Podstawowe statystyki
| LEI | 549300LMDE3RUP8Z3L60 |
| CIK | 1567892 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Mallinckrodt PLC
SEC Filings (Chronological Order)
Na tej stronie znajduje się pełna, chronologiczna lista zgłoszeń SEC, z wyłączeniem zgłoszeń własności, które udostępniamy gdzie indziej.
| June 3, 2026 |
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): June 2, 2026 Keenova Therapeutics plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission F |
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| May 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Keenova Therapeutics plc (Exact name of registrant as specified in its charter) Ireland 001-35803 (State or other jurisdiction of incorporation) (Commission File Number) College Business & Technology Park, Cruiserath, Blanchardstown, Dublin 15, Ireland (Address of principal executive offic |
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| May 29, 2026 |
Exhibit 1.01 Conflict Minerals Report Introduction Keenova Therapeutics plc, formerly Mallinckrodt plc, is a global business consisting of multiple wholly owned subsidiaries (collectively, “Keenova” or “the Company”) that develop, manufacture and commercialize a portfolio of branded therapeutics for the treatment of rare or unaddressed diseases in the specialty areas of rheumatology, ophthalmology |
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| May 12, 2026 |
Exhibit 10.19 CEO PSU Award Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF PERFORMANCE RESTRICTED UNIT AWARD PERFORMANCE RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1.Grant of Performance Restricted Units. Keenova Therapeutics plc (the “Company”) has granted to you a target number of [] Performance Restricted Units subject to the pr |
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| May 12, 2026 |
Exhibit 10.6 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on September 7, 2025 (the “Effective Date”) by and between ST Shared Services LLC, a Delaware limited liability company, or any successor thereto (the “Company”), and Dr. Marek Honczarenko (the “Executive”) (collectively referred to as “Parties” or individually referred to as a “Party”). WHEREAS, the Com |
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| May 12, 2026 |
Exhibit 99.2 KEENOVA THERAPEUTICS PLC The following unaudited non-GAAP pro forma combined net sales and adjusted EBITDA are derived from the historical consolidated financial statements of Keenova Therapeutics plc (formerly known as Mallinckrodt plc, “Keenova” or the “Company”) and Endo LP (formerly known as Endo, Inc., “Endo”). This supplemental information contains “non-GAAP“ financial measures |
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| May 12, 2026 |
Exhibit 10.18 CEO RSU Award Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF RESTRICTED UNIT AWARD RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1.Grant of Restricted Units. Keenova Therapeutics plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. [] of the Restric |
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| May 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35803 Keenova Therapeutics |
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| May 12, 2026 |
Exhibit 4.7 SIXTH SUPPLEMENTAL INDENTURE Supplemental Indenture (this “Supplemental Indenture”), dated as of March 5, 2026, among Mallinckrodt Finance Management Ireland Limited, a private limited company under the laws of Ireland (company registration number 572534) (“MFMIL”) (the “Guaranteeing Subsidiary”), Endo Finance Holdings LP (f/k/a Endo Finance Holdings, Inc.), a Delaware limited partners |
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| May 12, 2026 |
ENDO USA, INC. EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.8 ENDO USA, INC. EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT (this “Agreement”) is hereby effective as of May 10, 2024 (the “Effective Date”), by and between Endo USA, Inc. (the “Company”), a wholly-owned subsidiary of Endo, Inc. (“Endo”), and Mark Bradley (“Executive”) (hereinafter collectively referred to as “the parties”). In consideration of the respective agreements of the partie |
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| May 12, 2026 |
Exhibit 10.14 [Director Form] Mallinckrodt Pharmaceuticals2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Restricted Unit Award RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hol |
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| May 12, 2026 |
First Lien Intercreditor Agreement Supplement Exhibit 10.11 First Lien Intercreditor Agreement Supplement SUPPLEMENT NO. 6 dated as of March 13, 2026 (this “Supplement”), to the FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 23, 2024 (the “First Lien Intercreditor Agreement”), among Endo LP (f/k/a Endo, Inc.) (“Holdings”), Endo Finance Holdings LP (f/k/a Endo Finance Holdings, Inc.) (“Borrower”), the other Grantors party thereto, Goldma |
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| May 12, 2026 |
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): May 12, 2026 Keenova Therapeutics plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 12, 2026 |
ENDO, INC. STOCK AWARD NOTICE UNDER THE 2024 STOCK INCENTIVE PLAN (EMPLOYEE FORM) Exhibit 10.12 ENDO, INC. STOCK AWARD NOTICE UNDER THE 2024 STOCK INCENTIVE PLAN (EMPLOYEE FORM) This Stock Award Notice (this “Award Notice”) is being provided to the participant (the “Participant”) by Endo, Inc. (the “Company”) as of the date of grant set forth below (the “Date of Grant”). Capitalized terms not defined herein shall have the meanings ascribed to them in the version of the Endo, In |
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| May 12, 2026 |
ENDO USA, INC. EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.4 ENDO USA, INC. EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT (this “Agreement”) is hereby effective as of (the “Effective Date”), by and between Endo USA, Inc. (the “Company”), a wholly-owned subsidiary of Endo, Inc. (“Endo”), and (“Executive”) (hereinafter collectively referred to as “the parties”). In consideration of the respective agreements of the parties contained herein, it is |
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| May 12, 2026 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Keenova Reports First Quarter 2026 Financial Results Strong First-Quarter Performance Driven by Acthar® Gel1 and XIAFLEX®2 Pipeline Development, Synergy Plan Remain on Track Reaffirms 2026 Net Sales Guidance of $1.94 Billion to $2.00 Billion and Adjusted EBITDA Guidance of $730 Million to $760 Million Conference Call and Webcast Today at 8:00 a.m. ET First Quarte |
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| May 12, 2026 |
Exhibit 10.1 Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF RESTRICTED UNIT AWARD RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1.Grant of Restricted Units. Keenova Therapeutics plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hold the Restri |
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| May 12, 2026 |
SEVENTH SUPPLEMENTAL INDENTURE Exhibit 4.8 SEVENTH SUPPLEMENTAL INDENTURE Supplemental Indenture (this “Supplemental Indenture”), dated as of March 13, 2026, among Ozantri Limited, a private limited company under the laws of Ireland (company registration number 809730) (the “Guaranteeing Subsidiary”), Endo Finance Holdings LP (f/k/a Endo Finance Holdings, Inc.), a Delaware limited partnership (the “Issuer”), KT Finance Inc., a |
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| May 12, 2026 |
Exhibit 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on August 1, 2025 (the “Effective Date”) by and between ST Shared Services LLC, a Delaware limited liability company, or any successor thereto (the “Company”), and Christiana Stamoulis (the “Executive”) (collectively referred to as “Parties” or individually referred to as a “Party”). WHEREAS, the Company |
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| May 12, 2026 |
FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT EXHIBIT 10.7 FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT This FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on February 28, 2024 (the “Effective Date”) by and between Mallinckrodt Pharmaceuticals Ireland Ltd., an Irish limited liability company, or any successor thereto (the “Company”), and Paul O’Neill (the “Executive”) (collectively referred to as “Partie |
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| May 12, 2026 |
Exhibit 10.17 Director RSU Award Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF RESTRICTED UNIT AWARD RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1.Grant of Restricted Units. Keenova Therapeutics plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company |
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| May 12, 2026 |
ENDO, INC. PERFORMANCE AWARD NOTICE UNDER THE 2024 STOCK INCENTIVE PLAN Exhibit 10.13 ENDO, INC. PERFORMANCE AWARD NOTICE UNDER THE 2024 STOCK INCENTIVE PLAN This Performance Award Notice, which shall include the Performance Award Grant Notice and the Terms and Conditions (collectively, the “Award Notice”) is being provided to the participant (the “Participant”) by Endo, Inc. (the “Company”) as of the date of grant set forth below (the “Date of Grant”). Capitalized te |
