Indivior, Supernus announce proposed all-stock merger

Indivior (NASDAQ: INDV ) released second-quarter financial results and hosted an earnings call on Tuesday.

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The full earnings call is available at Summary Indivior Pharmaceuticals Inc and Supernus Pharmaceuticals are merging to create a CNS-focused biopharmaceutical company with a combined commercial portfolio of 11 medicines, anticipated to grow well into the 2030s across addiction, ADHD, depression, and Parkinson's disease.

The merger is expected to generate annual cost synergies of $125 million primarily from general and administrative redundancies and operational efficiencies, with a strong balance sheet offering flexibility for future business development.

Pro forma financial metrics for the combined company as of June 30, 2026, include approximately $2.2 billion in net revenue and an adjusted EBITDA of $888 million, with a net leverage ratio of approximately 1 times.

The transaction is structured as an all-stock, tax-free merger of equals, with Supernus shareholders receiving 1.5401 shares of Indivior stock per Supernus share, leading to Indivior shareholders owning about 56.5% of the combined company.

Management is optimistic about the merger, emphasizing no peak sales guidance for Sublocade but expressing confidence in its growth and market position, along with the expectation of enhanced growth profiles and flexibility for future business development opportunities.

Full Transcript OPERATOR Good day and welcome to the conference call and webcast to discuss the merger of Supernus Pharmaceuticals and Indivior Pharmaceuticals Inc.

At this time all participants are in a listen-only mode.

After the speaker presentation there will be a question-and-answer session.

To ask a question during the session, you will need to press star 11 on your telephone.

You will then hear an automated message advising your hand is raised.

To withdraw your question, press star 11 again.

Please be advised that today's conference is being recorded.

I would now like to hand the conference over to your speaker, Peter Vazo, Investor Relations Representative for Supernus Pharmaceuticals.

Please go ahead.

Peter Vazo, Investor Relations Representative, Supernus Pharmaceuticals Morning everyone, and thank you for joining us to discuss the proposed merger of Supernus Pharmaceuticals and Indivior Pharmaceuticals Inc.

A press release announcing the proposed merger was issued earlier this morning.

Additionally, this morning both companies separately reported financial results for the three- and six-month period ending June 30, 2026.

As a result of the transaction announcement, Supernus and Indivior Pharmaceuticals Inc are hosting this joint conference call in lieu of their previously scheduled second quarter 2026 earnings calls.

Note that today's conference call will focus on the transaction.

Before we begin, I'd like to remind everyone that today's discussion regarding Supernus and Indivior Pharmaceuticals Inc includes forward-looking statements, including expectations regarding the proposed transaction.

These statements are subject to risks and uncertainties, and we encourage you to review the related SEC filings for more detail.

For the benefit of those of you who may be listening to the replay, this call is being held and recorded on August 3, 2026.

Since then, the company may have made additional announcements related to the topics discussed.

Now let's turn to slide four.

I'm joined on the call today by Jack Khattar, President and Chief Executive Officer at Supernus; Joe Schiffone, Chief Executive Officer of Indivior Pharmaceuticals Inc; and Tim Deck, Chief Financial Officer of Supernus.

Ryan Preblick, Chief Financial Officer of Indivior Pharmaceuticals Inc, is also available for Q&A.

I will now turn the call over to Jack Khattar, President and Chief Executive Officer.

Jack Khattar, President and Chief Executive Officer, Supernus Pharmaceuticals Thank you, Peter.

Good morning everyone, and thanks for taking the time to join us on today's call.

Let's start with the big picture on slide 5.

This transaction creates a CNS leader through the combination of two highly complementary businesses.

The combined commercial portfolios will total 11 medicines, with key growth products anticipated to grow well into the 2030s.