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AVADEL PHARMACEUTICALS PLC

Regulatory Filings Jan 8, 2024

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) : January 8, 2024

AVADEL PHARMACEUTICALS PLC

(Exact name of registrant as specified in its charter)

Ireland 001-37977 98-1341933
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

| 10
Earlsfort Terrace Dublin 2 , Ireland , D02
T380 | Not Applicable |
| --- | --- |
| (Address of principal executive offices) | (Zip Code) |

Registrant’s telephone number, including area code : + 353 1 901-5201

Not applicable

(Former name or former address, if changed since last report)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
American
Depositary Shares* Ordinary Shares, nominal value
$0.01 per share** AVDL N/A The Nasdaq Global Market

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

** Not for trading, but only in connection with the listing of American Depositary Shares on The Nasdaq Global Market.

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. ¨

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Item 2.02 Results of Operation and Financial Condition.

Avadel Pharmaceuticals plc (the “Company”) expects to report that its net product revenue received from sales of LUMRYZ in the United States equaled approximately $19 million and $28 million for the quarter and year ended December 31, 2023, respectively. Although the Company has not finalized its financial results for the twelve months ended December 31, 2023, the Company currently anticipates that its cash, cash equivalents and marketable securities were approximately $105 million as of December 31, 2023. This information is unaudited and does not present all information necessary for an understanding of the Company’s financial condition as of December 31, 2023 and its results of operations for the twelve months ended December 31, 2023. The audit of the Company’s financial statements for the year ended December 31, 2023, is ongoing and could result in changes to the information set forth above.

Item 8.01 Other Events

On January 8, 2024, the Company issued a press release providing an update on the launch of LUMRYZ and other business highlights.

The full text of the press release regarding the announcement is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Exhibits

(d) Exhibits

| 99.1 | Press
release issued by Avadel Pharmaceuticals plc on January 8, 2024. |
| --- | --- |
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

By: /s/ Jerad G. Seurer
Date: January 8, 2024 Name: Jerad G. Seurer
Title: General Counsel & Corporate Secretary

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