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| May 12, 2026 |
Exhibit 10.16 [CFO Inducement Grant] Mallinckrodt Pharmaceuticals 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF RESTRICTED UNIT AWARD RESTRICTED UNIT AWARD (“Award”) granted on September 23, 2025 (the “Grant Date”). 1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you 91,007 Restricted Units subject to the provisions of these Terms and Conditions and the P |
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| May 12, 2026 |
Exhibit 10.2 Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF PERFORMANCE RESTRICTED UNIT AWARD PERFORMANCE RESTRICTED UNIT AWARD (“Award”) granted on , (the “Grant Date”). 1.Grant of Performance Restricted Units. Keenova Therapeutics plc (the “Company”) has granted to you a target number of [] Performance Restricted Units subject to the provisions of these T |
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| May 12, 2026 |
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT Exhibit 10.3 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on [ · ] (the “Effective Date”) by and between [ST Shared Services LLC],1 a Delaware limited liability company, or any successor thereto (the “Company”), and [ · ] (the “Executive”) (collectively referred to as “Parties” or individually referred to |
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| May 12, 2026 |
First Lien Intercreditor Agreement Supplement Exhibit 10.10 First Lien Intercreditor Agreement Supplement SUPPLEMENT NO. 5 dated as of March 5, 2026 (this “Supplement”), to the FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 23, 2024 (the “First Lien Intercreditor Agreement”), among Endo LP (f/k/a Endo, Inc.) (“Holdings”), Endo Finance Holdings LP (f/k/a Endo Finance Holdings, Inc.) (“Borrower”), the other Grantors party thereto, Goldman |
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| May 12, 2026 |
Exhibit 10.15 [CEO Inducement Grant] Mallinckrodt Pharmaceuticals 2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Restricted Unit Award RESTRICTED UNIT AWARD (“Award”) granted on August 14, 2025 (the “Grant Date”). 1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you 65,005 Restricted Units subject to the provisions of these Terms and Conditions and the Plan |
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| April 27, 2026 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 27, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-35803 Keenova Therapeutics plc |
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| April 15, 2026 |
Exhibit 3.2 Companies Act 2014 A PUBLIC COMPANY LIMITED BY SHARES MEMORANDUM and ARTICLES OF ASSOCIATION of KEENOVA THERAPEUTICS PUBLIC LIMITED COMPANY (as amended by Special Resolution passed on 8 October 2025 with effect from 11 November 2025) DUBLIN Companies Act 2014 A PUBLIC COMPANY LIMITED BY SHARES MEMORANDUM and ARTICLES OF ASSOCIATION of KEENOVA THERAPEUTICS PUBLIC LIMITED COMPANY (as ame |
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| April 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-35803 Keenova Therapeutics plc |
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| April 15, 2026 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the share capital of Keenova Therapeutics plc (“Keenova” or the “Company”) is a summary. This summary does not purport to be complete and is qualified in its entirety by reference to the Irish Companies Act 2014 (the “Companies Act”) and the c |
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| April 15, 2026 |
SUBSIDIARIES OF KEENOVA THERAPEUTICS PLC Exhibit 21.1 SUBSIDIARIES OF KEENOVA THERAPEUTICS PLC The following is a list of subsidiaries of Keenova Therapeutics plc as of December 31, 2025. Name of Subsidiary Jurisdiction of Incorporation/Organization BP USA Holdings, LLC United States Cache Holdings Limited Bermuda Carnforth Limited Bermuda CPEC, LLC United States EFHI GP Limited Ireland ELP 2025 GP Limited Ireland Endo Biologics Limited |
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| April 15, 2026 |
exhibit1047annex-endoxth Exhibit 10.47 Execution Version THIRD AMENDMENT THIRD AMENDMENT, dated as of November 3, 2025 (this “Amendment”), to the Credit Agreement, dated as of April 23, 2024 (as amended by that certain First Amendment, dated as of October 29, 2024, and that certain Second Amendment (Technical Amendment), dated as of July 17, 2025 and as further amended, restated, amended and resta |
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| April 15, 2026 |
Exhibit 4.7 Execution Version FIFTH SUPPLEMENTAL INDENTURE Supplemental Indenture (this “Supplemental Indenture”), dated as of December 17, 2025, among Keenova International Holdings LLC, a Delaware limited liability company (“Keenova International”), and Sonorant Therapeutics Limited, a private limited company under the laws of Ireland (company registration number 648696) (“Sonorant Therapeutics” |
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| April 15, 2026 |
Exhibit 19.1 Effective Date: February 20, 2026 Table of Contents Section 1: Statement of Policy 3 Section 2: Purpose of this Policy 3 Section 3: Policy Owner and Statement of Responsibility 3 Section 4: Procedures for all Covered Persons 3 Section 5: Special Procedures for the Window Group 6 Section 6: Post-Termination Transactions 7 Section 7: Exceptions 7 Section 8: Consequences of Violating the |
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| April 15, 2026 |
First Lien Intercreditor Agreement Joinder Exhibit 10.51 Execution Version First Lien Intercreditor Agreement Joinder SUPPLEMENT NO. 4 dated as of December 17, 2025 (this “Supplement”), to the FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 23, 2024 (the “First Lien Intercreditor Agreement”), among Endo LP (f/k/a Endo, Inc.) (“Holdings”), Endo Finance Holdings LP (f/k/a Endo Finance Holdings, Inc.) (“Borrower”), the other Grantors par |
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| April 13, 2026 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 1, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transitio |
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| March 31, 2026 |
Exhibit 99.1 NOT FOR IMMEDIATE RELEASE Keenova Announces Unaudited Fourth Quarter 2025 Financial Results Robust Fourth-Quarter Performance Driven by Strength in Acthar® Gel1 and XIAFLEX®2 Financial and Operational Performance Exceeded Expectations as Company Completed Transition into Branded Therapeutics Company Hammer Toe Trial Meets Primary Safety Endpoint and Secondary, Exploratory Efficacy End |
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| March 31, 2026 |
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): March 31, 2026 Keenova Therapeutics plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission |
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| March 31, 2026 |
Exhibit 99.2 KEENOVA THERAPEUTICS PLC The following unaudited non-GAAP pro forma combined net sales and adjusted EBITDA are derived from the historical consolidated financial statements of Keenova Therapeutics plc (formerly known as Mallinckrodt plc, “Keenova” or the “Company”), Endo LP (formerly known as Endo, Inc., “Endo”) and Endo International plc (“Endo’s Predecessor”). Such unaudited financi |
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| February 24, 2026 |
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 23, 2026 Keenova Therapeutics plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commiss |
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| February 24, 2026 |
FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT Exhibit 10.1 FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT This FOURTH AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), is entered into on February 23, 2026 (the “Effective Date”), by and between ST Shared Services LLC, a Delaware limited liability company, or any successor thereto (the “Company”), and Sigurdur Olafsson (the “Executive”). WHEREAS, the Executive is currently a party |
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| February 20, 2026 |
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 18, 2026 Keenova Therapeutics plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commiss |
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| February 20, 2026 |
Exhibit 10.2 Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Performance Restricted Unit Award PERFORMANCE RESTRICTED UNIT AWARD (“Award”) granted on , (the “Grant Date”). 1. Grant of Performance Restricted Units. Keenova Therapeutics plc (the “Company”) has granted to you a target number of [] Performance Restricted Units subject to the provisio |
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| February 20, 2026 |
Exhibit 10.1 Keenova Therapeutics plc 2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Restricted Unit Award RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1. Grant of Restricted Units. Keenova Therapeutics plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will hol |
