruments and hedging activities (Tables)

3 Months Ended

Mar. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivative Instruments

As of March 31, 2023, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk:


	Number of Instruments	Notional
Interest Rate Swaps	7	$350.0

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The table below presents the fair value of the Company’s derivative financial instruments designated as hedges as well as their classification on the Condensed Consolidated Balance Sheets:


	Fair Value of Asset Derivatives
		March 31, 2023		December 31, 2022
Interest Rate Swaps	Other Current Assets	$	5.9	$	8.5

Derivative Instruments, Gain (Loss)

The table below presents the effect of cash flow hedge accounting on accumulated other comprehensive income:


	Cumulative Amount of Gain/(Loss) Recognized in OCI on Derivatives				Location of Gain (Loss) Reclassified from Accumulated OCI into Gain (Loss)	Amount of Gain (Loss) Reclassified from Accumulated OCI into Gain (Loss)
						Three Months Ended March 31,
	March 31, 2023		December 31, 2022			2023		2022
Interest Rate Swaps	$	5.9	$	8.5	Interest expense	$	2.4	$	1.4

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 4B
-URI https://asc.fasb.org/extlink&oid=125515794&loc=SL5624163-113959

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=125515794&loc=SL5580258-113959

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=125515794&loc=d3e41620-113959

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
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-Section 50
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=125515794&loc=SL5579245-113959

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/extlink&oid=125515794&loc=d3e41638-113959

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
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-Topic 815
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-Section 50
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-URI https://asc.fasb.org/extlink&oid=125515794&loc=SL5579240-113959

+ Details

Condensed Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001

Fair value measurements (Tables)

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements, Recurring and Nonrecurring


	March 31, 2023								December 31, 2022
	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Money market accounts	$	176.9	$	176.9	$	—	$	—	$	320.8	$	320.8	$	—	$	—
Time deposits	125.5		—		125.5		—		170.7		—		170.7		—
Derivative instruments	5.9		—		5.9		—		8.5		—		8.5		—
Total	$	308.3	$	176.9	$	131.4	$	—	$	500.0	$	320.8	$	179.2	$	—
Liabilities:
Contingent consideration	$	7.6	$	—	$	—	$	7.6	$	6.8	$	—	$	—	$	6.8

Total	$	7.6	$	—	$	—	$	7.6	$	6.8	$	—	$	—	$	6.8

Reconciliation of Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3)

The table below is a reconciliation of the beginning and ending balance of the Company's contingent consideration liability:


	Contingent Consideration
Balance at December 31, 2022	$	6.8
Change in fair value	1.5
Settlements	(0.7)
Balance at March 31, 2023	$	7.6

Fair Value Measurement Inputs and Valuation Techniques

The recurring Level 3 fair value measurement for the Company's contingent consideration liability include the following significant unobservable inputs:

Contingent Consideration Liability

Fair Value as of March 31, 2023

Valuation Technique

Unobservable Input

Range

Royalty based

$7.6 million

Discounted cash flow

Discount rate

9.6%

Probability of payment

25% - 50%

Projected year of payment

2023 - 2028

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Stock-based compensation and stockholders' equity - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 6.8	$ 9.9
Cost of product sales \| Products
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1.4	1.7
Cost of product sales \| CDMO
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	0.3	0.4
R&D
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	0.7	1.1
Selling, general and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 4.4	$ 6.7

Revenue recognition

3 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue recognition

The Company operates as two operating segments (see Note 17, "Segment information"). The Company's revenues disaggregated by the major sources were as follows:


	Three Months Ended March 31, 2023						Three Months Ended March 31, 2022
	USG		Non-USG		Total		USG		Non-USG		Total
Product sales, net	$	26.1	$	117.3	$	143.4	$	103.4	$	133.7	$	237.1
CDMO:
Services	—		13.4		13.4		—		51.8		51.8
Leases	—		1.8		1.8		—		9.0		9.0
Total CDMO	$	—	$	15.2	$	15.2	$	—	$	60.8	$	60.8
Contracts and grants	4.9		1.6		6.5		9.1		0.5		9.6
Total revenues	$	31.0	$	134.1	$	165.1	$	112.5	$	195.0	$	307.5

Termination of manufacturing services agreement with Janssen Pharmaceuticals, Inc.

