COLLEGIUM PHARMACEUTICAL, INC
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
COLL$24.21-3.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001628280-26-031697
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001628280-26-053851
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 105 previous paragraphs and 133 current paragraphs.
61 unchanged; 33 reworded; 30 added; 10 removed; 1 previous and 9 current paragraphs rearranged.
Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (30)
Current report
Changes in our critical accounting policies with respect to our Annual Report include business combination accounting and valuation of acquired assets, including goodwill and intangible assets, as described below.
Current report
Business Combination Accounting and Valuation of Acquired Net Assets
Current report
We completed the Azstarys Acquisition on May 12, 2026, which was accounted for as a business combination. To determine whether the acquisition should be accounted for as a business combination or as an asset acquisition, we made certain judgments regarding whether the acquired set of activities and assets met the definition of a business. Judgment is required in assessing whether the acquired processes or activities, along with their inputs, would be substantive to constitute a business, as defined by U.S. GAAP.
Current report
The acquisition method of accounting requires that we recognize the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of consideration transferred over the acquisition date net fair values of the assets acquired and the liabilities assumed. The purchase price allocation is a critical accounting estimate because the estimation of fair values of acquired assets and assumed liabilities is judgmental and requires various assumptions based on non-observable inputs. Income approaches are used to value acquired intangible assets and certain assumed liabilities; acquired inventory is valued using replacement cost and functional apportionment based on its stage of completion. These valuations are based on management's estimates of economic and market conditions, including expected cash flows, costs and expenses, discount rates, tax rates and other market-participant assumptions.
Current report
While we use our best estimates and assumptions as part of the process to value assets acquired and liabilities assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement. During the measurement period, which occurs before finalization of the purchase price allocation, changes in assumptions and estimates that result in adjustments to the fair values of assets acquired and liabilities assumed, if based on facts and circumstances existing at the acquisition date, are recorded on a retroactive basis as of the acquisition date, with the corresponding offset to Goodwill. Any adjustments not based on facts and circumstances existing at the acquisition date, or if subsequent to the conclusion of the measurement period, will be recorded to our consolidated statements of operations.
Current report
The increase in revenue for Azstarys of $12.9 million is due to the Azstarys Acquisition in May 2026.
Current report
The increase in revenue for Belbuca of $5.1 million is primarily due to higher gross price and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for chargebacks and rebates.
Current report
The decrease in revenue for Symproic of $0.7 million is primarily due to higher gross-to-net adjustments related to provisions for rebates and lower sales volume, partially offset by higher gross price.
Current report
•an increase in salaries, wages and benefits of $8.6 million, primarily due to expenses incurred as a result of certain executive transitions announced in the 2026 Quarter, including stock-based compensation expense of $2.2 million related to accelerated equity awards and severance, benefits, and related expenses incurred of $1.4 million, as well as additional headcount related to the Azstarys Acquisition; and
Current report
Interest expense was $19.5 million for the 2026 Quarter, compared to $20.5 million for the 2025 Quarter. The $1.0 million decrease was primarily due to a lower interest rate following the December 2025 refinancing of the 2024 Term Loan, partially offset by a higher overall principal balance following the issuance of the May 2026 delayed draw term loan, which was used to partially fund the Azstarys Acquisition.
Current report
Comparison of the six months ended June 30, 2026 and June 30, 2025
Current report
Product revenues, net
Current report
Product revenues, net were $393.4 million for the six months ended June 30, 2026 (the “2026 Period”), compared to $365.8 million for the six months ended June 30, 2025 (the “2025 Period”). The $27.6 million increase is primarily due to increased revenue for Jornay PM of $23.8 million, Azstarys of $12.9 million, Belbuca of $6.1 million, and Symproic of $0.7 million, partially offset by decreased revenue for Nucynta Products of $11.4 million and Xtampza ER of $4.5 million.
Current report
The increase in revenue for Azstarys of $12.9 million is due to the Azstarys Acquisition in May 2026.