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| November 10, 2025 |
Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE Supplemental Indenture (this “Supplemental Indenture”), dated as of June 30, 2025, among Par Health USA, LLC, a Delaware limited liability company, PH Health Holdings Limited, a private company limited by shares incorporated under the laws of Ireland (company registration number 791346) and PH Health Limited, a private company limited by shares incorporate |
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| November 10, 2025 |
Exhibit 2.1 SEPARATION AGREEMENT BY AND BETWEEN MALLINCKRODT PLC AND PAR HEALTH, INC. DATED AS OF NOVEMBER 10, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Additional Defined Terms 16 ARTICLE II THE SEPARATION 18 2.1 Transfer of Assets and Assumption of Liabilities 18 2.2 SpinCo Assets; Parent Assets 21 2.3 SpinCo Liabilities; Parent Liabilities 24 2.4 Approv |
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| November 10, 2025 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 Disclaimer Ernst & Young LLP (EY) prepared the attached Report only for Mallinckrodt Plc (the "Client") pursuant to an agreement solely between EY and Client. EY did not perform its services on behalf of or to serve the needs of any other person or entity. Accordingly, EY expressly disclaims any duties or obligations to any other person or entity based on its use of the attached Repor |
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| November 10, 2025 |
Exhibit 10.12 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on September 7, 2025 (the “Effective Date”) by and between ST Shared Services LLC, a Delaware limited liability company, or any successor thereto (the “Company”), and Dr. Marek Honczarenko (the “Executive”) (collectively referred to as “Parties” or individually referred to as a “Party”). WHEREAS, the Co |
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| November 10, 2025 |
First Lien Intercreditor Agreement Joinder Exhibit 10.32 First Lien Intercreditor Agreement Joinder SUPPLEMENT NO. 2 dated as of August 1, 2025 (this “Supplement”), to the FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 23, 2024 (the “First Lien Intercreditor Agreement”), among Endo LP (f/k/a Endo, Inc.) (“Holdings”), Endo Finance Holdings, Inc. (“Borrower”), the other Grantors party thereto, Goldman Sachs Bank USA, as collateral agen |
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| November 10, 2025 |
First Lien Intercreditor Agreement Joinder Exhibit 10.31 First Lien Intercreditor Agreement Joinder SUPPLEMENT NO. 1 dated as of June 30, 2025 (this “Supplement”), to the FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 23, 2024 (the “First Lien Intercreditor Agreement”), among Endo, Inc. (“Holdings”), Endo Finance Holdings, Inc. (“Borrower”), the other Grantors party thereto, Goldman Sachs Bank USA, as collateral agent for the Credit |
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| November 10, 2025 |
Exhibit 10.11 Endo, Inc. 9 Great Valley Parkway Malvern, PA 19355 July 29, 2025 Scott Hirsch [email protected] Re: Noncompetition and Consulting Agreement Dear Scott: Reference is hereby made to that certain letter between you and Endo, Inc. (the “Company”) dated as of August 26, 2024, as amended by that certain letter between you and the Company dated as of January 6, 2025, and that certain l |
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| November 10, 2025 |
Exhibit 4.4 THIRD SUPPLEMENTAL INDENTURE Supplemental Indenture (this “Supplemental Indenture”), dated as of August 1, 2025, among Infacare Pharmaceutical Corporation, a Delaware corporation, INO Therapeutics LLC, a Delaware limited liability company, Ludlow LLC, a Massachusetts limited liability company, MAK LLC, a Delaware limited liability company, Mallinckrodt ARD Holdings Inc, a Delaware corp |
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| November 10, 2025 |
Exhibit 10.13 Mallinckrodt Pharmaceuticals 2025 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF RESTRICTED UNIT AWARD RESTRICTED UNIT AWARD (“Award”) granted on September 23, 2025 (the “Grant Date”). 1.Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you 91,007 Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Company will h |
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| November 10, 2025 |
First Lien Intercreditor Agreement Joinder Exhibit 10.33 First Lien Intercreditor Agreement Joinder SUPPLEMENT NO. 3 dated as of September 26, 2025 (this “Supplement”), to the FIRST LIEN INTERCREDITOR AGREEMENT dated as of April 23, 2024 (the “First Lien Intercreditor Agreement”), among Endo LP (f/k/a Endo, Inc.) (“Holdings”), Endo Finance Holdings LP (f/k/a Endo Finance Holdings, Inc.) (“Borrower”), the other Grantors party thereto, Goldm |
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| November 10, 2025 |
AMENDED AND RESTATED MULTI-TENANT LEASE AGREEMENT Exhibit 10.5 AMENDED AND RESTATED MULTI-TENANT LEASE AGREEMENT THIS AMENDED AND RESTATED MULTI-TENANT LEASE AGREEMENT (this “Lease”) is entered into as of November 1, 2025 (the “Effective Date”), between Mallinckrodt LLC, a Delaware limited liability company (“Landlord”), and ST Shared Services LLC, a Delaware limited liability company (“Tenant”). W I TN E S S E T H: WHEREAS, Landlord is the owner |
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| November 10, 2025 |
Exhibit 10.6 EXECUTION VERSION CVR TERMINATION AGREEMENT This CVR TERMINATION AGREEMENT (this “Agreement”) is entered into as of November 10, 2025, by and among Opioid Master Disbursement Trust II, the master disbursement trust referred to in the Plan (as defined in the CVR Agreement (as defined below)) as MDT II (the “Holder”) and Mallinckrodt plc, a public limited company incorporated in Ireland |
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| November 10, 2025 |
Exhibit 4.5 FOURTH SUPPLEMENTAL INDENTURE Supplemental Indenture (this “Supplemental Indenture”), dated as of September 26, 2025, among KT Finance Inc., a Delaware corporation (the “Co-Issuer”), and EFHI GP Limited, a private limited company under the laws of Ireland (company registration number 794506) (“EFHI GP”) (Co-Issuer and EFHI GP, each, a “Guaranteeing Subsidiary” and together, the “Guaran |
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| November 10, 2025 |
Exhibit 10.1 TRANSITION SERVICES AGREEMENT BY AND BETWEEN MALLINCKRODT PLC AND PAR HEALTH, INC. DATED AS OF NOVEMBER 10, 2025 TABLE OF CONTENTS Page Article I DEFINITIONS 2 Section 1.01. Definitions 2 Article II SERVICES 5 Section 2.01. Services 5 Section 2.02. Performance of Services 6 Section 2.03. Charges for Services 7 Section 2.04. Reimbursement for Out-of-Pocket Costs and Expenses 7 Section |
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| November 10, 2025 |
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 November 10, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File |
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| November 10, 2025 |
Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN MALLINCKRODT PLC AND PAR HEALTH, INC. DATED AS OF NOVEMBER 10, 2025 TABLE OF CONTENTS Article I DEFINITIONS 1 Section 1.01. Definitions 1 Article II GENERAL PRINCIPLES FOR ALLOCATION OF LIABILITIES 5 Section 2.01. General Principles 5 Section 2.02. Benefit Continuation; Service Credit 7 Section 2.03. Adoption and Transfer and Assumption of Ben |
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| November 10, 2025 |
Exhibit 99.1 Mallinckrodt Completes Spin-Off of Par Health, Introduces Keenova Therapeutics Keenova Focused on Advancing Therapies to Address Unmet Patient Needs Company Intends to Pursue Public Equity Listing in 2026 DUBLIN, Nov. 10, 2025 - Mallinckrodt plc ("Mallinckrodt") today announced the completion of the planned spin-off of its Par Health generic pharmaceuticals and sterile injectables bus |
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| November 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 26, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35803 Mallinckrodt plc |
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| November 10, 2025 |
Exhibit 99.1 Mallinckrodt Reports Third Quarter 2025 Financial Results Delivers Third Quarter Net Sales of $753.1 Million, Driven by Acthar® Gel (repository corticotropin injection) Growth and the Inclusion of Two Months of Endo Product Net Sales Expects Fourth Quarter 2025 Net Sales of $485 Million to $505 Million and Adjusted EBITDA of $155 Million to $165 Million for Keenova Raises Full-Year Ac |
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| November 10, 2025 |
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 10, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File |
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| November 10, 2025 |
Exhibit 10.2 TAX MATTERS AGREEMENT by and between MALLINCKRODT PLC and PAR HEALTH, INC. Dated as of November 10, 2025 TABLE OF CONTENTS Page Article 1. Definition of Terms 2 Article 2. Allocation of Tax Liabilities 11 Section 2.01 General Rules 11 Section 2.02 Allocation of Federal Taxes 12 Section 2.03 Allocation of State Taxes 12 Section 2.04 Allocation of Foreign Taxes 12 Section 2.05 Separatio |