On July 2, 2020, the Company, through its wholly-owned subsidiary, Emergent Manufacturing Operations Baltimore, LLC, entered into the Agreement with Janssen, one of the Janssen Pharmaceutical Companies of Johnson & Johnson, for large-scale drug substance manufacturing of Johnson & Johnson’s investigational SARS-CoV-2 vaccine, Ad26.COV2-S, recombinant based on the AdVac technology (the “Product”).

On June 6, 2022, the Company provided to Janssen a notice (the “Notice”) of material breach of the Agreement for, among other things, failure by Janssen (i) to provide the Company the requisite forecasts of the required quantity of Product to be purchased by Janssen under the Agreement and (ii) to confirm Janssen’s intent to not purchase the requisite minimum quantity of the Product pursuant to the Agreement and instead, wind-down the Agreement ahead of fulfilling these minimum requirements. Later on June 6, 2022, the Company received from Janssen a purported written notice of termination (the “Janssen Notice”) of the Agreement for asserted material breaches of the Agreement by the Company, including alleged failure by the Company to perform its obligations in compliance with current good manufacturing practices ("cGMP") or other applicable laws and regulations and alleged failure by the Company to supply Janssen with the Product. Janssen alleged that the Company’s breaches were not curable and that, therefore, termination of the Agreement would be effective as of July 6, 2022. The Company disputes

Janssen's assertions and allegations, including Janssen's ability to effect termination pursuant to the Janssen Notice. The Company and Janssen disagree on the monetary amounts that are due to the Company as a result of termination by any means. The Company believes the amounts due to the Company include, but are not limited to, compensation for services provided, reimbursement for raw materials purchased and non-cancelable orders, and fees for early termination. Janssen has alleged that no additional amount is due to the Company and that the Company should pay Janssen an unspecified amount as a result of the Company's alleged failure to perform under the Agreement. The Company has not recorded any contingent liabilities related to Janssen's allegations as the Company believes they are without merit and intends to vigorously defend the Company's position during the dispute resolution process through arbitration.

During the three months ended March 31, 2023, there were no impacts on previously recognized revenue or depreciation related to the conclusion of the Agreement. As of March 31, 2023, the Company has no billed or unbilled net accounts receivable related to the Agreement.

Beginning in the fourth quarter of 2022, because the arbitration process may extend longer than one year, the Company reclassified amounts related to the Janssen Agreement from "Inventories, net" and from "Prepaid expenses and other current assets" to "Other assets", resulting in $152.7 million in long-term assets related to the Janssen Agreement on the Condensed Consolidated Balance Sheet as of December 31, 2022. The long-term asset balance within "Other Assets" related to the Agreement as of March 31, 2023 was $153.9 million. These assets include termination penalties, certain inventory related items and raw materials inventory representing materials purchased for the Agreement which Janssen has not reimbursed. The Company evaluated the net realizable value of the inventory as of March 31, 2023, concluding that because the Agreement specifies the Company is entitled to, among other things, reimbursement of raw materials and non-cancelable orders in the event of a contract termination for any reason, the Company is entitled to payment from Janssen for these raw materials. Additionally, the Company has $5.4 million of non-cancelable orders as of March 31, 2023 which have not been received and Janssen has not reimbursed.

CDMO operating leases

Certain multi-year CDMO service arrangements with commercial customers include operating leases whereby the customer has the right to direct the use of and obtain substantially all of the economic benefits of specific manufacturing suites operated by the Company. The associated revenue is recognized on a straight-line basis over the term of the lease. The remaining term on the Company's operating lease components approximates 2.5 years. The Company utilizes a cost-plus model to determine the stand-alone selling price of the lease component to allocate contract consideration between the lease and non-lease components. Excluding future amounts related to the Agreement as discussed above, the Company estimates future operating lease revenues to be $3.3 million in the remainder of 2023, $0.9 million in 2024, $0.9 million in 2025, $0.9 million in 2026, $0.9 million in 2027 and $0.9 million in years beyond 2027.

Transaction price allocated to remaining performance obligations

As of March 31, 2023, the Company has future contract value on unsatisfied performance obligations of approximately $331.1 million associated with all arrangements entered into by the Company. The Company expects to recognize a majority of the $331.1 million of unsatisfied performance obligations within the next 24 months. The amount and timing of revenue recognition for unsatisfied performance obligations can change. The future revenues associated with unsatisfied performance obligations exclude the value of unexercised option periods in the Company’s revenue arrangements. Often the timing of manufacturing activities changes based on customer needs and resource availability. Government funding appropriations can impact the timing of product deliveries. The success of the Company's development activities that receive development funding support from the USG under development contracts can also impact the timing of revenue recognition.

