AI brief of an SEC Form 8-K · Supernus Pharmaceuticals (SUPN)

Supernus to merge with Indivior in all-stock merger of equals

Neutral Impact 5 of 5 m&a Written later

Supernus and Indivior Pharmaceuticals agreed on August 1, 2026 to combine in an all-stock merger, with Supernus continuing as a wholly owned subsidiary of Indivior and the combined company renamed Supernus, Inc. Supernus shareholders would receive 1.5401 Indivior shares for each Supernus share and would own about 43.5% of the combined company, while Indivior holders would own about 56.5%. The merger is expected to close in the fourth quarter of 2026, subject to shareholder approvals, regulatory clearance and other conditions.

Key points

  • Each Supernus share converts into 1.5401 Indivior shares; the exchange ratio is fixed and will not adjust for changes in market prices.
  • Indivior holders would own about 56.5% and Supernus holders about 43.5% of the combined company, on a fully diluted basis.
  • Indivior will pay a special cash dividend of $1.0 billion before closing, financed partly by a $650 million Citibank term loan commitment.
  • Termination fees are $101 million if payable by Supernus and $174 million if payable by Indivior; expected closing is in the fourth quarter of 2026.

The filing

CompanySupernus Pharmaceuticals (SUPN)
Form8-K, current report
Filed with the SECAug 3, 2026, 6:43 AM ET
Accession number0001104659-26-089425

Items reported: 1.01 Material Definitive Agreement5.02 Director / Officer Change8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 6:58 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on August 03, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.