COLLEGIUM PHARMACEUTICAL, INC
For the period ended Sep 30, 2026. Filed Nov 5, 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.
Sep 30, 2026 · Filed Nov 5, 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 2026-06-30; filed 2026-08-06.
0001628280-26-053851
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001628280-26-070589
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 133 previous paragraphs and 143 current paragraphs.
74 unchanged; 53 reworded; 16 added; 5 removed; 1 previous and 0 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 (16)
Current report
As of September 30, 2026, the purchase price allocation for the Azstarys Acquisition remained preliminary, and the measurement period will end no later than May 12, 2027 (refer to Note 4, Acquisitions).
Current report
•an increase in audit and legal expenses of $11.8 million, primarily due to the $11.0 million litigation settlement expense recognized in connection with the Grünenthal Settlement (refer to Note 5, License Agreements);
Current report
•an increase in salaries, wages and benefits of $9.2 million, primarily due to additional headcount to support the ongoing growth and commercialization of Jornay PM and Azstarys, as well as higher stock-based compensation expense; and
Current report
•an increase in sales and marketing expenses of $8.2 million, primarily due to expenses incurred to support Jornay PM and Azstarys.
Current report
Comparison of the nine months ended September 30, 2026 and September 30, 2025
Current report
•an increase in salaries, wages and benefits of $22.1 million, primarily due to additional headcount to support the ongoing growth and commercialization of Jornay PM and Azstarys, as well as higher stock-based compensation expense;
Current report
•an increase in sales and marketing expenses of $12.2 million, primarily due to expenses incurred to support Jornay PM and Azstarys; and
Current report
•an increase in audit and legal expenses of $11.9 million, primarily due to the $11.0 million litigation settlement expense recognized in connection with the Grünenthal Settlement (refer to Note 5, License Agreements); partially offset by
Current report
On October 15, 2026, we paid $17.0 million to Grünenthal under the Grünenthal Settlement described in Note 5. This amount was included in accrued liabilities as of September 30, 2026.
Current report
•we exclude changes in the fair value of contingent consideration, which are non-cash, acquisition-related items that are not part of our underlying business;
Current report
Adjusted operating expenses for the 2026 Quarter and the 2026 Period exclude the $11.0 million litigation settlement expense recognized in connection with the Grünenthal Settlement (refer to Note 5, License Agreements), which is included in selling, general and administrative expenses.
Current report
•an increase in sales and marketing expenses of $8.2 million, primarily due to expenses incurred to support Jornay PM and Azstarys.
Current report
In May 2026, we borrowed the full $300.0 million of delayed draw term loan commitments under the 2025 Credit Agreement to partially fund the Azstarys Acquisition, which increased the principal amount of, and related interest payments on, our term loan indebtedness (refer to Note 12, Term Notes Payable).
Current report
The liability for contingent consideration related to the Azstarys Acquisition had a fair value of $35.6 million as of September 30, 2026 (refer to Note 7, Fair Value of Financial Instruments). The Azstarys Acquisition provides for contingent payments of up to $135.0 million upon the achievement of certain future commercial and manufacturing milestones, which may be earned through March 31, 2029.
Current report
Under the Grünenthal Settlement described in Note 5, no royalties accrue on net sales of the Nucynta Products after September 16, 2026, and in October 2026 we paid the $17.0 million Settlement Payment to Grünenthal, which was included in accrued liabilities as of September 30, 2026.
Current report
In July 2026, we entered into the One Lincoln Lease, which is expected to commence in the first quarter of 2027 and will have an initial term of eleven years (refer to Note 17, Commitments and Contingencies).
Removed paragraphs (5)
Previous 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
Previous report
•an increase in sales and marketing expenses of $0.8 million, primarily due to expenses incurred to support Jornay PM and Azstarys.
Previous report
Comparison of the six months ended June 30, 2026 and June 30, 2025
Previous report
•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 report
•an increase in sales and marketing expenses of $0.8 million, primarily due to expenses incurred to support Jornay PM and Azstarys.
Reworded paragraphs (53)
Previous wording
We have entered into an authorized generic agreement with Hikma Pharmaceuticals USA Inc. (“Hikma”), pursuant to which we granted Hikma rights relating to an authorized generic version of the Nucynta Products in the United States. Hikma launched a generic version of Nucynta IR on February 25, 2026 and a generic version of Nucynta ER on March 11, 2026.
Current wording
We have entered into an authorized generic agreement with Hikma Pharmaceuticals USA Inc. (“Hikma”), pursuant to which we granted Hikma rights relating to an authorized generic version of the Nucynta Products in the United States. A third-party generic version of Nucynta IR launched in late February 2026. Hikma launched authorized generic versions of Nucynta IR and Nucynta ER in the first quarter of 2026, with the Nucynta ER authorized generic launching on March 11, 2026.
Previous 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.
