AVADEL PHARMACEUTICALS (AVDL) Company Report

Alkermes plc has increased its offer to acquire Avadel Pharmaceuticals plc to up to $22.50 per share, consisting of $21.00 in cash and one $1.50 contingent value right (CVR).
This represents an increase from the original offer of $18.50 in cash per share plus the $1.50 CVR.
The Increased Offer values Avadel at up to approximately $2.37 billion, assuming the CVR milestone is achieved.
The CVR is contingent upon final U.S. Food and Drug Administration (FDA) LUMRYZ™ Approval for idiopathic hypersomnia in adults by the end of 2028.
Avadel's board determined that Alkermes' Increased Offer is superior to an unsolicited proposal from H. Lundbeck A/S, leading to the amendment of the transaction agreement on November 18, 2025.

Nov 19, 2025, 11:23 AM

8-K

Avadel Pharmaceuticals plc Board Declares Lundbeck Proposal a Superior Offer

AVDL

M&A

Takeover Bid

Avadel Pharmaceuticals plc's Board of Directors has determined that an unsolicited proposal from H. Lundbeck A/S, received on November 13, 2025, constitutes a "Company Superior Proposal".
The Lundbeck Proposal values Avadel at up to $23.00 per ordinary share, implying a total equity value of approximately $2.4 billion. This offer includes $21.00 per share in cash at closing and a non-transferable contingent value right (CVR) for potential additional cash payments of up to $2.00 per share based on future net sales milestones.
This determination triggers a five business day period during which Avadel will discuss or negotiate with Alkermes plc regarding any proposal to amend their existing transaction agreement.
The Alkermes Transaction Agreement remains in full effect, and Avadel's Board has not changed its recommendation in support of the Alkermes acquisition at this time.

Nov 17, 2025, 11:02 AM

8-K

Avadel Pharmaceuticals Receives Unsolicited Acquisition Proposal from Lundbeck

AVDL

M&A

Takeover Bid

Avadel Pharmaceuticals plc received an unsolicited acquisition proposal from H. Lundbeck A/S for up to $23.00 per ordinary share, comprising $21.00 in cash at closing and a non-transferable contingent value right (CVR) for an additional $2.00 based on future sales milestones.
This new proposal compares to a definitive transaction agreement with Alkermes plc, announced on October 22, 2025, for up to $20.00 per ordinary share, including $18.50 in cash and a $1.50 CVR.
Avadel's Board of Directors has determined that the Lundbeck Proposal is reasonably expected to result in a "Company Superior Proposal", allowing for discussions and negotiations with Lundbeck, but has not yet changed its recommendation in favor of the Alkermes acquisition.

Nov 14, 2025, 11:03 AM

8-K

Avadel Pharmaceuticals Reports Strong Q3 2025 Results and Announces Acquisition by Alkermes

AVDL

Earnings

M&A

Legal Proceedings

Avadel Pharmaceuticals reported net product revenue of $77.5 million from LUMRYZ sales for the third quarter ended September 30, 2025, representing a 55% increase compared to the same period in 2024.
As of September 30, 2025, approximately 3,400 patients were being treated with LUMRYZ, a 48% increase compared to September 30, 2024.
The company announced a definitive agreement for Alkermes plc to acquire Avadel for total transaction consideration of up to $20.00 per share in cash, valuing Avadel at approximately $2.1 billion. The transaction is expected to close in the first quarter of 2026.
Avadel entered into a global settlement agreement with Jazz Pharmaceuticals, dismissing all litigation and allowing Avadel to commercialize LUMRYZ for indications beyond narcolepsy as soon as March 1, 2028.
For the quarter ended September 30, 2025, Avadel reported net income of $20 thousand, compared to a net loss of $2.6 million for the same period in 2024.

Nov 4, 2025, 9:08 PM

8-K

Avadel Pharmaceuticals plc to be Acquired by Alkermes plc

AVDL

M&A

Takeover Bid

Guidance Update

Alkermes plc has entered into a definitive agreement to acquire Avadel Pharmaceuticals plc for total consideration of up to $20.00 per share in cash, valuing the transaction at approximately $2.1 billion.
The acquisition price includes $18.50 per share in cash at closing and a Contingent Value Right (CVR) for an additional $1.50 per share, payable upon final FDA approval of LUMRYZ™ for idiopathic hypersomnia by the end of 2028.
This transaction represents a 38% premium to Avadel's weighted average trading price over the three months prior to October 22, 2025, and is expected to close in the first quarter of 2026.
The acquisition is anticipated to be immediately accretive to Alkermes, enhancing its revenue growth and profitability by adding Avadel's FDA-approved product, LUMRYZ™, to its commercial portfolio.
Avadel Pharmaceuticals plc expects net revenues for 2025 to be between $265 million and $275 million.

