Full Press Release Details
Collegium Completes Acquisition of AZSTARYS
from Corium Therapeutics
- Adds Highly Complementary and Differentiated
Medicine with Significant Growth Potential to Collegium's Existing ADHD Portfolio -
- Extends Collegium's Long-Term
Revenue Outlook; AZSTARYS has Expected Patent Protection Through 2037 -
- Collegium Raises 2026 Financial Guidance
to Reflect Expected Immediate Accretion from Acquisition -
- 2026 Total Product Revenues, Net Expected
in the Range of $865 to $895 Million and Adjusted EBITDA in the Range of $475 to $500 Million -
STOUGHTON, Mass., May 12, 2026 -- Collegium Pharmaceutical, Inc.
(Nasdaq: COLL), today announced that it has completed the acquisition of AZSTARYS (serdexmethylphenidate and dexmethylphenidate), a central
nervous system (CNS) stimulant prescription medicine used for the treatment of Attention Deficit Hyperactivity Disorder (ADHD) in people
6 years of age and older. Collegium also raised its 2026 financial guidance to include the anticipated impact of the AZSTARYS acquisition.
"We are pleased to complete the acquisition
of AZSTARYS, a highly strategic addition to our portfolio that strengthens our position in ADHD and further reinforces our long-standing
commitment to improving patient care and delivering shareholder value," said Vikram Karnani, President and Chief Executive Officer.
"AZSTARYS is a complementary and differentiated therapy that expands the treatment options we can offer patients and prescribers,
and we look forward to rapidly integrating it into our existing commercial infrastructure. This transaction aligns with our disciplined
capital deployment approach, and we expect it to be immediately accretive, enabling us to raise our 2026 financial guidance."
| Strategically aligns with Collegium's mission of building a leading, diversified biopharmaceutical company committed to improving the lives of people living with serious medical conditions by expanding its position in ADHD and further diversifying its commercial portfolio beyond responsible pain management. | ||
| Leverages Collegium's established ADHD commercial infrastructure and expertise to accelerate AZSTARYS' growth trajectory and drive operational efficiencies, further strengthening Collegium's financial position. Annual run rate synergies expected to be in excess of $50 million within twelve months. | ||
| Strengthens Collegium's position in ADHD. AZSTARYS generated more than 760,000 prescriptions in 2025 and adds a complementary medicine to Collegium's ADHD portfolio. AZSTARYS is expected to generate $60 to $70 million of net revenue during the remainder of 2026. | ||
| Expected to extend the longevity of Collegium's revenue base as AZSTARYS is supported by six Orange Book-listed patents, most of which do not expire until December 2037. | ||
| Further strengthens Collegium's financial position by increasing revenues, supporting margin expansion, and enhancing future cash flow generation. |
For additional background on the acquisition, please read the announcement
press release here and view Collegium's investor presentation here.
Additional Transaction Details
Under the terms of the agreement, Collegium acquired the AZSTARYS business
from Corium Therapeutics for approximately $650 million in cash (subject to customary adjustments for net working capital, indebtedness,
cash, and transaction expenses), which was funded by approximately $350 million of Collegium's existing cash on hand and $300 million
from a delayed draw term loan which is part of the syndicated credit facility announced by Collegium in December 2025. Collegium
may also pay Corium Therapeutics up to $135 million in additional consideration if AZSTARYS achieves certain future commercial and manufacturing
Financial Guidance for 2026
Collegium raises its full-year 2026 financial guidance for Product Revenues,
Net, and Adjusted EBITDA, which now includes the anticipated impact of the acquisition of AZSTARYS.
| Prior | Updated | |
| Product Revenues, Net | $805 to $825 million | $865 to $895 million |
| JORNAY PM Revenue, Net | $190 to $200 million | Unchanged |
| AZSTARYS Revenue, Net | N/A | $60 to $70 million |
| Adjusted EBITDA | $455 to $475 million | $475 to $500 million |
The Company also announced two leadership updates.
Scott Dreyer will depart from his role as Chief
Commercial Officer effective at the end of August 2026 and will remain with the Company through that time to support a smooth
In addition, Thomas Smith, M.D., will depart from his role as Chief
Medical Officer following a transition period during which the Company will conduct a search for his successor.
"I want to thank Scott and Tom for their
leadership and meaningful contributions to Collegium," said Vikram Karnani. "Scott has played an important role in building
and scaling our commercial organization, and Tom has helped shape our medical and scientific foundation. We are grateful for their commitment
About Collegium Pharmaceutical, Inc.
Collegium Pharmaceutical is a dynamic, biopharmaceutical
company delivering medicines with formulation and delivery innovation for people living with complex central nervous system and pain conditions.
Collegium has spent more than a decade proving that responsible stewardship and bold, science-backed approaches can redefine
what treatment looks like in categories too often shaped by complexity and misconceptions.
With a portfolio of differentiated ADHD medications,
anchored by JORNAY PM (methylphenidate HCl) and AZSTARYS (serdexmethylphenidate and dexmethylphenidate), and an established
leadership position in responsible pain management, Collegium leads with the scientific rigor and commercial expertise to deliver
treatment options around how people live their lives. For more information, please visit collegiumpharma.com or find
Non-GAAP Financial Measures
To supplement our financial results presented
on a GAAP basis, we have included information about certain non-GAAP financial measures. We believe the presentation of these non-GAAP
financial measures, when viewed with our results under GAAP and the accompanying reconciliations, provide analysts, investors, lenders,
and other third parties with insights into how we evaluate normal operational activities, including our ability to generate cash from
operations, on a comparable year-over-year basis and manage our budgeting and forecasting. In addition, certain non-GAAP financial measures,
primarily adjusted EBITDA, are used to measure performance when determining components of annual compensation for substantially all non-sales
force employees, including senior management.