Current report
The decrease in revenue for Xtampza ER of $4.5 million is primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for rebates, including the recognition of $3.2 million related to certain rebate settlements in the 2025 Period that did not recur in the 2026 Period, partially offset by higher gross price.
Current report
Cost of product revenues
Current report
Cost of product revenues (excluding intangible asset amortization) was $47.4 million for the 2026 Period, compared to $49.1 million for the 2025 Period. The $1.7 million decrease was primarily due to a lower royalty expense, partially offset by higher cost of goods sold from higher sales volumes.
Current report
Intangible asset amortization was $118.4 million for the 2026 Period, compared to $110.9 million for the 2025 Period. The $7.5 million increase is due to the 2026 Period including amortization of the intangible asset related to Azstarys acquired from the Azstarys Acquisition in May 2026. Intangible asset amortization related to Belbuca is expected to be fully amortized during 2026. Intangible asset amortization related to the Nucynta Products is fully amortized as of June 30, 2026.
Current report
Operating expenses
Current report
•an increase in sales and marketing expenses of $3.9 million, primarily due to expenses incurred to support Jornay PM and Azstarys; partially offset by
Current report
•a decrease in insurance expenses of $1.2 million, primarily due to lower product liability insurance expenses.
Current report
Interest expense and Interest income
Current report
Taxes
Current report
The provision for income taxes was $5.8 million for the 2026 Period, compared to $5.7 million for the 2025 Period. The $0.1 million increase is primarily due to the impact of discrete nondeductible transaction costs related to the Azstarys Acquisition and the tax treatment of losses in the Swiss subsidiary acquired in the Azstarys Acquisition, partially offset by excess tax benefits related to stock compensation and lower earnings before taxes in the 2026 Period compared to the 2025 Period. The effective tax rate was 110.7% and 28.5% in the 2026 Period and 2025 Period, respectively.
Current report
Investing activities. Cash used in investing activities was $501.0 million for the 2026 Period, compared to $12.6 million for the 2025 Period. The $488.4 million decrease was primarily due to $655.4 million cash paid to acquire Azstarys (net of cash acquired), partially offset by $151.8 million of cash provided by sales of marketable securities.
Current report
•contingent payment upon the achievement of certain future commercial and manufacturing milestones related to Azstarys.
Current report
Adjusted EBITDA was $217.7 million for the 2026 Period compared to $200.2 million for the 2025 Period. The $17.5 million increase was primarily due to higher revenues of $27.6 million, partially offset by higher adjusted operating expenses of $11.8 million.
Current report
Adjusted operating expenses were $135.9 million in the 2026 Period compared to $124.1 million in the 2025 Period. The $11.8 million increase was primarily driven by:
Current report
•an increase in sales and marketing expenses of $3.9 million, primarily due to expenses incurred to support Jornay PM and Azstarys; partially offset by
Current report
•a decrease in insurance expenses of $1.2 million, primarily due to lower product liability insurance expenses.
Removed paragraphs (10)
Previous report
On March 19, 2026, the Company entered into an Equity Purchase Agreement (the “Azstarys Purchase Agreement”) with Corium Therapeutics Holdings, LLC and Corium, LLC. Pursuant to the terms of the Azstarys Purchase Agreement, the Company will acquire AZSTARYS®, a central nervous system stimulant prescription medicine used for the treatment of ADHD, further expanding the Company's commercial presence in neuropsychiatry, for $650 million in cash (the “Azstarys Acquisition”), subject to customary purchase price adjustments. The Azstarys Purchase Agreement also provides for potential regulatory and commercial milestone payments of up to $135 million in the aggregate in cash to be made to Corium, LLC upon the achievement of such milestones. The all-cash upfront consideration is expected to be funded by a combination of the Company’s existing cash and borrowings under the Delayed Draw Term Loan provided for in the Company's 2025 Credit Facility (as defined below). The transaction is expected to close in the second quarter of 2026, subject to satisfaction of closing conditions.
Previous report
•a decrease in product taxes and fees of $0.9 million, primarily due to lower expenses associated with state-regulated opioid fees and lower federal branded prescription drug fees;
Previous report
•a decrease in audit and legal fees of $0.6 million, primarily due to lower accounting and tax expenses.
