Current Report Filing (8-k)
September 25 2019 - 5:27PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13
or 15(d)
of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): September 25, 2019
AVADEL PHARMACEUTICALS PLC
(Exact
name of registrant as specified in its charter)
Ireland
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001-37977
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98-1341933
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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Block 10-1
Blanchardstown Corporate Park, Ballycoolin
Dublin 15, Ireland
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Not Applicable
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s
telephone number, including area code: +353 1 485 1200
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section
12(b) of the Act:
Title
of each class
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Ticker
symbol(s)
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Name
of each exchange on
which registered
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American Depositary Shares*
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AVDL
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NASDAQ Stock Market LLC
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Ordinary Shares**
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(NASDAQ Global Market)
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*
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American Depositary Shares may be evidenced by American Depository Receipts. Each American Depositary
Share represents one (1) Ordinary Share.
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**
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Nominal value $0.01 per share. Not for trading, but
only in connection with the listing of American Depositary Shares.
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Item 7.01
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Regulation FD Disclosure.
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On September 25, 2019, Dr. Michael Thorpy, Director of the Sleep-Wake
Disorders Center at the Montefiore Medical Center and Professor of Clinical Neurology at Albert Einstein College of Medicine, will
provide an oral presentation relating to the pharmacokinetic (PK) data derived from four Phase 1 studies of the once-nightly sodium
oxybate product, FT218, being developed by Avadel Pharmaceuticals plc. A copy of the slide presentation to be used in the presentation
is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information responsive to Item 7.01 of this Form 8-K, including
Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange
Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933 or the Exchange Act, except as may be expressly set forth by specific reference in such a filing.
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Item 9.01
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Financial Statements and Exhibits.
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SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AVADEL PHARMACEUTICALS PLC
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By:
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/s/ Phillandas T. Thompson
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Phillandas T. Thompson
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Senior Vice President, General Counsel and
Corporate Secretary
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Date: September 25, 2019
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