Core Viewpoint - Alkermes plc has reached an agreement to acquire Avadel Pharmaceuticals plc, with the transaction structured as a scheme of arrangement under Irish law [1][8]. Group 1: Proposed Transaction Details - The acquisition involves Alkermes acquiring the entire issued and to be issued ordinary share capital of Avadel [1]. - The Proposed Transaction will be implemented through a scheme of arrangement under Chapter 1 of Part 9 of the Irish Companies Act 2014 [1][8]. - A joint letter detailing the proposal has been sent to Avadel Equity Award Holders and ESPP Participants [2]. Group 2: Company Profiles - Alkermes is a global biopharmaceutical company focused on developing innovative medicines for neurological disorders, with a portfolio that includes treatments for alcohol and opioid dependence, schizophrenia, and bipolar I disorder [4]. - Avadel Pharmaceuticals specializes in transforming medicines to improve patient outcomes, with its commercial product LUMRYZ™ approved for treating narcolepsy [5][6]. Group 3: Additional Information - The Rule 15 Proposal is available for inspection on both Avadel's and Alkermes' websites [3]. - Avadel filed a definitive proxy statement with the U.S. Securities and Exchange Commission on December 3, 2025, which includes important information regarding the Proposed Transaction [9][11].

Core Viewpoint - Alkermes plc has reached an agreement to acquire Avadel Pharmaceuticals plc, with the transaction structured as a scheme of arrangement under Irish law [1][7]. Group 1: Proposed Transaction Details - The acquisition involves Alkermes acquiring the entire issued and to be issued ordinary share capital of Avadel [1]. - A proxy statement has been mailed to Avadel shareholders, detailing the terms and conditions of the Proposed Transaction [2]. - The Scheme Meeting for Avadel shareholders is scheduled for January 12, 2026, at 10:00 a.m. Irish local time, followed by an extraordinary general meeting at 10:15 a.m. [3]. Group 2: Company Background - Avadel Pharmaceuticals plc is a biopharmaceutical company focused on innovative medication solutions, with its commercial product LUMRYZ™ approved for treating narcolepsy [4].

Core Viewpoint - Alkermes plc has reached an agreement to acquire Avadel Pharmaceuticals plc, with the transaction structured as a scheme of arrangement under Irish law [1][8]. Group 1: Proposed Transaction Details - The acquisition will involve Alkermes acquiring the entire issued and to be issued ordinary share capital of Avadel [1]. - The transaction is to be implemented via a scheme of arrangement under Chapter 1 of Part 9 of the Irish Companies Act 2014 [1]. - The Irish High Court has ordered a scheme meeting for Avadel shareholders to consider and vote on the scheme [2]. Group 2: Meeting Information - The Scheme Meeting is scheduled for January 12, 2026, at 10:00 a.m. Irish local time, followed by an extraordinary general meeting (EGM) at 10:15 a.m. or as soon as possible thereafter [3]. - Both meetings will take place at the offices of Arthur Cox LLP in Dublin, Ireland [3]. Group 3: Shareholder Communication - A proxy statement, which serves as a scheme circular, will be mailed to Avadel shareholders around December 3, 2025, detailing the terms and conditions of the proposed transaction [4]. - The definitive Proxy Statement will include important information regarding the transaction and will be sent to shareholders as of the record date of November 25, 2025 [9]. Group 4: Company Overview - Avadel Pharmaceuticals plc is a biopharmaceutical company focused on innovative medication solutions, with its commercial product LUMRYZ™ approved for treating narcolepsy [5].

Core Viewpoint - Avadel Pharmaceuticals has received an unsolicited acquisition proposal from H. Lundbeck A/S, valuing Avadel at up to $23.00 per ordinary share, which translates to a total equity value of approximately $2.4 billion, representing a 29% premium over Avadel's closing price prior to the announcement of the Alkermes acquisition [3][4]. Summary by Sections Acquisition Proposal - The Lundbeck Proposal includes $21.00 per ordinary share in cash at closing and a contingent value right (CVR) that could provide additional cash payments of up to $2.00 per share based on sales milestones for LUMRYZ™ and valiloxybate by specified dates [4]. - The proposal is contingent upon various closing conditions, including shareholder approval from Avadel and necessary regulatory approvals [4]. Company Response - Avadel's Board of Directors has determined that the Lundbeck Proposal constitutes a "Company Superior Proposal" under its existing agreement with Alkermes, triggering a five business day negotiation period with Alkermes [5][6]. - During this period, Avadel will discuss any potential amendments to the Alkermes Transaction Agreement that could alter the status of the Lundbeck Proposal [5]. Current Status - The Alkermes Transaction Agreement remains in effect, and Avadel's Board has not changed its recommendation in support of the Alkermes acquisition, indicating no immediate action is required from Avadel shareholders [7]. - Avadel will refrain from further comments on the Lundbeck Proposal until the negotiation period with Alkermes concludes [8]. Financial Advisors - Morgan Stanley and Goldman Sachs are serving as financial advisors to Avadel in relation to the acquisition discussions [10][23].