Previous report
Investing activities. Cash provided by investing activities was $1.6 million for the 2026 Period, compared to cash used in investing activities of $9.7 million for the 2025 Period. The $11.3 million increase was primarily due to an increase in cash flows due to lower purchases of marketable securities of $7.8 million and higher maturities of marketable securities of $3.0 million.
Previous report
•contingent payment upon the achievement of a financial milestone based on net revenues of Jornay PM.
Previous report
•the upfront cash consideration for the Azstarys Acquisition, which is expected to close in the second quarter of 2026 and be funded using a combination of our existing cash and borrowings under the delayed draw term loan provided for in our Credit Agreement entered into in December 2025;
Previous report
•an increase in sales and marketing expenses of $3.4 million, primarily due to expenses incurred to support Jornay PM, including supporting the expansion of the sales force that promotes Jornay PM in 2025; partially offset by
Previous report
•a decrease in product taxes and fees of $0.9 million, primarily due to lower expenses associated with state-regulated opioid fees and lower federal branded prescription drug fees;
Previous report
•a decrease in post-marketing research costs of $0.8 million, primarily due to the timing of post-marketing studies related to Jornay PM; and
Previous report
•a decrease in audit and legal fees of $0.6 million, primarily due to lower accounting and tax expenses.
Reworded paragraphs (33)
Previous wording
Our mission is to build a leading, diversified biopharmaceutical company committed to improving the lives of people living with serious medical conditions. We have developed, licensed, and acquired a portfolio of meaningfully differentiated products for use in the treatment of attention deficit hyperactivity disorder (“ADHD”) and moderate to severe pain. We commercialize our products, consisting of Jornay PM, Belbuca, Xtampza ER, Nucynta ER, Nucynta IR, Nucynta ER Authorized Generic(“AG”), and Nucynta IR AG (collectively the “Nucynta Products”), and Symproic, in the United States.
Current wording
We are a leading biopharmaceutical company focused on improving the lives of people living with serious and often misunderstood conditions. We have developed, licensed, and acquired a portfolio of meaningfully differentiated products for use in the treatment of attention deficit hyperactivity disorder (“ADHD”) and moderate to severe pain. We commercialize our products, consisting of Jornay PM, Azstarys, Belbuca, Xtampza ER, Nucynta ER, Nucynta IR, Nucynta ER Authorized Generic(“AG”), and Nucynta IR AG (collectively the “Nucynta Products”), and Symproic, in the United States.
Previous wording
Product revenues, net were $193.5 million for the three months ended March 31, 2026 (the “2026 Quarter”), compared to $177.8 million for the three months ended March 31, 2025 (the “2025 Quarter”). The $15.7 million increase is primarily due to increased revenue for Jornay PM of $10.4 million, Xtampza ER of $3.1 million, Symproic of $1.4 million, and Belbuca of $1.0 million, partially offset by the decreased revenue for Nucynta Products of $0.1 million.
Current wording
Product revenues, net were $199.9 million for the three months ended June 30, 2026 (the “2026 Quarter”), compared to $188.0 million for the three months ended June 30, 2025 (the “2025 Quarter”). The $11.9 million increase is primarily due to increased revenue for Jornay PM of $13.4 million, Azstarys of $12.9 million, and Belbuca of $5.1 million, partially offset by the decreased revenue for Nucynta Products of $11.1 million, Xtampza ER of $7.6 million, and Symproic of $0.7 million.
Previous wording
The increase in revenue for Jornay PM of $10.4 million is primarily due to higher sales volume, lower gross-to-net adjustments related to provisions for co-pay program incentives, and higher gross price, partially offset by higher gross-to-net adjustments related to provisions for rebates and product returns.
Current wording
The increase in revenue for Jornay PM of $13.4 million is primarily due to higher sales volume, lower gross-to-net adjustments related to provisions for co-pay program incentives and product returns, and higher gross price, partially offset by higher gross-to-net adjustments related to provisions for rebates.
