Supernus Pharmaceuticals, Inc. (NASDAQ:SUPN) and Indivior Pharmaceuticals Inc. (NASDAQ:INDV) on Monday agreed to unite through a tax-free all-stock merger of equals, forming a central nervous system (CNS) biopharmaceutical company.
The combined business will operate as Supernus and trade on the Nasdaq Global Market under the ticker symbol “SUPN.”
The companies expect to close the merger during the fourth quarter of 2026.
Executive Leadership And Corporate Governance
Jack Khattar, President and CEO of Supernus, will serve as President, CEO, and Board member of the combined entity. Tony Kingsley, currently an Indivior director, will serve as Board Chair.
Strategic Portfolio And Growth Metrics
The deal unites 11 differentiated commercial medicines across psychiatry, neurology and addiction.
The combination is expected to deliver $125 million in annual cost synergies, alongside pro forma net revenue of $2.2 billion and pro forma adjusted EBITDA of $888 million.
The company projects net debt at roughly $878 million with a net leverage ratio below 1x, providing financial capacity to advance internal pipeline programs and pursue strategic acquisitions.
Supernus reported adjusted earnings of 53 cents, beating the consensus of 42 cents, with sales of $219.06 million, surpassing the consensus of $204.96 million.
The company expects fiscal 2026 sales of $860 million – $890 million, and adjusted operating earnings of $150 million – $180 million.
Indivior reported adjusted earnings of $1.15 and sales of $343 million, beating the consensus of 87 cents and sales of $307.55 million.
The company also raised its fiscal 2026 sales guidance from $1.215 billion-$1.285 billion to $1.295 billion-$1.365 billion compared to the consensus of $1.245 billion.
Financial Terms And Ownership Split
Supernus stockholders will receive 1.5401 Indivior shares for each share they hold. Prior to closing, Indivior shareholders will receive a one-time special cash dividend of $1.0 billion in aggregate.
The company will fund the dividend using existing cash and a $650 million debt commitment through a term loan facility.
Upon transaction completion, Indivior stockholders will hold approximately 56.5% of the combined entity, while Supernus stockholders will own roughly 43.5% on a fully diluted basis.
SUPN/INDV Stock Price Activity: Supernus Pharmaceuticals shares were up 6.21% at $47.40, and Indivior Pharmaceuticals shares were down 1.96% at $39.22 at the time of publication Monday, according to Benzinga Pro data.
Image via Shutterstock
Login to comment