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1、UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549FORM 10-Q(Mark One)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31,2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT O

2、F 1934For the transition period from to Commission File Number:001-35565AbbVie Inc.(Exact name of registrant as specified in its charter)Delaware32-0375147(State or other jurisdiction of incorporation or organization)(I.R.S.employer identification number)1 North Waukegan RoadNorth Chicago,Illinois 6

3、0064-6400Telephone:(847)932-7900Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for suchshorter period that the registrant was required to file such reports),and(

4、2)has been subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)duringthe preceding 12 months(or f

5、or such shorter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See the definitionsof“large accelerat

6、ed filer,”“accelerated filer,”“smaller reporting company,”and emerging growth company in Rule 12b-2 of the Exchange Act.Large Accelerated FilerAccelerated FilerNon-Accelerated FilerSmaller reporting companyEmerging growth companyIf an emerging growth company,indicate by check mark if the registrant

7、has elected not to use the extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No Securi

8、ties registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock,par value$0.01 per shareABBVNew York Stock ExchangeNYSE Texas0.750%Senior Notes due 2027ABBV27New York Stock Exchange2.125%Senior Notes due 2028ABBV28New York

9、 Stock Exchange2.625%Senior Notes due 2028ABBV28BNew York Stock Exchange2.125%Senior Notes due 2029ABBV29New York Stock Exchange1.250%Senior Notes due 2031ABBV31New York Stock ExchangeAs of April 30,2025,AbbVie Inc.had 1,766,403,027 shares of common stock at$0.01 par value outstanding.AbbVie Inc.and

10、 SubsidiariesTable of ContentsPART I.FINANCIAL INFORMATIONPageItem 1.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA1Item 2.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS25Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK33Item 4.CONTROLS AND PROCEDU

11、RES33PART II.OTHER INFORMATIONItem 1.LEGAL PROCEEDINGS35Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS35Item 5.OTHER ITEMS35Item 6.EXHIBITS36PART I.FINANCIAL INFORMATIONITEM 1.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA AbbVie Inc.and SubsidiariesCondensed Consolidated Statements

12、 of Earnings(unaudited)Three months ended March 31,(in millions,except per share data)20252024Net revenues$13,343$12,310 Cost of products sold4,002 4,094 Selling,general and administrative3,293 3,315 Research and development2,067 1,939 Acquired IPR&D and milestones248 164 Total operating costs and e

13、xpenses9,610 9,512 Operating earnings3,733 2,798 Interest expense,net627 453 Net foreign exchange loss4 4 Other expense,net1,441 586 Earnings before income tax expense1,661 1,755 Income tax expense372 383 Net earnings1,289 1,372 Net earnings attributable to noncontrolling interest3 3 Net earnings at

14、tributable to AbbVie Inc.$1,286$1,369 Per share dataBasic earnings per share attributable to AbbVie Inc.$0.72$0.77 Diluted earnings per share attributable to AbbVie Inc.$0.72$0.77 Weighted-average basic shares outstanding1,768 1,769 Weighted-average diluted shares outstanding1,772 1,773 The accompan

15、ying notes are an integral part of these condensed consolidated financial statements.2025 Form 10-Q|1AbbVie Inc.and Subsidiaries Condensed Consolidated Statements of Comprehensive Income(unaudited)Three months ended March 31,(in millions)20252024Net earnings$1,289$1,372 Foreign currency translation

16、adjustments,net of tax expense(benefit)of$17 for the three months ended March 31,2025 and$(20)for the threemonths ended March 31,2024487(396)Net investment hedging activities,net of tax expense(benefit)of$(77)for the three months ended March 31,2025 and$57 for the three monthsended March 31,2024(283

17、)207 Pension and post-employment benefits,net of tax expense(benefit)of$0 for the three months ended March 31,2025 and$1 for the three monthsended March 31,2024(2)10 Cash flow hedging activities,net of tax expense(benefit)of$(4)for the three months ended March 31,2025 and$7 for the three months ende

18、dMarch 31,2024(19)30 Other comprehensive income(loss)183(149)Comprehensive income1,472 1,223 Comprehensive income attributable to noncontrolling interest3 3 Comprehensive income attributable to AbbVie Inc.$1,469$1,220 The accompanying notes are an integral part of these condensed consolidated financ

19、ial statements.2025 Form 10-Q|2AbbVie Inc.and Subsidiaries Condensed Consolidated Balance Sheets(in millions,except share data)March 31,2025December 31,2024(unaudited)AssetsCurrent assetsCash and equivalents$5,175$5,524 Short-term investments1 31 Accounts receivable,net12,477 10,919 Inventories4,526

20、 4,181 Prepaid expenses and other5,496 4,927 Total current assets27,675 25,582 Investments287 279 Property and equipment,net5,237 5,134 Intangible assets,net58,489 60,068 Goodwill35,285 34,956 Other assets9,192 9,142 Total assets$136,165$135,161 Liabilities and EquityCurrent liabilitiesShort-term bo

21、rrowings$1,593$Current portion of long-term debt and finance lease obligations3,769 6,804 Accounts payable and accrued liabilities31,041 31,945 Total current liabilities36,403 38,749 Long-term debt and finance lease obligations64,527 60,340 Deferred income taxes2,582 2,579 Other long-term liabilitie

22、s31,191 30,129 Commitments and contingenciesStockholders equityCommon stock,$0.01 par value,4,000,000,000 shares authorized,1,837,071,074 shares issued as of March 31,2025 and1,831,594,494 as of December 31,202418 18 Common stock held in treasury,at cost,70,782,695 shares as of March 31,2025 and 66,

23、337,508 as of December 31,2024(9,137)(8,201)Additional paid-in capital21,808 21,333 Accumulated deficit(9,527)(7,900)Accumulated other comprehensive loss(1,742)(1,925)Total stockholders equity1,420 3,325 Noncontrolling interest42 39 Total equity1,462 3,364 Total liabilities and equity$136,165$135,16

24、1 The accompanying notes are an integral part of these condensed consolidated financial statements.2025 Form 10-Q|3AbbVie Inc.and Subsidiaries Condensed Consolidated Statements of Equity(unaudited)(in millions)Common sharesoutstandingCommonstockTreasurystockAdditionalpaid-in capitalAccumulateddefici

25、tAccumulated othercomprehensive lossNoncontrollinginterestTotalBalance at December 31,20231,766$18$(6,533)$20,180$(1,000)$(2,305)$37$10,397 Net earnings attributable to AbbVie Inc.1,369 1,369 Other comprehensive loss,net of tax (149)(149)Dividends declared (2,753)(2,753)Purchases of treasury stock(7

26、)(1,324)(1,324)Stock-based compensation plans and other7 28 476 504 Change in noncontrolling interest 3 3 Balance at March 31,20241,766$18$(7,829)$20,656$(2,384)$(2,454)$40$8,047 Balance at December 31,20241,765$18$(8,201)$21,333$(7,900)$(1,925)$39$3,364 Net earnings attributable to AbbVie Inc.1,286

27、 1,286 Other comprehensive income,net of tax 183 183 Dividends declared (2,913)(2,913)Purchases of treasury stock(5)(963)(963)Stock-based compensation plans and other6 27 475 502 Change in noncontrolling interest 3 3 Balance at March 31,20251,766$18$(9,137)$21,808$(9,527)$(1,742)$42$1,462 The accomp

28、anying notes are an integral part of these condensed consolidated financial statements.2025 Form 10-Q|4AbbVie Inc.and SubsidiariesCondensed Consolidated Statements of Cash Flows(unaudited)Three months ended March 31,(in millions)(brackets denote cash outflows)20252024Cash flows from operating activi

29、tiesNet earnings$1,289$1,372 Adjustments to reconcile net earnings to net cash from operating activities:Depreciation181 183 Amortization of intangible assets1,858 1,891 Deferred income taxes(28)(389)Change in fair value of contingent consideration liabilities1,518 660 Payments of contingent conside

30、ration liabilities(549)(391)Stock-based compensation410 348 Acquired IPR&D and milestones248 164 Non-cash litigation reserve adjustments,net of cash payments(729)(12)Other,net17(33)Changes in operating assets and liabilities,net of acquisitions:Accounts receivable(1,479)(702)Inventories(155)(75)Prep

31、aid expenses and other assets(628)284 Accounts payable and other liabilities(696)362 Income tax assets and liabilities,net378 378 Cash flows from operating activities1,635 4,040 Cash flows from investing activitiesAcquisitions of businesses,net of cash acquired(204)(9,199)Other acquisitions and inve

32、stments(334)(190)Acquisitions of property and equipment(235)(193)Purchases of investment securities(10)(6)Sales and maturities of investment securities32 6 Other,net16(6)Cash flows from investing activities(735)(9,588)Cash flows from financing activitiesNet change in commercial paper borrowings1,593

33、 Proceeds from issuance of other short-term borrowings 5,008 Repayments of other short-term borrowings(5,005)Proceeds from issuance of long-term debt3,994 14,963 Repayments of long-term debt and finance lease obligations(3,026)(103)Debt issuance costs(20)(99)Dividends paid(2,925)(2,772)Purchases of

34、treasury stock(961)(1,324)Proceeds from the exercise of stock options56 127 Other,net31 24 Cash flows from financing activities(1,258)10,819 Effect of exchange rate changes on cash and equivalents9(18)Net change in cash and equivalents(349)5,253 Cash and equivalents,beginning of period5,524 12,814 C

35、ash and equivalents,end of period$5,175$18,067 The accompanying notes are an integral part of these condensed consolidated financial statements.2025 Form 10-Q|5AbbVie Inc.and SubsidiariesNotes to Condensed Consolidated Financial Statements(unaudited)Note 1 Basis of Presentation Basis of Historical P

36、resentationThe unaudited interim condensed consolidated financial statements of AbbVie Inc.(AbbVie or the company)have been prepared pursuant to the rules and regulations of the UnitedStates Securities and Exchange Commission.Accordingly,certain information and footnote disclosures normally included

37、 in annual financial statements prepared in accordancewith generally accepted accounting principles in the United States(U.S.GAAP)have been omitted.These unaudited interim condensed consolidated financial statements should beread in conjunction with the companys audited consolidated financial statem

38、ents and notes included in the companys Annual Report on Form 10-K for the year ended December31,2024.It is managements opinion that these financial statements include all normal and recurring adjustments necessary for a fair presentation of the companys financial position andoperating results.Net r

39、evenues and net earnings for any interim period are not necessarily indicative of future or annual results.Certain other reclassifications were made toconform the prior period interim condensed consolidated financial statements to the current period presentation.Recent Accounting PronouncementsRecen

40、t Accounting Pronouncements Not Yet AdoptedASU No.2024-03In November 2024,the Financial Accounting Standards Board(FASB)issued Accounting Standards Update(ASU)No.2024-03,Income Statement-Reporting ComprehensiveIncome-Expense Disaggregation Disclosures(Subtopic 220-40).The standard requires further d

41、isaggregation of relevant expense captions in a separate note to the financialstatements.The standard is effective for AbbVie starting in annual periods in 2027 and interim periods beginning in 2028,with early adoption permitted.AbbVie is currentlyassessing the impact of adopting this guidance on it

