v3.26.1
Business Combination (Tables) - Avadel Pharmaceuticals Plc
3 Months Ended
Mar. 31, 2026
Business Combination [Line Items]  
Schedule of the Total of Purchase Consideration

The total preliminary purchase consideration related to the Avadel Acquisition was as follows:

 

(In thousands)

 

Amount

 

Cash consideration paid for Avadel’s ordinary shares

 

$

2,064,310

 

Cash consideration paid for cash settlement of Avadel equity awards

 

 

134,897

 

Fair value of CVR contingent consideration

 

 

107,713

 

Total preliminary purchase consideration

 

$

2,306,920

 

Schedule of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimates of the fair value of assets acquired and liabilities assumed as of the Closing Date:

 

(In thousands)

 

February 12, 2026

 

Acquired Assets:

 

 

 

Cash and cash equivalents

 

$

114,135

 

Receivables

 

 

50,389

 

Inventory

 

 

147,323

 

Prepaid expenses and other current assets

 

 

13,483

 

Property, plant and equipment

 

 

796

 

Right-of-use assets

 

 

2,297

 

Intangible assets

 

 

1,794,900

 

Deferred tax assets

 

 

1,244

 

Other assets

 

 

6,551

 

Total fair value of assets acquired

 

$

2,131,118

 

Assumed Liabilities:

 

 

 

Accounts payable and accrued expenses

 

$

124,654

 

Accrued sales discounts, allowances and reserves

 

 

24,969

 

Operating lease liabilities

 

 

2,296

 

Deferred tax liability

 

 

183,129

 

Other long-term liabilities

 

 

2,152

 

Total recognized identifiable net assets acquired and liabilities assumed

 

$

1,793,918

 

Goodwill

 

 

513,002

 

Preliminary fair value of total consideration

 

$

2,306,920

 

Contingent consideration

 

 

107,713

 

Total Cash Consideration Paid

 

$

2,199,207

 

Schedule of Identifiable Intangible Assets Acquired

The identifiable intangible assets acquired included the following:

 

(In thousands)

 

 

 

LUMRYZ

 

$

1,768,600

 

In-process research and development

 

 

26,300

 

Total identifiable intangible assets

 

$

1,794,900

 

Schedule of Revenue Growth that may be Anticipated The following unaudited pro forma information has been prepared for comparative purposes only and is not necessarily indicative of the results of operations had the Avadel Acquisition occurred on the assumed date, nor is it necessarily an indication of future operating results.

 

 

 

Three Months Ended March 31,

 

(In thousands)

 

2026

 

 

2025

 

Revenues

 

$

425,740

 

 

$

359,021

 

Net loss

 

 

(35,860

)

 

 

(125,578

)