Alkermes issues response to Avadel announcement

Alkermes (ALKS) notes the announcement made by Avadel Pharmaceuticals (AVDL) regarding a possible offer by H. Lundbeck A/S to acquire all the issued and to be issued ordinary shares of Avadel. In light of the announcement by Avadel, the board of directors of Alkermes is considering its options together with its advisors. Under the terms of the Transaction Agreement, Avadel cannot terminate the Transaction Agreement in order to enter into a definitive agreement providing for a Company Superior Proposal, unless, among other things, (i) prior to taking such action, the board of directors of Avadel has determined, in good faith, that failure to take such action would be inconsistent with its fiduciary duties and that the Lundbeck Alternative Offer constitutes a Company Superior Proposal, and (ii) Avadel has notified Alkermes in writing at least five (5) Business Days before taking such action that Avadel intends to take such action, and has discussed and negotiated in good faith with Alkermes regarding any proposal by Alkermes to amend the Transaction Agreement. Under the terms of the Transaction Agreement, Avadel cannot make a company Board Change of Recommendation and enter into a definitive agreement with Lundbeck until at least such time and, in the meantime, Avadel must continue to discuss and negotiate in good faith with Alkermes regarding any proposal that Alkermes may wish to make to amend the Transaction Agreement. A further announcement will be made as and when appropriate.