REG - Morgan StanleyEurope Avadel Pharma plc - Rule 38.5_B - Avadel Pharmaceuticals plc

Morgan StanleyAnnouncement

24/10/2025 11:00

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RNS Number : 7632E  Morgan Stanley Europe SE  24 October 2025

 

FORM 38.5(b)(EPT/NON-RI)

 

IRISH TAKEOVER PANEL

 

OPENING POSITION DISCLOSURE/DEALING DISCLOSURE

UNDER RULE 38.5(b) AND RULE 38.6 OF THE IRISH TAKEOVER

PANEL ACT, 1997, TAKEOVER RULES, 2022 BY A CONNECTED

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED

INTERMEDIARY STATUS, OR WITH RECOGNISED INTERMEDIARY

STATUS BUT NOT DEALING IN A CLIENT-SERVING CAPACITY

 

1.             KEY INFORMATION

 

 (a)   Name of exempt principal trader:                                           Morgan Stanley Europe SE
 (b)   Name of offeror/offeree in relation to whose relevant securities this      Avadel Pharmaceuticals plc
 form relates:

 Use a separate form for each offeror/offeree
 (c)   Name of the party to the offer with which exempt principal trader is       Avadel Pharmaceuticals plc
 connected:

 (Note 1)
 (d)   Date position held/dealing undertaken:                                     23 October 2025

 For an opening position disclosure, state the latest practicable date prior to
 the disclosure
 (e)   In addition to the company in 1(b) above, is the exempt principal          N/A
 trader also 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(b), 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:                       0       0.00    0         0.00
 (2)   Cash-settled derivatives:                                          0       0.00    0         0.00
 (3)   Stock-settled derivatives (including options) and agreements to    0       0.00    0         0.00
 purchase/ sell:
 Total:                                                                   0       0.00    0         0.00

 

 

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 EXEMPT PRINCIPAL TRADER

(Note 4)

 

Where there have been dealings in more than one class of relevant securities
of the offeror or offeree named in 1(b), 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              Purchases/   Total        Highest       Lowest
 relevant              sales        number of    price per      price per
 security                           securities   unit paid/    unit paid/
                                                 received      received
 0.01 ordinary shares  PURCHASES    4,500        18.5198 USD   18.5198 USD
 0.01 ordinary shares  SALES        4,500        18.5198 USD   18.5198 USD

 

 

(b)           Cash-settled derivative transactions

 

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

 

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

 

(i)            Writing, selling, purchasing or varying

 

 Class of    Product       Writing,      Number of     Exercise    Type                  Expiry   Option
 relevant    description   purchasing,   securities    price per   e.g.                  date     money
 security    e.g. call
selling,     to which
unit       American, European             paid/
             option        varying       option                    etc.                           received
                           etc.          relates                                                  per unit
                                         (Note 5)
 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 (Note 6)

option
 N/A        N/A           N/A          N/A          N/A

 

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

 

 Class of    Nature of             Details  Price per unit
 relevant    dealing                        (if applicable)
 security    e.g. subscription,             (Note 6)
             conversion,
             exercise
 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 exempt
 principal trader 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?  NO

 

 Date of disclosure:  24 October 2025
 Contact name:        Claire Gordon
 Telephone number:    +44 141 245-8893

 

Public disclosures under Rule 38 of the Rules must be made to a Regulatory
Information Service.

 

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