Supernus Pharmaceuticals to Merge With Indivior Pharmaceuticals in All-Stock Deal
The combination aims to create a diversified central nervous system biopharmaceutical leader with $2.2 billion in combined annual revenues.
Supernus Pharmaceuticals (SUPN) agreed to acquire Indivior Pharmaceuticals (INDV) in an all-stock merger of equals designed to create a scaled, diversified biopharmaceutical company focused on central nervous system (CNS) diseases.
Under the terms of the agreement, Supernus stockholders will receive 1.5401 common shares of Indivior for each share of Supernus they own. Immediately prior to the closing, Indivior stockholders will receive a one-time special cash dividend totaling $1.0 billion. The companies have secured a $650 million term loan facility from Citibank N.A. to help fund the dividend, with the remainder coming from existing cash. Upon completion, Indivior stockholders will own approximately 56.5% of the combined entity, while Supernus stockholders will own approximately 43.5%.
The transaction is intended to build a CNS-focused company with a commercial portfolio of 11 medicines across neurology, psychiatry, and addiction. The combined entity is expected to generate pro forma net revenue of $2.2 billion and pro forma adjusted EBITDA of $888 million.
“This merger brings together two complementary organizations with a shared vision of improving the lives of people living with central nervous system diseases,” said Jack Khattar, Supernus Pharmaceuticals President and Chief Executive Officer. Khattar added that the combination provides the company with greater financial flexibility to pursue growth initiatives and accelerate value creation.
Indivior specializes in long-acting injectable treatments for opioid use disorder, primarily through its product SUBLOCADE. Supernus maintains a diverse neuroscience portfolio including treatments for ADHD, Parkinson's disease, postpartum depression, and epilepsy. The merger combines these complementary businesses to enhance scale and commercial expertise across their respective CNS franchises.
The combined company, which will be named Supernus, Inc. and continue to trade under the ticker SUPN, expects to realize $125 million in annual cost synergies. Jack Khattar will serve as President and CEO, while Tony Kingsley, a member of Indivior’s board, will serve as Board Chair.
The deal is expected to close in the fourth quarter of 2026, subject to regulatory approvals and the approval of stockholders from both companies.