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 | Bank of America Corporation |
| (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. | |
| (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) | |
| (e) Date position held/dealing undertaken For an opening position disclosure, state the latest practicable date prior to the disclosure | 22/10/2025 |
| (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" | No |
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.
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 | 0.01 ordinary shares | |||
| | Interests | Short positions | ||
| Number | % | Number | % | |
| (1) Relevant securities owned and/or controlled | 2,478,603 | 2.545% | 360,116 | 0.370% |
| (2) Cash-settled derivatives | 280,776 | 0.288% | 1,349,043 | 1.305 % |
| (3) Stock-settled derivatives (including options) and agreements to purchase/ sell | 0 | 0.000% | 0 | 0.000% |
| Total | 2,759,379
| 2.833%
| 1,709,159
| 1.755%
|
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 | Purchase/sale | Number of | Price per unit |
| USD 0.01 common | Purchase | 15 | 18.5 USD |
| USD 0.01 common | Purchase | 91 | 18.51 USD |
| USD 0.01 common | Purchase | 361 | 18.52 USD |
| USD 0.01 common | Purchase | 330 | 18.525 USD |
| USD 0.01 common | Purchase | 44,671 | 18.525001 USD |
| USD 0.01 common | Purchase | 5 | 18.526 USD |
| USD 0.01 common | Purchase | 806 | 18.53 USD |
| USD 0.01 common | Purchase | 54,233 | 18.54 USD |
| USD 0.01 common | Purchase | 15 | 18.542 USD |
| USD 0.01 common | Purchase | 15 | 18.542667 USD |
| USD 0.01 common | Purchase | 7 | 18.542858 USD |
| USD 0.01 common | Purchase | 25,596 | 18.545 USD |
| USD 0.01 common | Purchase | 397 | 18.545013 USD |
| USD 0.01 common | Purchase | 191 | 18.545027 USD |
| USD 0.01 common | Purchase | 105 | 18.545048 USD |
| USD 0.01 common | Purchase | 103 | 18.545049 USD |
| USD 0.01 common | Purchase | 73 | 18.545069 USD |
| USD 0.01 common | Purchase | 122,929 | 18.55 USD |
| USD 0.01 common | Purchase | 18 | 18.553334 USD |
| USD 0.01 common | Purchase | 6,688 | 18.553601 USD |
| USD 0.01 common | Purchase | 17,000 | 18.555 USD |
| USD 0.01 common | Purchase | 519 | 18.55501 USD |
| USD 0.01 common | Purchase | 275 | 18.555019 USD |
| USD 0.01 common | Purchase | 175 | 18.555029 USD |
| USD 0.01 common | Purchase | 25 | 18.5552 USD |
| USD 0.01 common | Purchase | 27,173 | 18.555641 USD |
| USD 0.01 common | Purchase | 24 | 18.556667 USD |
| USD 0.01 common | Purchase | 79 | 18.56 USD |
| USD 0.01 common | Purchase | 36 | 18.566389 USD |
| USD 0.01 common | Purchase | 52,633 | 18.566586 USD |
| USD 0.01 common | Purchase | 17 | 18.567059 USD |
| USD 0.01 common | Purchase | 29 | 18.567587 USD |
| USD 0.01 common | Purchase | 26 | 18.568462 USD |
| USD 0.01 common | Purchase | 17 | 18.569412 USD |
| USD 0.01 common | Purchase | 57 | 18.57 USD |
| USD 0.01 common | Purchase | 17 | 18.571177 USD |
| USD 0.01 common | Purchase | 14 | 18.572858 USD |
| USD 0.01 common | Purchase | 13 | 18.573077 USD |
| USD 0.01 common | Purchase | 18 | 18.578889 USD |
| USD 0.01 common | Purchase | 19 | 18.578948 USD |
| USD 0.01 common | Purchase | 72 | 18.58 USD |
| USD 0.01 common | Purchase | 15 | 18.582667 USD |
| USD 0.01 common | Purchase | 19 | 18.589474 USD |
| USD 0.01 common | Purchase | 95 | 18.59 USD |
