The merger creates a scaled CNS leader with significant cost synergy potential and a strong balance sheet. Monitor shareholder votes and regulatory approvals (HSR) as key catalysts. The fixed exchange ratio means SUPN shareholders are exposed to INDV stock price movements until close.
Price Chart
Executive Summary
Supernus Pharmaceuticals has entered into a definitive agreement to merge with Indivior Pharmaceuticals in a tax-free all-stock merger of equals. Supernus shareholders will receive 1.5401 Indivior shares per Supernus share, and Indivior will pay a $1.0 billion special cash dividend to its shareholders prior to closing, funded in part by a $650 million debt commitment. The combined company, to be named Supernus, Inc., will have pro forma net revenue of $2.2 billion and is expected to generate $125 million in annual cost synergies, with Jack Khattar as CEO and a balanced board of directors.
Key Financial Metrics
Key Facts
- Supernus shareholders will receive 1.5401 Indivior shares per Supernus share.
- Indivior will pay a $1.0 billion special cash dividend to its shareholders prior to closing.
- The combined company expects $125 million in annual cost synergies.
- Pro forma combined net revenue is approximately $2.2 billion.
- The combined company will have a net leverage ratio of less than 1x.
- Jack Khattar will serve as President and CEO of the combined company.
- The combined company's board will have 8 directors, 4 from each company.
- The transaction is expected to close in Q4 2026.
- Termination fees are $101 million (Supernus) and $174 million (Indivior).
Financial Impact
Transaction valued at implied premium based on fixed exchange ratio of 1.5401; combined pro forma revenue of $2.2B; $1.0B special dividend to Indivior shareholders; $125M expected annual cost synergies; $650M debt commitment from Citibank.
Risk Factors
- Failure to obtain shareholder approval from either company.
- Failure to obtain regulatory approvals or imposition of conditions.
- Integration risks and failure to realize projected cost synergies.
- Execution risk related to the $1.0B special dividend and associated debt financing.
- Potential for a competing acquisition proposal.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 7 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (SUPN) — Batch item 1 | 0001104659-26-089427 |
| Document: tm2622009d1_ex10-3.htm | 0001104659-26-089426 |
| Document: tm2622009d1_ex10-2.htm | 0001104659-26-089425 |
| Document: tm2622009d1_ex10-1.htm | 0001104659-26-089427 |
| Document: tm2622009d1_8k.htm | 0001104659-26-089427 |
| Document: tm2622009d1_ex99-1.htm | 0001104659-26-089427 |
| 425 Filing (SUPN) — Batch item 7 | 0001104659-26-089426 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 11, 2026 20d ago | DEFM14A | $41.49 $42.78 | ▲ +3.11% | ▲ +3.00% | $42.60 (+2.68%) |
Aug 3, 2026 8w ago | DEFA14A / 425 | $43.25 $46.88 | ▲ +8.39% | ▲ +8.49% | $42.60 (−1.50%) |
Aug 3, 2026 8w ago | 8-K | $43.25 $46.88 | ▲ +8.39% | ▲ +8.49% | $42.60 (−1.50%) |
Aug 3, 2026 8w ago | DEFA14A / 425 | $46.00 $47.07 | ▲ +2.33% | ▲ +0.30% | $42.60 (−7.39%) |
Aug 3, 2026 8w ago | 8-K | $46.00 $47.07 | ▲ +2.33% | ▲ +0.30% | $42.60 (−7.39%) |
Aug 3, 2026 8w ago | 8-K | $46.00 $47.07 | ▲ +2.33% | ▲ +0.30% | $42.60 (−7.39%) |
Aug 3, 2026 8w ago | DEFA14A / 425 / 8-K | $46.00 $47.07 | ▲ +2.33% | ▲ +0.30% | $42.60 (−7.39%) |
Jul 22, 2026 10w ago | 8-K | $47.19 $45.61 | ▼ −3.35% | ▼ −3.82% | $42.60 (−9.73%) |
Jul 22, 2026 10w ago | Press Release | $47.19 $45.61 | ▼ −3.35% | ▼ −3.82% | $42.60 (−9.73%) |
Jul 20, 2026 10w ago | Court Ruling | $47.42 $46.20 | ▼ −2.57% | ▼ −2.15% | $42.60 (−10.16%) |
US Market Status
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