Lundbeck

A new acquisition contest has emerged in the biopharmaceutical sector as Lundbeck has submitted an unexpected proposal to purchase Avadel Pharmaceuticals, creating uncertainty around Avadel’s existing agreement with Alkermes. The Danish company disclosed an offer that could reach $23 per share, placing it above Alkermes’ earlier bid.

Lundbeck’s proposal includes $21 per Avadel share payable at closing, along with a contingent value right that could deliver two additional $1-per-share payments tied to future U.S. sales milestones for Avadel’s narcolepsy treatment Lumryz and its recently acquired sleep therapy candidate, valiloxybate. Based on analyst calculations, the bid values the Dublin-based company at roughly $2.25 billion.

The offer follows Alkermes’ October announcement that it intended to acquire Avadel for up to $20 per share, or approximately $2.1 billion. Alkermes’ plan included $18.50 per share at closing and a $1.50-per-share contingent value right connected to a potential FDA approval for Lumryz in idiopathic hypersomnia by the end of 2028. Avadel had reported earlier this month that it expected the Alkermes transaction to close in the first quarter of 2026, pending shareholder approval.

Avadel’s board has reviewed Lundbeck’s bid and determined that it is likely to be regarded as superior under its current arrangement with Alkermes. The company stated that it is permitted to share information with Lundbeck and engage in negotiations, while the existing agreement with Alkermes remains in effect. The board emphasized that “There can be no assurance that the discussions with Lundbeck will result in a determination by Avadel’s board that the Lundbeck Proposal is a Company Superior Proposal,” a statement issued by Avadel.

Alkermes noted that its board is assessing the situation with its advisors and reiterated that Avadel cannot exit the current agreement except under defined conditions. The company pointed out that Avadel must re-engage with Alkermes before considering acceptance of another offer. It also indicated that further updates will be issued as appropriate.

Lundbeck’s approach comes as the company advances its Focused Innovator strategy, through which it is reorganizing operations into a partnership-driven model across multiple regions. Lundbeck outlined earlier this week that the transition is expected to be completed by next month. 

The company aims to concentrate commercial resources on higher-value products, including Vyepti and Rexulti. Chief Executive Charl van Zyl previously described the changes as essential to supporting long-term priorities, while also indicating that reallocating resources toward markets with greater growth prospects aligns with its late-stage program in neuro-rare and neuro-specialty conditions. As part of this shift, Lundbeck announced in September that it would cut about 600 positions.

The developing contest between Lundbeck and Alkermes follows closely after a high-profile bidding competition for Metsera, in which Pfizer ultimately secured the biotech following a series of heightened offers from both Pfizer and Novo Nordisk. That deal concluded at an overall value of approximately $10 billion.

With Lundbeck now officially pursuing Avadel, the acquisition process has gained renewed momentum, and both companies’ proposals remain under consideration as discussions proceed.

Lundbeck Challenges Alkermes in Avadel Pharmaceuticals Acquisition

In a surprising development, Lundbeck has submitted an unsolicited proposal to acquire Avadel Pharmaceuticals, offering $23 per share. This offer exceeds the prior agreement between Avadel and Alkermes, immediately sparking a competitive environment for the acquisition.

The bid includes $21 in cash per share plus a contingent value right (CVR) worth up to $2 per share, dependent on Avadel’s U.S. sales milestones for LUMRYZ and valiloxybate. If these drugs achieve the targeted net sales by 2027 and 2030, Avadel shareholders may receive the full CVR payment.

Avadel’s Board has declared the Lundbeck proposal a “Company Superior Proposal”, giving Alkermes a five-day window to decide whether to match or improve its original offer. This creates potential for a bidding war, benefiting shareholders and signaling the attractiveness of Avadel’s pipeline

Leave a Reply