Previous wording
The increase in revenue for Xtampza ER of $3.1 million is primarily due to higher gross price and lower gross-to-net adjustments related to provisions for rebates, partially offset by lower sales volume.
Current wording
The decrease in revenue for Xtampza ER of $7.6 million is primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for rebates, including the recognition of $2.4 million related to certain rebate settlements in the 2025 Quarter that did not recur in the 2026 Quarter, partially offset by higher gross price.
Previous wording
Cost of product revenues (excluding intangible asset amortization) was $20.8 million for the 2026 Quarter, compared to $25.0 million for the 2025 Quarter. The $4.2 million decrease was primarily due to the 2025 Quarter including $3.5 million related to the step-up basis in inventory.
Current wording
Cost of product revenues (excluding intangible asset amortization) was $26.6 million for the 2026 Quarter, compared to $24.1 million for the 2025 Quarter. The $2.5 million increase was primarily due to the 2026 Quarter including $5.4 million related to the step-up basis in inventory compared to the 2025 Quarter including $2.0 million.
Previous wording
Intangible asset amortization was $55.5 million for both the 2026 Quarter and the 2025 Quarter and includes amortization of the intangible asset related to Jornay PM acquired from the Ironshore Acquisition in September 2024, as well as amortization of intangible assets related to Belbuca, the Nucynta Products, and Symproic. Intangible asset amortization related to Belbuca and the Nucynta Products is expected to be fully amortized during 2026.
Current wording
Intangible asset amortization was $63.0 million for the 2026 Quarter, compared to $55.5 million for the 2025 Quarter. The $7.5 million increase is due to the 2026 Quarter including amortization of the intangible asset related to Azstarys acquired from the Azstarys Acquisition in May 2026. Intangible asset amortization related to Belbuca is expected to be fully amortized during 2026. Intangible asset amortization related to the Nucynta Products is fully amortized as of June 30, 2026.
Previous wording
Selling, general and administrative expenses were $86.4 million for the 2026 Quarter, compared to $76.4 million for the 2025 Quarter. The $10.0 million increase was primarily related to:
Current wording
Selling, general and administrative expenses were $106.6 million for the 2026 Quarter, compared to $73.6 million for the 2025 Quarter. The $33.0 million increase was primarily related to:
Previous wording
•an increase in acquisition-related expenses of $4.9 million primarily due to expenses incurred related to the Azstarys Acquisition;
Current wording
•an increase in acquisition-related expenses of $23.2 million primarily due to expenses incurred related to the Azstarys Acquisition;
Previous wording
•a decrease in post-marketing requirement expense of $0.8 million, primarily due to the timing of post-marketing requirement trial activities related to Jornay PM; and
Current wording
•an increase in sales and marketing expenses of $0.8 million, primarily due to expenses incurred to support Jornay PM and Azstarys.
Previous wording
Gain on fair value remeasurement of contingent consideration was zero in the 2026 Quarter, compared to $0.8 in the 2025 Quarter. The decrease was due to the revaluation of the contingent consideration associated with the Ironshore Acquisition and reflects the liability being reduced to zero in 2025 after the related milestone was not achieved.
Current wording
Gain on fair value remeasurement of contingent consideration was zero in the 2026 Quarter, compared to $0.4 million in the 2025 Quarter. The decrease was due to the revaluation of the contingent consideration associated with the Ironshore Acquisition and reflects the liability being reduced to zero in 2025 after the related milestone was not achieved.
Previous wording
Interest income was $3.7 million for the 2026 Quarter, compared to $2.2 million for the 2025 Quarter. The $1.5 million increase was primarily due to a higher overall balance invested in the 2026 Quarter compared to the 2025 Quarter.
Current wording
Interest income was $2.3 million for the 2026 Quarter, compared to $2.4 million for the 2025 Quarter. The $0.1 million decrease was primarily due to a lower overall balance invested in the 2026 Quarter compared to the 2025 Quarter.
