Major Shareholding Notification • Dec 18, 2025
Major Shareholding Notification
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RNS Number : 1159M
Citadel Group
18 December 2025
Ap27
FORM 8.3
IRISH TAKEOVER PANEL
OPENING POSITION DISCLOSURE/DEALING DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER
RULES, 2022 BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
1. KEY INFORMATION
| (a) Full name of discloser | Citadel Group |
| (b) Owner or controller of interests and short positions disclosed, if different from 1(a) The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named. |
N/A |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates Use a separate form for each offeror/offeree |
AVADEL PHARMACEUTICALS PLC |
| (d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree (Note 1) | N/A |
| (e) Date position held/dealing undertaken For an opening position disclosure, state the latest practicable date prior to the disclosure |
17 December 2025 |
| (f) In addition to the company in 1(c) above, is the discloser 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(c), copy table 2 for each additional class of relevant security.
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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) |
Common Stock ISIN IE00BDGMC594 $0.01 ordinary shares |
|||
| Interests | Short positions | |||
| Number | % | Number | % | |
| (1) Relevant securities owned and/or controlled | 933,881 | 0.95 | 209,054 | 0.21 |
| (2) Cash-settled derivatives | 0 | 0.00 | 0 | 0.00 |
| (3) Stock-settled derivatives (including options) and agreements to purchase/ sell | 257,900 | 0.26 | 786,600 | 0.80 |
| Total | 1,191,781 | 1.21 | 995,654 | 1.01 |
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 PERSON MAKING THE DISCLOSURE (Note 4)
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), 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 |
Purchase/sale | Number of securities |
Price per unit (Note 5) |
| Common | Buy Transaction | 2,156 | 21.3700 USD |
| Common | Buy Transaction | 356 | 21.3703 USD |
| Common | Buy Transaction | 309 | 21.3703 USD |
| Common | Buy Transaction | 305 | 21.3708 USD |
| Common | Buy Transaction | 211 | 21.3726 USD |
| Common | Buy Transaction | 341 | 21.3754 USD |
| Common | Buy Transaction | 280 | 21.3771 USD |
| Common | Buy Transaction | 10 | 21.3800 USD |
| Common | Buy Transaction | 400 | 21.3850 USD |
| Common | Buy Transaction | 2,647 | 21.3896 USD |
| Common | Buy Transaction | 101 | 21.3900 USD |
| Common | Buy Transaction | 1,100 | 21.3918 USD |
| Common | Buy Transaction | 1,532 | 21.3937 USD |
| Common | Buy Transaction | 21 | 21.3948 USD |
| Common | Buy Transaction | 2,018 | 21.3950 USD |
| Common | Buy Transaction | 1,438 | 21.3966 USD |
| Common | Buy Transaction | 400 | 21.3975 USD |
| Common | Buy Transaction | 3,690 | 21.4000 USD |
| Common | Buy Transaction | 79 | 21.4006 USD |
| Common | Buy Transaction | 966 | 21.4014 USD |
| Common | Buy Transaction | 700 | 21.4014 USD |
| Common | Buy Transaction | 600 | 21.4025 USD |
| Common | Buy Transaction | 390 | 21.4038 USD |
| Common | Buy Transaction | 108 | 21.4040 USD |
| Common | Buy Transaction | 860 | 21.4042 USD |
| Common | Buy Transaction | 2,583 | 21.4044 USD |
| Common | Buy Transaction | 190 | 21.4050 USD |
| Common | Buy Transaction | 910 | 21.4055 USD |
| Common | Buy Transaction | 321 | 21.4088 USD |
| Common | Buy Transaction | 65 | 21.4089 USD |
| Common | Buy Transaction | 522 | 21.4092 USD |
| Common | Buy Transaction | 315 | 21.4099 USD |
| Common | Buy Transaction | 6,234 | 21.4100 USD |
| Common | Buy Transaction | 343 | 21.4105 USD |
| Common | Buy Transaction | 1,420 | 21.4111 USD |
| Common | Buy Transaction | 2,208 | 21.4113 USD |
| Common | Buy Transaction | 905 | 21.4127 USD |
| Common | Buy Transaction | 235 | 21.4133 USD |
| Common | Buy Transaction | 300 | 21.4133 USD |