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| November 10, 2025 |
Exhibit 10.4 Execution Version MANUFACTURING AND SUPPLY AGREEMENT BY AND BETWEEN PAR HEALTH USA, LLC AND ENDO BIOLOGICS LIMITED DATED AS OF 10 NOVEMBER 2025 1 THIS MANUFACTURING AND SUPPLY AGREEMENT (this “Agreement”) is hereby entered into and effective as of 10 November 2025 (the “Effective Date”) by and between: (a) PAR HEALTH USA, LLC, a company existing under the Laws of Delaware and with a r |
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| November 10, 2025 |
mnkexhibit1030 SECOND AMENDMENT (TECHNICAL AMENDMENT) SECOND AMENDMENT (TECHNICAL AMENDMENT), dated as of July 17, 2025 (this “Amendment”), to the Credit Agreement, dated as of April 23, 2024 (as amended by that certain First Amendment, dated as of October 29, 2024 and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”, and as amended by this Amendment, the “Amended Credit Agreement”), among Endo, Inc. |
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| November 10, 2025 |
ENDO USA, INC. EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.34 ENDO USA, INC. EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT (this “Agreement”) is hereby effective as of (the “Effective Date”), by and between Endo USA, Inc. (the “Company”), a wholly-owned subsidiary of Endo, Inc. (“Endo”), and (“Executive”) (hereinafter collectively referred to as “the parties”). In consideration of the respective agreements of the parties contained herein, it is |
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| November 7, 2025 |
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 7, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File N |
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| October 30, 2025 |
Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Mallinckrodt Specialty Generics Business Condensed Combined Financial Statements (Unaudited) F-1 Condensed Combined Statements of Operations (Unaudited) F-2 Condensed Combined Statements of Comprehensive Operations (Unaudited) F-3 Condensed Combined Balance Sheets (Unaudited) F-4 Condensed Combined Statements of Cash Flows (Unaudited) F-5 Condensed C |
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| October 30, 2025 |
Exhibit 99.1 Information Statement dated October 30, 2025 PROMPT ACTION IS REQUIRED BY ALL BROKERS AND SHAREHOLDERS PLEASE COMPLETE YOUR CERTIFICATION FORM AS SOON AS POSSIBLE—IF MALLINCKRODT HAS NOT RECEIVED SUFFICIENT VALID CERTIFICATION FORMS FROM QUALIFIED SHAREHOLDERS BY NOVEMBER 7, 2025, AT 5:30 P.M. (EASTERN TIME IN THE UNITED STATES) (OR SUCH OTHER DATE AS MAY BE DETERMINED BY THE MALLINCK |
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| October 30, 2025 |
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 October 30, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File N |
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| October 24, 2025 |
Exhibit 99.1 PROMPT ACTION IS REQUIRED BY ALL BROKERS AND SHAREHOLDERS PLEASE RETURN THIS CERTIFICATION FORM IMMEDIATELY FAILURE TO PROPERLY AND TIMELY COMPLETE THIS CERTIFICATION FORM IN ACCORDANCE WITH THE INSTRUCTIONS IN THE INFORMATION STATEMENT WILL RESULT IN YOUR RIGHT TO RECEIVE PAR HEALTH COMMON STOCK OR CASH IN THE SPIN-OFF LAPSING AND EXPIRING Spin-off of Par Health On October 10, 2025, |
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| October 24, 2025 |
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 October 21, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File N |
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| October 24, 2025 |
Exhibit 99.2 MALLINCKRODT PLC (in the process of changing its name to Keenova Therapeutics plc) (the “Company”) College Business & Technology Park Cruiserath, Blanchardstown, Dublin 15, Ireland NOTICE OF INTENTION TO REDEEM 2025 PREFERRED SHARES OF THE COMPANY To: The Holders of the 2025 Preferred Shares (as defined below) as at the Record Date (as defined below) Date: October 24, 2025 Dear Holder |
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| October 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| October 16, 2025 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information (“Pro Forma Financial Information”) is derived from the historical consolidated financial statements of Mallinckrodt plc (“Mallinckrodt” or the “Company”), Endo, Inc. (“Endo”), and Endo International Plc (“Endo’s Predecessor”). The unaudited Pro Forma |
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| October 15, 2025 |
Exhibit 99.1 October 14, 2025 Dear Shareholders and Brokers: Your immediate attention is needed to ensure that any future dividend or distribution to shareholders is received! At the Extraordinary General Meeting of the shareholders of Mallinckrodt plc held on October 8, 2025, we achieved an important milestone that enables us to issue preferred shares. As soon as Friday, October 10, 2025, you wil |
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| October 15, 2025 |
Exhibit 4.1 MALLINCKRODT PLC (in the process of changing its name to Keenova Therapeutics plc) 2025 Preferred Share Terms This document sets out the terms of a series of Preferred Shares of US$0.001 each issued pursuant to Article 3(d) of the Articles of Association of Mallinckrodt plc (the “Company”) issued pursuant to the authority granted by a resolution of the board of directors of the Company |
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| October 15, 2025 |
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 October 8, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| October 15, 2025 |
Exhibit 3.1 Companies Act 2014 A PUBLIC COMPANY LIMITED BY SHARES MEMORANDUM and ARTICLES OF ASSOCIATION of MALLINCKRODT PUBLIC LIMITED COMPANY (Adopted on 8 October 2025) DUBLIN Cert. No.: 522227 Companies Act 2014 A PUBLIC COMPANY LIMITED BY SHARES CONSTITUTION of MALLINCKRODT PUBLIC LIMITED COMPANY MEMORANDUM OF ASSOCIATION 1. The name of the Company is Mallinckrodt public limited company. 2. T |
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| October 9, 2025 |
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 October 8, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| October 6, 2025 |
EXHIBIT 99.1 MALLINCKRODT PLC SEGMENT OPERATING INCOME TO ADJUSTED EBITDA RECONCILIATIONS1 (unaudited, in millions) Three Months Ended June 27, 2025 Three Months Ended March 28, 2025 Three Months Ended December 27, 2024 Three Months Ended September 27, 2024 Specialty Brands Segment Operating Income per SEC Filings2 $ 87.4 $ 50.6 $ 74.4 $ 77.9 Allocated Corporate Costs3 (74.5 ) (70.3 ) (69.0 ) (68. |
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| October 6, 2025 |
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 October 6, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| October 6, 2025 |
Lender Presentation October 2025 Exhibit 99.2 Lender Presentation October 2025 © 2025 Mallinckrodt plc or one of its affiliates. All rights reserved. Information Regarding Forward - Looking Statements 2 Mallinckrodt - Endo Statements in this presentation regarding the businesses of Mallinckrodt plc and its subsidiaries, including Par Health (coll ect ively, “Mallinckrodt”) and Endo LP (formerly Endo, Inc.) and its subsidiaries (c |
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| September 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| September 22, 2025 |
Mallinckrodt Names Dr. Marek J. Honczarenko as EVP and Chief Scientific Officer Exhibit 99.1 Mallinckrodt Names Dr. Marek J. Honczarenko as EVP and Chief Scientific Officer DUBLIN, September 22, 2025 – Mallinckrodt plc today announced the appointment of Dr. Marek J. Honczarenko as Executive Vice President and Chief Scientific Officer, effective September 29, 2025. Dr. Honczarenko, currently the SVP and Head of Development at Sun Pharmaceutical Industries (“Sun Pharma”), will |
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| September 22, 2025 |
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 September 22, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File |
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| August 25, 2025 |
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 August 19, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 20, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| August 14, 2025 |
Exhibit 4.3 MALLINCKRODT PHARMACEUTICALS 2025 STOCK AND INCENTIVE PLAN Effective August 13, 2025 Article I PURPOSE 1.1 Purpose. The purposes of this Plan are to promote the interests of the Company by (i) aiding in the recruitment and retention of Directors, Employees and Consultants, (ii) providing incentives to Directors, Employees and Consultants by means of performance-related incen |
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| August 14, 2025 |
As filed with the Securities and Exchange Commission on August 14, 2025 As filed with the Securities and Exchange Commission on August 14, 2025 Registration No. |
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| August 14, 2025 |
Table 1: Newly Registered Securities Calculation of Filing Fee Tables S-8 Mallinckrodt plc Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Ordinary Shares, $0. |
