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Alkermes plc (ALKS) on Wednesday announced an increased offer to acquire Avadel Pharmaceuticals plc (AVDL) after the latter received another acquisition proposal from Lundbeck.
Alkermes had decided to acquire all outstanding ordinary shares of Avadel for up to $20 per share in October. However, Avadel said last week that it has received an unsolicited proposal from H. Lundbeck A/S to acquire the drugmaker for up to $23 per share, pressuring Alkermes to up their offer.
Alkermes will now acquire Avadel for total transaction consideration of up to $22.50 per share, consisting of $21.00 in cash and a non-transferable contingent value right entitling holders to a potential additional cash payment of $1.50 per share. The additional cash payment will be awarded if the U.S. Food and Drug Administration approves Avadel’s Lumryz for the treatment of idiopathic hypersomnia in adults by the end of 2028.
The increased offer values Avadel at up to approximately $2.37 billion. The revised transaction has been approved by the board of directors of both Alkermes and Avadel, the companies said. The transaction is expected to close in the first quarter of 2026.
The Avadel board of directors now believes that the Lundbeck proposal no longer constitutes a superior proposal. While Lundbeck proposed to buy Avadel for up to $23, higher than Alkermes’ increased offer of $22.5, the terms of the CVR in Alkermes’s increased offer are superior to the terms of the CVR in Lundbeck's proposal, the board noted. The terms of the CVR in the Lundbeck proposal are unlikely to be achieved, they added.
AVDL shares traded 0.5% lower in the pre-market session at the time of writing. On Stocktwits, retail sentiment around AVDL fell from ‘extremely bullish’ to ‘bullish’ territory over the past 24 hours, while message volume remained at ‘high’ levels.
AVDL shares have more than doubled this year.
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