| USD 0.01 common | Purchase | 15 | 18.592 USD |
| USD 0.01 common | Purchase | 7,078 | 18.5959 USD |
| USD 0.01 common | Purchase | 253 | 18.6 USD |
| USD 0.01 common | Purchase | 74 | 18.61 USD |
| USD 0.01 common | Purchase | 74 | 18.62 USD |
| USD 0.01 common | Purchase | 250,000 | 18.5 USD |
| USD 0.01 common | Purchase | 120,000 | 18.55 USD |
| USD 0.01 common | Purchase | 250,000 | 18.56 USD |
| USD 0.01 common | Purchase | 500,000 | 18.63 USD |
| USD 0.01 common | Purchase | 18 | 18.47 USD |
| USD 0.01 common | Purchase | 18 | 18.48 USD |
| USD 0.01 common | Purchase | 1 | 18.5 USD |
| USD 0.01 common | Purchase | 66 | 18.5073 USD |
| USD 0.01 common | Purchase | 426 | 18.51 USD |
| USD 0.01 common | Purchase | 81 | 18.512 USD |
| USD 0.01 common | Purchase | 55 | 18.5129 USD |
| USD 0.01 common | Purchase | 67 | 18.5155 USD |
| USD 0.01 common | Purchase | 88 | 18.5162 USD |
| USD 0.01 common | Purchase | 828 | 18.52 USD |
| USD 0.01 common | Purchase | 63 | 18.5203 USD |
| USD 0.01 common | Purchase | 77 | 18.5205 USD |
| USD 0.01 common | Purchase | 10,635 | 18.525 USD |
| USD 0.01 common | Purchase | 80 | 18.5262 USD |
| USD 0.01 common | Purchase | 60 | 18.5287 USD |
| USD 0.01 common | Purchase | 81 | 18.529 USD |
| USD 0.01 common | Purchase | 706 | 18.53 USD |
| USD 0.01 common | Purchase | 45 | 18.5325 USD |
| USD 0.01 common | Purchase | 49 | 18.5357 USD |
| USD 0.01 common | Purchase | 84 | 18.5372 USD |
| USD 0.01 common | Purchase | 1,186 | 18.54 USD |
| USD 0.01 common | Purchase | 31,459 | 18.540195 USD |
| USD 0.01 common | Purchase | 67 | 18.5403 USD |
| USD 0.01 common | Purchase | 32,480 | 18.541379 USD |
| USD 0.01 common | Purchase | 62 | 18.5436 USD |
| USD 0.01 common | Purchase | 800 | 18.545 USD |
| USD 0.01 common | Purchase | 75 | 18.5487 USD |
| USD 0.01 common | Purchase | 36 | 18.55 USD |
| USD 0.01 common | Purchase | 400 | 18.555 USD |
| USD 0.01 common | Purchase | 18 | 18.56 USD |
| USD 0.01 common | Purchase | 12 | 18.58 USD |
| USD 0.01 common | Purchase | 6 | 18.59 USD |
| USD 0.01 common | Purchase | 21 | 18.6 USD |
| USD 0.01 common | Purchase | 18 | 18.61 USD |
| USD 0.01 common | Purchase | 14 | 18.62 USD |
| Class of relevant | Purchase/sale | Number of | Price per unit |
| USD 0.01 common | Sale | 10,376 | 18.47 USD |
| USD 0.01 common | Sale | 2,201 | 18.48 USD |
| USD 0.01 common | Sale | 11,400 | 18.485 USD |
| USD 0.01 common | Sale | 5,993 | 18.49 USD |
| USD 0.01 common | Sale | 24,280 | 18.5 USD |
| USD 0.01 common | Sale | 71,450 | 18.51 USD |
| USD 0.01 common | Sale | 28 | 18.515 USD |
| USD 0.01 common | Sale | 1,771 | 18.52 USD |
| USD 0.01 common | Sale | 787 | 18.525007 USD |
| USD 0.01 common | Sale | 3,475 | 18.525802 USD |
| USD 0.01 common | Sale | 28 | 18.526072 USD |
| USD 0.01 common | Sale | 27 | 18.528889 USD |
| USD 0.01 common | Sale | 22,643 | 18.53 USD |
| USD 0.01 common | Sale | 282 | 18.54 USD |
| USD 0.01 common | Sale | 24 | 18.541667 USD |
| USD 0.01 common | Sale | 25 | 18.5424 USD |
| USD 0.01 common | Sale | 25 | 18.5436 USD |
| USD 0.01 common | Sale | 103,758 | 18.545 USD |
| USD 0.01 common | Sale | 600 | 18.545017 USD |
| USD 0.01 common | Sale | 33 | 18.545152 USD |
| USD 0.01 common | Sale | 17 | 18.545295 USD |
| USD 0.01 common | Sale | 28 | 18.546072 USD |
