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): February 10, 2020 (February 10, 2020)

WARNER CHILCOTT LIMITED

(Exact name of registrant as specified in its charter)

Bermuda

001-36887

98-0496358

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Canon’s Court

Victoria Place, 5th Floor

Hamilton HM 10

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))

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:

None.


Item 7.01	Regulation FD Disclosure.

The information in this report (including the exhibits) is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

On February 10, 2020, Allergan plc (the “Company”), of which Warner Chilcott Limited is a consolidated subsidiary, issued a press release announcing the Company’s financial results for the three and twelve months ended December 31, 2019. The Company furnished the press release as Exhibit 99.1 to a Current Report on Form 8-K filed on February 10, 2020. 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

Allergan plc Press Release dated February 10, 2020 (incorporated by reference to Exhibit 99.1 to the Allergan plc Current Report on Form 8-K, filed with the SEC on February 10, 2020).

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: February 10, 2020

	Warner Chilcott Limited

	By:		/s/ A. Robert D. Bailey
	Name:		A. Robert D. Bailey
	Title:		Secretary

Exhibit Index

EXHIBIT

NO.

DESCRIPTION

99.1

Allergan plc Press Release dated February 10, 2020 (incorporated by reference to Exhibit 99.1 to the Allergan plc Current Report on Form 8-K, filed with the SEC on February 10, 2020).

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

Warner Chilcott Ltd 8-K