42、s consolidated financial statements.ASU No.2023-09In December 2023,the FASB issued ASU No.2023-09,Income Taxes(Topic 740).The standard requires disaggregation of the effective rate reconciliation into standard categories,enhances disclosure of income taxes paid,and modifies other income tax-related

43、disclosures.The standard is effective for AbbVie starting in annual periods in 2025.AbbVie iscurrently assessing the impact of adopting this guidance on its consolidated financial statements.Note 2 Supplemental Financial InformationInterest Expense,NetThree months ended March 31,(in millions)2025202

44、4Interest expense$700$660 Interest income(73)(207)Interest expense,net$627$453 Inventories(in millions)March 31,2025December 31,2024Finished goods$1,441$1,173 Work-in-process1,974 1,951 Raw materials1,111 1,057 Inventories$4,526$4,181 2025 Form 10-Q|6Property and Equipment,Net(in millions)March 31,2

45、025December 31,2024Property and equipment,gross$12,571$12,267 Accumulated depreciation(7,334)(7,133)Property and equipment,net$5,237$5,134 Depreciation expense was$181 million for the three months ended March 31,2025 and$183 million for the three months ended March 31,2024.Note 3 Earnings Per ShareA

46、bbVie grants certain restricted stock units(RSUs)that are considered to be participating securities.Due to the presence of participating securities,AbbVie calculates earnings pershare(EPS)using the more dilutive of the treasury stock or the two-class method.For all periods presented,the two-class me

47、thod was more dilutive.The following table summarizes the impact of the two-class method:Three months ended March 31,(in millions,except per share data)20252024Basic EPSNet earnings attributable to AbbVie Inc.$1,286$1,369 Earnings allocated to participating securities10 10 Earnings available to comm

48、on shareholders$1,276$1,359 Weighted-average basic shares outstanding1,768 1,769 Basic earnings per share attributable to AbbVie Inc.$0.72$0.77 Diluted EPSNet earnings attributable to AbbVie Inc.$1,286$1,369 Earnings allocated to participating securities10 10 Earnings available to common shareholder

49、s$1,276$1,359 Weighted-average shares of common stock outstanding1,768 1,769 Effect of dilutive securities4 4 Weighted-average diluted shares outstanding1,772 1,773 Diluted earnings per share attributable to AbbVie Inc.$0.72$0.77 Certain shares issuable under stock-based compensation plans were excl

50、uded from the computation of EPS because the effect would have been antidilutive.The number ofcommon shares excluded was insignificant for all periods presented.2025 Form 10-Q|7Note 4 Licensing,Acquisitions and Other Arrangements Acquisition of Nimble Therapeutics,Inc.On January 23,2025,AbbVie compl

51、eted its acquisition of Nimble Therapeutics,Inc.(Nimble).Nimble is a biotechnology company dedicated to delivering on the promise of oralpeptide therapeutics and its lead asset,an investigational oral peptide IL23R inhibitor,is in preclinical development for the treatment of psoriasis.The aggregate

52、purchase price of$288 million was comprised of a$210 million upfront cash payment and$78 million for the acquisition date fair value of contingent consideration liabilities,for which AbbVie mayowe up to$130 million in future payments upon achievement of certain development milestones.The transaction

53、 was accounted for as a business combination using the acquisitionmethod of accounting.As of the acquisition date,AbbVie acquired$118 million of intangible assets and resulted in the recognition of$170 million of goodwill.Goodwill wascalculated as the excess of the consideration transferred over the

54、 fair value of net assets recognized and represents the future economic benefits arising from other assets acquiredthat could not be individually identified and separately recognized,including expected synergies related to enhancement of AbbVies existing immunology discovery capabilities anddevelopm

55、ent efforts.The goodwill is not deductible for tax purposes.Other assets acquired and liabilities assumed were insignificant.Acquisition of Cerevel Therapeutics Holdings,Inc.On August 1,2024,AbbVie completed its acquisition of Cerevel Therapeutics Holdings,Inc.(Cerevel Therapeutics).Cerevel Therapeu

56、tics is a clinical-stage biotechnology companyfocused on the discovery and development of differentiated therapies for neuroscience diseases.Cerevel Therapeutics neuroscience pipeline included multiple clinical-stage andpreclinical candidates with the potential to treat several diseases including sc

57、hizophrenia,Parkinsons disease and mood disorders.The total fair value of the considerationtransferred to owners of Cerevel Therapeutics common stock was$8.7 billion($8.3 billion,net of cash acquired).The acquisition of Cerevel Therapeutics was accounted for as abusiness combination using the acquis

58、ition method of accounting and the valuation of assets acquired and liabilities assumed was finalized during the three months ended March31,2025.Acquisition of ImmunoGen,Inc.On February 12,2024,AbbVie completed its acquisition of ImmunoGen,Inc.(ImmunoGen).ImmunoGen is a commercial-stage biotechnolog

59、y company focused on the discovery,development and commercialization of antibody-drug conjugates(ADC)for cancer patients.ImmunoGens oncology portfolio included its flagship cancer therapy Elahere,a first-in-class ADC approved for platinum-resistant ovarian cancer,and a pipeline of promising next-gen

60、eration ADCs targeting hematologic malignancies and solid tumors.The total fairvalue of the consideration transferred to owners of ImmunoGen common stock was$9.8 billion($9.2 billion,net of cash acquired).The acquisition of ImmunoGen was accounted foras a business combination using the acquisition m

61、ethod of accounting and the valuation of assets acquired and liabilities assumed was finalized during the three months endedDecember 31,2024.Other Licensing&Acquisitions ActivityCash outflows related to other acquisitions and investments totaled$334 million for the three months ended March 31,2025 a

62、nd$190 million for the three months ended March 31,2024.The following table summarizes acquired IPR&D and milestones expense:Three months ended March 31,(in millions)20252024Upfront charges$246$79 Development milestones2 85 Acquired IPR&D and milestones$248$164 2025 Form 10-Q|8Gubra A/SSubsequent to

63、 March 31,2025,AbbVie completed its previously announced licensing agreement with Gubra A/S.Under the terms of the agreement,AbbVie will receive anexclusive global license to develop and commercialize GUB014295(ABBV-295),a long-acting amylin analog for the treatment of obesity.AbbVie made an upfront

64、 payment of$350million which will be recorded in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the second quarter of 2025.AbbVie could makeadditional payments of up to$1.9 billion upon achievement of certain development,regulatory and commercial milesto

65、nes and pay tiered royalties.AbbVie entered into several other individually insignificant collaborations,licensing agreements or other asset acquisitions in which the related upfront payments were recorded inacquired IPR&D and milestones expense.Note 5 CollaborationsThe company has ongoing transacti

66、ons with other entities through collaboration agreements.The following represent the significant collaboration agreements impacting the periodsended March 31,2025 and 2024.Collaboration with Janssen Biotech,Inc.In December 2011,Pharmacyclics,a wholly-owned subsidiary of AbbVie,entered into a worldwi

67、de collaboration and license agreement with Janssen Biotech,Inc.and its affiliates(Janssen),one of the Janssen Pharmaceutical companies of Johnson&Johnson,for the joint development and commercialization of Imbruvica,a novel,orally active,selectivecovalent inhibitor of Brutons tyrosine kinase and cer

68、tain compounds structurally related to Imbruvica,for oncology and other indications,excluding all immune and inflammatorymediated diseases or conditions and all psychiatric or psychological diseases or conditions,in the United States and outside the United States.The collaboration provides Janssen w

69、ith an exclusive license to commercialize Imbruvica outside of the United States and co-exclusively with AbbVie in the United States.Bothparties are responsible for the development,manufacturing and marketing of any products generated as a result of the collaboration.The collaboration has no set dur

70、ation orspecific expiration date and provides for potential future development,regulatory and approval milestone payments of up to$200 million to AbbVie.The collaboration also includes acost sharing arrangement for associated collaboration activities.Except in certain cases,Janssen is responsible fo

71、r approximately 60%of collaboration development costs andAbbVie is responsible for the remaining 40%of collaboration development costs.In the United States,both parties have co-exclusive rights to commercialize the products;however,AbbVie is the principal in the end-customer product sales.AbbVie and

72、 Janssenshare pre-tax profits and losses equally from the commercialization of products.Sales of Imbruvica are included in AbbVies net revenues.Janssens share of profits is included inAbbVies cost of products sold.Other costs incurred under the collaboration are reported in their respective expense

73、line items,net of Janssens share.Outside the United States,Janssen is responsible for and has exclusive rights to commercialize Imbruvica.AbbVie and Janssen share pre-tax profits and losses equally from thecommercialization of products.AbbVies share of profits is included in AbbVies net revenues.Oth

74、er costs incurred under the collaboration are reported in their respective expenseline items,net of Janssens share.The following table shows the profit and cost sharing relationship between Janssen and AbbVie:Three months ended March 31,(in millions)20252024United States-Janssens share of profits(in

75、cluded in cost of products sold)$247$283 International-AbbVies share of profits(included in net revenues)209 228 Global-AbbVies share of other costs(included in respective line items)25 42 AbbVies receivable from Janssen,included in accounts receivable,net,was$235 million at March 31,2025 and$237 mi

76、llion at December 31,2024.AbbVies payable to Janssen,included in accounts payable and accrued liabilities,was$245 million at March 31,2025 and$282 million at December 31,2024.Collaboration with Genentech,Inc.AbbVie and Genentech,Inc.(Genentech),a member of the Roche Group,are parties to a collaborat

77、ion and license agreement executed in 2007 to jointly research,develop andcommercialize human therapeutic products containing BCL-2 inhibitors and certain other compound inhibitors which includes Venclexta,a BCL-2 inhibitor used to treat certainhematological malignancies.AbbVie2025 Form 10-Q|9shares

78、 equally with Genentech all pre-tax profits and losses from the development and commercialization of Venclexta in the United States.AbbVie pays royalties on Venclexta netrevenues outside the United States.AbbVie manufactures and distributes Venclexta globally and is the principal in the end-customer

79、 product sales.Sales of Venclexta are included in AbbVies net revenues.Genentechs share of United States profits is included in AbbVies cost of products sold.AbbVie records sales and marketing costs associated with the United States collaborationas part of selling,general and administrative(SG&A)exp

80、enses and global development costs as part of research and development(R&D)expenses,net of Genentechs share.Royalties paid for Venclexta revenues outside the United States are also included in AbbVies cost of products sold.The following table shows the profit and cost sharing relationship between Ge

81、nentech and AbbVie:Three months ended March 31,(in millions)20252024Genentechs share of profits,including royalties(included in cost of products sold)$242$227 AbbVies share of sales and marketing costs from U.S.collaboration(included in SG&A)10 9 AbbVies share of development costs(included in R&D)17

82、 19 Note 6 Goodwill and Intangible AssetsGoodwillThe following table summarizes the changes in the carrying amount of goodwill:(in millions)Balance as of December 31,2024$34,956 Additions170 Foreign currency translation adjustments159 Balance as of March 31,2025$35,285(a)Goodwill additions related t

83、o the acquisition of Nimble(see Note 4).The company performs its annual goodwill impairment assessment in the third quarter,or earlier if impairment indicators exist.As of March 31,2025,there were no accumulatedgoodwill impairment losses.Intangible Assets,NetThe following table summarizes intangible

