Washington, D.C. 20549









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





(Exact name of registrant as specified in its charter)






(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)


Block 10-1

Blanchardstown Corporate Park, Ballycoolin

Dublin 15, Ireland

Not Applicable

(Address of Principal Executive Offices) (Zip Code)


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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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


Ticker symbol(s)


Name of each exchange on
which registered

American Depositary Shares*   AVDL   NASDAQ Stock Market LLC
Ordinary Shares**       (NASDAQ Global Market)


* American Depositary Shares may be evidenced by American Depository Receipts. Each American Depositary Share represents one (1) Ordinary Share.

** Nominal value $0.01 per share. Not for trading, but only in connection with the listing of American Depositary Shares.






Item 7.01 Regulation FD Disclosure.


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.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits


99.1   Slide Presentation dated September 25, 2019







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.


  By: /s/ Phillandas T. Thompson  
    Phillandas T. Thompson  

Senior Vice President, General Counsel and

Corporate Secretary

Date: September 25, 2019      




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