| Common | Buy Transaction | 500 | 21.4140 USD |
| Common | Buy Transaction | 448 | 21.4144 USD |
| Common | Buy Transaction | 1 | 21.4150 USD |
| Common | Buy Transaction | 111 | 21.4150 USD |
| Common | Buy Transaction | 224 | 21.4151 USD |
| Common | Buy Transaction | 100 | 21.4151 USD |
| Common | Buy Transaction | 83 | 21.4160 USD |
| Common | Buy Transaction | 437 | 21.4173 USD |
| Common | Buy Transaction | 40 | 21.4175 USD |
| Common | Buy Transaction | 81 | 21.4195 USD |
| Common | Buy Transaction | 1,317 | 21.4200 USD |
| Common | Buy Transaction | 134 | 21.4230 USD |
| Common | Buy Transaction | 44 | 21.4250 USD |
| Common | Buy Transaction | 505 | 21.4397 USD |
| Common | Sell Transaction | 100 | 21.3800 USD |
| Common | Sell Transaction | 465 | 21.3900 USD |
| Common | Sell Transaction | 300 | 21.3950 USD |
| Common | Sell Transaction | 7,538 | 21.4000 USD |
| Common | Sell Transaction | 495 | 21.4006 USD |
| Common | Sell Transaction | 4,600 | 21.4021 USD |
| Common | Sell Transaction | 2 | 21.4025 USD |
| Common | Sell Transaction | 2,156 | 21.4035 USD |
| Common | Sell Transaction | 438 | 21.4050 USD |
| Common | Sell Transaction | 237 | 21.4062 USD |
| Common | Sell Transaction | 1,071 | 21.4080 USD |
| Common | Sell Transaction | 1,550 | 21.4083 USD |
| Common | Sell Transaction | 4,883 | 21.4100 USD |
| Common | Sell Transaction | 1,394 | 21.4114 USD |
| Common | Sell Transaction | 10 | 21.4140 USD |
| Common | Sell Transaction | 559 | 21.4145 USD |
| Common | Sell Transaction | 59 | 21.4146 USD |
| Common | Sell Transaction | 347 | 21.4149 USD |
| Common | Sell Transaction | 85 | 21.4150 USD |
| Common | Sell Transaction | 372 | 21.4163 USD |
| Common | Sell Transaction | 634 | 21.4164 USD |
| Common | Sell Transaction | 595 | 21.4170 USD |
| Common | Sell Transaction | 529 | 21.4176 USD |
| Common | Sell Transaction | 33 | 21.4176 USD |
| Common | Sell Transaction | 1,130 | 21.4193 USD |
| Common | Sell Transaction | 1,200 | 21.4200 USD |
| Common | Sell Transaction | 1,436 | 21.4252 USD |
| Common | Sell Transaction | 100 | 21.4300 USD |
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(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 6) |
Price per unit (Note 5) |
(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 6) |
Exercise price per unit |
Type e.g. American, European etc. |
Expiry date |
Option money paid/ received per unit |
| Common | Call Option | Buy Transaction | 3,300 | 20.0000 USD | American | 2025-12-19 | 1.3500 USD |
| Common | Call Option | Buy Transaction | 400 | 20.0000 USD | American | 2026-01-16 | 1.5800 USD |
| Common | Call Option | Buy Transaction | 100 | 15.0000 USD | American | 2026-01-16 | 6.4000 USD |
| Common | Call Option | Sell Transaction | 500 | 25.0000 USD | American | 2026-01-16 | 0.0400 USD |
| Common | Call Option | Sell Transaction | 2,500 | 22.5000 USD | American | 2026-01-16 | 0.0900 USD |
| Common | Call Option | Sell Transaction | 100 | 22.5000 USD | American | 2026-03-20 | 0.1000 USD |
| Common | Call Option | Sell Transaction | 200 | 20.0000 USD | American | 2026-03-20 | 1.5500 USD |
| Common | Call Option | Sell Transaction | 200 | 15.0000 USD | American | 2027-01-15 | 6.5600 USD |
(ii) Exercise
| Class of relevant security |
Product description e.g. call option |
Exercising/ exercised against |
Number of securities |
Exercise price per unit (Note 5) |
(d) Other dealings (including transactions in respect of new securities) (Note 3)
| Class of relevant security |
Nature of dealing e.g. subscription, conversion, exercise |
Details | Price per unit (if applicable) (Note 5) |
Ap30
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 person 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? | YES |
| Date of disclosure | 18 December 2025 |
| Contact name | Paula Santos |
| Telephone number | 020 7645 9700 |
Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory Information Service.
