REG - Citadel Group Avadel Pharma plc - Form 8.3 - Avadel Pharmaceuticals plc
12/12/2025 16:15
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RNS Number : 4342L Citadel Group 12 December 2025
Ap27
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 Citadel Group
(b) Owner or controller of interests and short positions disclosed, if N/A
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 N/A
this and specify identity of offeror/offeree (Note 1)
(e) Date position held/dealing undertaken 11 December 2025
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 N/A
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.
Ap28
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 Common Stock ISIN IE00BDGMC594
(Note 3)
$0.01 ordinary shares
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled 963,424 0.98 245,168 0.24
(2) Cash-settled derivatives 0 0.00 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 240,100 0.24 795,700 0.81
purchase/ sell
Total 1,203,524 1.22 1,040,868 1.06
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)
Common Buy Transaction 217 21.3800 USD
Common Buy Transaction 1 21.3850 USD
Common Buy Transaction 8,465 21.3900 USD
Common Buy Transaction 919 21.3901 USD
Common Buy Transaction 700 21.3929 USD
Common Buy Transaction 200 21.3951 USD
Common Buy Transaction 549 21.4000 USD
Common Buy Transaction 1,204 21.4005 USD
Common Buy Transaction 43 21.4093 USD
Common Buy Transaction 273 21.4093 USD
Common Buy Transaction 20 21.4100 USD
Common Buy Transaction 292 21.4101 USD
Common Buy Transaction 601 21.4200 USD
Common Buy Transaction 619 21.4210 USD
Common Buy Transaction 1,448 21.4238 USD
Common Buy Transaction 338 21.4282 USD
Common Buy Transaction 2,534 21.4300 USD
Common Buy Transaction 246 21.4302 USD
Common Buy Transaction 500 21.4310 USD
Common Buy Transaction 297 21.4329 USD
Common Buy Transaction 47 21.4351 USD
Common Buy Transaction 466 21.4380 USD
Common Buy Transaction 1,189 21.4391 USD
Common Buy Transaction 556 21.4478 USD
Common Buy Transaction 2,000 21.4500 USD
Common Buy Transaction 95 21.4600 USD
Common Buy Transaction 1,432 21.4603 USD
Common Buy Transaction 700 21.4743 USD
Common Buy Transaction 600 21.4750 USD
Common Buy Transaction 22 21.4845 USD
Common Buy Transaction 371 21.4860 USD
Common Buy Transaction 496 21.4900 USD
Common Buy Transaction 10 21.4950 USD
Common Buy Transaction 100 21.5000 USD
Common Buy Transaction 137 21.5300 USD
Common Sell Transaction 22 21.3800 USD
Common Sell Transaction 406 21.3821 USD
Common Sell Transaction 56 21.3850 USD
Common Sell Transaction 303 21.3860 USD
Common Sell Transaction 342 21.3888 USD
Common Sell Transaction 14,894 21.3900 USD
Common Sell Transaction 119 21.3902 USD
Common Sell Transaction 208 21.3902 USD
Common Sell Transaction 50 21.3922 USD
Common Sell Transaction 448 21.3924 USD
Common Sell Transaction 154 21.3935 USD
Common Sell Transaction 840 21.3943 USD
Common Sell Transaction 23 21.3952 USD
Common Sell Transaction 5 21.3980 USD
Common Sell Transaction 52 21.3985 USD
Common Sell Transaction 563 21.4000 USD
Common Sell Transaction 937 21.4001 USD
Common Sell Transaction 1,031 21.4039 USD
Common Sell Transaction 11 21.4073 USD
Common Sell Transaction 2,914 21.4087 USD