Current wording
Product revenues, net were $216.3 million for the three months ended September 30, 2026 (the “2026 Quarter”), compared to $209.4 million for the three months ended September 30, 2025 (the “2025 Quarter”). The $6.9 million increase is primarily due to increased revenue for Jornay PM of $10.1 million, Azstarys of $26.5 million, partially offset by the decreased revenue for Nucynta Products of $24.0 million, Xtampza ER of $4.7 million, Belbuca of $0.5 million, and Symproic of $0.4 million.
Previous 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.
Current wording
The increase in revenue for Jornay PM of $10.1 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 Azstarys of $12.9 million is due to the Azstarys Acquisition in May 2026.
Current wording
The increase in revenue for Azstarys of $26.5 million is due to the Azstarys Acquisition in May 2026.
Previous wording
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 wording
The decrease in revenue for Belbuca of $0.5 million is primarily due to higher gross-to-net adjustments related to provisions for chargebacks and rebates, partially offset by higher gross price and higher sales volume.
Previous wording
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 wording
The decrease in revenue for the Nucynta Products of $24.0 million is primarily due to the decrease in branded product revenue of $28.2 million, partially offset by the increase in authorized generic product revenue of $4.2 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.
Previous 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.
Current wording
The decrease in revenue for Xtampza ER of $4.7 million is primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for rebates, partially offset by higher gross price.
Previous wording
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 wording
The decrease in revenue for Symproic of $0.4 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.
Previous 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.
Current wording
Cost of product revenues (excluding intangible asset amortization) was $35.6 million for the 2026 Quarter, compared to $24.7 million for the 2025 Quarter. The $10.9 million increase was primarily due to the 2026 Quarter including $9.7 million related to the step-up basis in inventory compared to no step-up basis in the 2025 Quarter.
Previous 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.
Current wording
Intangible asset amortization was $55.3 million for the 2026 Quarter, compared to $55.5 million for the 2025 Quarter. The $0.2 million decrease is due to a $13.8 million decrease in amortization of the Nucynta Products intangible assets, including the impact of the intangible asset recognized in connection with the Grünenthal Settlement (refer to Note 5, License Agreements), partially offset by a $13.6 million increase in 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. Amortization of the patents acquired in the Grünenthal Settlement began on September 16, 2026 and was $0.1 million for the 2026 Quarter.
Previous 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:
Current wording
Selling, general and administrative expenses were $99.6 million for the 2026 Quarter, compared to $67.1 million for the 2025 Quarter. The $32.5 million increase was primarily related to:
Previous wording
•an increase in acquisition-related expenses of $23.2 million primarily due to expenses incurred related to the Azstarys Acquisition;
Current wording
•an increase in acquisition-related expenses of $5.2 million primarily due to expenses incurred related to the Azstarys Acquisition;
Previous 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.
Current wording
Gain on fair value remeasurement of contingent consideration was $2.9 million in the 2026 Quarter, compared to less than $0.1 million in the 2025 Quarter. The increase was due to the remeasurement of the contingent consideration associated with the Azstarys Acquisition.
Previous wording
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 wording
Interest expense was $21.9 million for the 2026 Quarter, compared to $21.8 million for the 2025 Quarter. The $0.1 million increase was primarily due to 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, partially offset by a lower interest rate following the December 2025 refinancing of the 2024 Term Loan.
Previous 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.
Current wording
Interest income was $1.1 million for the 2026 Quarter, compared to $3.1 million for the 2025 Quarter. The $2.0 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 $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.
Current wording
The provision for income taxes was $(13.9) million for the 2026 Quarter, compared to $11.9 million for the 2025 Quarter. The $25.8 million decrease is primarily due to a discrete deferred tax benefit of $21.0 million resulting from the enactment of a change in Swiss tax law and 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 (175.2)% and 27.5% in the 2026 Quarter and 2025 Quarter, respectively.
Previous wording
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 wording
Product revenues, net were $609.7 million for the nine months ended September 30, 2026 (the “2026 Period”), compared to $575.1 million for the nine months ended September 30, 2025 (the “2025 Period”). The $34.6 million increase is primarily due to increased revenue for Jornay PM of $33.8 million, Azstarys of $39.4 million, Belbuca of $5.5 million, and Symproic of $0.3 million, partially offset by decreased revenue for Nucynta Products of $35.3 million and Xtampza ER of $9.1 million.
Previous wording
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 wording
The increase in revenue for Jornay PM of $33.8 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.
Previous wording
The increase in revenue for Azstarys of $12.9 million is due to the Azstarys Acquisition in May 2026.
Current wording
The increase in revenue for Azstarys of $39.4 million is due to the Azstarys Acquisition in May 2026.
Previous 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.
Current wording
The increase in revenue for Belbuca of $5.5 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 $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.
Current wording
The increase in revenue for Symproic of $0.3 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 $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.
Current wording
The decrease in revenue for the Nucynta Products of $35.3 million is primarily due to the decrease in branded product revenue of $47.3 million, partially offset by the increase in authorized generic product revenue of $12.0 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
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 wording
The decrease in revenue for Xtampza ER of $9.1 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.