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| August 14, 2025 |
Exhibit 10.2 [CEO Inducement Grant] Mallinckrodt Pharmaceuticals 2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Restricted Unit Award RESTRICTED UNIT AWARD (“Award”) granted on August , 2025 (the “Grant Date”). 1. Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the |
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| August 14, 2025 |
Exhibit 10.3 [Employee and Executive Form] Mallinckrodt Pharmaceuticals 2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Restricted Unit Award RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1. Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the |
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| August 14, 2025 |
Exhibit 10.4 [Director Form] Mallinckrodt Pharmaceuticals 2025 Stock and Incentive Plan (“Plan”) Terms and Conditions of Restricted Unit Award RESTRICTED UNIT AWARD (“Award”) granted on , 202 (the “Grant Date”). 1. Grant of Restricted Units. Mallinckrodt plc (the “Company”) has granted you [] Restricted Units subject to the provisions of these Terms and Conditions and the Plan. The Comp |
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| August 14, 2025 |
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 August 13, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 6, 2025 |
Form of Deed of Indemnification Agreement by and between Mallinckrodt plc and Officers. Exhibit 10.2 MNK PLC FORM FOR MALLINCKRODT PLC OFFICERS DEED OF INDEMNIFICATION THIS DEED OF INDEMNIFICATION (this “Agreement”), dated as of , 20, is made by and between Mallinckrodt plc, a public limited company incorporated in Ireland, and (“Indemnitee”). WHEREAS, it is essential to Mallinckrodt plc to retain and attract as personnel the most capable persons available; WHEREAS, Indemnitee is an |
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| August 6, 2025 |
endo992 Exhibit 99.2 ENDO, INC. INDEX Condensed Consolidated Balance Sheets as of June 30, 2025 (Successor) and December 31, 2024 (Successor) (Unaudited) 2 Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025 (Successor), the three and six months ended June 30, 2024 (Successor), the period April 1, 2024 to April 23, 2024 (Predecessor) and the period Janu |
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| August 6, 2025 |
Exhibit 99.1 Mallinckrodt plc Reports Financial Results for Second Quarter 2025 and Provides Guidance Legacy Mallinckrodt Second Quarter 2025 Results Delivers Second Quarter Net Sales of $485.1 Million, Reflecting a 5.7% Year-Over-Year Decrease on a Reported Basis; Excluding Impact of Therakos® Divestiture, Net Sales Grew 8.5% Reports Net Income of $2.4 Million and Adjusted EBITDA of $137.2 Millio |
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| August 6, 2025 |
Exhibit 10.2 [Director Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF Second Amended and Restated RESTRICTED UNIT AWARD AMENDMENT #1 RESTRICTED UNIT AWARD (“Award”) granted on February 19, 2024 (the “Grant Date”) as amended and restated as of August 5, 2024, and as further amended and restated as of December 2, 2024, is hereby further amended as o |
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| August 6, 2025 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Mark Tyndall as his or her true and lawful attorney-in-fact and agent with full power of substitution, for him or her in any and all capacities, to sign (i) one or more Registration Statements including on Form S-8 (and any and all amendments thereto, in |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 27, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35803 Mallinckrodt plc (Exa |
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| August 6, 2025 |
As filed with the Securities and Exchange Commission on August 6, 2025 As filed with the Securities and Exchange Commission on August 6, 2025 Registration No. |
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| August 6, 2025 |
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): August 6, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Num |
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| August 6, 2025 |
endo993 Exhibit 99.3 Management’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations describes the principal factors affecting our financial condition at June 30, 2025 and results of operations for the Successor three and six months ended June 30, 2025 and 2024, the Predecessor |
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| August 6, 2025 |
Exhibit 10.1 [EC other than CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF Second Amended and Restated RESTRICTED UNIT AWARD AMENDMENT #1 RESTRICTED UNIT AWARD (“Award”) granted on February 2, 2024 (the “Grant Date”), as amended and restated as of August 5, 2024, and as further amended and restated as of December 2, 2024, is hereby further ame |
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| August 6, 2025 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on August 1, 2025 (the “Effective Date”) by and between ST Shared Services LLC, a Delaware limited liability company, or any successor thereto (the “Company”), and Christiana Stamoulis (the “Executive”) (collectively referred to as “Parties” or individually referred to as a “Party”). WHEREAS, the Company |
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| August 6, 2025 |
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 July 31, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numb |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 July 31, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) ( |
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| August 1, 2025 |
Exhibit 99.2 Confidential and subject to change Par Health Confidential and subject to change Par Health Transaction Overview Confidential and subject to change Par Health Confidential and subject to change Transaction Summary Confidential and subject to change Par Health 1. PF. Adj. EBITDA burdened by $35mm of forecasted annual net dissynergies Transaction Summary 1 Sources New $200mm Revolver $ |
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| August 1, 2025 |
Exhibit 10.2 SUCAMPO FORM FOR MALLINCKRODT PLC DIRECTORS/SECRETARY INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”), dated as of , 20, is made by and between Sucampo Pharmaceuticals LLC, a Delaware limited liability company (“Sucampo”), and (“Indemnitee”). WHEREAS, Sucampo is a wholly owned subsidiary of Mallinckrodt plc, a public limited company incorporated in |
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| August 1, 2025 |
Par Health Deal - basis financial information presentation Exhibit 99.3 Par Health Deal - basis financial information presentation Table of contents 2 July 2025 | Par Health Page 2 Summary of findings Business overview Quality of earnings Recast income statement Working capital Appendix 1 2 3 4 5 6 3 10 16 48 69 78 Summary of findings Standalone and synergies Diligence adjusted gross profit Diligence adjusted net sales Diligence EBITDA $(35.0)m $728.5m $1 |
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| August 1, 2025 |
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Exhibit 99.5 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of the Effective Date, by and among Mallinckrodt plc, an Irish public limited comp |
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| August 1, 2025 |
Exhibit 99.1 Mallinckrodt, Endo Complete Merger to Create Global, Scaled, Diversified Therapeutics Leader Highly Complementary Companies to Advance Therapies to Address Unmet Patient Needs Respective Generics Businesses and Endo’s Sterile Injectables Business to be Combined and Spun Off as an Independent Company with Target Date in the Fourth Quarter of 2025 New York Stock Exchange (NYSE) Listing |
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| August 1, 2025 |
Amended and Restated Memorandum and Articles of Association of Mallinckrodt plc. Exhibit 3.1 Companies Act 2014 A PUBLIC COMPANY LIMITED BY SHARES MEMORANDUM and ARTICLES OF ASSOCIATION of MALLINCKRODT PUBLIC LIMITED COMPANY (as amended by Special Resolution passed on 13 June 2025 with effect from 31 July 2025) DUBLIN Cert. No.: 522227 Companies Act 2014 A PUBLIC COMPANY LIMITED BY SHARES CONSTITUTION of MALLINCKRODT PUBLIC LIMITED COMPANY MEMORANDUM OF ASSOCIATION 1. The name |
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| August 1, 2025 |
Form of Deed of Indemnification by and between Mallinckrodt plc and Directors and Secretary. Exhibit 10.1 PLC FORM FOR MALLINCKRODT PLC DIRECTORS/SECRETARY DEED OF INDEMNIFICATION THIS DEED OF INDEMNIFICATION (this “Agreement”), dated as of , 20, is made by and between Mallinckrodt plc, a public limited company incorporated in Ireland, and (“Indemnitee”). WHEREAS, it is essential to Mallinckrodt plc to retain and attract as directors and secretary the most capable persons availabl |
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| August 1, 2025 |