84、 assets:March 31,2025December 31,2024(in millions)Gross carrying amountAccumulated amortizationNet carrying amountGross carrying amountAccumulated amortizationNet carrying amountDefinite-lived intangible assetsDeveloped product rights$81,638$(29,981)$51,657$81,428$(28,253)$53,175 License agreements8

85、,352(6,811)1,541 8,315(6,624)1,691 Total definite-lived intangible assets89,990(36,792)53,198 89,743(34,877)54,866 Indefinite-lived intangible assets5,291 5,291 5,202 5,202 Total intangible assets,net$95,281$(36,792)$58,489$94,945$(34,877)$60,068 Definite-Lived Intangible AssetsAmortization expense

86、was$1.9 billion for the three months ended March 31,2025 and 2024.Amortization expense was included in cost of products sold in the condensedconsolidated statements of earnings.(a)2025 Form 10-Q|10Indefinite-Lived Intangible AssetsIndefinite-lived intangible assets represent acquired IPR&D associate

87、d with products that have not yet received regulatory approval.The company performs its annual impairmentassessment of indefinite-lived intangible assets in the third quarter,or earlier if impairment indicators exist.Note 7 Restructuring PlansAbbVie continuously evaluates its operations to identify

88、opportunities to optimize its manufacturing and R&D operations,commercial infrastructure and administrative costs and torespond to changes in its business environment.As a result,AbbVie management periodically approves individual restructuring plans to achieve these objectives.As of March 31,2025 an

89、d 2024,no such plans were individually significant.Restructuring charges were$17 million for the three months ended March 31,2025 and$15 million for the three monthsended March 31,2024.These charges are recorded in cost of products sold,R&D expense and SG&A expense in the condensed consolidated stat

90、ements of earnings based on theclassification of the affected employees or the related operations.The following table summarizes the cash activity in the restructuring reserve for the three months ended March 31,2025:(in millions)Accrued balance as of December 31,2024$236 Restructuring charges12 Pay

91、ments and other adjustments(18)Accrued balance as of March 31,2025$230 Note 8 Financial Instruments and Fair Value MeasuresRisk Management PolicySee Note 11 to the companys Annual Report on Form 10-K for the year ended December 31,2024 for a summary of AbbVies risk management policy and use of deriv

92、ativeinstruments.Financial InstrumentsVarious AbbVie foreign subsidiaries enter into foreign currency forward exchange contracts to manage exposures to changes in foreign exchange rates for anticipated intercompanytransactions denominated in a currency other than the functional currency of the local

93、 entity.These contracts,with notional amounts totaling$1.7 billion at March 31,2025 and$1.9billion at December 31,2024,are designated as cash flow hedges and are recorded at fair value.The durations of these forward exchange contracts were generally less than 18months.Accumulated gains and losses as

94、 of March 31,2025 are reclassified from accumulated other comprehensive income(loss)(AOCI)and included in cost of products sold atthe time the products are sold,generally not exceeding six months from the date of settlement.The company also enters into foreign currency forward exchange contracts to

95、manage its exposure to foreign currency denominated trade payables and receivables andintercompany loans.These contracts are not designated as hedges and are recorded at fair value.Resulting gains or losses are reflected in net foreign exchange loss in thecondensed consolidated statements of earning

96、s and are generally offset by losses or gains on the foreign currency exposure being managed.These contracts had notional amountstotaling$6.6 billion at March 31,2025 and$5.9 billion at December 31,2024.The company also uses foreign currency forward exchange contracts or foreign currency denominated

97、 debt to hedge its net investments in certain foreign subsidiaries and affiliates.The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of 3.1 billion at March 31,2025 and December 31,2024.In addition,the company had foreign currency forward exchange

98、contracts designated as net investment hedges with notional amounts totaling 6.5 billion,SEK1.9 billion,CAD500 million andCHF80 million at March 31,2025 and 6.2 billion,SEK1.4 billion,CAD500 million and CHF50 million at December 31,2024.The company uses the spot method of assessinghedge effectivenes

99、s for derivative instruments designated as net investment hedges.Realized and unrealized gains and losses from these hedges are included in AOCI and theinitial fair value of hedge components excluded from the assessment of effectiveness is recognized in interest expense,net over the life of the hedg

100、ing instrument.2025 Form 10-Q|11The company is a party to interest rate swap contracts designated as fair value hedges with notional amounts totaling$3.5 billion at March 31,2025 and December 31,2024.Theeffect of the hedge contracts is to change a fixed-rate interest obligation to a floating rate fo

101、r that portion of the debt.AbbVie records the contracts at fair value and adjusts thecarrying amount of the fixed-rate debt by an offsetting amount.No amounts are excluded from the assessment of effectiveness for cash flow hedges or fair value hedges.The following table summarizes the amounts and lo

102、cation of AbbVies derivative instruments on the condensed consolidated balance sheets:Fair value Derivatives in asset positionFair value Derivatives in liability position(in millions)Balance sheet captionMarch 31,2025December 31,2024Balance sheet captionMarch 31,2025December 31,2024Foreign currency

103、forward exchange contractsDesignated as cash flow hedgesPrepaid expenses and other$48$119 Accounts payable and accruedliabilities$1$5 Designated as cash flow hedgesOther assets1 Other long-term liabilities Designated as net investment hedgesPrepaid expenses and other2 4 Accounts payable and accruedl

104、iabilities43 Designated as net investment hedgesOther assets20 148 Other long-term liabilities35 Not designated as hedgesPrepaid expenses and other16 42 Accounts payable and accruedliabilities38 30 Interest rate swap contractsDesignated as fair value hedgesOther assets43 Other long-term liabilities1

105、35 231 Total derivatives$130$313$252$266 While certain derivatives are subject to netting arrangements with the companys counterparties,the company does not offset derivative assets and liabilities within the condensedconsolidated balance sheets.The following table presents the pre-tax amounts of ga

106、ins(losses)from derivative instruments recognized in other comprehensive income(loss):Three months ended March 31,(in millions)20252024Foreign currency forward exchange contractsDesignated as cash flow hedges$(19)$55 Designated as net investment hedges(193)134 Assuming market rates remain constant t

107、hrough contract maturities,the company expects to reclassify pre-tax gains of$105 million into cost of products sold for foreign currencycash flow hedges and pre-tax gains of$21 million into interest expense,net for other cash flow hedges during the next 12 months.Related to AbbVies non-derivative,f

108、oreign currency denominated debt designated as net investment hedges,the company recognized in other comprehensive income(loss)pre-tax losses of$133 million for the three months ended March 31,2025 and pre-tax gains of$157 million for the three months ended March 31,2024.2025 Form 10-Q|12The followi

109、ng table summarizes the pre-tax amounts and location of derivative instrument net gains(losses)recognized in the condensed consolidated statements of earnings,including the net gains(losses)reclassified out of AOCI into net earnings.See Note 10 for the amount of net gains(losses)reclassified out of

110、AOCI.Three months ended March 31,(in millions)Statement of earnings caption20252024Foreign currency forward exchange contractsDesignated as cash flow hedgesCost of products sold$(1)$12 Designated as net investment hedgesInterest expense,net34 27 Not designated as hedgesNet foreign exchange loss(29)(

111、18)Interest rate swap contractsDesignated as fair value hedgesInterest expense,net55(65)Debt designated as hedged item in fair value hedgesInterest expense,net(55)65 OtherInterest expense,net5 6 Fair Value MeasuresThe fair value hierarchy consists of the following three levels:Level 1 Valuations bas

112、ed on unadjusted quoted prices in active markets for identical assets that the company has the ability to access;Level 2 Valuations based on quoted prices for similar instruments in active markets,quoted prices for identical or similar instruments in markets that are not active andmodel-based valuat

113、ions in which all significant inputs are observable in the market;and Level 3 Valuations using significant inputs that are unobservable in the market and include the use of judgment by the companys management about the assumptionsmarket participants would use in pricing the asset or liability.The fo

114、llowing table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the condensed consolidated balance sheet as ofMarch 31,2025:Basis of fair value measurement(in millions)TotalQuoted prices in activemarkets for identicalassets (Level 1)Sig

115、nificant otherobservable inputs (Level 2)Significant unobservableinputs (Level 3)AssetsCash and equivalents$5,175$4,834$341$Money market funds and time deposits10 10 Debt securities36 36 Equity securities85 54 31 Interest rate swap contracts43 43 Foreign currency contracts87 87 Total assets$5,436$4,

116、888$548$LiabilitiesInterest rate swap contracts$135$135$Foreign currency contracts117 117 Financing liability332 332 Contingent consideration22,713 22,713 Total liabilities$23,297$252$23,045 2025 Form 10-Q|13The following table summarizes the bases used to measure certain assets and liabilities carr

117、ied at fair value on a recurring basis on the condensed consolidated balance sheet as ofDecember 31,2024:Basis of fair value measurement(in millions)TotalQuoted prices in activemarkets for identicalassets (Level 1)Significant otherobservable inputs (Level 2)Significant unobservableinputs (Level 3)As

118、setsCash and equivalents$5,524$5,179$345$Money market funds and time deposits10 10 Debt securities33 33 Equity securities98 70 28 Foreign currency contracts313 313 Total assets$5,978$5,249$729$LiabilitiesInterest rate swap contracts$231$231$Foreign currency contracts35 35 Financing liability328 328

119、Contingent consideration21,666 21,666 Total liabilities$22,260$266$21,994 Money market funds and time deposits are valued using relevant observable market inputs including quoted prices for similar assets and interest rate curves.Equity securitiesprimarily consist of investments for which the fair v

120、alues were determined by using the published market prices per unit multiplied by the number of units held,without considerationof transaction costs.The derivatives entered into by the company were valued using observable market inputs including published interest rate curves and both forward and sp

121、otprices for foreign currencies.The financing liability is related to financing arrangements which the company elected to account for in accordance with the fair value option,as permitted under ASC 825 FinancialInstruments.The fair value measurement of the financing liability was determined based on

122、 significant unobservable inputs.Potential payments are estimated by applying aprobability-weighted expected payment model,which are then discounted to present value.Changes to the fair value of the financing liability can result from changes to one or anumber of inputs,including discount rates,esti

123、mated probabilities and timing of achieving milestones and estimated amounts of future sales.The change in fair value recognized innet earnings is recorded in other expense,net in the condensed consolidated statements of earnings and the change in fair value attributable to instrument-specific credi

124、t risk isrecognized in other comprehensive income(loss).Changes in fair value recognized in other expense,net and other comprehensive income(loss)for the three months ended March31,2025 were insignificant.The fair value measurements of the contingent consideration liabilities were determined based o

125、n significant unobservable inputs,including the discount rate,estimated probabilitiesand timing of achieving specified development,regulatory and commercial milestones and the estimated amount of future sales of the acquired products.The potential contingentconsideration payments are estimated by ap

126、plying a probability-weighted expected payment model for contingent milestone payments and a Monte Carlo simulation model forcontingent royalty payments,which are then discounted to present value.Changes to the fair value of the contingent consideration liabilities can result from changes to one or

127、anumber of inputs,including discount rates,the probabilities of achieving the milestones,the time required to achieve the milestones and estimated future sales.Significant judgmentis employed in determining the appropriateness of certain of these inputs.Changes to the inputs described above could ha

128、ve a material impact on the companys financial positionand results of operations in any given period.2025 Form 10-Q|14The fair value of the companys contingent consideration liabilities was calculated using the following significant unobservable inputs:March 31,2025December 31,2024RangeWeighted aver