| USD 0.01 common | Sale | 300 | 18.5475 USD |
| USD 0.01 common | Sale | 26 | 18.548462 USD |
| USD 0.01 common | Sale | 33 | 18.548788 USD |
| USD 0.01 common | Sale | 24 | 18.549584 USD |
| USD 0.01 common | Sale | 156,297 | 18.55 USD |
| USD 0.01 common | Sale | 27 | 18.551112 USD |
| USD 0.01 common | Sale | 7,488 | 18.555 USD |
| USD 0.01 common | Sale | 9,502 | 18.557801 USD |
| USD 0.01 common | Sale | 3,205 | 18.56 USD |
| USD 0.01 common | Sale | 147,162 | 18.565 USD |
| USD 0.01 common | Sale | 13,789 | 18.565001 USD |
| USD 0.01 common | Sale | 19 | 18.565264 USD |
| USD 0.01 common | Sale | 4,507 | 18.57 USD |
| USD 0.01 common | Sale | 8,706 | 18.5734 USD |
| USD 0.01 common | Sale | 21,486 | 18.575 USD |
| USD 0.01 common | Sale | 2,693 | 18.575002 USD |
| USD 0.01 common | Sale | 285 | 18.575018 USD |
| USD 0.01 common | Sale | 269 | 18.575019 USD |
| USD 0.01 common | Sale | 259 | 18.57502 USD |
| USD 0.01 common | Sale | 227 | 18.575023 USD |
| USD 0.01 common | Sale | 193 | 18.575026 USD |
| USD 0.01 common | Sale | 151 | 18.575034 USD |
| USD 0.01 common | Sale | 2,400 | 18.5775 USD |
| USD 0.01 common | Sale | 3,793 | 18.59 USD |
| USD 0.01 common | Sale | 18,994 | 18.595 USD |
| USD 0.01 common | Sale | 1,585 | 18.595004 USD |
| USD 0.01 common | Sale | 231 | 18.595022 USD |
| USD 0.01 common | Sale | 163 | 18.595031 USD |
| USD 0.01 common | Sale | 131 | 18.595039 USD |
| USD 0.01 common | Sale | 103 | 18.595049 USD |
| USD 0.01 common | Sale | 10 | 18.6 USD |
| USD 0.01 common | Sale | 17,000 | 18.605 USD |
| USD 0.01 common | Sale | 383 | 18.605014 USD |
| USD 0.01 common | Sale | 29,341 | 18.61 USD |
| USD 0.01 common | Sale | 1,000 | 18.615 USD |
| USD 0.01 common | Sale | 1,051 | 18.615005 USD |
| USD 0.01 common | Sale | 177 | 18.615029 USD |
| USD 0.01 common | Sale | 35,188 | 18.62 USD |
| USD 0.01 common | Sale | 1,418 | 18.625 USD |
| USD 0.01 common | Sale | 4,900 | 18.63 USD |
| USD 0.01 common | Sale | 19,402 | 18.635 USD |
| USD 0.01 common | Sale | 136,650 | 18.635001 USD |
| USD 0.01 common | Sale | 3,500 | 18.6375 USD |
| USD 0.01 common | Sale | 330 | 18.64 USD |
| USD 0.01 common | Sale | 250,000 | 18.54 USD |
| USD 0.01 common | Sale | 200,000 | 18.55 USD |
| USD 0.01 common | Sale | 44,971 | 18.525 USD |
| USD 0.01 common | Sale | 6 | 18.54 USD |
| USD 0.01 common | Sale | 2,364 | 18.543727 USD |
| USD 0.01 common | Sale | 1,844 | 18.543867 USD |
| USD 0.01 common | Sale | 1,128 | 18.545931 USD |
| USD 0.01 common | Sale | 6 | 18.55 USD |
| USD 0.01 common | Sale | 6 | 18.56 USD |
| USD 0.01 common | Sale | 6 | 18.58 USD |
(b) Cash-settled derivative transactions
| Class of | Product | Nature of dealing | Number of | Price
USD |
| USD 0.01 common | Swaps | Reducing a short position | 920 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 21 | 18.5459310 USD |
| USD 0.01 common | Swaps | Reducing a long position | 33699 | 18.5460870 USD |
| USD 0.01 common | Swaps | Reducing a long position | 1800 | 18.5460870 USD |
| USD 0.01 common | Swaps | Reducing a short position | 42 | 18.5438670 USD |
| USD 0.01 common | Swaps | Closing a Short Position | 2364 | 18.5437270 USD |
| USD 0.01 common | Swaps | Opening a Short position | 26761 | 18.5403950 USD |
| USD 0.01 common | Swaps | Reducing a long position | 3517 | 18.5460870 USD |
