Scotiabank Downgrades Sage Therapeutics to Sector Perform, Citing Acquisition by Supernus Pharmaceuticals.

Sage Therapeutics has been downgraded to Sector Perform from Outperform at Scotiabank with a price target of $9.20. The downgrade comes as Supernus Pharmaceuticals announces a tender offer to acquire Sage for $8.50 per share in cash, plus a contingent value right worth up to $3.50 per share.

Sage Therapeutics, Inc. (NASDAQ: SAGE) has faced a significant development in its financial landscape with a downgrade from Scotiabank. The investment bank has revised its rating for Sage Therapeutics from "Outperform" to "Sector Perform," with a new price target of $9.20 per share. This change comes on the heels of Supernus Pharmaceuticals, Inc. announcing a tender offer to acquire Sage for $8.50 per share in cash, plus a contingent value right worth up to $3.50 per share [1].

The acquisition offer by Supernus, valued at up to $12 per share, represents a significant shift in the company's strategic direction. Supernus aims to integrate Sage's pipeline, particularly the drug Zurzuvae, which received FDA approval for postpartum depression in August 2023. The deal, which was finalized on June 13, 2025, includes a contingent value right that could add up to $3.50 per share based on certain sales and commercial milestones [2].

The downgrade by Scotiabank reflects the market's cautious assessment of the acquisition's impact on Sage's stock price and overall valuation. The downgrade also underscores the financial challenges that Sage has faced, including the FDA rejection of Zurzuvae for major depressive disorder and the triple failure of the neuro asset dalzanemdor [1].

Investors and financial professionals should closely monitor the progress of the acquisition and the potential legal challenges that Sage's shareholders may face. Shareholder law firms, such as Halper Sadeh LLC and Monteverde & Associates PC, are investigating the transaction for potential violations of federal securities laws and breaches of fiduciary duties [2][3].

As the acquisition process unfolds, Sage's stock price and market performance will continue to be influenced by the regulatory and legal outcomes. The company's strategic decisions and the potential for additional regulatory approvals for Zurzuvae will also play a crucial role in determining its future trajectory.

References:
[1] https://www.biospace.com/business/sages-search-for-lifeline-ran-into-defiant-biogen-ceo
[2] https://www.globenewswire.com/news-release/2025/07/05/3110543/0/en/SHAREHOLDER-INVESTIGATION-Halper-Sadeh-LLC-Investigates-SAGE-COEP-AVDX-on-Behalf-of-Shareholders.html
[3] https://www.globenewswire.com/news-release/2025/07/01/3108745/0/en/HAREHOLDER-ALERT-Class-Action-Attorney-Juan-Monteverde-Investigates-the-Merger-of-Sage-Therapeutics-Inc-NASDAQ-SAGE.html