Contract assets

The Company considers accounts receivable and deferred costs associated with revenue generating contracts, which are not included in inventory or property, plant and equipment and the Company does not currently have a contractual right to bill, to be contract assets. As of March 31, 2023 and December 31, 2022, the Company had $27.1 million and $34.8 million, respectively, of contract assets recorded within "Accounts receivable, net" on the Condensed Consolidated Balance Sheets.

Contract liabilities

When performance obligations are not transferred to a customer at the end of a reporting period, cash received associated with amounts allocated to those performance obligations is reflected as contract liabilities on the Condensed Consolidated Balance Sheets and is deferred until control of these performance obligations is transferred to the customer. The following table presents the roll forward of the contract liability balances:


	Contract Liabilities
Balance at December 31, 2022	$	31.7
Deferral of revenue	5.0
Revenue recognized	(18.7)
Balance at March 31, 2023	$	18.0

As of March 31, 2023 and December 31, 2022, the current portion of contract liabilities was $12.8 million and $26.4 million, respectively, and was included in "Other current liabilities" on the Condensed Consolidated Balance Sheets.

Accounts receivable and allowance for expected credit losses

Accounts receivable, including unbilled accounts receivable contract assets, consist of the following:


	March 31, 2023		December 31, 2022
Accounts receivable:
Billed	$	106.5	$	102.7
Unbilled	49.8		56.4
Allowance for expected credit losses	(0.4)		(0.7)
Accounts receivable, net	$	155.9	$	158.4

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
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+ Details