129、ageRangeWeighted averageDiscount rate4.2%-4.9%4.5%4.6%-5.2%4.8%Probability of payment for royalties by indication100%100%100%100%Projected year of payments2025-203420292025-20342029(a)Unobservable inputs were weighted by the relative fair value of the contingent consideration liabilities.There have

130、been no transfers of assets or liabilities into or out of Level 3 of the fair value hierarchy.The following table presents the changes in fair value of total contingentconsideration liabilities which are measured using Level 3 inputs:Three months ended March 31,(in millions)20252024Beginning balance

131、$21,666$19,890 Additions78 Change in fair value recognized in net earnings1,518 660 Payments(549)(391)Ending balance$22,713$20,159(a)Additions during the three months ended March 31,2025,represent contingent consideration liabilities related to the Nimble acquisition.The change in fair value recogni

132、zed in net earnings is recorded in other expense,net in the condensed consolidated statements of earnings.Certain financial instruments are carried at historical cost or some basis other than fair value.The book values,approximate fair values and bases used to measure the approximatefair values of c

133、ertain financial instruments as of March 31,2025 are shown in the table below:Basis of fair value measurement(in millions)Book valueApproximate fairvalueQuoted pricesin active markets foridentical assets (Level 1)Significant other observable inputs (Level 2)Significantunobservable inputs (Level 3)Li

134、abilitiesShort-term borrowings$1,593$1,593$1,593$Current portion of long-term debt and finance lease obligations,excludingfair value hedges3,767 3,765 3,748 17 Long-term debt and finance lease obligations,excluding fair value hedgesand financing liability64,350 60,904 58,486 2,418 Total liabilities$

135、69,710$66,262$62,234$4,028$(a)(a)(a)2025 Form 10-Q|15The book values,approximate fair values and bases used to measure the approximate fair values of certain financial instruments as of December 31,2024 are shown in the tablebelow:Basis of fair value measurement(in millions)Book valueApproximate fai

136、rvalueQuoted pricesin active markets foridentical assets (Level 1)Significant other observable inputs (Level 2)Significantunobservable inputs (Level 3)LiabilitiesCurrent portion of long-term debt and finance lease obligations,excludingfair value hedges$6,797$6,767$6,620$147$Long-term debt and financ

137、e lease obligations,excluding fair value hedgesand financing liability60,243 55,836 53,441 2,395 Total liabilities$67,040$62,603$60,061$2,542$AbbVie also holds investments in equity securities that do not have readily determinable fair values.The company records these investments at cost and remeasu

138、res them to fairvalue based on certain observable price changes or impairment events as they occur.The carrying amount of these investments was$157 million as of March 31,2025 and$169million as of December 31,2024.No significant cumulative upward or downward adjustments have been recorded for these

139、investments as of March 31,2025.Concentrations of RiskOf total net accounts receivable,three U.S.wholesalers accounted for 81%as of March 31,2025 and December 31,2024,and substantially all of AbbVies pharmaceutical productnet revenues in the United States were to these three wholesalers.Debt and Cre

140、dit FacilitiesIssuance and Repayment of Long-Term DebtIn February 2025,the company issued$4.0 billion aggregate principal amount of unsecured senior notes.The following table summarizes the issued debt:(in millions)Senior Notes4.65%Senior Notes due 2028$1,250 4.875%Senior Notes due 20301,000 5.20%Se

141、nior Notes due 20351,000 5.60%Senior Notes due 2055750 Total debt issued$4,000 The notes are unsecured,unsubordinated obligations of AbbVie and will rank equally in right of payment with all of AbbVies existing and future unsecured,unsubordinatedindebtedness,liabilities and other obligations.AbbVie

142、may redeem the fixed-rate senior notes prior to maturity at a redemption price equal to the greater of the principal amount orthe sum of present values of the remaining scheduled payments of principal and interest plus a make-whole premium.AbbVie may also redeem the fixed-rate senior notes at parbet

143、ween one and six months prior to maturity.In March 2025,the company repaid$3.0 billion aggregate principal of 3.80%senior notes at maturity.Short-Term BorrowingsShort-term borrowings included commercial paper borrowings of$1.6 billion as of March 31,2025 and there were no amounts outstanding as of D

144、ecember 31,2024.The weighted-average interest rate on commercial paper borrowings was 4.59%for the three months ended March 31,2025 and 5.54%for the three months ended March 31,2024.Subsequent to March 31,2025,the company entered into a$4.0 billion 364-day term loan credit agreement.No amounts were

145、borrowed under the term loan credit agreement as ofthe date of filing of this Quarterly Report on Form 10-Q.2025 Form 10-Q|16In January 2025,AbbVie entered into a new$3.0 billion five-year revolving credit facility that matures in January 2030 which is in addition to the existing$5.0 billion five-ye

146、arrevolving credit facility that matures in March 2028.The revolving credit facilities are available to support AbbVies commercial paper program and enable the company to borrowfunds to meet liquidity requirements on an unsecured basis at variable interest rates and contain various covenants.At Marc

147、h 31,2025,the company was in compliance with allcovenants,and commitment fees under the credit facility were insignificant.No amounts were outstanding under the companys credit facilities as of March 31,2025 and December31,2024.Financing Related to ImmunoGen and Cerevel Therapeutics AcquisitionsIn c

148、onnection with the acquisitions of ImmunoGen and Cerevel Therapeutics,in February 2024,the company issued$15.0 billion aggregate principal amount of unsecured seniornotes.The notes are unsecured,unsubordinated obligations of AbbVie and will rank equally in right of payment with all of AbbVies existi

149、ng and future unsecured,unsubordinatedindebtedness,liabilities and other obligations.AbbVie may redeem the fixed-rate senior notes prior to maturity at a redemption price equal to the greater of the principal amount orthe sum of present values of the remaining scheduled payments of principal and int

150、erest on the fixed-rate senior notes to be redeemed plus a make-whole premium.AbbVie mayalso redeem the fixed-rate senior notes at par between one and six months prior to maturity.In connection with the offering,debt issuance costs incurred totaled$99 million anddebt discounts totaled$37 million,whi

151、ch are being amortized over the respective terms of the notes to interest expense,net in the condensed consolidated statements of earnings.AbbVie used the net proceeds received from the issuance of the notes to finance the acquisition of ImmunoGen,repay its term-loan,repay commercial paper borrowing

152、s,pay feesand expenses in respect of the foregoing,finance general corporate purposes and,together with cash on hand,fund AbbVies acquisition of Cerevel Therapeutics.In December 2023,AbbVie entered into a$9.0 billion 364-day bridge credit agreement and$5.0 billion 364-day term loan credit agreement.

153、In February 2024,AbbVie borrowed andrepaid$5.0 billion under the term loan credit agreement.Interest charged on this borrowing was based on Secured Overnight Financing Rate Reference Rate(SOFR)+0.975%withan effective interest rate of 6.29%.Subsequent to the$15.0 billion issuance of senior notes,AbbV

154、ie terminated both the bridge and term loan credit agreements in the first quarterof 2024.In February 2024,concurrent with the ImmunoGen acquisition,the company assumed and repaid an ImmunoGen senior secured term loan at a fair value of$99 million.Note 9 Post-Employment BenefitsThe following table s

155、ummarizes net periodic benefit cost relating to the companys defined benefit and other post-employment plans:Defined benefit plansOther post-employment plansThree months ended March 31,Three months ended March 31,(in millions)2025202420252024Service cost$63$72$10$11 Interest cost117 113 11 10 Expect

156、ed return on plan assets(206)(197)Amortization of prior service credit (9)(9)Amortization of actuarial loss6 13 2 4 Net periodic benefit cost(credit)$(20)$1$14$16 The components of net periodic benefit cost other than service cost are included in other expense,net in the condensed consolidated state

157、ments of earnings.2025 Form 10-Q|17Note 10 EquityStock-Based CompensationStock-based compensation expense is principally related to awards issued pursuant to the AbbVie 2013 Incentive Stock Program and the AbbVie Amended and Restated 2013Incentive Stock Program and is summarized as follows:Three mon

158、ths ended March 31,(in millions)20252024Cost of products sold$22$22 Research and development160 133 Selling,general and administrative228 193 Pre-tax compensation expense410 348 Tax benefit70 60 After-tax compensation expense$340$288 In addition to stock-based compensation expense included in the ta

159、ble above and in connection with the acquisition of ImmunoGen,AbbVie incurred cash-settled,post-closingexpense for ImmunoGen employee incentive awards,which is summarized in the table below:(in millions)Three months ended March 31,2024Cost of products sold$31 Research and development126Selling,gener

160、al and administrative192Total post-closing cash settled expense$349 Stock OptionsDuring the three months ended March 31,2025,primarily in connection with the companys annual grant,AbbVie granted 0.6 million stock options with a weighted-average grant-date fair value of$38.39.As of March 31,2025,$12

161、million of unrecognized compensation cost related to stock options is expected to be recognized as expense overapproximately the next two years.RSUs and Performance SharesDuring the three months ended March 31,2025,primarily in connection with the companys annual grant,AbbVie granted 4.7 million RSU

162、s and performance shares with aweighted-average grant-date fair value of$193.46.As of March 31,2025,$1.1 billion of unrecognized compensation cost related to RSUs and performance shares is expected tobe recognized as expense over approximately the next two years.Cash DividendsThe following table sum

163、marizes quarterly cash dividends declared during 2025 and 2024:20252024Date DeclaredPayment DateDividend Per ShareDate DeclaredPayment DateDividend Per Share02/13/2505/15/25$1.64 10/30/2402/14/25$1.64 09/06/2411/15/24$1.55 06/21/2408/15/24$1.55 02/15/2405/15/24$1.55 Stock Repurchase ProgramThe compa

164、nys stock repurchase authorization permits purchases of AbbVie shares from time to time in open-market or private transactions at managements discretion.Theprogram has no time limit and can be discontinued at any time.Shares repurchased under this program are recorded at acquisition cost,including r

165、elated expenses,and areavailable for general corporate purposes.2025 Form 10-Q|18On February 16,2023,AbbVies board of directors authorized a$5.0 billion increase to the existing stock repurchase authorization.AbbVie repurchased 3 million shares for$606million during the three months ended March 31,2

166、025 and 5 million shares for$959 million during the three months ended March 31,2024.AbbVies remaining stock repurchaseauthorization was approximately$2.9 billion as of March 31,2025.Accumulated Other Comprehensive LossThe following table summarizes the changes in each component of accumulated other

167、 comprehensive loss,net of tax,for the three months ended March 31,2025:(in millions)Foreign currency translationadjustmentsNet investmenthedging activitiesPension and post-employment benefitsCash flowhedging activitiesTotalBalance as of December 31,2024$(2,114)$549$(664)$304$(1,925)Other comprehens

168、ive income(loss)before reclassifications487(256)(1)(17)213 Net gains reclassified from accumulated other comprehensive loss(27)(1)(2)(30)Net current-period other comprehensive income(loss)487(283)(2)(19)183 Balance as of March 31,2025$(1,627)$266$(666)$285$(1,742)Other comprehensive income for the t