Exhibit 10.1 EXECUTION VERSION $1,350,000,000 CREDIT AGREEMENT Dated as of July 31, 2025 among MEH, INC., as the Borrower, ST 2020, INC., as the Parent, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Administrative Agent, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Collateral Agent, THE LENDERS PARTY HERETO, GOLDMAN SACHS BANK USA, as Arranger and Bookrunner, and OPY CREDIT COR |
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| August 1, 2025 |
Certain Preliminary Financial Information Exhibit 99.4 Certain Preliminary Financial Information The following preliminary financial information for the 2nd quarter of fiscal year 2025 was provided to certain shareholders on July 10, 2025. · Consolidated Revenue is favorable to the model with all segments above or at forecast · Consolidated PF Adj. EBITDA is ~$5-6mm off model forecast with favorability from MNK Gx being offset by Endo Si |
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| August 1, 2025 |
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 July 31, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numb |
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| July 31, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| July 7, 2025 |
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): July 7, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numb |
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| July 7, 2025 |
Exhibit 10.1 THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT This THIRD AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), is entered into on July 7, 2025 and shall be effective on the Effective Date, as defined below, by and between ST Shared Services LLC, a Delaware limited liability company, or any successor thereto (the “Company”), and Sigurdur Olafsson (the “Executive”). WHEREAS, t |
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| June 13, 2025 |
Exhibit 99.1 Mallinckrodt and Endo Shareholders Approve Combination to Create a Global, Scaled, Diversified Pharmaceuticals Leader Mallinckrodt to Apply to Irish High Court for Approval of Scheme of Arrangement DUBLIN and MALVERN, Pa., June 13, 2025 /PRNewswire/ – Mallinckrodt plc (“Mallinckrodt”) and Endo, Inc. (OTCQX: NDOI) (“Endo”) today announced that their respective shareholders have provide |
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| June 13, 2025 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 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 June 13, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 9, 2025 |
Exhibit 99.1 Mallinckrodt, Endo Announce Planned Leadership Team for Merged Company Experienced and Highly Capable Senior Executives to Lead both the Branded Specialty Pharmaceutical and Generics & Sterile Injectables Businesses Generics & Sterile Injectables Spin-Off to be Called Par Health DUBLIN and MALVERN, Pa., June 9, 2025 – Mallinckrodt plc (“Mallinckrodt”) and Endo, Inc. (OTCQX: NDOI) (“En |
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| June 9, 2025 |
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 June 9, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| June 9, 2025 |
Exhibit 99.1 Mallinckrodt, Endo Announce Planned Leadership Team for Merged Company Experienced and Highly Capable Senior Executives to Lead both the Branded Specialty Pharmaceutical and Generics & Sterile Injectables Businesses Generics & Sterile Injectables Spin-Off to be Called Par Health DUBLIN and MALVERN, Pa., June 9, 2025 – Mallinckrodt plc (“Mallinckrodt”) and Endo, Inc. (OTCQX: NDOI) (“En |
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| June 9, 2025 |
Financial Statements and Exhibits, Other Events 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 June 9, 2025 Date of Report (Date of Earliest Event Reported) Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 30, 2025 |
Exhibit 1.01 Conflict Minerals Report Introduction Mallinckrodt plc is a global business consisting of multiple wholly owned subsidiaries (collectively, “Mallinckrodt” or “the Company”) that develops, manufactures, markets and distributes specialty pharmaceutical products and therapies. The Company’s Specialty Brands reportable segment’s areas of focus include autoimmune and rare diseases in speci |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 (State or other jurisdiction of incorporation) (Commission File Number) College Business & Technology Park, Cruiserath, Blanchardstown, Dublin 15, Ireland (Address of principal executive offices) (Zip |
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| May 16, 2025 |
Submission of Matters to a Vote of Security Holders 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): May 15, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 16, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Form S-4 No. 333-286694 Subject Company: Endo, Inc. (Commission File No. 333-280767) P22993 - EPB ALL VOTES MATTER PLEASE VOTE FOR BOTH THE COURT MEETING AND THE EGM TODAY! GO VOTE BUSINESS COMBINATION WITH EN |
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| May 16, 2025 |
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): May 14, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Form S-4 No. 333-286694 Subject Company: Endo, Inc. (Commission File No. 333-280767) Mallinckrodt and Endo Announce Significant Progress in Proposed Merger S-4 Registration Statement Effective; HSR Waiting Per |
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| May 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Form S-4 No. 333-286694 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Colleagues, I’m pleased to report today exciting news regarding our planned merger with Endo to create a global, scaled |
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| May 12, 2025 |
Endo, Inc. 9 Great Valley Parkway Malvern, Pennsylvania 19355 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration File No. 333-286694 Endo, Inc. 9 Great Valley Parkway Malvern, Pennsylvania 19355 May 12, 2025 Dear Endo Stockholder: You are cordially invited to attend a special meeting of the stockholders (the “Endo special meeting”) of Endo, Inc. (“Endo”), to be held on June 13, 2025 at 9.00 a.m., Eastern Time, at 9 Great Valley Parkway, Malver |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35803 Mallinckrodt plc (Ex |
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| May 9, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Form S-4 No. 333-286694 Subject Company: Endo, Inc. (Commission File No. 333-280767) Mallinckrodt (Q1 2025) May 6, 2025 Corporate Speakers: · Siggi Olafsson; Mallinckrodt PLC; Chief Executive Officer · Bryan R |
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| May 8, 2025 |
As filed with the Securities and Exchange Commission on May 8, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 8, 2025 Registration No. |
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| May 8, 2025 |
Exhibit 99.7 200 West Street | New York, NY 10282-2198 Tel: 212-902-1000 | Fax: 212-902-3000 May 8, 2025 Board of Directors Endo, Inc. 1400 Atwater Drive Malvern, PA 19355 Re: Amendment No. 2 (the “Amendment”) to Registration Statement on Form S-4 of Mallinckrodt plc (File No. 333-286694) (the “Registration Statement”) Ladies and Gentlemen: Reference is made to our opinion letter, dated March 13, |
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| May 8, 2025 |
Consent of Lazard Frères & Co. LLC** Exhibit 99.6 The Board of Directors Mallinckrodt plc College Business & Technology Park, Cruiserath Blanchardstown, Dublin 15, Ireland The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated March 13, 2025, to the Board of Directors of Mallinckrodt plc (“Mallinckrodt”) as Annex F to, and reference thereto under the headings “SUMMARY — Opinion of Mallinckrodt’s Finan |
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| May 8, 2025 |
Form of Proxy Card of Endo, Inc.** Exhibit 99.3 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. V75347-Z90334 ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ENDO, INC. 9 GREAT VALLEY PARKWAY MALVERN, PA. 19355 ! ! ! ! ! ! ! ! ! ! ! ! 1. The |
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| May 8, 2025 |
[Letterhead of Mallinckrodt plc] May 8, 2025 [Letterhead of Mallinckrodt plc] May 8, 2025 VIA EDGAR Division of Corporation Finance Office of Life Sciences U. |
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| May 8, 2025 |
Form of Proxy Card of Mallinckrodt, plc Court Meetings.** Exhibit 99.1 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. C/O MALLINCKRODT PLC COMPANY SECRETARY COLLEGE BUSINESS & TECHNOLOGY PARK CRUISERATH, BLANCHARDSTOWN DUBLIN 15, IRELAND VOTE BY INTER |
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| May 6, 2025 |
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): May 6, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Number |
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| May 6, 2025 |
Exhibit 99.1 Mallinckrodt plc Reports First Quarter 2025 Financial Results and Reaffirms Full-Year Guidance Delivers First Quarter Net Sales of $419.9 Million, Reflecting a 10%Year-Over-Year Decrease on a Reported Basis; Excluding Impact of Therakos® Divestiture, Net Sales Grew 2.5% Reports Net Loss of $27.7 Million and Adjusted EBITDA of $102.3 Million Acthar® Gel (repository corticotropin inject |