Nature of the business and organization	3 Months Ended
Nature of the business and organization	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of the business and organization	Nature of the business and organization Organization and business Emergent BioSolutions Inc., including its consolidated subsidiaries (“Emergent,” the “Company,” “we,” “us,” and “our”) is a global life sciences company focused on providing innovative preparedness and response solutions addressing accidental, deliberate, and naturally occurring Public Health Threats ("PHTs"). The Company's solutions include a product portfolio, a product development portfolio, and a contract development and manufacturing ("CDMO") services portfolio. The Company is focused on the following five PHT categories: chemical, biological, radiological, nuclear and explosives ("CBRNE"); emerging infectious diseases ("EID"); travel health, which we have agreed to sell to Bavarian Nordic; emerging health crises; and acute/emergency care. The Company has a product portfolio of thirteen products (vaccines, therapeutics, and drug-device combination products). The revenue generated by the products comprises a substantial portion of the Company's revenue. The Company has one product candidate that is procured under special circumstances by the United States government ("USG"), although it is not approved by the United States Food and Drug Administration ("FDA"). The Company structures the business with a focus on markets and customers. As such, the key components of the business structure include the following four product and service categories: Anthrax - Medical Countermeasures ("MCM") Products, NARCAN, Smallpox - MCM Products and CDMO Services. The Company operates as two operating segments: (1) a products segment ("Products") consisting of the Anthrax - MCM products, NARCAN products, Smallpox - MCM products and Other products and (2) a services segment ("Services") focused on CDMO services (Note 17, "Segment information"). The Company's products and services include: Anthrax - MCM Products •Anthrasil® (Anthrax Immune Globulin Intravenous (human)), the only polyclonal antibody therapeutic licensed by the FDA and Health Canada for the treatment of inhalational anthrax in combination with appropriate antibacterial drugs; •AV7909 (Anthrax vaccine adsorbed (AVA), adjuvanted) procured product candidate being developed as a next-generation anthrax vaccine for post-exposure prophylaxis. AV7909 has not been approved by the FDA, but is procured by certain authorized government buyers for their use; •BioThrax® (Anthrax Vaccine Adsorbed), the only vaccine licensed by the FDA for the general use prophylaxis and post-exposure prophylaxis of anthrax disease; •Raxibacumab injection, the first fully human monoclonal antibody therapeutic licensed by the FDA for the treatment and prophylaxis of inhalational anthrax; NARCAN •NARCAN® (naloxone HCl) Nasal Spray, an intranasal formulation of naloxone approved by the FDA (including in over-the-counter form) and Health Canada for the emergency treatment of known or suspected opioid overdose as manifested by respiratory and/or central nervous system depression; Smallpox - MCM Products •ACAM2000®, (Smallpox (Vaccinia) Vaccine, Live), the only single-dose smallpox vaccine licensed by the FDA for active immunization against smallpox disease for persons determined to be at high risk for smallpox infection; •CNJ-016® (Vaccinia Immune Globulin Intravenous (Human) (VIGIV)), the only polyclonal antibody therapeutic licensed by the FDA and Health Canada to address certain complications from smallpox vaccination; and •TEMBEXA®, an oral antiviral formulated as 100 mg tablets and 10 mg/mL oral suspension dosed once weekly for two weeks which has been approved by the FDA for the treatment of smallpox disease caused by variola virus in adult and pediatric patients, including neonates. Other Products •BAT® (Botulism Antitoxin Heptavalent (A,B,C,D,E,F,G)-(Equine)), the only heptavalent antitoxin licensed by the FDA and Health Canada for the treatment of symptomatic botulism; •Ebanga™ (ansuvimab-zykl), a monoclonal antibody with antiviral activity provided through a single IV infusion for the treatment of Ebola. Under the terms of a collaboration with Ridgeback Biotherapeutics ("Ridgeback"), Emergent will be responsible for the manufacturing, sale, and distribution of Ebanga™ in the U.S. and Canada, and Ridgeback will serve as the global access partner for Ebanga™; •RSDL® (Reactive Skin Decontamination Lotion Kit), the only medical device cleared by the FDA that is intended to remove or neutralize chemical warfare agents from the skin, including: tabun, sarin, soman, cyclohexyl sarin, VR, VX, mustard gas and T-2 toxin; •Trobigard® atropine sulfate, obidoxime chloride auto-injector, a combination drug-device auto-injector procured product candidate that contains atropine sulfate and obidoxime chloride. It was approved in Belgium in 2021 but has not been approved by the FDA. Trobigard is procured by certain authorized government buyers under special circumstances for potential use as a nerve agent countermeasure outside of the U.S.; •Vaxchora® (Cholera Vaccine, Live, Oral), the first vaccine approved by the FDA for the prevention of cholera, which we have agreed to sell as part of our travel health business (Note 3, "Assets and liabilities held for sale"); and •Vivotif® (Typhoid Vaccine Live Oral Ty21a), a live attenuated vaccine for oral administration for the prevention of typhoid fever, which we have agreed to sell as part of our travel health business (Note 3, "Assets and liabilities held for sale"). Services - Contract Development and Manufacturing The Company's services line focused on CDMO offerings cover development services, drug substance manufacturing, drug product manufacturing, and when necessary, suite reservations, which depending on facts and circumstances could be considered a lease. These services are provided to customers from across the pharmaceutical and biotechnology industries as well as the USG and non-governmental organizations. The Company's technology platforms include mammalian, microbial, viral, plasma and advanced therapies utilizing the Company's core capabilities for manufacturing to third parties on a clinical and commercial (small and large) scale. Additional services include fill/finish formulation and analytical development services for injectable and other sterile products, inclusive of process design, technical transfer, manufacturing validations, aseptic filling, lyophilization, final packaging and stability studies, as well as manufacturing of vial and pre-filled syringe formats on multiple platforms.

Fair value measurements - Fair Value Hierarchy of Assets and Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments	$ 5.9	$ 8.5
Total	308.3	500.0
Contingent consideration	7.6	6.8
Total	7.6	6.8
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments	0.0	0.0
Total	176.9	320.8
Contingent consideration	0.0	0.0
Total	0.0	0.0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments	5.9	8.5
Total	131.4	179.2
Contingent consideration	0.0	0.0
Total	0.0	0.0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments	0.0	0.0
Total	0.0	0.0
Contingent consideration	7.6	6.8
Total	7.6	6.8
Money market accounts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	176.9	320.8
Money market accounts \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	176.9	320.8
Money market accounts \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0.0	0.0
Money market accounts \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0.0	0.0
Time deposits
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	125.5	170.7
Time deposits \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0.0	0.0
Time deposits \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	125.5	170.7
Time deposits \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 0.0	$ 0.0

Inventories, net - Schedule of Inventory (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Raw materials and supplies	$ 148.9	$ 143.4
Work-in-process	122.1	116.2
Finished goods	96.9	92.2
Total inventories, net	$ 367.9	$ 351.8

