REG - Citadel Group Avadel Pharma plc - Form 8.3 - Avadel Pharmaceuticals plc
Yesterday 16:15
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RNS Number : 1159M Citadel Group 18 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 17 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.
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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 933,881 0.95 209,054 0.21
(2) Cash-settled derivatives 0 0.00 0 0.00
(3) Stock-settled derivatives (including options) and agreements to 257,900 0.26 786,600 0.80
purchase/ sell
Total 1,191,781 1.21 995,654 1.01
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 2,156 21.3700 USD
Common Buy Transaction 356 21.3703 USD
Common Buy Transaction 309 21.3703 USD
Common Buy Transaction 305 21.3708 USD
Common Buy Transaction 211 21.3726 USD
Common Buy Transaction 341 21.3754 USD
Common Buy Transaction 280 21.3771 USD
Common Buy Transaction 10 21.3800 USD
Common Buy Transaction 400 21.3850 USD
Common Buy Transaction 2,647 21.3896 USD
Common Buy Transaction 101 21.3900 USD
Common Buy Transaction 1,100 21.3918 USD
Common Buy Transaction 1,532 21.3937 USD
Common Buy Transaction 21 21.3948 USD
Common Buy Transaction 2,018 21.3950 USD
Common Buy Transaction 1,438 21.3966 USD
Common Buy Transaction 400 21.3975 USD
Common Buy Transaction 3,690 21.4000 USD
Common Buy Transaction 79 21.4006 USD
Common Buy Transaction 966 21.4014 USD
Common Buy Transaction 700 21.4014 USD
Common Buy Transaction 600 21.4025 USD
Common Buy Transaction 390 21.4038 USD
Common Buy Transaction 108 21.4040 USD
Common Buy Transaction 860 21.4042 USD
Common Buy Transaction 2,583 21.4044 USD
Common Buy Transaction 190 21.4050 USD
Common Buy Transaction 910 21.4055 USD
Common Buy Transaction 321 21.4088 USD
Common Buy Transaction 65 21.4089 USD
Common Buy Transaction 522 21.4092 USD
Common Buy Transaction 315 21.4099 USD
Common Buy Transaction 6,234 21.4100 USD
Common Buy Transaction 343 21.4105 USD
Common Buy Transaction 1,420 21.4111 USD
Common Buy Transaction 2,208 21.4113 USD
Common Buy Transaction 905 21.4127 USD
Common Buy Transaction 235 21.4133 USD
Common Buy Transaction 300 21.4133 USD
Common Buy Transaction 500 21.4140 USD
Common Buy Transaction 448 21.4144 USD
Common Buy Transaction 1 21.4150 USD
Common Buy Transaction 111 21.4150 USD
Common Buy Transaction 224 21.4151 USD
Common Buy Transaction 100 21.4151 USD
Common Buy Transaction 83 21.4160 USD
Common Buy Transaction 437 21.4173 USD
Common Buy Transaction 40 21.4175 USD
Common Buy Transaction 81 21.4195 USD
Common Buy Transaction 1,317 21.4200 USD
Common Buy Transaction 134 21.4230 USD
Common Buy Transaction 44 21.4250 USD
Common Buy Transaction 505 21.4397 USD
Common Sell Transaction 100 21.3800 USD
Common Sell Transaction 465 21.3900 USD
Common Sell Transaction 300 21.3950 USD
Common Sell Transaction 7,538 21.4000 USD
Common Sell Transaction 495 21.4006 USD
Common Sell Transaction 4,600 21.4021 USD
Common Sell Transaction 2 21.4025 USD
Common Sell Transaction 2,156 21.4035 USD
Common Sell Transaction 438 21.4050 USD
Common Sell Transaction 237 21.4062 USD
Common Sell Transaction 1,071 21.4080 USD
Common Sell Transaction 1,550 21.4083 USD
Common Sell Transaction 4,883 21.4100 USD
Common Sell Transaction 1,394 21.4114 USD
Common Sell Transaction 10 21.4140 USD
Common Sell Transaction 559 21.4145 USD
Common Sell Transaction 59 21.4146 USD
Common Sell Transaction 347 21.4149 USD
Common Sell Transaction 85 21.4150 USD
Common Sell Transaction 372 21.4163 USD
Common Sell Transaction 634 21.4164 USD
Common Sell Transaction 595 21.4170 USD
Common Sell Transaction 529 21.4176 USD
Common Sell Transaction 33 21.4176 USD
Common Sell Transaction 1,130 21.4193 USD
Common Sell Transaction 1,200 21.4200 USD
Common Sell Transaction 1,436 21.4252 USD
Common Sell Transaction 100 21.4300 USD
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(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 3,300 20.0000 USD American 2025-12-19 1.3500 USD
Common Call Option Buy Transaction 400 20.0000 USD American 2026-01-16 1.5800 USD
Common Call Option Buy Transaction 100 15.0000 USD American 2026-01-16 6.4000 USD