Common Sell Transaction 735 21.4099 USD
Common Sell Transaction 36 21.4100 USD
Common Sell Transaction 51 21.4200 USD
Common Sell Transaction 4,629 21.4201 USD
Common Sell Transaction 1,555 21.4250 USD
Common Sell Transaction 901 21.4251 USD
Common Sell Transaction 203 21.4258 USD
Common Sell Transaction 3,282 21.4291 USD
Common Sell Transaction 1 21.4350 USD
Common Sell Transaction 111 21.4375 USD
Common Sell Transaction 1,664 21.4376 USD
Common Sell Transaction 22 21.4400 USD
Common Sell Transaction 756 21.4400 USD
Common Sell Transaction 499 21.4401 USD
Common Sell Transaction 13 21.4469 USD
Common Sell Transaction 452 21.4500 USD
Common Sell Transaction 717 21.4530 USD
Common Sell Transaction 1,375 21.4537 USD
Common Sell Transaction 476 21.4579 USD
Common Sell Transaction 96 21.4600 USD
Common Sell Transaction 403 21.4605 USD
Common Sell Transaction 622 21.4638 USD
Common Sell Transaction 2 21.4650 USD
Common Sell Transaction 36 21.4653 USD
Common Sell Transaction 441 21.4660 USD
Common Sell Transaction 1 21.4700 USD
Common Sell Transaction 837 21.4711 USD
Common Sell Transaction 71 21.4789 USD
Common Sell Transaction 20 21.4800 USD
Common Sell Transaction 143 21.4849 USD
Common Sell Transaction 533 21.4887 USD
Common Sell Transaction 627 21.4898 USD
Common Sell Transaction 51 21.4951 USD
Common Sell Transaction 11 21.5000 USD
Common Sell Transaction 184 21.5072 USD
Common Sell Transaction 3 21.5200 USD
Common Sell Transaction 25 21.5300 USD
Ap29
(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)
(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)
Common Call Option Buy Transaction 100 10.0000 USD American 2026-01-16 11.4100 USD
Common Call Option Sell Transaction 100 22.5000 USD American 2027-01-15 0.2800 USD
Common Call Option Sell Transaction 200 15.0000 USD American 2026-01-16 6.5400 USD
(ii) Exercise
Class of Product Exercising/ Number of Exercise
relevant description exercised securities price per
security e.g. call against unit
option (Note 5)
(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)
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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"
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.
None
(c) Attachments
Is a Supplemental Form 8 attached? YES
Date of disclosure 12 December 2025
Contact name Paula Santos
Telephone number 020 7645 9700
Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory
Information Service.
Ap32
SUPPLEMENTAL FORM 8
IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 8.1, RULE 8.3, RULE 38.5(b) AND
RULE 38.6 OF THE IRISH TAKEOVER PANEL ACT, 1997,
TAKEOVER RULES, 2022
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING
OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL AND
RIGHTS TO SUBSCRIBE FOR NEW SECURITIES
1. KEY INFORMATION
Full name of person making Citadel Group
disclosure:
Name of offeror/offeree in relation AVADEL PHARMACEUTICALS PLC
to whose relevant securities the
disclosure relates:
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of Product Written or Number of Exercise Type Expiry
relevant description purchased securities to price e.g. date
security e.g. call
which option per unit American,
option
or derivative European
relates etc.
