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): November 5, 2014
WARNER CHILCOTT LIMITED
(Exact name of registrant as specified in its charter)
| Bermuda | 333-199019 | 98-0496358 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Cannon’s Court 22
Victoria Street
Hamilton HM 12
Bermuda
(Address of Principal Executive Offices)
(441) 295-2244
(Registrant’s telephone number, including area code)
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)) |
| Item 7.01 | Regulation FD Disclosure. |
The information furnished in this Item 7.01 and in Exhibit 99.1 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, nor shall it be deemed to be incorporated by reference in any filing of Warner Chilcott Limited, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
On November 5, 2014, Actavis plc (the “Company”), of which Warner Chilcott Limited is a consolidated subsidiary, issued a press release announcing that beginning with the third quarter of 2014, the Company is presenting its operating results in three revenue-producing segments: North American Brands, North American Generics and International and Anda Distribution. The Company furnished the press release as Exhibit 99.1 to a Current Report on Form 8-K filed on November 5, 2014.
The Company financial information contained in the press release includes, on a consolidated basis, information regarding Warner Chilcott Limited’s results of operations and financial condition.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| EXHIBIT NO. |
DESCRIPTION | |
| 99.1 | Actavis plc Press Release dated November 5, 2014 (Exhibit 99.1 to the Actavis plc Current Report on Form 8-K dated November 5, 2014 relating to changes in Actavis plc’s segment reporting) is incorporated herein by reference. | |
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.
Dated: November 5, 2014
| Warner Chilcott Limited | ||
| By: | /s/ R. Todd Joyce | |
| Name: | R. Todd Joyce | |
| Title: | Chief Financial Officer | |
Exhibit Index
| EXHIBIT NO. |
DESCRIPTION | |
| 99.1 | Actavis plc Press Release dated November 5, 2014 (Exhibit 99.1 to the Actavis plc Current Report on Form 8-K dated November 5, 2014 relating to changes in Actavis plc’s segment reporting is incorporated herein by reference). | |