HQ Team
June 22, 2025: Supernus Pharmaceuticals, Inc. will acquire Sage Therapeutics, Inc. for a total consideration of up to $795 million, as it gains access to a medicine to treat postpartum depression.
Supernus will start a tender offer of $8.50 per share in cash, aggregating approximately $561 million, and follow it up with a non-tradable contingent value right worth up to $3.50 per share in cash, totalling $234 million.
The transaction is expected to close in the third quarter of 2025, and the contingent value right is payable upon achieving certain net sales and commercial milestones, according to a statement.
The transaction will provide access to Supernus with Zurzuvae (zuranolone) capsules, the first and only US Food and Drug Administration-approved oral medicine indicated for the treatment of adults with postpartum depression.
Not Baby Blues
Postpartum depression or postnatal depression is different from baby blues. It usually occurs two to eight weeks after giving birth, but can happen up to a year after the baby is born.
Some symptoms of postpartum depression include feeling overwhelmed, persistent crying, lack of bonding with your baby and doubting your ability to care for yourself and your baby.
Supernus and Biogen have a revenue-sharing pact on the Zurzuvae capsule sold in the US. Under this agreement, Supernus will receive collaboration revenue equal to 50% of the total net revenue that Biogen gets from selling this capsule in the US.
“This acquisition represents a major step in bolstering our future growth. It augments our growth profile by adding a significant fourth growth product to our portfolio and further diversifies our sources of future growth,” said Jack Khattar, President and CEO of Supernus Pharmaceuticals.
Central nervous system
“Zurzuvae aligns with our focus of acquiring novel value-enhancing and clinically-differentiated medicines to treat central nervous system conditions,” he said.
Supernus believes the acquisition is a strong fit with the existing Supernus infrastructure, which is expected to result in cost synergies of up to $200 million on an annual basis. The acquisition is expected to be significantly accretive in 2026.
“We are proud of what we’ve accomplished, including successfully developing and commercialising Zurzuvae, the first and only oral treatment for women with postpartum depression,” said Barry Greene, Chief Executive Officer, Sage Therapeutics. “We look forward to our next chapter with Supernus.”
Supernus will provide a revised full-year 2025 financial guidance after the closing of the transaction, according to the statement.
Sage Therapeutics was founded in 2010 and is headquartered in Cambridge, Massachusetts. The company is advancing a pipeline to target unmet needs in brain health. Supernus is a biopharmaceutical company focused on developing and commercialising products for the treatment of central nervous system diseases.
