Indivior (INDV) investor relations material

Strategic rationale and transaction overview

• Merger creates a diversified CNS biopharmaceutical leader with significant scale and a combined portfolio of 11 medicines across four key therapeutic areas: addiction, ADHD, postpartum depression, and Parkinson's disease.

• The transaction is structured as a 100% tax-free stock-for-stock merger, with Supernus shareholders receiving 1.5401 Indivior shares per Supernus share.

• Post-close ownership will be 56.5% Indivior shareholders and 43.5% Supernus shareholders; the new company will be named Supernus, Inc. and headquartered in Rockville, Maryland.

• Indivior will declare a $1 billion cash dividend to its shareholders prior to closing.

• Governance will be balanced with four directors from each company and Jack Khattar as President and CEO.

Portfolio and growth drivers

• The combined company will have a diversified portfolio with five key growth products expected to drive revenue into the 2030s.

• Commercial assets include leading products in opioid use disorder (Sublocade, Suboxone), ADHD (Qelbree), postpartum depression (Zurzuvae), and Parkinson’s disease (Gocovri, ONAPGO, Xadago, Apokyn).

• Pro forma combined net revenue for the twelve months ended June 30, 2026, is $2.2 billion.

• The company will maintain a strong balance sheet and flexibility for future business development.

Financial impact and synergies

• Expected annual cost synergies of at least $125 million will accelerate profitability and cash flow generation.

• Pro forma adjusted EBITDA for the last twelve months as of June 30, 2026, is $888 million, with a 41% adjusted EBITDA margin.

• Net leverage is expected to be less than 1x, supporting financial flexibility.

• Significant value creation is anticipated for shareholders, with upside potential from multiple expansion.