Previous wording
The provision for income taxes was $4.2 million for the 2026 Quarter, compared to $0.7 million for the 2025 Quarter. The $3.5 million increase is primarily due to higher earnings before taxes in the 2026 Quarter compared to the 2025 Quarter, as well as the impact of discrete excess tax benefits related to stock compensation. The effective tax rate was 22.6% and 22.6% in the 2026 Quarter and 2025 Quarter, respectively.
Current wording
The provision for income taxes was $1.5 million for the 2026 Quarter, compared to $5.0 million for the 2025 Quarter. The $3.5 million decrease is primarily due to lower earnings before taxes in the 2026 Quarter compared to the 2025 Quarter, partially offset by the impact of discrete non-deductible transaction costs related to the Azstarys Acquisition and the tax treatment of losses in the Swiss subsidiary acquired in the Azstarys Acquisition. The effective tax rate was (11.2)% and 29.6% in the 2026 Quarter and 2025 Quarter, respectively.
Previous wording
The increase in revenue for Belbuca of $1.0 million is primarily due to higher gross price and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for chargebacks and co-pay program incentives.
Current wording
The increase in revenue for Belbuca of $6.1 million is primarily due to higher gross price and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for chargebacks, rebates, and co-pay program incentives.
Previous wording
The increase in revenue for Symproic of $1.4 million is primarily due to lower gross-to-net adjustments related to provisions for product returns, higher gross price, and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for rebates.
Current wording
The increase in revenue for Symproic of $0.7 million is primarily due to lower gross-to-net adjustments related to provisions for product returns, higher gross price, and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for rebates.
Previous wording
The decrease in revenue for the Nucynta Products of $0.1 million is primarily due to the decrease in branded product revenue of $2.8 million, partially offset by the increase in authorized generic product revenue of $2.7 million. The decrease in Nucynta branded product revenue was primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for returns, chargebacks, and co-pay program incentives, partially offset by higher gross price and lower gross-to-net adjustments related to provisions for rebates. The increase in Nucynta AG product revenue was due to the launch of the authorized generic products in the 2026 Quarter.
Current wording
The decrease in revenue for the Nucynta Products of $11.4 million is primarily due to the decrease in branded product revenue of $19.2 million, partially offset by the increase in authorized generic product revenue of $7.8 million. The decrease in Nucynta Products branded product revenue was primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for chargebacks and co-pay program incentives, partially offset by higher gross price and lower gross-to-net adjustments related to provisions for rebates. The increase in Nucynta Products AG product revenue was due to the launch of the authorized generic products in 2026.
Previous wording
•an increase in salaries, wages and benefits of $4.3 million, primarily due to additional headcount, including the expansion of the sales force that promotes Jornay PM that occurred late in the first quarter of 2025;
Current wording
•an increase in salaries, wages and benefits of $12.9 million, primarily due to expenses incurred as a result of certain executive transitions announced in the 2026 Period, including stock-based compensation expense of $2.2 million related to accelerated equity awards as well as, additional headcount related to the Azstarys Acquisition and the expansion of the sales force that promotes Jornay PM that occurred late in the first quarter of 2025;
Previous wording
Interest expense was $15.9 million for the 2026 Quarter, compared to $20.8 million for the 2025 Quarter. The $4.9 million decrease was primarily due to a lower interest rate in 2026 following the refinancing of its 2024 Term Loan in December 2025 and a lower overall principal balance of debt.
Current wording
Interest expense was $35.4 million for the 2026 Period, compared to $41.3 million for the 2025 Period. The $5.9 million decrease was primarily due to a lower interest rate following the December 2025 refinancing of the 2024 Term Loan in December 2025, partially offset by a higher overall principal balance following the issuance of the May 2026 delayed draw term loan, which was used to partially fund the Azstarys Acquisition.
Previous wording
Historically, we have funded our operations primarily through private placements and/or public offerings of our preferred stock, common stock, and convertible notes; term loan debt; and cash inflows from sales of our products. We are primarily dependent on the commercial success of Jornay PM, Belbuca, Xtampza ER, and the Nucynta Products.
