REG - BkofA Merrill Lynch Avadel Pharma plc - Form 8.3-Avadel Pharmaceuticals plc

Avadel PharmaceuticalsAnnouncement

28/01/2026 13:00

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RNS Number : 7656Q  Bank of America Merrill Lynch  28 January 2026

FORM 8.3

 

IRISH TAKEOVER PANEL

 

OPENING POSITION DISCLOSURE/DEALING DISCLOSURE UNDER RULE 8.3 OF THE IRISH
TAKEOVER PANEL ACT, 1997, TAKEOVER

RULES, 2022 BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1%
OR MORE

 

1.             KEY INFORMATION

 

 (a)   Full name of discloser                                                     Bank of America Corporation
 (b)   Owner or controller of interests and short positions disclosed, if
 different from 1(a)

 The naming of nominee or vehicle companies is insufficient. For a trust, the
 trustee(s), settlor and beneficiaries must be named.
 (c)   Name of offeror/offeree in relation to whose relevant securities this      AVADEL PHARMACEUTICALS PLC
 form relates

 Use a separate form for each offeror/offeree
 (d)   If an exempt fund manager connected with an offeror/offeree, state
 this and specify identity of offeror/offeree (Note 1)
 (e)   Date position held/dealing undertaken                                      27/01/2026

 For an opening position disclosure, state the latest practicable date prior to
 the disclosure
 (f)    In addition to the company in 1(c) above, is the discloser also           No
 making disclosures in respect of any other party to the offer?

 If it is a cash offer or possible cash offer, state "N/A"

 

 

 

 

 

2.             INTERESTS AND SHORT POSITIONS

 

If there are interests and short positions to disclose in more than one class
of relevant securities of the offeror or offeree named in 1(c), copy table 2
for each additional class of relevant security.

Interests and short positions in the relevant securities of the offeror or
offeree to which the disclosure relates following the dealing (if any)

(Note 2)

 

 Class of relevant security                                               0.01 ordinary shares
 (Note 3)
                                                                          Interests        Short positions
                                                                          Number   %       Number    %
 (1)   Relevant securities owned and/or controlled                        520,309  0.534%  192,055   0.197%
 (2)   Cash-settled derivatives                                           136,043  0.140%  23,186    0.024%
 (3)   Stock-settled derivatives (including options) and agreements to    0        0.000%  0         0.000%
 purchase/ sell
 Total                                                                    656,352  0.674%  215,241   0.221%

 

All interests and all short positions should be disclosed.

 

Details of options including rights to subscribe for new securities and any
open stock-settled derivative positions (including traded options), or
agreements to purchase or sell relevant securities, should be given on a
Supplemental Form 8.

 

3.             DEALINGS (IF ANY) BY THE PERSON MAKING THE
DISCLOSURE (Note 4)

 

Where there have been dealings in more than one class of relevant securities
of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as
appropriate) for each additional class of relevant security dealt in.

 

The currency of all prices and other monetary amounts should be stated.

 

 

(a)           Purchases and sales

 

 Class of relevant  Purchase/sale  Number of         Price per unit

security
securities       (Note 5)
 USD 0.01 common    Purchase       440               21.56 USD
 USD 0.01 common    Purchase       855               21.57 USD
 USD 0.01 common    Purchase       267               21.58 USD
 USD 0.01 common    Purchase       2                 21.585 USD
 USD 0.01 common    Purchase       35                21.59 USD
 USD 0.01 common    Purchase       315               21.54 USD
 USD 0.01 common    Purchase       18                21.55 USD
 USD 0.01 common    Purchase       17                21.565295 USD
 USD 0.01 common    Purchase       695               21.567008 USD
 USD 0.01 common    Purchase       1,426             21.5685 USD
 USD 0.01 common    Purchase       20                21.5705 USD
 USD 0.01 common    Purchase       18                21.570556 USD
 USD 0.01 common    Purchase       14                21.570715 USD
 USD 0.01 common    Purchase       20                21.5725 USD
 USD 0.01 common    Purchase       18                21.572778 USD
 USD 0.01 common    Purchase       14                21.572858 USD
 USD 0.01 common    Purchase       19                21.573685 USD
 USD 0.01 common    Purchase       20                21.574 USD
 USD 0.01 common    Purchase       15                21.574667 USD
 USD 0.01 common    Purchase       23                21.574783 USD
 USD 0.01 common    Purchase       618               21.575 USD
 USD 0.01 common    Purchase       107               21.575047 USD
 USD 0.01 common    Purchase       93                21.575054 USD
 USD 0.01 common    Purchase       29                21.575173 USD
 USD 0.01 common    Purchase       15                21.575334 USD
 USD 0.01 common    Purchase       22                21.57591 USD
 USD 0.01 common    Purchase       5                 21.576 USD
 USD 0.01 common    Purchase       6                 21.576667 USD
 USD 0.01 common    Purchase       23                21.577392 USD
 USD 0.01 common    Purchase       21                21.57762 USD
 USD 0.01 common    Purchase       18                21.577778 USD
 USD 0.01 common    Purchase       5                 21.578 USD
 USD 0.01 common    Purchase       22                21.578182 USD
 USD 0.01 common    Purchase       40                21.5805 USD
 USD 0.01 common    Purchase       278               21.58331 USD
 USD 0.01 common    Purchase       9                 21.585556 USD
 USD 0.01 common    Purchase               7         21.585715 USD
 USD 0.01 common    Purchase               1         21.54 USD