Common Call Option Sell Transaction 500 25.0000 USD American 2026-01-16 0.0400 USD
Common Call Option Sell Transaction 2,500 22.5000 USD American 2026-01-16 0.0900 USD
Common Call Option Sell Transaction 100 22.5000 USD American 2026-03-20 0.1000 USD
Common Call Option Sell Transaction 200 20.0000 USD American 2026-03-20 1.5500 USD
Common Call Option Sell Transaction 200 15.0000 USD American 2027-01-15 6.5600 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 18 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 Call Option Purchased 0 25.0 USD American 20/03/2026
Common Put Option Purchased -44,400 10.0 USD American 16/01/2026
Common Call Option Purchased 0 25.0 USD American 15/01/2027
Common Call Option Purchased 2,200 20.0 USD American 18/06/2026
Common Call Option Purchased 4,200 17.5 USD American 16/01/2026
Common Put Option Purchased -60,700 15.0 USD American 16/01/2026
Common Put Option Purchased -1,000 17.5 USD American 18/06/2026
Common Put Option Purchased -100 15.0 USD American 15/01/2027
Common Put Option Purchased -3,800 15.0 USD American 20/03/2026
Common Call Option Purchased 15,800 22.5 USD American 20/03/2026
Common Put Option Purchased -2,900 7.5 USD American 19/12/2025
Common Put Option Purchased -4,700 15.0 USD American 19/12/2025
Common Call Option Purchased 4,500 22.5 USD American 15/01/2027
Common Put Option Purchased -100 7.5 USD American 20/03/2026
Common Call Option Purchased 4,900 15.0 USD American 15/01/2027
Common Put Option Purchased -900 25.0 USD American 20/03/2026
Common Put Option Purchased -3,000 12.5 USD American 20/03/2026
Common Put Option Purchased -100 20.0 USD American 18/06/2026
Common Put Option Purchased 0 12.5 USD American 15/01/2027
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 Put Option Purchased -200 17.5 USD American 20/03/2026
Common Call Option Purchased 86,200 20.0 USD American 19/12/2025
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 Sold 1,600 12.5 USD American 19/12/2025
Common Call Option Sold -10,000 17.5 USD American 20/03/2026
Common Call Option Sold -10,800 17.5 USD American 19/12/2025
Common Put Option Sold 4,400 17.5 USD American 16/01/2026
Common Call Option Sold -6,200 12.5 USD American 19/12/2025
Common Call Option Sold -100 35.0 USD American 16/01/2026
Common Put Option Sold 8,200 10.0 USD American 19/12/2025
Common Put Option Sold 59,000 5.0 USD American 16/01/2026
Common Call Option Sold -2,200 25.0 USD American 16/01/2026
Common Call Option Sold -38,000 15.0 USD American 19/12/2025
Common Call Option Sold -45,800 20.0 USD American 16/01/2026
Common Call Option Sold -6,700 20.0 USD American 20/03/2026
Common Call Option Sold -63,500 12.5 USD American 16/01/2026
Common Call Option Sold -7,500 7.5 USD American 15/01/2027
Common Call Option Sold -2,600 30.0 USD American 16/01/2026
Common Call Option Sold -9,600 7.5 USD American 16/01/2026
Common Call Option Sold -2,100 12.5 USD American 20/03/2026
Common Call Option Sold -34,200 5.0 USD American 15/01/2027
Common Call Option Sold -179,300 10.0 USD American 16/01/2026
Common Call Option Sold -32,400 22.5 USD American 16/01/2026
Common Put Option Sold 2,000 17.5 USD American 19/12/2025
Common Call Option Sold -5,600 22.5 USD American 19/12/2025
Common Call Option Sold -100 30.0 USD American 19/12/2025
Common Call Option Sold -13,400 10.0 USD American 15/01/2027
Common Put Option Sold 5,500 12.5 USD American 16/01/2026
Common Call Option Sold -30,000 15.0 USD American 20/03/2026
Common Call Option Sold -4,800 17.5 USD American 15/01/2027
Common Put Option Sold 27,700 20.0 USD American 19/12/2025
Common Call Option Sold -5,100 10.0 USD American 19/12/2025
Common Call Option Sold -147,800 15.0 USD American 16/01/2026
Common Call Option Sold -100 20.0 USD American 15/01/2027
Common Put Option Sold 24,900 7.5 USD American 16/01/2026
Common Call Option Sold -6,800 25.0 USD American 19/12/2025
Common Put Option Sold 300 20.0 USD American 20/03/2026
3. AGREEMENTS TO PURCHASE OR SELL
Full details should be given so that the nature of the interest or position
can be fully understood:
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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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