| USD 0.01 common | Swaps | Reducing a long position | 44671 | 18.5250000 USD |
| USD 0.01 common | Swaps | Reducing a short position | 89 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 44671 | 18.5250000 USD |
| USD 0.01 common | Swaps | Reducing a long position | 824 | 18.5460870 USD |
| USD 0.01 common | Swaps | Reducing a long position | 100 | 18.5460870 USD |
| USD 0.01 common | Swaps | Reducing a short position | 1628 | 18.5732000 USD |
| USD 0.01 common | Swaps | Opening a long position | 4442 | 18.5576000 |
| USD 0.01 common | Swaps | Reducing a short position | 3409 | 18.5243000 USD |
| USD 0.01 common | Swaps | Reducing a short position | 619 | 18.5459310 USD |
| USD 0.01 common | Swaps | Reducing a short position | 24 | 18.5459310 USD |
| USD 0.01 common | Swaps | Opening a Short position | 4698 | 18.5403950 USD |
| USD 0.01 common | Swaps | Reducing a short position | 53 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 64 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 3 | 18.5459310 USD |
| USD 0.01 common | Swaps | Increasing a long position | 300 | 18.5245000 USD |
| USD 0.01 common | Swaps | Reducing a long position | 35257 | 18.5826640 USD |
| USD 0.01 common | Swaps | Opening a Short position | 7078 | 18.5961000 USD |
| USD 0.01 common | Swaps | Reducing a short position | 5060 | 18.5576000 USD |
| USD 0.01 common | Swaps | Reducing a short position | 66 | 18.5243000 USD |
| USD 0.01 common | Swaps | Reducing a short position | 84 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 28 | 18.5459310 USD |
| USD 0.01 common | Swaps | Closing a Short Position | 3 | 18.5459310 USD |
| USD 0.01 common | Swaps | Opening a Short position | 32480 | 18.5416790 USD |
| USD 0.01 common | Swaps | Reducing a long position | 4609 | 18.5826640 USD |
| USD 0.01 common | Swaps | Reducing a short position | 72 | 18.5459310 USD |
| USD 0.01 common | Swaps | Reducing a short position | 7078 | 18.5732000 USD |
| USD 0.01 common | Swaps | Reducing a short position | 72 | 18.5438670 USD |
| USD 0.01 common | Swaps | Closing a Short Position | 169 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 351 | 18.5438670 USD |
| USD 0.01 common | Swaps | Reducing a short position | 358 | 18.5459310 USD |
| USD 0.01 common | Swaps | Increasing a short position | 6688 | 18.5538000 USD |
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
| Class of | Product | Writing, purchasing, selling, varying | Number | Exercise | Type | Expiry | Option |
| N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
(ii) Exercise
| Class of | Product | Exercising/ | Number of | Exercise |
| N/A | N/A | N/A | N/A | N/A |
(d) Other dealings (including transactions in respect of new securities) (Note 3)
| Class of | Nature of dealing | Details | Price per unit (if |
| 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 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" |
|
|
(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. |
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(c) Attachments
| Is a Supplemental Form 8 attached? | No |
| Date of disclosure | 23/10/2025 |
| Contact name | Kamil Dziedzic |
| Telephone number | +353 86 168 4821 |
Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory Information Service.
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