 

 

 Class of relevant  Purchase/sale  Number of    Price per unit

security
securities  (Note 5)
 USD 0.01 common    Sale           1            21.54 USD
 USD 0.01 common    Sale           65           21.55 USD
 USD 0.01 common    Sale           218          21.57 USD
 USD 0.01 common    Sale           242          21.575 USD
 USD 0.01 common    Sale           177          21.58 USD
 USD 0.01 common    Sale           93           21.59 USD
 USD 0.01 common    Sale           3            21.57 USD
 USD 0.01 common    Sale           280          21.56 USD
 USD 0.01 common    Sale           8            21.565 USD
 USD 0.01 common    Sale           13           21.565385 USD
 USD 0.01 common    Sale           7            21.565715 USD
 USD 0.01 common    Sale           200          21.5725 USD
 USD 0.01 common    Sale           107          21.575047 USD
 USD 0.01 common    Sale           29           21.575173 USD
 USD 0.01 common    Sale           11           21.575455 USD
 USD 0.01 common    Sale           3            21.54 USD
 USD 0.01 common    Sale           4            21.565 USD
 USD 0.01 common    Sale           7            21.58 USD

 

 

 

(b)           Cash-settled derivative transactions

 

 

 Class of         Product        Nature of dealing                                                            Number of     Price
 relevant         description    e.g. opening/ closing a long/ short position, increasing/ reducing a long/   reference     per unit
 security         e.g. CFD       short position                                                               securities    (Note 5)
                                                                                                              (Note 6)

                                                                                                                             USD
 USD 0.01 common  Swaps          Increasing a long position                                                   1             21.54 USD
 USD 0.01 common  Swaps          Increasing a short position                                                  1,426         21.5687 USD
 USD 0.01 common  Swaps          Increasing a short position                                                  278           21.5835 USD
 USD 0.01 common  Swaps          Reducing a short position                                                    65            21.5498 USD
 USD 0.01 common  Swaps          Increasing a short position                                                  300           21.5402 USD
 USD 0.01 common  Swaps          Reducing a short position                                                    200           21.5723 USD
 USD 0.01 common  Swaps          Increasing a short position                                                  695           21.5672 USD

 

 

(c)           Stock-settled derivative transactions (including
options)

 

 

 

(i)            Writing, selling, purchasing or varying

 

 Class of    Product                  Writing, purchasing, selling, varying   Number        Exercise     Type         Expiry   Option
 relevant    description e.g. call    etc.                                    of
price per   e.g.         date     money
 security    option                                                           securities    unit         American,
paid/
                                                                              to which                   European              received per unit
                                                                              option
etc.
                                                                              relates
                                                                              (Note 6)
 N/A         N/A                      N/A                                     N/A           N/A          N/A          N/A      N/A

 

(ii)           Exercise

 

 Class of    Product        Exercising/   Number of    Exercise
 relevant    description    exercised     securities   price per
 security    e.g. call      against                    unit
             option                                    (Note 5)
 N/A         N/A            N/A           N/A          N/A

 

(d)           Other dealings (including transactions in respect of
new securities) (Note 3)

 

 Class of    Nature of dealing      Details  Price per unit (if
 relevant    e.g. subscription,              applicable)
 security    conversion, exercise            (Note 5)
 N/A         N/A                    N/A      N/A

 

4.             OTHER INFORMATION

 

(a)           Indemnity and other dealing arrangements

 

 Details of any indemnity or option arrangement, or any agreement or
 understanding, formal or informal, relating to relevant securities which may
 be an inducement to deal or refrain from dealing entered into by the person
 making the disclosure and any party to the offer or any person acting in
 concert with a party to the offer.

 Irrevocable commitments and letters of intent should not be included. If there
 are no such agreements, arrangements or understandings, state "none"

 

(b)           Agreements, arrangements or understandings relating to
options or derivatives

 

 Full details of any agreement, arrangement or understanding between the person
 disclosing and any other person relating to the voting rights of any relevant
 securities under any option referred to on this form or relating to the voting
 rights or future acquisition or disposal of any relevant securities to which
 any derivative referred to on this form is referenced. If none, this should be
 stated.

 

(c)           Attachments

 

 Is a Supplemental Form 8 attached?  No

 

 Date of disclosure  28/01/2026
 Contact name        Kamil Dziedzic
 Telephone number    +353 86 168 4821

 

Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory
Information Service.

 

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