Alkermes plc filed an opening position disclosure on November 5, 2025, under the Irish Takeover Panel Act, confirming its status as the offeror in a proposed acquisition of Avadel Pharmaceuticals plc. The filing, which lists a position date of November 3, 2025, signals the company’s intent to acquire Avadel for up to $2.1 billion, including a $1.50 per‑share contingent value right that will be triggered only if LUMRYZ receives FDA approval for idiopathic hypersomnia by the end of 2028.
The offer includes a 38 % premium to the three‑month weighted average price and a 12 % premium to the closing price on October 21, 2025. Alkermes plans to finance the transaction with cash on hand and new debt issuance, a strategy that preserves liquidity while providing the leverage needed for a large acquisition. The contingent value right is a key feature that aligns the interests of both parties and mitigates risk for Alkermes if the FDA outcome is uncertain.
The disclosure is an “Opening Position Disclosure” under Rule 8.1(a)/(b) of the Irish Takeover Rules, 2022. It reports no short positions in Avadel shares and discloses that J.P. Morgan staff hold 13,553 ordinary shares, representing 0.0139 % of Avadel’s issued capital, as persons acting in concert. These details satisfy the regulatory requirement for transparency and demonstrate Alkermes’ compliance with takeover rules.
Alkermes’ third‑quarter 2025 results provide context for the deal. Revenue rose to $394.19 million, up 11 % from the prior quarter, driven by strong demand for its existing product portfolio and a 15 % increase in commercial sales. GAAP net income reached $82.76 million, and earnings per share of $0.49 beat consensus estimates of $0.41 by $0.08, a 19 % beat. The performance was largely due to disciplined cost management, which kept operating expenses below the 4 % revenue growth, and a favorable mix shift toward higher‑margin specialty products. Management raised its FY 2025 guidance, reflecting confidence in continued revenue momentum and margin stability.
Avadel’s own financials underscore the strategic value of the transaction. In Q3 2025, net product revenue from LUMRYZ reached $77.5 million, a 55 % increase over the same period in 2024, driven by expanding market share in the narcolepsy segment and new sales in the United States. The growth in LUMRYZ revenue supports Alkermes’ projection that the acquisition will be immediately accretive and accelerate its entry into the sleep‑medicine market.
The strategic rationale for the deal is clear. LUMRYZ is the only once‑at‑bedtime oxybate approved for narcolepsy, and its strong sales trajectory complements Alkermes’ orexin‑2 receptor agonist program, including alixorexton. CEO Richard Pops emphasized that the acquisition is a “pivotal step” that will accelerate commercial entry into sleep medicine and provide a platform for future pipeline candidates. The transaction also brings Avadel’s commercial infrastructure and rare‑disease expertise, which will support Alkermes’ broader growth strategy.
Market reaction to the disclosure has been positive. Analysts highlighted the strategic fit and the immediate accretive nature of the deal, noting that the combination of LUMRYZ’s market leadership and Alkermes’ pipeline positions the company to become a leader in central disorders of hypersomnolence. The positive sentiment reflects confidence that the acquisition will enhance revenue growth and create long‑term shareholder value.
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