Supernus and Indivior agree to all-stock merger of equals

Supernus Pharmaceuticals, Inc. and Indivior Pharmaceuticals, Inc. announced on August 3, 2026 that they signed a definitive agreement, dated August 1, 2026, to combine in a tax-free all-stock merger of equals transaction to create a leading diversified, central nervous system biopharmaceutical company with significant scale.¹

Under the exchange terms, each Supernus share will convert into 1.5401 shares of Indivior stock, and Indivior will pay its own stockholders a one-time special cash dividend of $1.0 billion in aggregate immediately prior to closing of the merger.¹ To fund that payout, the companies have secured a debt commitment of $650 million through a term loan facility provided by Citibank N.A.¹, with the balance covered by existing cash.

Once completed, Indivior stockholders will own approximately 56.5% of the combined company and Supernus stockholders will own approximately 43.5%, on a fully diluted basis.¹ The merged entity will be called Supernus, Inc. and continue trading on Nasdaq under "SUPN." Jack Khattar, currently Supernus's President and CEO, will hold those same titles plus a board seat at the combined company, while Tony Kingsley, an Indivior director, will become Board Chair.¹

The combined company projects pro forma net revenue of $2.2 billion and pro forma adjusted EBITDA of $888 million¹, along with $125 million in expected annual cost synergies.¹ Headquarters will remain at Supernus Pharmaceuticals' offices in Rockville, Md.¹

The deal is expected to close in the fourth quarter of 2026, subject to approval by stockholders of both companies, regulatory approvals and customary closing conditions.¹ The merger agreement also sets termination fees of $101 million payable by Supernus or $174 million payable by Indivior under specified circumstances.¹