169、hree months ended March 31,2025 included foreign currency translation adjustments totaling a gain of$487 million principally due to theimpact of the strengthening of the Euro on the translation of the companys Euro-denominated assets and the offsetting impact of net investment hedging activities tot

170、aling a loss of$283 million.The following table summarizes the changes in each component of accumulated other comprehensive loss,net of tax,for the three months ended March 31,2024:(in millions)Foreign currency translationadjustmentsNet investmenthedging activitiesPension and post-employment benefit

171、sCash flowhedging activitiesTotalBalance as of December 31,2023$(1,106)$65$(1,488)$224$(2,305)Other comprehensive income(loss)before reclassifications(396)228 3 44(121)Net losses(gains)reclassified from accumulated other comprehensive loss(21)7(14)(28)Net current-period other comprehensive income(lo

172、ss)(396)207 10 30(149)Balance as of March 31,2024$(1,502)$272$(1,478)$254$(2,454)Other comprehensive loss for the three months ended March 31,2024 included foreign currency translation adjustments totaling a loss of$396 million principally due to the impactof the weakening of the Euro on the transla

173、tion of the companys Euro-denominated assets and the offsetting impact of net investment hedging activities totaling a gain of$207million.2025 Form 10-Q|19The following table presents the impact on AbbVies condensed consolidated statements of earnings for significant amounts reclassified out of each

174、 component of accumulatedother comprehensive loss:Three months ended March 31,(in millions)(brackets denote gains)20252024Net investment hedging activitiesGains on derivative amount excluded from effectiveness testing$(34)$(27)Tax expense7 6 Total reclassifications,net of tax$(27)$(21)Pension and po

175、st-employment benefitsAmortization of actuarial losses(gains)and other$(1)$8 Tax benefit(1)Total reclassifications,net of tax$(1)$7 Cash flow hedging activitiesLosses(gains)on foreign currency forward exchange contracts$1$(12)Other(5)(6)Tax expense2 4 Total reclassifications,net of tax$(2)$(14)(a)Am

176、ounts are included in interest expense,net(see Note 8).(b)Amounts are included in the computation of net periodic benefit cost(see Note 9).(c)Amounts are included in cost of products sold(see Note 8).Note 11 Income Taxes The effective tax rate was 22%for the three months ended March 31,2025 and 2024

177、.The effective tax rate in each period differed from the U.S.statutory tax rate of 21%principallydue to the impact of foreign operations which reflects the impact of lower income tax rates in locations outside the United States,changes in fair value of contingent considerationand business developmen

178、t activities.Note 12 Legal Proceedings and Contingencies AbbVie is subject to contingencies,such as various claims,legal proceedings and investigations regarding product liability,intellectual property,commercial,securities and othermatters that arise in the normal course of business.Loss contingenc

179、y provisions are recorded for probable losses at managements best estimate of a loss,or when a best estimatecannot be made,a minimum loss contingency amount within a probable range is recorded.The recorded accrual balance for litigation was approximately$1.8 billion as of March31,2025 and$2.5 billio

180、n as of December 31,2024.For litigation matters discussed below for which a loss is probable or reasonably possible,the company is unable to estimate thepossible loss or range of loss,if any,beyond the amounts accrued.Initiation of new legal proceedings or a change in the status of existing proceedi

181、ngs may result in a change in theestimated loss accrued by AbbVie.While it is not feasible to predict the outcome of all proceedings and exposures with certainty,management believes that their ultimate dispositionshould not have a material adverse effect on AbbVies consolidated financial position,re

182、sults of operations or cash flows.Subject to certain exceptions specified in the separation agreement by and between Abbott Laboratories(Abbott)and AbbVie,AbbVie assumed the liability for,and control of,allpending and threatened legal matters related to its business,including liabilities for any cla

183、ims or legal proceedings related to products that had been part of its business,but werediscontinued prior to the distribution,as well as assumed or retained liabilities,and will indemnify Abbott for any liability arising out of or resulting from such assumed legal matters.Antitrust LitigationLawsui

184、ts are pending against AbbVie and others generally alleging that the 2005 patent litigation settlement involving Niaspan entered into between Kos Pharmaceuticals,Inc.(acompany acquired by Abbott in 2006 and presently a subsidiary of AbbVie)and a(a)(b)(c)(a)2025 Form 10-Q|20generic company violated f

185、ederal and state antitrust laws and state unfair and deceptive trade practices and unjust enrichment laws.Plaintiffs generally seek monetary damagesand/or injunctive relief and attorneys fees.The lawsuits pending in federal court consist of six individual plaintiff lawsuits and a certified class act

186、ion by Niaspan direct purchasers.The cases are pending in the United States District Court for the Eastern District of Pennsylvania for coordinated or consolidated pre-trial proceedings under the federal multi-districtlitigation(MDL)Rules as In re:Niaspan Antitrust Litigation,MDL No.2460.In October

187、2016,the Orange County,California District Attorneys Office filed a lawsuit on behalf of theState of California regarding the Niaspan patent litigation settlement in Orange County Superior Court,asserting a claim under the unfair competition provision of the CaliforniaBusiness and Professions Code s

188、eeking injunctive relief,restitution,civil penalties and attorneys fees.In November 2022,the State of Oregon filed a lawsuit in the Multnomah County,Oregon Circuit Court,alleging that 2011 patent litigation by Abbott with a generic companyregarding AndroGel was sham litigation and the settlement of

189、that litigation violated state antitrust law.Oregon also brought a claim under the Oregon False Claims Act,which thecourt dismissed on October 31,2024.In March 2025,the court approved the parties settlement of this matter.Government ProceedingsLawsuits are pending against Allergan and several other

190、manufacturers generally alleging that they improperly promoted and sold prescription opioid products.Approximately 430lawsuits are pending against Allergan in federal and state courts.Most of the federal court lawsuits are consolidated for pre-trial purposes in the United States District Court for t

191、heNorthern District of Ohio under the MDL rules as In re:National Prescription Opiate Litigation,MDL No.2804.Approximately 30 of the lawsuits are pending in various state courts.The plaintiffs in these lawsuits,which include states,counties,cities,other municipal entities,Native American tribes,unio

192、n trust funds and other third-party payors,private hospitalsand personal injury claimants,generally seek compensatory and punitive damages.Of these approximately 430 lawsuits,approximately 25 of them are brought by states,counties,cities,and other municipal entities,approximately 5 of which are in t

193、he process of being dismissed pursuant to the previously announced settlement.Another approximately 45 ofthe approximately 430 lawsuits are in the process of being dismissed pursuant to class settlement between Allergan and a class of acute care hospitals,which received final courtapproval in March

194、2025.In March 2023,AbbVie Inc.filed a petition in the United States Tax Court,AbbVie Inc.and Subsidiaries v.Commissioner of Internal Revenue.The petition disputes the InternalRevenue Service determination concerning a$572 million income tax benefit recorded in 2014 related to a payment made to a thi

195、rd party for the termination of a proposed businesscombination.Shareholder and Securities LitigationIn October 2018,a federal securities lawsuit,Holwill v.AbbVie Inc.,et al.,was filed in the United States District Court for the Northern District of Illinois against AbbVie,its formerchief executive o

196、fficer and former chief financial officer,alleging that reasons stated for Humira sales growth in financial filings between 2013 and 2018 were misleading becausethey omitted alleged misconduct in connection with Humira patient and reimbursement support services and other services and items of value

197、that allegedly induced Humiraprescriptions.In September 2021,the court granted plaintiffs motion to certify a class.Product Liability and General LitigationIn April 2023,a putative class action lawsuit,Camargo v.AbbVie Inc.,was filed in the United States District Court for the Northern District of I

198、llinois on behalf of Humira patients whopaid for Humira based on its list price or who,after losing insurance coverage,discontinued Humira because they could not pay based on its list price,alleging that Humiras listprice is excessive in violation of multiple states unfair and deceptive trade practi

199、ces statutes.The plaintiff generally seeks monetary damages,injunctive relief,and attorneys fees.In 2018,a qui tam lawsuit,U.S.ex rel.Silbersher v.Allergan Inc.,et al.,was filed in the United States District Court for the Northern District of California against several Allerganentities and others,al

200、leging that their conduct before the U.S.Patent Office resulted in false claims for payment being made to federal and state healthcare payors for Namenda XRand Namzaric.The plaintiff-relator sought damages and attorneys fees under the federal False Claims Act and state law analogues.The federal gove

201、rnment and state governmentsdeclined to intervene in the lawsuit.In March 2023,the court granted Allergans motion to dismiss,dismissing plaintiff-relators federal law claims with prejudice and state law claimswithout prejudice.In January 2025,the United States Court of Appeals for the Ninth Circuit

202、affirmed that dismissal.Lawsuits are pending against various Allergan entities in the United States and other countries including Brazil,Canada,South Korea,and the Netherlands,in which plaintiffsgenerally allege that they developed,or may develop,breast implant-associated anaplastic large cell lymph

203、oma(ALCL)or other injuries from Allergans Biocell textured breastimplants,which were voluntarily withdrawn from worldwide markets in 2019.Approximately 145 ALCL lawsuits and 1,260 other lawsuits are coordinated for pre-trial purposes in theUnited States District Court for the District of New Jersey

204、under the MDL rules as In re:Allergan Biocell Textured Breast Implant2025 Form 10-Q|21Product Liability Litigation,MDL No.2921.Approximately 75 ALCL lawsuits and 475 other lawsuits are pending in various state courts.Approximately 60 ALCL and 1,000 otherlawsuits are pending in other countries.Plaint

205、iffs generally seek monetary damages,medical monitoring,and attorneys fees.In January 2025,a putative class action lawsuit,Sheet Metal Workers Health Plan of Southern California,Arizona,and Nevada v.AbbVie Inc.,was filed in the United States DistrictCourt for the Northern District of Illinois on beh

206、alf of third-party payors of Humira,alleging that AbbVies rebating practices are impairing biosimilar competition with Humira inviolation of federal and state antitrust laws.The plaintiff generally seeks monetary damages,injunctive relief and attorneys fees.Intellectual Property LitigationAbbVie Inc

207、.is seeking to enforce patent rights relating to upadacitinib(a drug sold under the trademark Rinvoq).Litigation was filed in the United States District Court for the Districtof Delaware in November 2023 against Hetero USA,Inc.,Hetero Labs Limited,Hetero Labs Limited Unit-V,Aurobindo Pharma USA,Inc.