Debt

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Debt

The table below presents the components of the Company’s debt:


	March 31, 2023		December 31, 2022
Senior secured credit agreement - Term loan due 2023	$	354.4	$	362.8
Senior secured credit agreement - Revolver loan due 2023	598.0		598.0
3.875% Senior Unsecured Notes due 2028	450.0		450.0
Other	3.0		3.0
Total debt	$	1,405.4	$	1,413.8

Unamortized debt issuance costs	(7.0)		(8.0)
Less: Current portion of long-term debt, net	(950.7)		(957.3)
Non-current portion of debt, net	$	447.7	$	448.5

During the year ended December 31, 2022, the Company reclassified the debt issuance costs associated with the revolver loan to a contra account to directly offset the loan balance in other current liabilities on the Company's consolidated balance sheets. As of March 31, 2023 and December 31, 2022, the Company had $0.9 million and $1.3 million of debt issuance costs associated with the revolver loan that were classified as an offset to other current liabilities, respectively.

3.875% Senior Unsecured Notes due 2028

On August 7, 2020, the Company completed its offering of $450.0 million aggregate principal amount of 3.875% Senior Unsecured Notes due 2028 (the 2028 Notes) of which the majority of the net proceeds were used to pay down the Revolving Credit Facility. Interest on the 2028 Notes is payable on February 15th and August 15th of each year until maturity, beginning on February 15, 2021. The 2028 Notes will mature on August 15, 2028.

On or after August 15, 2023, the Company may redeem the 2028 Notes, in whole or in part, at the redemption prices set forth in the related Indenture, plus accrued and unpaid interest. Prior to August 15, 2023 the Company may redeem all or a portion of the 2028 Notes at a redemption price equal to 100% of the principal amount of the 2028 Notes plus a “make-whole” premium and accrued and unpaid interest. Prior to August 15, 2023, the Company may redeem up to 40% of the aggregate principal amount of the 2028 Notes using the net cash proceeds of certain equity offerings at the redemption price set forth in the related Indenture. Upon the occurrence of a change of control, the Company must offer to repurchase the 2028 Notes at a purchase price of 101% of the principal amount of such 2028 Notes plus accrued and unpaid interest.

Negative covenants in the Indenture governing the 2028 Notes, among other things, limit the ability of the Company to incur indebtedness and liens, dispose of assets, make investments, enter into certain merger or consolidation transactions and make restricted payments.

Senior secured credit agreement

Also on August 7, 2020, the Company entered into a Second Amendment (the “Credit Agreement Amendment”) to its senior secured credit agreement, dated October 15, 2018, with multiple lending institutions relating to the Company’s senior secured credit facilities (the “Credit Agreement,” and as amended, the “Amended Credit Agreement”), consisting of a senior revolving credit facility (the “Revolving Credit Facility”) and senior term loan facility (the “Term Loan Facility,” and together with the Revolving Credit Facility, the “Senior Secured Credit Facilities”). The Credit Agreement Amendment amended, among other things, the definition of incremental facilities limit, the consolidated net leverage ratio financial covenant by increasing the maximum level, increased the permissible applicable margins based on the Company’s consolidated net leverage ratio and increased the commitment fee that the Company is required to pay in respect of the average daily unused commitments under the Revolving Credit Facility, depending on the Company’s consolidated net leverage ratio.

The Amended Credit Agreement includes (i) a Revolving Credit Facility of $600.0 million and (ii) a Term Loan Facility with a principal amount of $450.0 million. The Company may request incremental term loan facilities or increases in the Revolving Credit Facility (each an "Incremental Loan") as long as certain requirements involving the Company's net leverage ratio will be maintained on a pro forma basis. Borrowings under the Revolving Credit Facility and the Term Loan Facility bear interest at a rate per annum equal to (a) a eurocurrency rate plus a margin ranging from 1.25% to 2.25% per annum, depending on the Company's consolidated net leverage ratio or (b) a base rate (which is the highest of the prime rate, the federal funds rate plus 0.50%, and a eurocurrency rate for an interest period of one month plus 1% plus a margin ranging from 0.25% to 1.25%, depending on the Company's consolidated net leverage ratio). The Company is required to make quarterly payments on the last business day of each calendar quarter under the Amended Credit Agreement for accrued and unpaid interest on the outstanding principal balance, based on the above interest rates. In addition, the Company is required to pay commitment fees ranging from 0.15% to 0.35% per annum, depending on the Company's consolidated net leverage ratio, for the average daily unused commitments under the Revolving Credit Facility. The Company is to repay the outstanding principal amount of the Term Loan Facility in quarterly installments on the last business day of each calendar quarter based on an annual percentage equal to 2.5% of the original principal amount of the Term Loan Facility during each of the first two years of the Term Loan Facility, 5% of the original principal amount of the Term Loan Facility during the third year of the Term Loan Facility and 7.5% of the original principal amount of the Term Loan Facility during each year of the remainder of the term of the Term Loan Facility until the maturity date of the Term Loan Facility, at which time the entire unpaid principal balance of the Term Loan Facility will be due and payable. The Company has the right to prepay the Term Loan Facility without premium or penalty. The Revolving Credit Facility and the Term Loan Facility mature on October 13, 2023.

