RNS Number : 5160O
Morgan Stanley Europe SE
12 January 2026
 

 

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 form relates:

Use a separate form for each offeror/offeree

Avadel Pharmaceuticals plc

(c)   Name of the party to the offer with which exempt principal trader is connected:

(Note 1)

Avadel Pharmaceuticals plc

(d)   Date position held/dealing undertaken:

For an opening position disclosure, state the latest practicable date prior to the disclosure

09 January 2026

(e)   In addition to the company in 1(b) above, is the exempt principal 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"

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:
(Note 3)

0.01 ordinary shares


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 purchase/ sell:

0

0.00

0

0.00

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
relevant
security

Purchases/
sales

Total
number of
securities

Highest
price per
unit paid/
received

Lowest
 price per
unit paid/
received

0.01 ordinary shares

PURCHASES

4,000

21.5100 USD

21.5100 USD

0.01 ordinary shares

SALES

4,000

21.5100 USD

21.5100 USD



 

 

(b)           Cash-settled derivative transactions

 

Class of
relevant
security

Product
description
e.g. CFD

Nature of dealing
e.g. opening/closing
a long/short position,
increasing/reducing a
long/short position

Number of
reference
securities
(Note 5)

Price per
unit
(Note 6)

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
relevant
security

Product
description
e.g. call
option

Writing,
purchasing,
selling,

varying
etc.

Number of
securities
to which
option
relates
(Note 5)

Exercise
price per
unit

Type
e.g.
American, European
etc.

Expiry
date

Option
money
paid/
received
per unit

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

 

(ii)           Exercise

 

Class of
relevant
security

Product
description
e.g. call
option

Exercising/
exercised
against

Number of
securities

Exercise
price per
unit
(Note 6)

N/A

N/A

N/A

N/A

N/A

 

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

 

Class of
relevant
security

Nature of
dealing
e.g. subscription,
conversion,
exercise

Details

Price per unit
(if applicable)
(Note 6)

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:

12 January 2026

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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