8-K filed February 12, 2026, 6:59 PM ET ticker ALKS CIK 0001520262

M&A confidence high sentiment positive materiality 0.90

Alkermes closes Avadel acquisition for $21/share cash + CVR; funded with $1.525B term loans

Alkermes plc.

Consideration: $21.00/sh cash plus one non-transferable CVR (potential $1.50/sh) per Avadel share.
Closed Feb 12, 2026; Avadel shares delisted from Nasdaq.
Financed with $1.525B term loans (due 2031) and ~$750M cash; $1.5B in LUMRYZ IP to be amortized over 13 years.
Expected accretive in 2026; FY 2026 guidance on Feb 25; Q1 costs $40M, $180M inventory step-up expensed as COGS.

item 1.01 item 1.02 item 2.01 item 2.03 item 7.01 item 9.01

Machine-readable event card

schema_version: secwatch.filing_event.v1
accession: 0001193125-26-047682
form_type: 8-K
ticker: ALKS
cik: 0001520262
company_name: Alkermes plc.
filed_at: 2026-02-12T23:59:59+00:00
discovered_at: 2026-05-14T18:02:35.308180+00:00
generated_at: 2026-05-16T03:00:23.089430+00:00
sec_items: ["1.01", "1.02", "2.01", "2.03", "7.01", "9.01"]
event_type: m_and_a
sentiment: positive
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: high
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edgar_index_url: https://www.sec.gov/Archives/edgar/data/1520262/000119312526047682/0001193125-26-047682-index.htm
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JSON Markdown Plain text

Source-grounded claims

79968f736f74ee9ce25f5ea04ba1358f856838c0

Alkermes plc. incurred term loan of up to $750 million with JPMorgan Chase Bank, N.A., as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, BofA Securities, Inc., as Joint Lead Arranger and Joint Bookrunner, and the lenders party thereto at Term SOFR Rate plus a Secured Net Leverage Ratio-based margin, which will initia maturing February 12, 2031.

The Credit Agreement provides for (i) a senior secured term loan A facility in an aggregate principal amount of up to $750 million (the "TLA Facility")

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

a43b83d2678c5caffe845f6f5a84dc31588f2954

Alkermes plc. incurred term loan of up to $775 million with JPMorgan Chase Bank, N.A., as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, BofA Securities, Inc., as Joint Lead Arranger and Joint Bookrunner, and the lenders party thereto at Term SOFR Rate plus a margin of 2.75% per annum or the Alternate Base Rate plus maturing August 12, 2031.

a senior secured term loan B facility in an aggregate principal amount of up to $775 million (the "TLB Facility" and together with the TLA Facility, the "Facilities").

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

fff94a9da4ba5e73b8d1a78182ee803d1c9dd7cc

Alkermes plc. amended credit facility.

On February 12, 2026, we terminated the previously disclosed Bridge Credit Agreement

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

0c56e26131decfb6103d4bf40732772c4eaf65df

Alkermes plc. completed an acquisition involving Avadel Pharmaceuticals plc for $21.00 in cash, plus one non-transferable contingent value right representing a potential additional cash payment of $1.50 per Avadel Share (closed 2026-02-12).

Shares outstanding as of 11:59 p.m., New York City time, on February 11, 2026, the business day prior to the occurrence of the Effective Time, became entitled to receive (i) $21.00 in cash (the “Cash Consideration”) for each Avadel Share and (ii) one non-transferable contingent value right (a “CVR”) for each Avadel Share, in each case in accordance with the

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

bb2945f5f16f7f92243be7335ff74fc369b4a7f7

Alkermes plc. entered into Credit Agreement with JPMorgan Chase Bank, N.A., as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, BofA Securities, Inc., as Joint Lead Arranger and Joint Bookrunner, and the lenders party thereto valued at $1.525 billion (effective 2026-02-12).

On February 12, 2026, in connection with the Acquisition (as defined below), Alkermes plc (the “Company”) entered into a credit agreement (the “Credit Agreement”), by and among Alkermes plc, as the TopCo Borrower, Alkermes, Inc., as the U.S. Borrower, Alkermes Finance LLC, as the U.S. Co-Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, BofA Securities, Inc., as Joint Lead Arranger and Joint Bookrunner, and the lenders party thereto.

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

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Source: SEC EDGAR

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