The Amended Credit Agreement also requires mandatory prepayments of the Term Loan Facility in the event the Company or its Subsidiaries (a) incur indebtedness not otherwise permitted under the Amended Credit Agreement or (b) receive cash proceeds in excess of $100.0 million during the term of the Credit Agreement from certain dispositions of property or from casualty events involving their property, subject to certain reinvestment rights. The financial covenants under the Amended Credit Agreement currently require the quarterly presentation of a minimum consolidated 12-month rolling debt service coverage ratio of 2.50 to 1.00, and a maximum consolidated net leverage ratio of 4.50 to 1.00 (subject to an increase to 5.00 to 1.00 for an applicable four quarter period, at the election of the Company, in connection with a permitted acquisition having an aggregate consideration in excess of $75.0 million). Negative covenants in the Amended Credit Agreement, among other things, limit the ability of the Company to incur indebtedness and liens, dispose of assets, make investments, enter into certain merger or consolidation transactions and make restricted payments.

On February 14, 2023, the Company entered into a Consent, Limited Waiver, and Third Amendment (the "Third Credit Agreement Amendment") to the Amended Credit Agreement relating to the Senior Secured Credit Facilities. Pursuant to the Third Credit Agreement Amendment, the requisite lenders consented to our sale of our travel health business to Bavarian Nordic substantially in accordance with the terms of the Purchase and Sale Agreement with Bavarian Nordic (the "Sale Agreement"). The proceeds from the transaction will be deposited into a cash collateral account with the Administrative Agent and will, unless otherwise agreed to by the Company and the requisite lenders, be used to repay the outstanding Term Loan Facility on the expiration of the Limited Waiver (as described below). We currently expect the transaction to close in the second quarter of 2023, but we can provide no assurance that the transaction will close prior to the October 2023 maturity of the Term Loan Facility, or at all.

Pursuant to the Third Credit Agreement Amendment the requisite lenders have agreed to a limited waiver of any defaults or events of default that was extended on April 17, 2023.

On April 17, 2023, the Company entered into a First Amendment (the “Waiver Amendment”) to the Third Credit Agreement Amendment. The lenders agreed to extend the limited waiver (the “Extended Limited Waiver”) of any defaults or events of default that result from (a) any violation of the financial covenants set forth in the Amended Credit Agreement with respect to the fiscal quarters ending December 31, 2022 and March 31, 2023 and (b) any going concern qualification or exception contained in the audited financial statements for the fiscal year ending December 31, 2022. The Extended Limited Waiver expires on the earlier to occur of (i) any other event of default under the Amended Credit Agreement and (ii) May 17, 2023. During the period of the Limited Waiver, the Company is working with lenders under the Amended Credit Agreement in connection with replacing the current credit facility before it matures with revised terms and conditions. The Company does not expect to be in compliance with debt covenants in future periods without additional sources of liquidity or future amendments to the Amended Credit Agreement. See Note 2, "Summary of significant accounting policies" for Going Concern considerations related to noncompliance with our debt covenants and the limited waiver.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Earnings (loss) per common share (Tables)

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Basic and Diluted Net Income per Share

The following table presents the calculation of basic and diluted loss per share:


	Three Months Ended March 31,
	2023		2022
Numerator:
Net loss	$	(183.0)	$	(3.7)
Denominator:
Weighted-average number of shares outstanding-basic	50.2		50.7