Previous wording
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 wording
Cost of product revenues (excluding intangible asset amortization) was $83.0 million for the 2026 Period, compared to $73.8 million for the 2025 Period. The $9.2 million increase was primarily due to the 2026 Period including $15.1 million related to the step-up basis in inventory compared to $5.4 million in the 2025 Period, partially offset by a lower royalty expense.
Previous wording
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 wording
Intangible asset amortization was $173.8 million for the 2026 Period, compared to $166.4 million for the 2025 Period. The $7.4 million increase is primarily due to the 2026 Period including amortization of the intangible asset related to Azstarys acquired from the Azstarys Acquisition in May 2026, partially offset by lower amortization related to the Nucynta Products. Intangible asset amortization related to Belbuca is expected to be fully amortized during 2026.
Previous wording
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 wording
Selling, general and administrative expenses were $292.5 million for the 2026 Period, compared to $217.2 million for the 2025 Period. The $75.3 million increase was primarily related to:
Previous wording
•an increase in acquisition-related expenses of $28.1 million primarily due to expenses incurred related to the Azstarys Acquisition;
Current wording
•an increase in acquisition-related expenses of $33.2 million primarily due to expenses incurred related to the Azstarys Acquisition;
Previous wording
•a decrease in insurance expenses of $1.2 million, primarily due to lower product liability insurance expenses.
Current wording
•a decrease in insurance expenses of $1.7 million, primarily due to lower product liability insurance expenses.
Previous wording
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 wording
Gain on fair value remeasurement of contingent consideration was $2.9 million in the 2026 Period, compared to $1.2 million in the 2025 Period. The increase was due to the remeasurement of the contingent consideration associated with the Azstarys Acquisition in the 2026 Period, compared to the revaluation of the contingent consideration associated with the Ironshore Acquisition in the 2025 Period.
Previous 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.
Current wording
Interest expense was $57.3 million for the 2026 Period, compared to $63.0 million for the 2025 Period. The $5.7 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.
Previous wording
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 wording
Interest income was $7.1 million for the 2026 Period, compared to $7.7 million for the 2025 Period. The $0.6 million decrease was primarily due to a lower overall balance invested in the 2026 Period compared to the 2025 Period.
Previous wording
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 wording
The provision for income taxes was $(8.1) million for the 2026 Period, compared to $17.7 million for the 2025 Period. The $25.8 million decrease is primarily due to a discrete deferred tax benefit of $21.0 million from the change in Swiss tax law, excess tax benefits related to stock compensation and lower earnings before taxes in the 2026 Period compared to the 2025 Period, 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 (61.7)% and 27.8% in the 2026 Period and 2025 Period, respectively.
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 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.
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 delayed draw term loan commitment, and a $100.0 million revolving credit facility, which was fully available as of September 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 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.
Current wording
As of September 30, 2026, the outstanding principal balance of the 2025 Term Loan and the delayed draw term loan was $854.5 million, of which $60.5 million in principal payments are due within the next 12 months.
Previous 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.
Current wording
As of September 30, 2026, we had $144.8 million in cash and cash equivalents. We believe that ourcash and cash equivalents as of September 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 $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.
Current wording
Operating activities. Cash provided by operating activities was $215.0 million for the 2026 Period, compared to $206.3 million for the 2025 Period. The $8.7 million increase was primarily due to an increase 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 income.
Previous wording
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 wording
Investing activities. Cash used in investing activities was $501.2 million for the 2026 Period, compared to $43.5 million for the 2025 Period. The $457.7 million increase in cash used 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 and a $45.8 million decrease in purchases of marketable securities, net of maturities.
Previous 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.
Current wording
Financing activities. Cash provided by financing activities was $199.8 million for the 2026 Period, compared to cash used in financing activities of $88.4 million in the 2025 Period. The $288.2 million increase was primarily due to $299.2 million in proceeds from the 2025 Credit Facility, and a decrease in repayments of term notes of $22.9 million, partially offset by an increase in stock repurchases of $24.9 million, primarily related to the $50.0 million accelerated share repurchase entered into in August 2026.
Previous wording
•in July 2025, our Board of Directors authorized a new share repurchase program for the repurchase of up to $150.0 million of shares of our common stock through December 31, 2026. Future share repurchases will depend upon, among other factors, our cash balances and potential future capital requirements, our results of operations and financial conditions, the price of our common stock on the NASDAQ Global Select Market, and other factors that we may deem relevant.
Current wording
•in July 2025, our Board of Directors authorized a new share repurchase program for the repurchase of up to $150.0 million of shares of our common stock through December 31, 2026. As of September 30, 2026, $100.0 million remained available under the program, which reflects the full payment under the accelerated share repurchase agreement we entered into in August 2026. Future share repurchases will depend upon, among other factors, our cash balances and potential future capital requirements, our results of operations and financial conditions, the price of our common stock on the NASDAQ Global Select Market, and other factors that we may deem relevant.
Previous wording
Adjusted EBITDA for the three and six months ended June 30, 2026 and 2025 was as follows:
Current wording
Adjusted EBITDA for the three and nine months ended September 30, 2026 and 2025 was as follows:
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Previous report — wording carried elsewhere
•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