208、,Aurobindo Pharma Ltd.,Sandoz,Inc.,Sandoz Private Limited,Sandoz GMBH,and Sun Pharmaceutical Industries,Ltd.AbbVie alleges defendants proposed generic upadacitinib products infringe certain patents andseeks declaratory and injunctive relief.AbbVie Inc.is seeking to enforce patent rights related to u

209、brogepant(a drug sold under the trademark Ubrelvy).Litigation was filed in the United States District Court for the Districtof New Jersey in March 2024 against Aurobindo Pharma U.S.A.,Inc.,Aurobindo Pharma Limited,and Apitoria Pharma Private Limited;Zydus Pharmaceuticals(USA)Inc.andZydus Lifescience

210、s Limited;MSN Pharmaceuticals Inc.,MSN Laboratories Private Limited,and MSN Life Sciences Private Limited;and Hetero USA Inc.,Hetero Labs Limited Unit-III,and Hetero Labs Limited.AbbVie alleges defendants proposed generic ubrogepant products infringe certain patents and seeks declaratory and injunct

211、ive relief.Merck Sharp&Dohme LLC,which exclusively licenses certain patents to AbbVie,is a co-plaintiff in the litigation.2025 Form 10-Q|22Note 13 Segment InformationAbbVie operates as a single global business segment dedicated to the research and development,manufacturing,commercialization and sale

212、 of innovative medicines andtherapies.This operating structure enables the Chief Executive Officer,as chief operating decision maker(CODM),to allocate resources and assess business performance on aglobal basis in order to achieve established long-term strategic goals.Consistent with this structure,a

213、 global research and development and supply chain organization isresponsible for the discovery,manufacturing and supply of products.Commercial efforts that coordinate the marketing,sales and distribution of these products are organized bygeographic region or therapeutic area.All of these activities

214、are supported by a global corporate administrative staff.The determination of a single business segment is consistentwith the consolidated financial information regularly reviewed by the CODM for purposes of assessing performance,allocating resources and planning and forecasting futureperiods.The CO

215、DM regularly reviews net revenues,net earnings and significant segment expenses and uses net earnings as its principal measure of segment profit or loss.Net earningsand significant segment expenses reviewed by CODM are reported on the condensed consolidated statements of earnings for the periods end

216、ed March 31,2025 and 2024.TheCODM uses net earnings as its principal measure of segment profit or loss to compare past financial performance with current performance and analyze underlying businessperformance and trends.The CODM does not use segment assets to make decisions regarding resources;there

217、fore,the total asset disclosure has not been included.The following table details AbbVies worldwide net revenues:Three months ended March 31,(in millions)20252024ImmunologySkyriziUnited States$2,919$1,656 International506 352 Total$3,425$2,008 RinvoqUnited States$1,220$725 International498 368 Total

218、$1,718$1,093 HumiraUnited States$744$1,771 International377 499 Total$1,121$2,270 NeuroscienceVraylarUnited States$763$692 International2 2 Total$765$694 Botox TherapeuticUnited States$723$611 International143 137 Total$866$748 UbrelvyUnited States$233$197 International7 6 Total$240$203 QuliptaUnite

219、d States$172$128 International21 3 Total$193$131 VyalevUnited States$6$International57 9 Total$63$9 DuodopaUnited States$20$25 International76 90 Total$96$115 Other NeuroscienceUnited States$55$61 International4 4 Total$59$65 2025 Form 10-Q|23Three months ended March 31,(in millions)20252024Oncology

220、ImbruvicaUnited States$529$610 Collaboration revenues209 228 Total$738$838 VenclextaUnited States$312$281 International353 333 Total$665$614 ElahereUnited States$165$64 International14 Total$179$64 EpkinlyCollaboration revenues$36$22 International15 5 Total$51$27 AestheticsBotox CosmeticUnited State

221、s$295$389 International261 244 Total$556$633 Juvederm CollectionUnited States$75$106 International156 191 Total$231$297 Other AestheticsUnited States$270$281 International45 38 Total$315$319 Eye CareOzurdexUnited States$30$34 International93 97 Total$123$131 Lumigan/GanfortUnited States$48$29 Intern

222、ational58 62 Total$106$91 Alphagan/CombiganUnited States$26$15 International34 44 Total$60$59 Other Eye CareUnited States$117$149 International100 108 Total$217$257 Other Key ProductsMavyretUnited States$142$144 International164 205 Total$306$349 CreonUnited States$355$285 Linzess/ConstellaUnited St

223、ates$139$257 International9 9 Total$148$266 All other$747$744 Total net revenues$13,343$12,310 See the following for additional information about certain income and expenses included in net earnings:intangible assets amortization expense(Note 6),change in fair value ofcontingent consideration(Note 8

224、),interest income and expense(Note 2),depreciation expense(Note 2),litigation matters(Note 12),income tax expense(Note 11)andrestructuring expense(Note 7).2025 Form 10-Q|24ITEM 2.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe following is a discussion and ana

225、lysis of the financial condition of AbbVie Inc.(AbbVie or the company)as of March 31,2025 and December 31,2024 and the results ofoperations for the three months ended March 31,2025 and 2024.This commentary should be read in conjunction with the Condensed Consolidated Financial Statements andaccompan

226、ying notes appearing in Item 1,“Financial Statements and Supplementary Data.”EXECUTIVE OVERVIEWCompany OverviewAbbVie is a global,diversified research-based biopharmaceutical company positioned for success with a comprehensive product portfolio that has leadership positions acrossimmunology,neurosci

227、ence,oncology,aesthetics and eye care.AbbVie uses its expertise,dedicated people and unique approach to innovation to develop and market advancedtherapies that address some of the worlds most complex and serious diseases.On February 13,2025,the board of directors of AbbVie unanimously elected Chief

228、Executive Officer(CEO)Robert A.Michael to succeed Richard A.Gonzalez as Chairman of theboard of directors,effective July 1,2025,at which time Mr.Gonzalez will retire from the board.AbbVies products are generally sold worldwide directly to wholesalers,distributors,government agencies,health care faci

229、lities,specialty pharmacies and independent retailers fromAbbVie-owned distribution centers and public warehouses.Certain products(including aesthetic products and devices)are also sold directly to physicians and other licensedhealthcare providers.In the United States,AbbVie distributes pharmaceutic

230、al products principally through independent wholesale distributors,with some sales directly to retailers,pharmacies,patients or other customers.Outside the United States,AbbVie sells products primarily to wholesalers or through distributors,and depending on the market worksthrough largely centralize

231、d national payers system to agree on reimbursement terms.Certain products are co-marketed or co-promoted with other companies.AbbVie operates as asingle global business segment and has approximately 55,000 employees.2025 Strategic ObjectivesAbbVies mission is to discover and develop innovative medic

232、ines and products that solve serious health issues today and address the medical challenges of tomorrow whileachieving top-tier financial performance through outstanding execution.AbbVie intends to execute its strategy and advance its mission in a number of ways,including:(i)maximizing the benefits

233、of a diversified revenue base with multiple long-term growth drivers;(ii)leveraging AbbVies commercial strength and international infrastructure acrosstherapeutic areas and ensuring strong commercial execution of new product launches;(iii)continuing to invest in and expand its pipeline in support of

234、 opportunities in immunology,neuroscience,oncology,aesthetics and eye care as well as continued investment in key on-market products;(iv)generating substantial operating cash flows to support investmentin innovative research and development,and return cash to shareholders via a strong and growing di

235、vidend while also continuing to repay debt.In addition,AbbVie anticipatesseveral regulatory submissions and data readouts from key clinical trials in the next 12 months.Financial ResultsThe companys financial performance for the three months ended March 31,2025 included delivering worldwide net reve

236、nues of$13.3 billion,operating earnings of$3.7 billion,diluted earnings per share of$0.72 and cash flows from operations of$1.6 billion.Worldwide net revenues increased 8%on a reported basis and 10%on a constant currency basis.Financial results for the three months ended March 31,2025 also included

237、the following costs:(i)$1.9 billion related to the amortization of intangible assets;and(ii)$1.5 billion forthe change in fair value of contingent consideration liabilities.Additionally,financial results reflected continued funding to support all stages of AbbVies pipeline assets andcontinued invest

238、ment in AbbVies on-market brands.2025 Form 10-Q|25Recent EventsAbbVies business may be impacted by risks associated with global macroeconomic conditions,including international trade disruptions and disputes as well as trade protectionmeasures.For example,the U.S.government has recently imposed broa

239、d based tariffs targeting specified countries.While the impact of these tariffs on AbbVies operations to datehas not been material,the U.S.government may in the future pause,reimpose or increase tariffs and foreign governments have and,in the future,may impose retaliatory tradeprotection measures.An

240、y new or additional tariffs,particularly those targeting the pharmaceuticals industry,may increase uncertainties and associated risks and could adverselyimpact AbbVies business and results of operations.Research and DevelopmentResearch and innovation are the cornerstones of AbbVies business as a glo

241、bal biopharmaceutical company.AbbVies long-term success depends to a great extent on its ability tocontinue to discover and develop innovative products and acquire or collaborate on compounds currently in development by other biotechnology or pharmaceutical companies.AbbVies pipeline currently inclu

242、des approximately 90 compounds,devices or indications in development individually or under collaboration or license agreements.Of theseprograms,approximately 50 are in mid-and late-stage development.The companys pipeline is focused on such important specialties as immunology,neuroscience,oncology,ae

243、sthetics and eye care.AbbVies recently announced partnership with Gubra marks the companys entrance into the obesity field,a therapeutic area with significant unmet need.The following sections summarize transitions of significant programs from mid-stage development to late-stage development as well

244、as developments in significant late-stage andregistration programs.AbbVie expects multiple mid-stage programs to transition into late-stage programs in the next 12 months.Significant Programs and DevelopmentsImmunologyRinvoqIn April 2025,AbbVie announced that the European Commission(EC)granted marke

245、ting authorization to Rinvoq for the treatment of giant cell arteritis(GCA)in adultpatients.In April 2025,AbbVie announced that the U.S.Food and Drug Administration(FDA)approved Rinvoq for the treatment of GCA in adult patients.NeuroscienceQuliptaIn February 2025,AbbVie initiated a Phase 3 clinical

246、trial to evaluate Qulipta for the preventive treatment of menstrual migraine.AestheticsBoNT/EIn April 2025,AbbVie announced that it submitted a Biologics License Application(BLA)to the U.S.FDA for approval of trenibotulinumtoxinE(BoNT/E)for the treatmentof moderate to severe glabellar lines.BoNT/E i

247、s a first-in-class botulinum neurotoxin serotype E characterized by a rapid onset of action as early as 8 hours afteradministration and short duration of effect of 2-3 weeks.If approved,BoNT/E will be the first neurotoxin of its kind available to patients.OtherEmblaveoIn February 2025,AbbVie announc

248、ed that the U.S.FDA approved Emblaveo(aztreonam and avibactam),as the first fixed-dose,intravenous,monobactam/-lactamaseinhibitor combination antibiotic to treat complicated intra-abdominal infections,including those caused by Gram-negative bacteria.For a more comprehensive discussion of AbbVies pro

249、ducts and pipeline,see the companys Annual Report on Form 10-K for the year ended December 31,2024.2025 Form 10-Q|26RESULTS OF OPERATIONSNet RevenuesThe comparisons presented at constant currency rates reflect comparative local currency net revenues at the prior years foreign exchange rates.This mea

250、sure providesinformation on the change in net revenues assuming that foreign currency exchange rates had not changed between the prior and current periods.AbbVie believes that the non-GAAP measure of change in net revenues at constant currency rates,when used in conjunction with the GAAP measure of

251、change in net revenues at actual currency rates,mayprovide a more complete understanding of the companys operations and can facilitate analysis of the companys results of operations,particularly in evaluating performance fromone period to another.Three months ended March 31,Percent changeAt actual c

252、urrency ratesAt constant currency rates(dollars in millions)20252024United States$9,979$9,041 10.4%10.4%International3,364 3,269 2.9%8.3%Net revenues$13,343$12,310 8.4%9.8%2025 Form 10-Q|27The following table details AbbVies worldwide net revenues:Three months ended March 31,Percent changeAt actual