In this press release we discuss the following financial measures that
are not calculated in accordance with GAAP.
Adjusted EBITDA is a non-GAAP financial measure
that represents GAAP net income or loss adjusted to exclude interest expense, interest income, the benefit from or provision for income
taxes, depreciation, amortization, stock-based compensation, and other adjustments to reflect changes that occur in our business but do
not represent ongoing operations. Adjusted EBITDA, as used by us, may be calculated differently from, and therefore may not be comparable
to, similarly titled measures used by other companies.
There are several limitations related to the use
of adjusted EBITDA rather than net income or loss, which is the nearest GAAP equivalent, such as:
| adjusted EBITDA excludes depreciation and amortization, and, although these are non-cash expenses, the assets being depreciated or amortized may have to be replaced in the future, the cash requirements for which are not reflected in adjusted EBITDA; | ||
| adjusted EBITDA does not reflect changes in, or cash requirements for, working capital needs; | ||
| adjusted EBITDA does not reflect the benefit from or provision for income taxes or the cash requirements to pay taxes; | ||
| adjusted EBITDA does not reflect historical cash expenditures or future requirements for capital expenditures or contractual commitments; | ||
| we exclude stock-based compensation expense from adjusted EBITDA although: (i) it has been, and will continue to be for the foreseeable future, a significant recurring expense for our business and an important part of our compensation strategy; and (ii) if we did not pay out a portion of our compensation in the form of stock-based compensation, the cash salary expense included in operating expenses would be higher, which would affect our cash position; | ||
| we exclude impairment expenses from adjusted EBITDA and, although these are non-cash expenses, the asset(s) being impaired may have to be replaced in the future, the cash requirements for which are not reflected in adjusted EBITDA; | ||
| we exclude restructuring expenses from adjusted EBITDA. Restructuring expenses primarily include employee severance and contract termination costs that are not related to acquisitions. The amount and/or frequency of these restructuring expenses are not part of our underlying business; | ||
| we exclude litigation settlements and contingencies that are subject to recovery from adjusted EBITDA, as well as any applicable income items, credit adjustments, or recoveries due to subsequent changes in estimates. This does not include our legal fees to defend claims, which are expensed as incurred; | ||
| 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; | ||
| we exclude recognition of the step-up basis in inventory from acquisitions (i.e., the adjustment to record inventory from historic cost to fair value at acquisition) as the adjustment does not reflect the ongoing expense associated with sale of our products as part of our underlying business; | ||
| 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; | ||
| we exclude losses on extinguishments of debt as these expenses are episodic in nature and do not directly correlate to the cost of operating our business on an ongoing basis; | ||
| we exclude executive transition expenses from adjusted EBITDA as the amount and/or frequency of these expenses are episodic in nature and do not directly correlate to the cost of operating our business on an ongoing basis; and | ||
| we exclude other expenses, from time to time, that are episodic in nature and do not directly correlate to the cost of operating our business on an ongoing basis. |
The Company has not provided a reconciliation
of its full-year 2026 guidance for adjusted EBITDA to the most directly comparable forward-looking GAAP measures, in reliance on the unreasonable
efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, because the Company is unable to predict, without unreasonable
efforts, the timing and amount of items that would be included in such a reconciliation, including, but not limited to, stock-based compensation
expense, acquisition related expenses, amortization of acquired intangible assets, and changes in fair value of contingent consideration.
These items are uncertain and depend on various factors that are outside of the Company's control or cannot be reasonably predicted.
While the Company is unable to address the probable significance of these items, they could have a material impact on GAAP net income
and operating expenses for the guidance period. A reconciliation of adjusted EBITDA would imply a degree of precision and certainty as
to these future items that does not exist and could be confusing to investors.
Forward-Looking Statements
press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. We may,
in some cases, use terms such as "predicts," "forecasts," "believes," "potential," "proposed,"
"continue," "estimates," "anticipates," "expects," "plans," "intends," "may,"
"could," "might," "should" or other words that convey uncertainty of future events or outcomes to identify
these forward-looking statements. Examples of forward-looking statements contained in this press release include, among others, projected
financial performance, including expected revenue and adjusted EBITDA; statements related to the anticipated benefits of the acquisition
of AZSTARYS, including its impact on Collegium's ADHD portfolio and commercial strategy;
statements related to current and future market opportunities for our products and our assumptions related thereto and other statements
that are not historic facts. Such statements are subject to numerous important factors, risks and uncertainties that may cause actual
events or results, performance, or achievements to differ materially from the company's current expectations, including risks relating
to, among others: our ability to realize the anticipated benefits of the AZSTARYS acquisition, including the possibility that the expected
benefits from the acquisition will not be realized or will not be realized within the expected time period; the risk that the businesses
will not be integrated successfully; disruption from the transaction making it more difficult to maintain business and operational relationships;
negative effects of this announcement or the consummation of the acquisition on the market price of our common stock and/or operating
results; significant transaction costs or the acquisition of unknown liabilities; potential litigation related to the acquisition; future
opportunities and plans for AZSTARYS, including uncertainty of the expected financial performance
of AZSTARYS; future opportunities and plans for our products, including uncertainty of the
expected financial performance of such products; our ability to commercialize and grow sales of our products; our ability to manage our
relationships with licensors; the success of competing products that are or become available; our ability to maintain regulatory approval
of our products, and any related restrictions, limitations, and/or warnings in the label of our products; the size of the markets for
our products, and our ability to service those markets; our ability to obtain reimbursement and third-party payor contracts for our products;
the rate and degree of market acceptance of our products; the costs of commercialization activities, including marketing, sales and distribution;