Ap32
SUPPLEMENTAL FORM 8
IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 8.1, RULE 8.3, RULE 38.5(b) AND
RULE 38.6 OF THE IRISH TAKEOVER PANEL ACT, 1997,
TAKEOVER RULES, 2022
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING
OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL AND
RIGHTS TO SUBSCRIBE FOR NEW SECURITIES
1. KEY INFORMATION
| Full name of person making disclosure: |
Citadel Group |
| Name of offeror/offeree in relation to whose relevant securities the disclosure relates: |
AVADEL PHARMACEUTICALS PLC |
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
| Class of relevant security |
Product description e.g. call option |
Written or purchased |
Number of securities to which option or derivative relates |
Exercise price per unit |
Type e.g. American, European etc. |
Expiry date |
| Common | Call Option | Purchased | 0 | 25.0 USD | American | 20/03/2026 |
| Common | Put Option | Purchased | -44,400 | 10.0 USD | American | 16/01/2026 |
| Common | Call Option | Purchased | 0 | 25.0 USD | American | 15/01/2027 |
| Common | Call Option | Purchased | 2,200 | 20.0 USD | American | 18/06/2026 |
| Common | Call Option | Purchased | 4,200 | 17.5 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -60,700 | 15.0 USD | American | 16/01/2026 |
| Common | Put Option | Purchased | -1,000 | 17.5 USD | American | 18/06/2026 |
| Common | Put Option | Purchased | -100 | 15.0 USD | American | 15/01/2027 |
| Common | Put Option | Purchased | -3,800 | 15.0 USD | American | 20/03/2026 |
| Common | Call Option | Purchased | 15,800 | 22.5 USD | American | 20/03/2026 |
| Common | Put Option | Purchased | -2,900 | 7.5 USD | American | 19/12/2025 |
| Common | Put Option | Purchased | -4,700 | 15.0 USD | American | 19/12/2025 |
| Common | Call Option | Purchased | 4,500 | 22.5 USD | American | 15/01/2027 |
| Common | Put Option | Purchased | -100 | 7.5 USD | American | 20/03/2026 |
| Common | Call Option | Purchased | 4,900 | 15.0 USD | American | 15/01/2027 |
| Common | Put Option | Purchased | -900 | 25.0 USD | American | 20/03/2026 |
| Common | Put Option | Purchased | -3,000 | 12.5 USD | American | 20/03/2026 |
| Common | Put Option | Purchased | -100 | 20.0 USD | American | 18/06/2026 |
| Common | Put Option | Purchased | 0 | 12.5 USD | American | 15/01/2027 |
| Common | Put Option | Purchased | 0 | 10.0 USD | American | 20/03/2026 |
| Common | Call Option | Purchased | 900 | 7.5 USD | American | 19/12/2025 |
| Common | Put Option | Purchased | -200 | 17.5 USD | American | 20/03/2026 |
| Common | Call Option | Purchased | 86,200 | 20.0 USD | American | 19/12/2025 |
| Common | Call Option | Purchased | 5,600 | 12.5 USD | American | 15/01/2027 |
| Common | Call Option | Purchased | 0 | 5.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 1,600 | 12.5 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -10,000 | 17.5 USD | American | 20/03/2026 |
| Common | Call Option | Sold | -10,800 | 17.5 USD | American | 19/12/2025 |
| Common | Put Option | Sold | 4,400 | 17.5 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -6,200 | 12.5 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -100 | 35.0 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 8,200 | 10.0 USD | American | 19/12/2025 |
| Common | Put Option | Sold | 59,000 | 5.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -2,200 | 25.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -38,000 | 15.0 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -45,800 | 20.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -6,700 | 20.0 USD | American | 20/03/2026 |
| Common | Call Option | Sold | -63,500 | 12.5 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -7,500 | 7.5 USD | American | 15/01/2027 |
| Common | Call Option | Sold | -2,600 | 30.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -9,600 | 7.5 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -2,100 | 12.5 USD | American | 20/03/2026 |
| Common | Call Option | Sold | -34,200 | 5.0 USD | American | 15/01/2027 |
| Common | Call Option | Sold | -179,300 | 10.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -32,400 | 22.5 USD | American | 16/01/2026 |
| Common | Put Option | Sold | 2,000 | 17.5 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -5,600 | 22.5 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -100 | 30.0 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -13,400 | 10.0 USD | American | 15/01/2027 |
| Common | Put Option | Sold | 5,500 | 12.5 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -30,000 | 15.0 USD | American | 20/03/2026 |
| Common | Call Option | Sold | -4,800 | 17.5 USD | American | 15/01/2027 |
| Common | Put Option | Sold | 27,700 | 20.0 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -5,100 | 10.0 USD | American | 19/12/2025 |
| Common | Call Option | Sold | -147,800 | 15.0 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -100 | 20.0 USD | American | 15/01/2027 |
| Common | Put Option | Sold | 24,900 | 7.5 USD | American | 16/01/2026 |
| Common | Call Option | Sold | -6,800 | 25.0 USD | American | 19/12/2025 |
| Common | Put Option | Sold | 300 | 20.0 USD | American | 20/03/2026 |
3. AGREEMENTS TO PURCHASE OR SELL
| Full details should be given so that the nature of the interest or position can be fully understood: |
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4. RIGHTS TO SUBSCRIBE FOR NEW SECURITIES (INCLUDING DIRECTORS' AND OTHER EMPLOYEE OPTIONS)
| Class of relevant security in relation to which subscription right exists: | |
| Details, including nature of the rights concerned and relevant percentages: |
It is not necessary to provide details on a Supplemental Form with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.
References in these notes to "the Rules" are to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022.
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