Current wording
Historically, we have funded our operations primarily through private placements and/or public offerings of our preferred stock, common stock, and convertible notes; term loan debt; and cash inflows from sales of our products. We are primarily dependent on the commercial success of Jornay PM, Azstarys, Belbuca, Xtampza ER, and the Nucynta Products.
Previous wording
In December 2025, we entered into the 2025 Credit Agreement, which consists of the $580.0 million 2025 Term Loan, a $300.0 million of delayed draw term loan commitments, and a $100.0 million revolving credit facility, which was fully available as of March 31, 2026. The 2025 Term Loan was used to repay in full the remaining outstanding obligations under the 2024 Term Loan and to pay fees and expenses relating to the entry into the 2025 Credit Agreement and the remainder for general corporate purposes.
Current wording
In December 2025, we entered into the 2025 Credit Agreement, which consists of the $580.0 million 2025 Term Loan, a $300.0 million of delayed draw term loan commitments, and a $100.0 million revolving credit facility, which was fully available as of June 30, 2026. The 2025 Term Loan was used to repay in full the remaining outstanding obligations under the 2024 Term Loan and to pay fees and expenses relating to the entry into the 2025 Credit Agreement and the remainder for general corporate purposes. In May 2026, the $300.0 million of delayed draw term loan was drawn to partially fund the Azstarys Acquisition.
Previous wording
As of March 31, 2026, the outstanding principal balance of the 2025 Term Loan was $572.8 million, of which $32.6 million in principal payments are due within the next 12 months.
Current wording
As of June 30, 2026, the outstanding principal balance of the 2025 Term Loan was $865.5 million, of which $55.0 million in principal payments are due within the next 12 months.
Previous wording
As of March 31, 2026, we had $421.8 million in cash, cash equivalents, and marketable securities. We believe that ourcash, cash equivalents, and marketable securities as of March 31, 2026, together with expected cash inflows from operations, will enable us to fund our operating expenses, debt service, and capital expenditure requirements under our current business planfor the foreseeable future.
Current wording
As of June 30, 2026, we had $129.5 million in cash and cash equivalents. We believe that ourcash and cash equivalents as of June 30, 2026, together with expected cash inflows from operations, will enable us to fund our operating expenses, debt service, and capital expenditure requirements under our current business planfor the foreseeable future.
Previous wording
Operating activities. Cash provided by operating activities was $57.1 million for the 2026 Period, compared to $55.4 million for the 2025 Period. The $1.7 million increase was primarily due to an increase in cash flow from operating results, which reflects operating earnings after adjustment for non-cash items that are included in net income, partially offset by a decrease in cash flows from changes in working capital.
Current wording
Operating activities. Cash provided by operating activities was $128.4 million for the 2026 Period, compared to $127.8 million for the 2025 Period. The $0.6 million increase was primarily due to an increase in in cash flows from changes in working capital, partially offset by a decrease in cash flow from operating results, which reflects operating earnings after adjustment for non-cash items that are included in net loss.
Previous wording
Financing activities. Cash used in financing activities was $21.3 million for the 2026 Period, compared to $25.2 million in the 2025 Period. The $3.9 million decrease was primarily due to a decrease in repayments of term notes of $8.8 million, partially offset by an increase in taxes paid for employee stock withholdings of $4.8 million.
Current wording
Financing activities. Cash provided by financing activities was $270.7 million for the 2026 Period, compared to cash used in financing activities of $73.6 million in the 2025 Period. The $344.3 million increase was primarily due to $299.5 million in proceeds from the 2025 Credit Facility, a decrease in stock repurchases of $25.1 million, and a decrease in repayments of term notes of $17.8 million.
Previous wording
We believe that our cash, cash equivalents, and marketable securities as of March 31, 2026, together with expected cash inflows from operations, will enable us to fund our operating expenses, debt service, and capital expenditure requirements under our current business plan for the foreseeable future. However, we are subject to all the risks common to the commercialization and development of new pharmaceutical products, and we may encounter unforeseen expenses, difficulties, complications, delays and other unknown factors that may adversely affect our business.