Core Viewpoint - Avadel Pharmaceuticals has received an unsolicited acquisition proposal from H. Lundbeck A/S at a price of $23.00 per share, which includes $21.00 in cash and potential additional cash payments based on future sales of LUMRYZ™ and valiloxybate [1][7]. Group 1: Acquisition Proposal Details - The Lundbeck proposal includes a cash payment of $21.00 per share and a contingent value right (CVR) that could provide an additional $1.00 per share if certain sales milestones are met by specified dates [1]. - The total value of Lundbeck's proposal is approximately $2.25 billion [7]. - Avadel's board has determined that the Lundbeck proposal may be considered a "superior proposal" compared to its existing agreement with Alkermes, which offers $20.00 per share, consisting of $18.50 in cash and a CVR of $1.50 [2][7]. Group 2: Current Status and Implications - Avadel's board is currently reviewing the Lundbeck proposal and has been authorized to provide information and engage in discussions with Lundbeck, but cannot terminate the existing agreement with Alkermes [3][7]. - Alkermes has stated that it is considering its options following Lundbeck's proposal and emphasized that Avadel must first negotiate with Alkermes before accepting any alternative offers [7][9]. - Avadel shareholders are not required to take any action at this time as discussions are ongoing [6]. Group 3: Strategic Context - Lundbeck is shifting its operational model towards a partnership approach, focusing on higher-value innovative drug products, which aligns with its recent strategic adjustments [10]. - The competitive landscape is highlighted by a recent bidding war involving another biotech company, Metsera, indicating a trend of increased acquisition activity in the sector [10].

Core Viewpoint - Avadel Pharmaceuticals has received an unsolicited acquisition proposal from H. Lundbeck A/S, offering up to $23.00 per ordinary share, which includes cash and contingent value rights, leading the Board to consider it a potential "Company Superior Proposal" compared to its existing agreement with Alkermes [3][5]. Summary by Sections Acquisition Proposal - Lundbeck's proposal includes $21.00 in cash per ordinary share at closing and contingent value rights that could provide an additional $2.00 per share based on sales milestones for LUMRYZ™ and valiloxybate [3]. - The proposal is contingent upon various closing conditions, including shareholder and regulatory approvals [3]. Existing Agreement with Alkermes - Avadel has a definitive transaction agreement with Alkermes, under which shareholders would receive up to $20.00 per ordinary share, consisting of $18.50 in cash and a contingent value right of $1.50 [4]. - The Board's determination regarding Lundbeck's proposal allows for discussions but does not permit Avadel to terminate its agreement with Alkermes [5]. Board's Position - The Board has not yet confirmed that Lundbeck's proposal constitutes a Company Superior Proposal under the existing agreement with Alkermes and has not changed its recommendation in support of the Alkermes acquisition [5][6]. - There is no assurance that discussions with Lundbeck will lead to a definitive agreement [6]. Financial Advisors - Morgan Stanley and Goldman Sachs are serving as financial advisors to Avadel in relation to the acquisition discussions [9][23].

Core Viewpoint - Monteverde & Associates PC is investigating Avadel Pharmaceuticals plc regarding its proposed sale to Alkermes plc, which includes a cash payment of $18.50 per share and a contingent value right of $1.50 per share, pending FDA approval of LUMRYZ™ by the end of 2028 [1]. Group 1: Company Overview - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report and has recovered millions for shareholders [1]. - The firm is headquartered in the Empire State Building, New York City, and specializes in class action securities litigation [2]. Group 2: Transaction Details - Avadel shareholders are set to receive $18.50 per share in the proposed transaction with Alkermes plc [1]. - Additionally, shareholders may receive a contingent payment of $1.50 per share, contingent upon the FDA's final approval of LUMRYZ™ for treating idiopathic hypersomnia by the end of 2028 [1].

Core Viewpoint - Halper Sadeh LLC is investigating the fairness of the proposed sale of Avadel Pharmaceuticals plc to Alkermes plc for Avadel shareholders [1] Transaction Details - The proposed transaction offers Avadel shareholders $18.50 per share [1] - Shareholders will also receive a non-transferable contingent value right that could provide an additional cash payment of $1.50 per share, contingent upon final FDA approval of LUMRYZ™ for the treatment of idiopathic conditions [1]

Core Viewpoint - Avadel Pharmaceuticals plc will host a conference call on August 7, 2025, to provide a corporate update and discuss its financial results for Q2 2025 [1]. Company Overview - Avadel Pharmaceuticals plc is a biopharmaceutical company focused on transforming medicines to improve patients' lives [3]. - The company’s commercial product, LUMRYZ™, is the first and only once-at-bedtime oxybate approved by the FDA for treating cataplexy or excessive daytime sleepiness in patients aged 7 and older with narcolepsy [3]. Event Details - The conference call will take place at 8:30 a.m. ET [1]. - A live audio webcast of the call can be accessed through the investor relations section of the company's website, and a replay will be available for 90 days [2]. - Participants are advised to register at least 10 minutes prior to the call [2].

Core Insights - Avadel Pharmaceuticals plc will participate in a fireside chat at the Jefferies Global Healthcare Conference on June 5, 2025, at 10:30 a.m. ET [1] - A live webcast and an archived recording of the fireside chat will be available on Avadel's Investor Relations website for 90 days post-conference [2] Company Overview - Avadel Pharmaceuticals plc is a biopharmaceutical company focused on transforming medicines to improve patient lives [3] - The company’s commercial product, LUMRYZ™, is the first and only once-at-bedtime oxybate approved by the FDA for treating cataplexy or excessive daytime sleepiness in patients aged 7 years and older with narcolepsy [3]