Common Put Option Purchased 0 10.0 USD American 20/03/2026
Common Call Option Purchased 900 7.5 USD American 19/12/2025
Common Call Option Purchased 5,100 15.0 USD American 15/01/2027
Common Put Option Purchased -100 20.0 USD American 18/06/2026
Common Put Option Purchased -200 17.5 USD American 20/03/2026
Common Call Option Purchased 59,800 20.0 USD American 19/12/2025
Common Call Option Purchased 23,700 22.5 USD American 20/03/2026
Common Put Option Purchased -2,900 7.5 USD American 19/12/2025
Common Put Option Purchased -1,000 17.5 USD American 18/06/2026
Common Call Option Purchased 4,200 17.5 USD American 16/01/2026
Common Put Option Purchased -4,700 15.0 USD American 19/12/2025
Common Put Option Purchased -3,100 12.5 USD American 20/03/2026
Common Put Option Purchased -900 25.0 USD American 20/03/2026
Common Call Option Purchased 2,200 20.0 USD American 18/06/2026
Common Call Option Purchased 5,000 22.5 USD American 15/01/2027
Common Call Option Purchased 5,600 12.5 USD American 15/01/2027
Common Call Option Purchased 0 5.0 USD American 16/01/2026
Common Put Option Purchased -100 15.0 USD American 15/01/2027
Common Put Option Purchased 0 12.5 USD American 15/01/2027
Common Put Option Purchased -3,800 15.0 USD American 20/03/2026
Common Put Option Purchased -60,700 15.0 USD American 16/01/2026
Common Call Option Purchased 0 25.0 USD American 20/03/2026
Common Call Option Purchased 0 25.0 USD American 15/01/2027
Common Put Option Purchased -100 7.5 USD American 20/03/2026
Common Put Option Purchased -44,400 10.0 USD American 16/01/2026
Common Call Option Sold -29,900 22.5 USD American 16/01/2026
Common Put Option Sold 8,200 10.0 USD American 19/12/2025
Common Put Option Sold 2,000 17.5 USD American 19/12/2025
Common Call Option Sold -2,600 30.0 USD American 16/01/2026
Common Call Option Sold -179,300 10.0 USD American 16/01/2026
Common Call Option Sold -65,900 12.5 USD American 16/01/2026
Common Call Option Sold -20,800 17.5 USD American 19/12/2025
Common Put Option Sold 300 20.0 USD American 20/03/2026
Common Call Option Sold -100 35.0 USD American 16/01/2026
Common Call Option Sold -13,400 10.0 USD American 15/01/2027
Common Call Option Sold -147,900 15.0 USD American 16/01/2026
Common Call Option Sold -100 20.0 USD American 15/01/2027
Common Call Option Sold -100 30.0 USD American 19/12/2025
Common Call Option Sold -2,100 12.5 USD American 20/03/2026
Common Call Option Sold -7,500 7.5 USD American 15/01/2027
Common Call Option Sold -6,500 20.0 USD American 20/03/2026
Common Put Option Sold 27,700 20.0 USD American 19/12/2025
Common Call Option Sold -10,000 17.5 USD American 20/03/2026
Common Call Option Sold -5,100 10.0 USD American 19/12/2025
Common Call Option Sold -38,000 15.0 USD American 19/12/2025
Common Call Option Sold -34,200 5.0 USD American 15/01/2027
Common Put Option Sold 1,600 12.5 USD American 19/12/2025
Common Call Option Sold -46,200 20.0 USD American 16/01/2026
Common Call Option Sold -30,000 15.0 USD American 20/03/2026
Common Put Option Sold 24,900 7.5 USD American 16/01/2026
Common Call Option Sold -9,600 7.5 USD American 16/01/2026
Common Put Option Sold 5,500 12.5 USD American 16/01/2026
Common Put Option Sold 59,000 5.0 USD American 16/01/2026
Common Call Option Sold -4,800 17.5 USD American 15/01/2027
Common Call Option Sold -4,900 22.5 USD American 19/12/2025
Common Call Option Sold -6,200 12.5 USD American 19/12/2025
Common Call Option Sold -1,700 25.0 USD American 16/01/2026
Common Put Option Sold 4,400 17.5 USD American 16/01/2026
Common Call Option Sold -6,800 25.0 USD American 19/12/2025
3. AGREEMENTS TO PURCHASE OR SELL
Full details should be given so that the nature of the interest or position
can be fully understood:
Ap33
4. RIGHTS TO SUBSCRIBE FOR NEW SECURITIES (INCLUDING
DIRECTORS' AND OTHER EMPLOYEE OPTIONS)
Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:
It is not necessary to provide details on a Supplemental Form with regard to
cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
For full details of disclosure requirements, see Rule 8 of the Rules. If in
doubt, consult the Panel.
References in these notes to "the Rules" are to the Irish Takeover Panel Act,
1997, Takeover Rules, 2022.
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