Current wording
We believe that our cash and cash equivalents as of June 30, 2026, together with expected cash inflows from operations, will enable us to fund our operating expenses, debt service, and capital expenditure requirements under our current business plan for the foreseeable future. However, we are subject to all the risks common to the commercialization and development of new pharmaceutical products, and we may encounter unforeseen expenses, difficulties, complications, delays and other unknown factors that may adversely affect our business.
Previous wording
•we exclude acquisition related expenses as the amount and/or frequency of these expenses are not part of our underlying business. Acquisition related expenses include transaction costs, which primarily consisted of financial advisory, banking, legal, and regulatory fees, and other consulting fees, incurred to complete the acquisition, employee-related expenses (severance cost and benefits) for terminated employees after the acquisition, legal defense expenses for specific acquired claims that relate to acts that occurred prior to our acquisition, and miscellaneous other acquisition related expenses incurred;
Current wording
•we exclude acquisition-related expenses as these expenses would not have otherwise been incurred in the periods presented as part of our continuing operations and their exclusion is useful to investors because it enhances comparability of operating performance across periods. Acquisition-related expenses include transaction costs, which primarily consisted of financial advisory, banking, legal, and regulatory fees, and other consulting fees, incurred to complete the acquisition, employee-related expenses (severance cost and benefits) for terminated employees after the acquisition, legal defense expenses for specific acquired claims that relate to acts that occurred prior to our acquisition, and miscellaneous other acquisition-related expenses incurred;
Previous wording
Adjusted EBITDA for the three and three months ended March 31, 2026 and 2025 was as follows:
Current wording
Adjusted EBITDA for the three and six months ended June 30, 2026 and 2025 was as follows:
Previous wording
Adjusted EBITDA was $103.9 million for the 2026 Quarter compared to $95.2 million for the 2025 Quarter. The $8.7 million increase was primarily due to higher revenues of $15.7 million, partially offset by higher adjusted operating expenses of $7.1 million.
Current wording
Adjusted EBITDA was $113.8 million for the 2026 Quarter compared to $105.1 million for the 2025 Quarter. The $8.7 million increase was primarily due to higher revenues of $11.9 million, partially offset by higher adjusted operating expenses of $4.7 million.
Previous wording
Adjusted operating expenses for three months ended March 31, 2026 and 2025 were as follows:
Current wording
Adjusted operating expenses for three and six months ended June 30, 2026 and 2025 were as follows:
Previous wording
Adjusted operating expenses were $69.3 million in the 2026 Quarter compared to $62.2 million in the 2025 Quarter. The $7.1 million increase was primarily driven by:
Current wording
Adjusted operating expenses were $66.6 million in the 2026 Quarter compared to $61.9 million in the 2025 Quarter. The $4.7 million increase was primarily driven by:
Previous wording
•an increase in salaries, wages, and benefits (excluding stock-based compensation and executive transition expense) of $6.3 million; and
Current wording
•an increase in salaries, wages, and benefits (excluding stock-based compensation and executive transition expense) of $3.5 million; and
Previous wording
Adjusted net income and adjusted earnings per share for the three months ended March 31, 2026 and 2025 were as follows:
Current wording
Adjusted net income and adjusted earnings per share for the three and six months ended June 30, 2026 and 2025 were as follows:
Previous wording
(1)The income tax effect of the adjustments was calculated by applying our blended federal and state statutory rate to the items that have a tax effect. The blended federal and state statutory rate for the three months ended March 31, 2026 and 2025 were 24.9% and 25.8%, respectively. As such, the non-GAAP effective tax rates for the three months ended March 31, 2026 and 2025 were 25.4% and 25.4%, respectively.
Current wording
(1)The income tax effect of the adjustments was calculated by applying our blended federal and state statutory rate to the items that have a tax effect. The blended federal and state statutory rate for the three months ended June 30, 2026 and 2025 were 22.9% and 25.7%, respectively; and the blended federal and state statutory rate for the six months ended June 30, 2026 and 2025 were 23.6% and 25.8%, respectively. As such, the non-GAAP effective tax rates for the three months ended June 30, 2026 and 2025 were 17.3% and 25.5%, respectively; and the non-GAAP effective tax rates for the six months ended June 30, 2026 and 2025 were 20.6% and 25.4%, respectively.
