v3.26.3
Subsequent Event
9 Months Ended
Sep. 30, 2026
Subsequent Events [Abstract]  
Subsequent Event Subsequent Events
Merger of Equals with Indivior Pharmaceuticals, Inc.
On October 15th, at the special meeting of the Company's stockholders, the Company's stockholders approved the Merger and related proposals. The definitive proxy statement pertaining to the special meeting was previously filed by the Company with the Securities and Exchange Commission on September 11, 2026. All proposals presented at the special meeting were approved by the Company’s stockholders, including (i) approval to adopt the Merger Agreement (ii) approval of certain compensation that will become payable in connection with the Merger, as well as certain compensation that may become payable to Supernus's named executive officers upon a termination in connection with the Merger.
The Merger is expected to be consummated on November 2, 2026 (the “Expected Closing Date”).
Additionally, on the Expected Closing Date, the Combined Company and certain of its subsidiaries (collectively, the “Loan Parties”) are expected to enter into a Credit Agreement (the “Credit Agreement”) by and among the Combined Company, as the borrower, the other Loan Parties, as guarantors, the financial institutions from time to time party thereto as lenders, and a financial institution, as agent for the lenders and for itself as lender, providing for a senior secured term loan facility (the “Credit Facility”) in an aggregate principal amount of $650 million, all of which is expected to be borrowed on the Expected Closing Date.
The proceeds of the Credit Facility are expected to be permitted to be used, in whole or in part, to consummate the Merger, repay existing indebtedness on the Expected Closing Date (including any outstanding indebtedness and obligations under that certain Credit Line Agreement, dated February 8, 2023, among the Company and UBS Bank USA), to pay costs and expenses in connection therewith and for general corporate purposes (including, without limitation, acquisitions and investments permitted under the Credit Agreement).
As previously disclosed by Indivior, its board of directors declared a special cash dividend (the “Special Dividend”) in the amount of (i) $8.13 per share of Indivior common stock payable to holders of record of the issued and outstanding Indivior common stock as of October 30, 2026 (the “Special Dividend Record Date”) (such holders, the “Special Dividend Record Holders”) and (ii) $8.13 per share of Indivior common stock underlying Indivior equity awards on the Special Dividend Record Date payable, upon vesting of such equity awards, to holders of certain Indivior equity awards outstanding as of the Special Dividend Record Date (the “Special Dividend Award Holders”). The payment of the Special Dividend is subject to and contingent upon the closing of the Merger (the “Closing”) and will be made following the Closing. Assuming the Merger is consummated on the Expected Closing Date, payment of the Special Dividend to Special Dividend Record Holders is anticipated to be made on or about November 6, 2026. Supernus stockholders will not be entitled to receive the Special Dividend with respect to any Indivior common stock received as consideration in the Merger.
ONAPGO
In October 2026, the FDA recognized seven years of orphan-drug exclusive approval for ONAPGO (apomorphine HCl) for the treatment of motor fluctuations in adults with advanced Parkinson’s disease. The seven-year market exclusivity for ONAPGO began on February 3, 2025, the date of FDA approval.