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Red Flags Detected

  • Fixed Exchange Ratio (new) — The exchange ratio is fixed, exposing Supernus stockholders to Indivior stock price declines before closing.
  • Special Dividend Financing Risk (new) — The $1 billion special dividend depends on obtaining debt financing, including a $650 million term loan, and the merger is not conditioned on financing.
  • Product Concentration (new) — SUBLOCADE accounted for 69% of Indivior's 2025 revenue, creating significant dependence on a single product.
  • Leveraged Balance Sheet (new) — Indivior has significant debt, including convertible notes, and new debt to fund the special dividend, limiting financial flexibility.
  • Merger-related Litigation (new) — Indivior is party to litigation in multiple jurisdictions with potential significant uncovered financial exposures.
NASDAQ: INDV Indivior Pharmaceuticals, Inc. 424B3

Indivior files 424B3 for merger with Supernus; fixed exchange ratio, $1B special dividend, and $650M debt financing detailed

Filed September 11, 2026 · ~2 min read

Key Changes

  • high

    Merger consideration is a fixed exchange ratio of 1.5401 Indivior shares per Supernus share, not adjusted for stock price changes.

    Risk Factors verify on EDGAR →
  • high

    Indivior will pay a $1 billion special dividend to its stockholders immediately before closing; Supernus stockholders do not receive it.

    Risk Factors verify on EDGAR →
  • high

    Special dividend funding relies on $650 million term loan commitment from Citibank plus cash; merger not conditioned on financing.

    Risk Factors verify on EDGAR →

5 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 14, 2026 · How we verify