Indivior PLC announced that it intends to pursue a change in domicile from the U.K. to the U.S. and will establish a new U.S. parent company, Indivior Pharmaceuticals Inc. (IPI), above its existing U.K. parent company. This follows Indivior's U.S. listing on the Nasdaq Stock Exchange ("Nasdaq") in June 2023 and subsequent cancellation of its secondary listing on the London Stock Exchange in July 2025. Indivior's board of directors is recommending the proposed change in domicile of the parent company of the Indivior group (the "Group") to maximize the benefits of its U.S. stock listing, including: Expanding Indivior's U.S. capital markets presence; Increasing potential U.S. equity indexation; Simplifying corporate governance and reducing complexity; Further positioning Indivior as a U.S. based treatment innovator, enabling closer collaboration with public health leaders on advancing SUBLOCADE®?
for opioid use disorder. Transaction Process & timeline: Indivior intends to implement the redomiciliation by means of a U.K. court-sanctioned scheme of arrangement (the "Scheme"). Subject to the approval of Indivior's shareholders, following the effectiveness of the Scheme, Indivior PLC will become a direct wholly owned subsidiary of IPI, a new Delaware corporation.
IPI's common stock will be listed on Nasdaq and will continue to trade under the symbol INDV. Shareholders of Indivior PLC will receive one new IPI share for each Indivior PLC share held as of the scheme record date. Indivior PLC shares will be cancelled at the time shareholders receive their new shares of IPI.
No additional equity will be raised by IPI as part of the transaction. The timeline for the transaction is expected to be: Mid November 2025: Shareholder circular including the notice of EGM issued to shareholders; Early December 2025: EGM held in London; Late January 2026: Effective date of the Scheme; Indivior PLC shares exchanged for IPI shares; IPI shares begin trading on Nasdaq No action is needed by shareholders at this time.
