United Therapeutics Corporation Announces $2 Billion Stock Repurchase Authorization and Enters into $1.5 Billion Accelerated Share Repurchase Program
Agreements for aggregate
“We are entering 2026 with considerable momentum and a high degree of confidence in the durability of our growth and cash‑flow trajectory. With the underlying strength of our business and our conviction in the catalysts in front of us, we believe there is a clear disconnect between United Therapeutics’ fundamentals and valuation. As such, we view this stock repurchase authorization as a highly compelling and value‑enhancing use of capital. Going forward, with our robust balance sheet, we believe we have sufficient capital to support our long-term objectives while we opportunistically return capital to shareholders,” said Martine Rothblatt, Ph.D., Chairperson and Chief Executive Officer of United Therapeutics.
Under the terms of the ASR agreements with Citi, which comprise a
Uncollared ASR. The final number of shares that United Therapeutics will ultimately repurchase pursuant to the Uncollared ASR will be based on the average of the daily volume-weighted average price per share of UTHR common stock during the term of the Uncollared ASR, less a discount and subject to adjustments pursuant to the terms and conditions of the Uncollared ASR. The scheduled termination date of the Uncollared ASR agreement occurs during the second quarter of 2026.
Collared ASR. The final number of shares that United Therapeutics will ultimately repurchase pursuant to the Collared ASR will be determined based on the average of the daily volume-weighted average price per share of UTHR common stock during the term of the Collared ASR, less a discount and subject to a collar provision establishing the minimum and maximum numbers of shares to be repurchased, as well as other adjustments, pursuant to the terms and conditions of the Collared ASR. The scheduled termination date of the Collared ASR agreement occurs during the third quarter of 2026.
At final settlement of the ASR agreements, United Therapeutics may be entitled to receive additional shares of its common stock, or, in certain limited circumstances, be required to make a cash payment to Citi or, if United Therapeutics elects, deliver shares to Citi.
As noted above, following execution of the
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale is unlawful.
United Therapeutics: Enabling Inspiration
Founded by CEO Martine Rothblatt to discover a cure for her daughter's life-threatening rare disease, pulmonary arterial hypertension, United Therapeutics transforms the treatment of rare diseases and pioneers alternatives to expand the supply of transplantable organs. From our innovative therapies to our groundbreaking manufactured organs, we are bold and unconventional. We move quickly from scientific theory to practical technologies that can save lives. As a public benefit corporation, even our legal structure reflects our commitments. We serve patients, act with integrity, create long-term shareholder value, and operate with sustainable practices that protect the future we are working to build. Visit us at www.unither.com and follow us on LinkedIn, Facebook, and Instagram.
Forward-Looking Statements
Statements included in this press release that are not historical in nature are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, among others, the durability of our growth and cash‑flow trajectory; the strength of our business; the catalysts in front of us; the value-enhancing nature of our share repurchase; our expectation that we will maintain sufficient capital to support our long-term objectives while opportunistically returning capital to shareholders; the benefits of the share repurchase to shareholders; the number of shares to be repurchased under the ASR agreements; the timing and manner of the final settlement under the ASR agreements; the potential utilization of the remaining
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For Further Information Contact:
Investor Inquiries
https://ir.unither.com/contact-ir
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Source: United Therapeutics Corporation
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