253、currency ratesAt constant currency rates(dollars in millions)20252024ImmunologySkyriziUnited States$2,919$1,656 76.2%76.2%International506 352 43.9%52.3%Total$3,425$2,008 70.5%72.0%RinvoqUnited States$1,220$725 68.3%68.3%International498 368 35.3%42.8%Total$1,718$1,093 57.2%59.7%HumiraUnited States$

254、744$1,771(58.0)%(58.0)%International377 499(24.4)%(19.5)%Total$1,121$2,270(50.6)%(49.5)%NeuroscienceVraylarUnited States$763$692 10.3%10.3%International2 2 13.1%20.2%Total$765$694 10.3%10.3%Botox TherapeuticUnited States$723$611 18.2%18.2%International143 137 4.8%11.4%Total$866$748 15.8%17.0%Ubrelvy

255、United States$233$197 17.6%17.6%International7 6 23.3%29.3%Total$240$203 17.8%18.0%QuliptaUnited States$172$128 34.2%34.2%International21 3 100.0%100.0%Total$193$131 47.6%48.3%VyalevUnited States$6$n/mn/mInternational57 9 100.0%100.0%Total$63$9 100.0%100.0%DuodopaUnited States$20$25(19.4)%(19.4)%Int

256、ernational76 90(16.0)%(11.7)%Total$96$115(16.7)%(13.3)%Other NeuroscienceUnited States$55$61(9.5)%(9.5)%International4 4(1.0)%6.5%Total$59$65(8.9)%(8.4)%OncologyImbruvicaUnited States$529$610(13.3)%(13.3)%Collaboration revenues209 228(8.2)%(8.2)%Total$738$838(11.9)%(11.9)%VenclextaUnited States$312$

257、281 11.0%11.0%International353 333 6.0%13.4%Total$665$614 8.3%12.3%ElahereUnited States$165$64 100.0%100.0%International14 n/mn/mTotal$179$64 100.0%100.0%EpkinlyCollaboration revenues$36$22 62.1%62.1%International15 5 100.0%100.0%Total$51$27 89.8%94.8%AestheticsBotox CosmeticUnited States$295$389(24

258、.3)%(24.3)%International261 244 6.9%11.1%Total$556$633(12.3)%(10.7)%2025 Form 10-Q|28Three months ended March 31,Percent changeAt actual currency ratesAt constant currency rates(dollars in millions)20252024Juvederm CollectionUnited States$75$106(29.0)%(29.0)%International156 191(18.5)%(15.0)%Total$2

259、31$297(22.2)%(20.0)%Other AestheticsUnited States$270$281(3.5)%(3.5)%International45 38 18.1%23.2%Total$315$319(0.9)%(0.3)%Eye CareOzurdexUnited States$30$34(12.1)%(12.1)%International93 97(3.8)%1.1%Total$123$131(6.0)%(2.4)%Lumigan/GanfortUnited States$48$29 69.2%69.2%International58 62(6.8)%(0.5)%T

260、otal$106$91 17.0%21.4%Alphagan/CombiganUnited States$26$15 68.5%68.5%International34 44(21.4)%(15.4)%Total$60$59 1.9%6.3%Other Eye CareUnited States$117$149(21.4)%(21.4)%International100 108(7.1)%(0.2)%Total$217$257(15.4)%(12.5)%Other Key ProductsMavyretUnited States$142$144(0.7)%(0.7)%International

261、164 205(20.4)%(15.8)%Total$306$349(12.3)%(9.6)%CreonUnited States$355$285 24.6%24.6%Linzess/ConstellaUnited States$139$257(46.1)%(46.1)%International9 9 3.1%9.3%Total$148$266(44.4)%(44.2)%All other$747$744 0.1%0.7%Total net revenues$13,343$12,310 8.4%9.8%n/m Not meaningfulThe following discussion an

262、d analysis of AbbVies net revenues by product is presented on a constant currency basis.Net revenues for Skyrizi increased 72%for the three months ended March 31,2025 primarily driven by continued strong market share uptake as well as market growth across allindications.Net revenues for Rinvoq incre

263、ased 60%for the three months ended March 31,2025 primarily driven by continued strong market share uptake as well as market growth across allindications.Net revenues for Humira decreased 50%for the three months ended March 31,2025 primarily driven by continued impact of direct biosimilar competition

264、 following the loss ofexclusivity.Net revenues for Vraylar increased 10%for the three months ended March 31,2025 primarily driven by continued market share uptake as well as market growth.Net revenues for Botox Therapeutic increased 17%for the three months ended March 31,2025 primarily driven by con

265、tinued market share uptake as well as market growth.Net revenues for Ubrelvy increased 18%for the three months ended March 31,2025 primarily driven by continued market share uptake.Net revenues for Qulipta increased 48%for the three months ended March 31,2025 primarily driven by continued market sha

266、re uptake.Net revenues for Imbruvica represent product revenues in the United States and collaboration revenues outside of the United States related to AbbVies 50%share of Imbruvicaprofit.AbbVies global Imbruvica revenues decreased 12%for the three months ended2025 Form 10-Q|29March 31,2025 primaril

267、y driven by the timing of customer inventory stocking in the prior year,decreased demand and lower market share in the United States as well as decreasedcollaboration revenues.Net revenues for Venclexta increased 12%for the three months ended March 31,2025 primarily driven by continued market share

268、uptake.Net revenues for Elahere increased greater than 100%for the three months ended March 31,2025 primarily driven by a full period of Elahere results in 2025 compared to the prioryear.Net revenues for Botox Cosmetic decreased 11%for the three months ended March 31,2025.In the United States,Botox

269、Cosmetic net revenues decreased 24%primarily drivenby unfavorable pricing due to consumer loyalty program changes and decreased market share.Internationally,Botox Cosmetic net revenues increased 11%primarily driven byincreased consumer demand across certain international markets and the timing of cu

270、stomer inventory stocking.Net revenues for Juvederm Collection decreased 20%for the three months ended March 31,2025 primarily driven by decreased global consumer demand and unfavorable pricingdue to consumer loyalty program changes in the United States.Gross Margin Three months ended March 31,(doll

271、ars in millions)20252024%changeGross margin$9,341$8,21614%as a%of net revenues70%67%Gross margin as a percentage of net revenues increased for the three months ended March 31,2025 compared to the prior year primarily due to increased leverage from netrevenues growth,favorable changes in product mix

272、and acquisition and integration costs incurred during the three months ended March 31,2024 in connection with theImmunoGen acquisition.Selling,General and AdministrativeThree months ended March 31,(dollars in millions)20252024%changeSelling,general and administrative$3,293$3,315(1)%as a%of net reven

273、ues25%27%Selling,general and administrative(SG&A)expenses as a percentage of net revenues decreased for the three months ended March 31,2025 compared to the prior year primarilydue to acquisition and integration costs incurred during the three months ended March 31,2024 in connection with the Immuno

274、Gen acquisition.Research and DevelopmentThree months ended March 31,(dollars in millions)20252024%changeResearch and development$2,067$1,9397%as a%of net revenues15%16%Research and development(R&D)expenses as a percentage of net revenues decreased for the three months ended March 31,2025 compared to

275、 the prior year primarily due toacquisition and integration costs incurred during the three months ended March 31,2024 in connection with the ImmunoGen acquisition partially offset by increased funding tosupport all stages of the companys pipeline assets.Acquired IPR&D and MilestonesThree months end

276、ed March 31,(dollars in millions)20252024Upfront charges$246$79 Development milestones2 85 Acquired IPR&D and milestones$248$164 2025 Form 10-Q|30Other Non-Operating Expenses(Income)Three months ended March 31,(in millions)20252024Interest expense$700$660 Interest income(73)(207)Interest expense,net

277、$627$453 Net foreign exchange loss$4$4 Other expense,net1,441 586 Interest expense increased for the three months ended March 31,2025 compared to the prior year primarily due to a higher average debt balance.Interest income decreased for the three months ended March 31,2025 compared to the prior yea

278、r primarily due to a lower average cash and cash equivalents balance.Other expense,net included charges related to changes in fair value of contingent consideration liabilities of$1.5 billion for the three months ended March 31,2025 and$660million for the three months ended March 31,2024.The fair va

279、lue of contingent consideration liabilities is impacted by the passage of time and multiple other inputs,including theprobability of success of achieving regulatory milestones,discount rates,the estimated amount of future sales of the acquired products and other market-based factors.For thethree mon

280、ths ended March 31,2025,the change in fair value reflected higher estimated Skyrizi sales,the passage of time and lower discount rates.For the three months endedMarch 31,2024,the change in fair value reflected higher estimated Skyrizi sales and the passage of time,partially offset by higher discount

281、 rates.Income Tax ExpenseThe effective tax rate was 22%for the three months ended March 31,2025 and 2024.The effective tax rate in each period differed from the U.S.statutory tax rate of 21%principallydue to the impact of foreign operations which reflects the impact of lower income tax rates in loca

282、tions outside the United States,changes in fair value of contingent considerationand business development activities.FINANCIAL POSITION,LIQUIDITY AND CAPITAL RESOURCES Three months ended March 31,(in millions)20252024Cash flows provided by(used in):Operating activities$1,635$4,040 Investing activiti

283、es(735)(9,588)Financing activities(1,258)10,819 Operating cash flows for the three months ended March 31,2025 decreased compared to the prior year primarily due to the timing of working capital and payments related tolitigation matters,partially offset by increased results from operations driven by

284、higher net revenues and ImmunoGen acquisition-related cash expenses during the three-monthsended March 31,2024.Investing cash flows for the three months ended March 31,2025 included$210 million cash consideration paid to acquire Nimble Therapeutics,Inc.offset by cash acquired of$6million,payments ma

285、de for other acquisitions and investments of$334 million and capital expenditures of$235 million.Investing cash flows for the three months ended March 31,2024 included$9.8 billion cash consideration paid to acquire ImmunoGen offset by cash acquired of$591 million,payments made for other acquisitions

286、 and investments of$190million and capital expenditures of$193 million.Financing cash flows for the three months ended March 31,2025 included the issuance of unsecured senior notes totaling$4.0 billion aggregate principal and the repayment of$3.0 billion aggregate principal of 3.80%senior notes.Fina

287、ncing cash flows for the three months ended March 31,2024 included the issuance of unsecured senior notes totaling$15.0 billion aggregate principal which were used to finance the acquisitions of ImmunoGen and Cerevel Therapeutics.Additionally,financing cash flows included the issuance andrepayment o

288、f$5.0 billion under the term loan credit agreement and repayment of$99 million of secured term notes assumed from ImmunoGen in conjunction with the acquisition.2025 Form 10-Q|31Financing cash flows also included cash dividend payments of$2.9 billion for the three months ended March 31,2025 and$2.8 b

289、illion for the three months ended March 31,2024.The increase in cash dividend payments was primarily driven by the increase in the quarterly dividend rate.On February 13,2025,the company announced that its board of directors declared a quarterly cash dividend of$1.64 per share for stockholders of re

290、cord at the close of businesson April 15,2025,payable on May 15,2025.The timing,declaration,amount of and payment of any dividends by AbbVie in the future is within the discretion of its board of directorsand will depend upon many factors,including AbbVies financial condition,earnings,capital requir

291、ements of its operating subsidiaries,covenants associated with certain of AbbViesdebt service obligations,legal requirements,regulatory constraints,industry practice,ability to access capital markets and other factors deemed relevant by its board of directors.The companys stock repurchase authorizat

