Lundbeck had tried to scoop the narcolepsy drug maker out from under Alkeremes with $2.4 billion, but Avadel has elected to go with its original suitor.
Alkermes has made what appears to be a winning bid for Avadel Pharmaceuticals. Alkermes had five days to offer a counter-proposal to Lundbeck’s most recent bid in the newly erupting bidding war for Avadel Pharmaceuticals. The company has upped its bid to $21 per share plus a one-time $1.50 contingent value right, payable upon final FDA approval of Avadel’s narcolepsy drug Lumyrz, according to an announcement by Avadel Wednesday morning.
The bid, which has already been accepted by both Avadel’s and Alkermes’ boards, values Avadel at approximately $2.37 billion. The companies continue to expect the deal to close in the first quarter of 2026, according to the announcement.
“After carefully assessing both the Lundbeck Proposal and Alkermes’ Increased Offer and revised terms with its outside legal counsel and financial advisors,” Avadel wrote in its announcement, “the board of directors of Avadel has determined that the Lundbeck Proposal no longer constitutes a ‘Company Superior Proposal’ for the purposes of the Transaction Agreement.”
Avadel’s board ultimately decided that while the overall purchase prices offered by Alkermes and Lundbeck were similar, the CVR offered by Lundbeck “was determined to be unlikely to be achieved,” the company stated. That CVR would have paid out an extra $1 per share if Lumryz achieved $450 million in annual U.S. sales by the end of 2027, and an additional $1 if it reached $700 million in sales by the end of 2030.
Originally published Nov. 19:
This year’s second high-profile biotech bidding battle is heating up as Avadel Pharmaceuticals on Monday said that Lundbeck’s $2.4 billion unsolicited takeover offer is “superior” to Alkermes’ original acquisition proposal.
Lundbeck has priced Avadel at $23 per share, which represents a 29% premium to Avadel’s closing price the day before Alkermes’ filed its initial offer of $2.1 billion.
Lundbeck’s unsolicited bid qualifies as a “company superior proposal” under Avadel’s ongoing arrangement with Alkermes, according to the Monday release. Avadel has since notified Alkermes of the superior offer, kicking off a countdown of five business days during which Alkermes can negotiate with Avadel “in good faith” to adjust its proposal.
If Alkermes fails to come up with a better bid after the five-day period, Avadel would be able to terminate the existing acquisition agreement.
Alkermes first moved to acquire Avadel late last month, offering $20 per share—$18.50 upfront plus a $1.50 contingent value right—which comes out to $2.1 billion. The move, Alkermes said at the time, would help carry out its “strategic evolution” and accelerate expansion into the sleep market. The companies were expecting to close the transaction in the first quarter of 2026.
But three weeks later, Lundbeck entered the picture, narrowly edging Alkermes’ bid.
According to Avadel’s release on Monday, the Alkermes agreement “remains in full effect” and its board of directors continues to support the deal.
The Alkermes-Avadel-Lundbeck saga came just a day after the dramatic and very public bidding war between Pfizer and Novo Nordisk over obesity biotech Metsera came to a close. Pfizer and Metsera first entered into an acquisition agreement in September, with the pharma winning what appeared to be a competitive courtship with a $4.9 billion bid.
In late October, however, Novo came between the two companies with a far heftier offer: $6 billion upfront plus $2.5 billion in milestones, resulting in an overall $8.5 billion proposal. A few days later, the Danish pharma put even more money on the line, raising its proposal to $10 billion. Metsera invoked a similar clause as Avadel, finding Novo’s offer “superior” and giving Pfizer four days to up its offer. The New York pharma sued both Novo and Metsera.
Ultimately, Pfizer met Novo’s bid and plunked down just under $10 billion for Metsera, which went with the original buyer. The companies closed the deal last week.