Previous wording
(2)Adjusted weighted-average shares - diluted were calculated using the “if-converted” method for our convertible notes in accordance with ASC 260, Earnings per Share. As such, adjusted weighted-average shares – diluted includes shares related to the assumed conversion of our convertible notes and the associated cash interest expense is added-back to non-GAAP adjusted net income. For the three months ended March 31, 2026 and 2025, adjusted weighted-average shares – diluted includes 6,606,305 shares attributable to our convertible notes. In addition, adjusted earnings per share includes other potentially dilutive securities to the extent that they are not antidilutive.
Current wording
(2)Adjusted weighted-average shares - diluted were calculated using the “if-converted” method for our convertible notes in accordance with ASC 260, Earnings per Share. As such, adjusted weighted-average shares – diluted includes shares related to the assumed conversion of our convertible notes and the associated cash interest expense is added-back to non-GAAP adjusted net income. For the three and six months ended June 30, 2026 and 2025, adjusted weighted-average shares – diluted includes 6,606,305 shares attributable to our convertible notes. In addition, adjusted earnings per share includes other potentially dilutive securities to the extent that they are not antidilutive.
Rearranged current paragraphs (9)
Current report — wording carried from elsewhere
Azstarys is a CNS stimulant prescription medicine that contains serdexmethylphenidate and dexmethylphenidate approved by the FDA in March 2021 for the treatment of ADHD in people six years of age and older. We began recognizing product revenue related to Azstarys in May 2026 following our acquisition of Azstarys (the “Azstarys Acquisition”).
Current report — wording carried from elsewhere
The decrease in revenue for the Nucynta Products of $11.1 million is primarily due to the decrease in branded product revenue of $16.3 million, partially offset by the increase in authorized generic product revenue of $5.2 million. The decrease in Nucynta Products branded product revenue was primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for chargebacks and co-pay program incentives, partially offset by higher gross price and lower gross-to-net adjustments related to provisions for rebates and product returns. The increase in Nucynta Products AG product revenue was due to the launch of the authorized generic products in 2026.
Current report — wording carried from elsewhere
The increase in revenue for Jornay PM of $23.8 million is primarily due to higher sales volume, lower gross-to-net adjustments related to provisions for co-pay program incentives and product returns, and higher gross price, partially offset by higher gross-to-net adjustments related to provisions for rebates.
Current report — wording carried from elsewhere
Selling, general and administrative expenses were $192.9 million for the 2026 Period, compared to $150.1 million for the 2025 Period. The $42.8 million increase was primarily related to:
Current report — wording carried from elsewhere
•an increase in acquisition-related expenses of $28.1 million primarily due to expenses incurred related to the Azstarys Acquisition;
Current report — wording carried from elsewhere
Gain on fair value remeasurement of contingent consideration was zero in the 2026 Period, compared to $1.1 million in the 2025 Period. The decrease was due to the revaluation of the contingent consideration associated with the Ironshore Acquisition and reflects the liability being reduced to zero in 2025 after the related milestone was not achieved.
Current report — wording carried from elsewhere
Interest income was $6.0 million for the 2026 Period, compared to $4.6 million for the 2025 Period. The $1.4 million increase was primarily due to a higher overall balance invested in the 2026 Period compared to the 2025 Period.
Current report — wording carried from elsewhere
•an increase in sales and marketing expenses of $0.8 million, primarily due to expenses incurred to support Jornay PM and Azstarys.
Current report — wording carried from elsewhere
•an increase in salaries, wages, and benefits (excluding stock-based compensation and executive transition expense) of $9.8 million; and
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
•an increase in sales and marketing expenses of $3.4 million, primarily due to expenses incurred to support Jornay PM, including supporting the expansion of the sales force that promotes Jornay PM that occurred late in the first quarter of 2025; partially offset by