Oct 22, 2025, 1:29 PM

8-K

Avadel Pharmaceuticals and Jazz Pharmaceuticals Reach Global Settlement

AVDL

Legal Proceedings

New Projects/Investments

Avadel Pharmaceuticals plc and Jazz Pharmaceuticals Inc. have entered into a global settlement resolving all litigation between the companies, effective October 21, 2025.
As part of the agreement, Jazz will make a $90 million payment to Avadel and grant Avadel a perpetual, worldwide license for patents that could be asserted against LUMRYZ.
Avadel will pay Jazz ongoing royalties of 3.85% of net sales for LUMRYZ in narcolepsy and 10% of net sales for LUMRYZ in other indications (including idiopathic hypersomnia) through February 18, 2036, with royalties for narcolepsy sales starting October 1, 2025.
The settlement provides a pathway for LUMRYZ to be sold for future FDA-approved indications, such as idiopathic hypersomnia, beginning no earlier than March 1, 2028.

Oct 22, 2025, 10:40 AM

8-K

Avadel Pharmaceuticals Licenses Valiloxybate from XWPharma

AVDL

New Projects/Investments

Avadel Pharmaceuticals plc entered into an exclusive global license agreement with XWPharma Ltd. on August 29, 2025, for valiloxybate, a GABAB receptor agonist, for all indications including narcolepsy and idiopathic hypersomnia.
Valiloxybate is designed as a once-at-bedtime, salt-free, and artificial sweetener-free oxybate formulation, intended to expand Avadel's sleep medicine portfolio.
Under the terms of the agreement, Avadel will pay XWPharma an upfront payment of $20 million , potential development milestones of up to $30 million , and tiered sales milestones up to $155 million for annual net sales up to $750 million, with additional payments for higher sales.
Avadel also agreed to pay tiered royalties ranging from high-single digit to mid-teens as a percentage of annual net sales of the licensed products.
Initial pharmacokinetic studies for valiloxybate are expected to begin in the fourth quarter of 2025, with a pivotal PK trial planned for the second half of 2026.

Sep 3, 2025, 8:41 PM

8-K

Avadel Pharmaceuticals Q1 2025 Earnings, Guidance & Legal Update

AVDL

Earnings

Guidance Update

Legal Proceedings

Revenue Acceleration/Inflection

New Projects/Investments

Robust Q1 performance: Achieved net revenue of $52.5M with a 93-100% year-over-year increase driven by strong LUMRYZ sales
Revised FY25 guidance: Raised outlook to $255M–$265M in net revenue, with Q2 revenue expected at $60–$63M and cash flow guidance increased to $30–$40M
Favorable legal developments: On May 6, 2025, the Federal Circuit overturned key parts of the injunction, unlocking new clinical trials and enabling FDA pursuit of LUMRYZ approvals beyond narcolepsy, including idiopathic hypersomnia
Significant patient growth: Recorded a net addition of 300 patients, achieving 100% year-over-year growth and raising the therapy outlook to 3,400–3,600 by year-end
Robust clinical trial activity: Enrollment in the Phase 3 REVITALYZ trial remains strong with anticipated completion by Q4 2025 and top-line data expected in 1H25
Improved operational efficiency: Operating expenses decreased by 3%, supporting a move toward sustainable positive cash flow

May 7, 2025, 12:01 PM

Transcript Presentation 8-K 8-K

Avadel Pharmaceuticals Updates at Virtual Healthcare Conference

AVDL

Guidance Update

Legal Proceedings

Avadel Pharmaceuticals presented its update at the Needham Virtual Healthcare Conference on April 8, 2025, highlighting improved patient demand metrics for LUMRYZ compared to Q4 2024.
The company reported that its REVITALYZ Phase 3 trial for LUMRYZ in Idiopathic Hypersomnia is on track to complete enrollment in the second half of 2025.
Avadel also noted that it has initiated four patent infringement lawsuits against Jazz Pharmaceuticals and anticipates generating sustainable positive cash flow in 2025.

Apr 8, 2025, 12:00 AM

8-K

Avadel Pharmaceuticals Special Call: LUMRYZ Commercial Strategy and Legal Developments

AVDL

Product Launch

Revenue Acceleration/Inflection

Legal Proceedings

LUMRYZ Launch and Clinical Value: The call focused on the commercial progress of LUMRYZ, Avadel’s once-at-bedtime oxybate therapy for narcolepsy, achieving rapid market adoption with over 2,500 net new patients within the first 18 months since approval.
Expanded Commercial Efforts: The company detailed strategic investments including an increased sales force, enhanced field and patient support teams, and direct-to-patient initiatives aimed at driving quarter-over-quarter revenue growth with a forecast of approximately 50% revenue growth in 2025 vs. 2024.
Patient Mix Optimization: Emphasis was placed on balancing the mix between switch patients (from first-generation oxybates) and new-to-oxybate patients to improve patient persistency and treatment outcomes, with recent trends showing around 60% new patients in the latter half of 2024.
Litigation and Future Indications: The executives addressed ongoing legal proceedings regarding the idiopathic hypersomnia injunction, expecting a decision in Q2, while affirming plans to expand LUMRYZ’s indications through new clinical studies and FDA submissions.