292、ion permits purchases of AbbVie shares from time to time in open-market or private transactions at managements discretion.Theprogram has no time limit and can be discontinued at any time.On February 16,2023,AbbVies board of directors authorized a$5.0 billion increase to the existing stock repurchase

293、authorization.AbbVie repurchased 3 million shares for$606 million during the three months ended March 31,2025 and 5 million shares for$959 million during the three monthsended March 31,2024.During the three months ended March 31,2025 and 2024,the company issued and redeemed commercial paper.The bala

294、nce of commercial paper borrowings outstanding was$1.6 billion as of March 31,2025 and there were no amounts outstanding as of December 31,2024.AbbVie may issue additional commercial paper or retire commercial paper tomeet liquidity requirements as needed.Credit RiskAbbVie monitors economic conditio

295、ns,the creditworthiness of customers and government regulations and funding,both domestically and abroad.AbbVie regularly communicateswith its customers regarding the status of receivable balances,including their payment plans and obtains positive confirmation of the validity of the receivables.AbbV

296、ie establishesan allowance for credit losses equal to the estimate of future losses over the contractual life of outstanding accounts receivable.AbbVie may also utilize factoring arrangements tomitigate credit risk,although the receivables included in such arrangements have historically not been a s

297、ignificant amount of total outstanding receivables.Credit Facility,Access to Capital and Credit RatingsCredit FacilityIn January 2025,AbbVie entered into a new$3.0 billion five-year revolving credit facility that matures in January 2030 which is in addition to the existing$5.0 billion five-yearrevol

298、ving credit facility that matures in March 2028.The revolving credit facilities are available to support AbbVies commercial paper program and enable the company to borrowfunds to meet liquidity requirements on an unsecured basis at variable interest rates and contain various covenants.At March 31,20

299、25,the company was in compliance with allcovenants,and commitment fees under the credit facility were insignificant.No amounts were outstanding under the companys credit facility as of March 31,2025 and December31,2024.Subsequent to March 31,2025,the company entered into a$4.0 billion 364-day term l

300、oan credit agreement.No amounts were borrowed under the term loan credit agreement as ofthe date of filing of this Quarterly Report on Form 10-Q.In December 2023,in connection with the acquisitions of ImmunoGen and Cerevel Therapeutics,AbbVie entered into a$9.0 billion 364-day bridge credit agreemen

301、t and$5.0 billion364-day term loan credit agreement.In February 2024,AbbVie borrowed and repaid$5.0 billion under the term loan credit agreement.Subsequent to the$15.0 billion issuance ofsenior notes,AbbVie terminated both the bridge and term loan credit agreements in the first quarter of 2024.Acces

302、s to CapitalThe company intends to fund short-term and long-term financial obligations as they mature through cash on hand,future cash flows from operations or has the ability to issueadditional debt.The companys ability to generate cash flows from operations,issue debt or enter into financing arran

303、gements on acceptable terms could be adversely affected ifthere is a material decline in the demand for the companys products or in the solvency of its customers or suppliers,deterioration in the companys key financial ratios or creditratings or other material unfavorable changes in business conditi

304、ons.At the current time,the company believes it has sufficient financial flexibility to issue debt,enter into otherfinancing arrangements and attract long-term capital on acceptable terms to support the companys growth objectives.2025 Form 10-Q|32Credit RatingsThere were no changes in the companys c

305、redit ratings during the three months ended March 31,2025.Unfavorable changes to the ratings may have an adverse impact on futurefinancing arrangements;however,they would not affect the companys ability to draw on its credit facility and would not result in an acceleration of scheduled maturities of

306、 any of thecompanys outstanding debt.CRITICAL ACCOUNTING POLICIESA summary of the companys significant accounting policies is included in Note 2,“Summary of Significant Accounting Policies”in AbbVies Annual Report on Form 10-K for the yearended December 31,2024.There have been no significant changes

307、 in the companys application of its critical accounting policies during the three months ended March 31,2025.FORWARD-LOOKING STATEMENTSSome statements in this quarterly report on Form 10-Q are,or may be considered,forward-looking statements for purposes of the Private Securities Litigation Reform Ac

308、t of1995.The words“believe,”“expect,”“anticipate,”“project,”and similar expressions and uses of future or conditional verbs,generally identify forward-looking statements.AbbViecautions that these forward-looking statements are subject to risks and uncertainties that may cause actual results to diffe

309、r materially from those expressed or implied in the forward-looking statements.Such risks and uncertainties include,but are not limited to challenges to intellectual property,competition from other products,difficulties inherent in theresearch and development process,adverse litigation or government

310、 action,changes to laws and regulations applicable to our industry,the impact of global macroeconomic factors,such as economic downturns or uncertainty,international conflict,trade disputes and tariffs,and other uncertainties and risks associated with global business operations.Additionalinformation

311、 about the economic,competitive,governmental,technological and other factors that may affect AbbVies operations is set forth in Item 1A,“Risk Factors,”in AbbViesAnnual Report on Form 10-K for the year ended December 31,2024,which has been filed with the Securities and Exchange Commission.AbbVie note

312、s these factors for investorsas permitted by the Private Securities Litigation Reform Act of 1995.AbbVie undertakes no obligation,and specifically declines,to release publicly any revisions to forward-lookingstatements as a result of subsequent events or developments,except as required by law.ITEM 3

313、.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK For a discussion of the companys market risk,see Item 7A,Quantitative and Qualitative Disclosures About Market Risk in AbbVies Annual Report on Form 10-K for the yearended December 31,2024.ITEM 4.CONTROLS AND PROCEDURESDISCLOSURE CONTROLS A

314、ND PROCEDURESEvaluation of disclosure controls and procedures.The Chief Executive Officer,Robert A.Michael,and the Chief Financial Officer,Scott T.Reents,evaluated the effectiveness ofAbbVies disclosure controls and procedures as of the end of the period covered by this report,and concluded that Abb

315、Vies disclosure controls and procedures were effective toensure that information AbbVie is required to disclose in the reports that it files or submits with the Securities and Exchange Commission under the Securities Exchange Act of 1934is recorded,processed,summarized and reported,within the time p

316、eriods specified in the Securities and Exchange Commissions rules and forms,and to ensure that informationrequired to be disclosed by AbbVie in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to AbbVies management,including its principal

317、 executive officer and principal financial officer,as appropriate to allow timely decisions regarding required disclosure.INTERNAL CONTROL OVER FINANCIAL REPORTINGChanges in internal control over financial reporting.There were no changes in AbbVies internal control over financial reporting(as define

318、d in Rule 13a-15(f)under theSecurities Exchange Act of 1934)that have materially affected,or are reasonably likely to materially affect,AbbVies internal control over financial reporting during the quarter endedMarch 31,2025.Inherent Limitations on Effectiveness of Controls.AbbVies management,includi

319、ng its Chief Executive Officer and its Chief Financial Officer,do not expect that AbbViesdisclosure controls or internal control over financial reporting will prevent or detect all errors and all fraud.A control system,no matter how well designed and operated,can provideonly reasonable,not absolute,

320、assurance that the control systems objectives will be met.The design of a control system must reflect the fact that there are resource constraints,and the benefits of controls must be considered relative to their costs.Further,because of the inherent limitations in all control systems,no evaluation

321、of controls can provideabsolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud,if any,have been detected.These inherent limitationsinclude the realities that2025 Form 10-Q|33judgments in decision-making can be faulty and that break

322、downs can occur because of simple error or mistake.Controls can also be circumvented by the individual acts of somepersons,by collusion of two or more people,or by management override of the controls.The design of any system of controls is based in part on certain assumptions about the likelihood of

323、 future events,and there can be no assurance that any design will succeed inachieving its stated goals under all potential future conditions.Projections of any evaluation of controls effectiveness to future periods are subject to risks.Over time,controls maybecome inadequate because of changes in co

324、nditions or deterioration in the degree of compliance with policies or procedures.2025 Form 10-Q|34PART II.OTHER INFORMATIONITEM 1.LEGAL PROCEEDINGSInformation pertaining to legal proceedings is provided in Note 12 to the Condensed Consolidated Financial Statements and is incorporated by reference h

325、erein.ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS(c)Issuer Purchases of Equity Securities Period(a)Total Number of Shares(or Units)Purchased(b)Average Price Paid per Share (or Unit)(c)Total Number of Shares(or Units)Purchased as Part of Publicly Announced Plans or Programs(d)M

326、aximum Number(or Approximate Dollar Value)of Shares(or Units)that May Yet Be Purchased Under the Plans or ProgramsJanuary 1,2025-January 31,2025938$181.39$3,502,031,203February 1,2025-February 28,2025866$193.04$3,502,031,203March 1,2025-March 31,20252,836,890$213.652,836,000$2,896,110,760Total2,838,

327、694$213.642,836,000$2,896,110,7601.In addition to AbbVie shares repurchased on the open market under a publicly announced program,these shares also included the shares purchased on the open market forthe benefit of participants in the AbbVie Employee Stock Purchase Plan 938 in January;866 in Februar

328、y;and 890 in March.These shares do not include the shares surrendered to AbbVie to satisfy minimum tax withholding obligations in connection with the vesting or exercise of stock-based awards.ITEM 5.OTHER ITEMS(c)Director and Officer Trading ArrangementsDuring the three months ended March 31,2025,no

329、 director or officer of the company adopted,modified or terminated a“Rule 10b5-1 trading arrangement”or“non-Rule 10b5-1trading arrangement,”as each term is defined in Item 408(a)of Regulation S-K.(1)(1)(1)(1)(1)(1)(1)(1)2025 Form 10-Q|35ITEM 6.EXHIBITSExhibits 32.1 and 32.2 are furnished herewith an

330、d should not be deemed to be“filed”under the Securities Exchange Act of 1934.Exhibit No.Exhibit Description10.1Form of AbbVie Inc.Performance-Vested Restricted Stock Unit Agreement*10.2Form of AbbVie Inc.Performance Share Award Agreement*10.3Form of AbbVie Inc.Non-Employee Director RSU Agreement(US)

331、*10.4Form of AbbVie Inc.Non-Qualified Stock Option Agreement*10.5AbbVie Inc.Non-Employee Directors Fee Plan,as amended and restated*31.1Certification of Chief Executive Officer Required by Rule 13a-14(a)(17 CFR 240.13a-14(a).31.2Certification of Chief Financial Officer Required by Rule 13a-14(a)(17

332、CFR 240.13a-14(a).32.1Certification of Chief Executive Officer Pursuant to 18 U.S.C.Section 1350,as adopted pursuant to Section 906 of the Sarbanes-OxleyAct of 2002.32.2Certification of Chief Financial Officer Pursuant to 18 U.S.C.Section 1350,as adopted pursuant to Section 906 of the Sarbanes-Oxley

333、Act of 2002.101The following financial statements and notes from the AbbVie Inc.Quarterly Report on Form 10-Q for the quarter ended March 31,2025,filed on May 9,2025,formatted in iXBRL(Inline eXtensible Business Reporting Language):(i)Condensed ConsolidatedStatements of Earnings;(ii)Condensed Consolidated Statements of Comprehensive Income;(iii)Condensed Consolidated BalanceSheets;(iv)Condensed Co