Weighted-average number of shares outstanding-diluted	50.2		50.7
Loss per common share - basic	$	(3.65)	$	(0.07)
Loss per common share - diluted	$	(3.65)	$	(0.07)
Anti-dilutive securities	3.2		1.6

Earnings (loss) per common share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Numerator:
Net loss	$ (183.0)	$ (3.7)
Denominator:
Weighted-average number of shares outstanding-basic (in shares)	50.2	50.7
Weighted-average number of shares outstanding-diluted (in shares)	50.2	50.7
Loss per common share - basic (in dollars per share)	$ (3.65)	$ (0.07)
Loss per common share - diluted (in dollars per share)	$ (3.65)	$ (0.07)
Anti-dilutive securities (in shares)	3.2	1.6

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Segment Information

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Segment Information

Segment informationThe Company reports segment information based on the internal reporting used by management for making decisions and assessing performance. We manage our business with a focus on two reportable segments. Our Products segment, which includes the Anthrax - MCM products, NARCAN products, Smallpox - MCM products and Other products, and our Services segment consisting of our CDMO services. The Company evaluates the performance of these reportable segments based on revenue and Adjusted Gross Margin, which is a non-GAAP financial measure. Segment revenue includes external customer sales, but it does not include inter-segment services. The Company defines Adjusted Gross Margin as segment revenue less segment cost of sales reduced for significant events, inventory step-up provisions and changes in fair value of contingent consideration. The Company does not allocate research and development, selling, general and administrative costs, amortization of intangibles assets, interest and other income (expense) or taxes to operating segments in the management reporting reviewed by the chief operating decision maker ("CODM"). The accounting policies for segment reporting are the same as for the Company as a whole.

The Company manages its assets on a total company basis, not by operating segment, as the Company's operating assets are shared or commingled. Therefore, the Company's CODM does not regularly review any asset information by operating segment and, accordingly, the Company does not report asset information by operating segment.


	Three Months Ended March 31,
	2023		2022
Revenues:
Products	$	143.4	$	237.1
Services	15.2		60.8
Total segment revenues	158.6		297.9
Contracts and grants revenues	6.5		9.6
Total revenues	$	165.1	$	307.5

Less: Cost of sales:
Cost of Products	$	102.9	$	80.3
Cost of Services	52.2		75.6
Total cost of sales	$	155.1	$	155.9

Products gross margin	$	40.5	$	156.8
Services gross margin	$	(37.0)	$	(14.8)
Consolidated gross margin(1)	$	3.5	$	142.0

Adjustments to gross margin:
Products:
Changes in fair value of contingent consideration	$	1.5	$	0.5
Restructuring costs	2.0		—




Products adjusted gross margin	$	44.0	$	157.3
Services adjusted gross margin	$	(37.0)	$	(14.8)
Consolidated adjusted gross margin(2)	$	7.0	$	142.5

Other reconciling items
Contracts and grants revenue	$	6.5	$	9.6
Adjustments to gross margin	(3.5)		(0.5)
Research and development	(40.6)		(46.4)
Selling, general and administrative	(100.5)		(84.8)

Amortization of intangible assets	(17.0)		(14.0)
Interest expense	(17.9)		(8.2)
Other, net	4.9		(2.0)
Loss before income taxes	$	(161.1)	$	(3.8)

(1) Total segment revenues less total cost of sales.
(2) Consolidated gross margin plus adjustments to gross margin.

The following table includes depreciation expense for each segment:


	Three Months Ended March 31,
	2023		2022
Depreciation:
Products	$	8.0	$	7.4
Services	7.9		7.8
Other	1.7		1.4
Total	$	17.6	$	16.6

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Assets and liabilities held for sale - Schedule of Assets and Liabilities Held for Sale (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Assets held for sale:
Total assets held for sale	$ 225.6	$ 0.0
Liabilities held for sale:
Total liabilities held for sale	37.5	$ 0.0
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Travel Health Business
Assets held for sale:
Cash and cash equivalents	2.6
Accounts receivable, net	1.7
Inventories, net	13.8
Prepaid expenses and other current assets	4.1
Property, plant and equipment, net	97.1
Intangible assets, net	102.9
Other assets	3.4
Total assets held for sale	225.6
Liabilities held for sale:
Accounts payable	9.7
Accrued expenses	5.9
Accrued compensation	6.9
Other current liabilities	2.4
Deferred tax liability	3.9
Other liabilities	8.7
Total liabilities held for sale	$ 37.5