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| May 6, 2025 |
Form of Proxy Card of Mallinckrodt, plc Court Meeting.** Exhibit 99.1 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. C/O MALLINCKRODT PLC COMPANY SECRETARY COLLEGE BUSINESS & TECHNOLOGY PARK CRUISERATH, BLANCHARDSTOWN DUBLIN 15, IRELAND VOTE BY INTER |
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| May 6, 2025 |
Consent of Lazard Frères & Co. LLC** Exhibit 99.6 The Board of Directors Mallinckrodt plc College Business & Technology Park, Cruiserath Blanchardstown, Dublin 15, Ireland The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated March 13, 2025, to the Board of Directors of Mallinckrodt plc (“Mallinckrodt”) as Annex F to, and reference thereto under the headings “SUMMARY — Opinion of Mallinckrodt’s Finan |
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| May 6, 2025 |
Exhibit 99.1 Mallinckrodt plc Reports First Quarter 2025 Financial Results and Reaffirms Full-Year Guidance Delivers First Quarter Net Sales of $419.9 Million, Reflecting a 10%Year-Over-Year Decrease on a Reported Basis; Excluding Impact of Therakos® Divestiture, Net Sales Grew 2.5% Reports Net Loss of $27.7 Million and Adjusted EBITDA of $102.3 Million Acthar® Gel (repository corticotropin inject |
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| May 6, 2025 |
As filed with the Securities and Exchange Commission on May 6, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 6, 2025 Registration No. |
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| May 6, 2025 |
Exhibit 99.11 Consent of Prospective Director Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement on Form S-4 of Mallinckrodt plc (the “Registrant”), and all amendment or supplements thereto (the “Registration Statement”), as a person who is to become a director of the Registrant effective as of |
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| May 6, 2025 |
Exhibit 99.9 Consent of Prospective Director Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement on Form S-4 of Mallinckrodt plc (the “Registrant”), and all amendment or supplements thereto (the “Registration Statement”), as a person who is to become a director of the Registrant effective as of |
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| May 6, 2025 |
Exhibit 21.2 SUBSIDIARIES OF ENDO, INC. The following is a list of the subsidiaries of Endo, Inc. as of December 31, 2024. Subsidiary Jurisdiction of Incorporation or Organization Ownership by Endo, Inc. Endo Finance Holdings, Inc. Delaware Direct Endo Enterprise, Inc. Delaware Indirect Paladin Pharma Inc. Canada Indirect Endo USA, Inc. Delaware Indirect Endo US Holdings Luxembourg I S.a.r.l. Luxe |
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| May 6, 2025 |
Exhibit 99.7 200 West Street | New York, NY 10282-2198 Tel: 212-902-1000 | Fax: 212-902-3000 May 6, 2025 Board of Directors Endo, Inc. 1400 Atwater Drive Malvern, PA 19355 Re: Amendment No. 1 (the “Amendment”) to Registration Statement on Form S-4 of Mallinckrodt plc (File No. 333-286694) (the “Registration Statement”) Ladies and Gentlemen: Reference is made to our opinion letter, dated March 13, |
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| May 6, 2025 |
[Letterhead of Wachtell, Lipton, Rosen & Katz] [Letterhead of Wachtell, Lipton, Rosen & Katz] May 6, 2025 VIA EDGAR Division of Corporation Finance Office of Life Sciences U. |
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| May 6, 2025 |
Form of Proxy Card of Endo, Inc.** Exhibit 99.3 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. V75347-Z90334 ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ENDO, INC. 9 GREAT VALLEY PARKWAY MALVERN, PA. 19355 ! ! ! ! ! ! ! ! ! ! ! ! 1. The |
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| May 6, 2025 |
Exhibit 99.10 Consent of Prospective Director Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement on Form S-4 of Mallinckrodt plc (the “Registrant”), and all amendment or supplements thereto (the “Registration Statement”), as a person who is to become a director of the Registrant effective as of |
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| May 6, 2025 |
Form of Proxy Card of Mallinckrodt, plc Extraordinary General Meeting.* Exhibit 99.2 Signature [PLEASE SIGN WITHIN BOX] Date Signature [PLEASE SIGN WITHIN BOX] Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: The Board of Directors recommends you vote FOR each of the following proposals at the Extraordinary General Meeting: Extraordinary General Meeting Proxy Card Please date and sign name exactly as it appears hereon. Executors, administrators, truste |
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| May 6, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 6, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Number |
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| May 2, 2025 |
May 2, 2025 Mark Tyndall, Esq. Chief Legal Officer Mallinckrodt plc College Business & Technology Park, Cruiserath, Blanchardstown, Dublin 15, D15 TX2V, Ireland Re: Mallinckrodt plc Registration Statement on Form S-4 Filed April 23, 2025 File No. 333-286694 Dear Mark Tyndall Esq.: We have conducted a limited review of your registration statement and have the following comment. Please respond to th |
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| April 23, 2025 |
Consent of Lazard Frères & Co. LLC Exhibit 99.6 The Board of Directors Mallinckrodt plc College Business & Technology Park, Cruiserath Blanchardstown, Dublin 15, Ireland The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated March 13, 2025, to the Board of Directors of Mallinckrodt plc (“Mallinckrodt”) as Annex F to, and reference thereto under the headings “SUMMARY — Opinion of Mallinckrodt’s Finan |
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| April 23, 2025 |
Exhibit 99.8 Consent of Prospective Director Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement on Form S-4 of Mallinckrodt plc (the “Registrant”), and all amendment or supplements thereto (the “Registration Statement”), as a person who is to become a director of the Registrant effective as of |
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| April 23, 2025 |
Exhibit 99.7 200 West Street | New York, NY 10282-2198 Tel: 212-902-1000 | Fax: 212-902-3000 April 23, 2025 Board of Directors Endo, Inc. 1400 Atwater Drive Malvern, PA 19355 Re: Registration Statement on Form S-4 of Mallinckrodt plc, filed April 23, 2025 (the “Registration Statement”) Ladies and Gentlemen: Reference is made to our opinion letter, dated March 13, 2025 (“Opinion Letter”), with resp |
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| April 23, 2025 |
As filed with the Securities and Exchange Commission on April 23, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 23, 2025 Registration No. |
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| April 23, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Form S-4 No. 333-286694 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Colleagues, When we announced the exciting news last month of our planned merger with Endo, we committed to keeping the |
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| April 23, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Mallinckrodt plc (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Ordinary shares, par value $0. |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 27, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-35803 Mallinckrodt plc (Exact |
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| April 3, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 24, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Mallinckrodt(March 18 Town Hall) March 19, 2025* Corporate Speakers: · Joyce Pearl; Director Commercial Communications · Sigurdur Olafsson; Mallinckro |
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| March 18, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Valued Mallinckrodt Partner, I am reaching out to share some exciting news regarding Mallinckrodt. We recently announced that we have agreed to c |
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| March 18, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Mallinckrodt (Town Hall) March 13, 2025* Corporate Speakers: · Sigurdur Olafsson; Mallinckrodt Pharmaceuticals; Chief Executive Officer, President PRE |
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| March 14, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Mallinckrodt and Endo Q4 2024 Earnings and Joint Transaction Call Transcript March 13, 2025 Companies’ Participants: Laure E. Park - Senior Vice Presi |
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| March 13, 2025 |
Exhibit 99.1 Mallinckrodt plc Reports Fourth Quarter and Fiscal Year 2024 Financial Results and Provides 2025 Guidance Achieved High End of Full-Year Net Sales Guidance Range and Midpoint of Adjusted EBITDA Guidance Range Grew Full-Year Net Sales by 6.1% to $2.0 Billion, with 14.2% Growth in Acthar® Gel (repository corticotropin injection) and 15.4% Growth in Specialty Generics; Reduced Total Debt |
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| March 13, 2025 |
Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the share capital of Mallinckrodt plc (“Mallinckrodt” or the “Company”) is a summary. This summary does not purport to be complete and is qualified in its entirety by reference to the Irish Companies Act 2014 (the “Companies Act”) and the comp |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Valued Mallinckrodt Partner, I am pleased to share some exciting news regarding Mallinckrodt. We just announced that we have agreed to combine wi |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) |
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| March 13, 2025 |
Exhibit 99.3 CONFIDENTIAL Project Salvare DISCUSSION MATERIALS FEBRUARY 2025 CONFIDENTIAL Table of Contents PROJECT SALVARE Preliminary Value Creation Analysis of a Potential Transaction Overview of a Potential Generics Separation 4 Appendix Strategic Perspectives on a Potential Transaction 2 3 1 Executive Summary PROJECT SALVARE 3 Preliminary and Illustrative • Given the clear alignment of the Ma |
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| March 13, 2025 |
Exhibit 99.2 Creating a Global, Scaled, Diversified Pharmaceuticals Leader 1 March 13, 2025 Disclosures No Offer or Solicitation This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such of |
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| March 13, 2025 |
FORM OF VOTING AND SUPPORT AGREEMENT Exhibit 99.1 FORM OF VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 13, 2025 (the “Agreement Date”), by and among (i) Mallinckrodt plc, a public limited company incorporated in Ireland (hereinafter called “Macaw”), (ii) Endo, Inc., a Delaware corporation (hereinafter called “Eagle”), and (iii) [ ], a shareholder of Eagle ( |
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| March 13, 2025 |
FORM OF VOTING AND SUPPORT AGREEMENT Exhibit 99.1 FORM OF VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 13, 2025 (the “Agreement Date”), by and among (i) Mallinckrodt plc, a public limited company incorporated in Ireland (hereinafter called “Macaw”), (ii) Endo, Inc., a Delaware corporation (hereinafter called “Eagle”), and (iii) [ ], a shareholder of Eagle ( |
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| March 13, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 13, 2025 |
Exhibit 99.1 Mallinckrodt and Endo to Combine to Create a Global, Scaled, Diversified Pharmaceuticals Leader Transaction Brings Together Two Highly Complementary Businesses to Broaden Patient Access and Develop New Therapies to Address Unmet Patient Needs Combined Company Expected to Benefit from Immediate Scale, Robust Cash Flow and Enhanced Financial Flexibility to Invest in Internal and Externa |
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| March 13, 2025 |
Exhibit 99.2 Creating a Global, Scaled, Diversified Pharmaceuticals Leader 0 March 13, 2025 Disclosures No Offer or Solicitation This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such of |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Employee FAQ 1. What did Mallinckrodt announce? · We announced that Mallinckrodt has agreed to combine with Endo, Inc. · Endo is a diversified pharmac |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Mallinckrodt R&D Partner, I’m reaching out to share some exciting news regarding Mallinckrodt. We just announced that we have agreed to combine w |
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| March 13, 2025 |
Exhibit 10.18 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [Director Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF SECOND AMENDED AND RESTATED RESTR |
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| March 13, 2025 |
Exhibit 99.3 CONFIDENTIAL Project Salvare DISCUSSION MATERIALS FEBRUARY 2025 CONFIDENTIAL Table of Contents PROJECT SALVARE Preliminary Value Creation Analysis of a Potential Transaction Overview of a Potential Generics Separation 4 Appendix Strategic Perspectives on a Potential Transaction 2 3 1 Executive Summary PROJECT SALVARE 3 Preliminary and Illustrative • Given the clear alignment of the Ma |
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| March 13, 2025 |
Exhibit 4.5 EXECUTION VERSION SUPPLEMENTAL INDENTURE NO. 2 SUPPLEMENTAL INDENTURE NO. 2 (this “Supplemental Indenture”) dated as of November 29, 2024, among each THERAKOS LLC, a Florida limited liability company (the “Released Guarantor”), MALLINCKRODT INTERNATIONAL FINANCE S.A., a public limited liability company (société anonyme) organized under the laws of the Grand Duchy of Luxembourg, having |
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| March 13, 2025 |
Exhibit 10.23 Form of Forfeiture Agreement AWARD FORFEITURE AGREEMENT This Award Forfeiture Agreement (this “Agreement”) is entered into on this [●] day of [●] 2024 by and between Mallinckrodt plc (the “Company”) and [●] (“Grantee”). RECITALS WHEREAS, in February 2024, the Company granted to Grantee [●] time-vesting restricted units (the “Award”) subject to the Mallinckrodt Pharmaceuticals 2024 St |
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| March 13, 2025 |
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): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Valued Mallinckrodt Partner, I am reaching out to share some exciting news regarding Mallinckrodt. We just announced that we have agreed to combi |
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| March 13, 2025 |
Exhibit 10.16 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF SECOND AMENDED AND RESTATED RESTRICTED |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) |
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| March 13, 2025 |
Exhibit 10.1 FORM OF VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 13, 2025 (the “Agreement Date”), by and among (i) Mallinckrodt plc,, a public limited company incorporated in Ireland (hereinafter called “Macaw”), (ii) Endo, Inc., a Delaware corporation (hereinafter called “Eagle”), and (iii) [ ], a shareholder of Mac |
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| March 13, 2025 |
Exhibit 2.1 EXECUTION VERSION TRANSACTION AGREEMENT by and among Mallinckrodt plc, Endo, Inc., and Salvare Merger Sub LLC, dated as of March 13, 2025 TABLE OF CONTENTS 1. INTERPRETATION 2 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 22 1.3 Construction 24 1.4 Captions 25 1.5 Time 25 2. SCHEME 25 2.1 Scheme 25 2.2 Change in Shares 25 3. IMPLEMENTATION OF THE SCHEME; COURT MEETINGs AND EGM |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 27, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-35803 Mallinckrodt plc (Exact |
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| March 13, 2025 |
Global Insider Trading Policy. Exhibit 19.1 Effective Date: January 31, 2025 Table of Contents Section 1 – Statement of Policy 3 Section 2 – Purpose of this Policy 3 Section 3 – Policy Owner and Statement of Responsibility 3 Section 4 – Procedures for all Covered Persons 3 Section 5 – Special Procedures for the Window Group 6 Section 6 – Post-Termination Transactions 7 Section 7 – Exceptions 7 Section 8 – Consequences of Violat |
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| March 13, 2025 |
Exhibit 99.1 Mallinckrodt and Endo to Combine to Create a Global, Scaled, Diversified Pharmaceuticals Leader Transaction Brings Together Two Highly Complementary Businesses to Broaden Patient Access and Develop New Therapies to Address Unmet Patient Needs Combined Company Expected to Benefit from Immediate Scale, Robust Cash Flow and Enhanced Financial Flexibility to Invest in Internal and Externa |
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| March 13, 2025 |
Exhibit 21.1 SUBSIDIARIES OF MALLINCKRODT PLC The following is a list of subsidiaries of Mallinckrodt plc as of December 27, 2024. Name of Subsidiary Jurisdiction of Incorporation/Organization Cache Holdings Limited Bermuda Carnforth Limited Bermuda Dritte CORSA Verwaltungsgesellschaft GmbH Germany Ikaria Australia Pty Ltd Australia Ikaria Canada Inc. Canada IMC Exploration Company Maryland Infaca |
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| March 13, 2025 |
Exhibit 2.1 EXECUTION VERSION TRANSACTION AGREEMENT by and among Mallinckrodt plc, Endo, Inc., and Salvare Merger Sub LLC, dated as of March 13, 2025 TABLE OF CONTENTS 1. INTERPRETATION 2 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 22 1.3 Construction 24 1.4 Captions 25 1.5 Time 25 2. SCHEME 25 2.1 Scheme 25 2.2 Change in Shares 25 3. IMPLEMENTATION OF THE SCHEME; COURT MEETINGs AND EGM |
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| March 13, 2025 |
Exhibit 99.2 Creating a Global, Scaled, Diversified Pharmaceuticals Leader 0 March 13, 2025 Disclosures No Offer or Solicitation This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such of |
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| March 13, 2025 |
Exhibit 10.1 FORM OF VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 13, 2025 (the “Agreement Date”), by and among (i) Mallinckrodt plc,, a public limited company incorporated in Ireland (hereinafter called “Macaw”), (ii) Endo, Inc., a Delaware corporation (hereinafter called “Eagle”), and (iii) [ ], a shareholder of Mac |
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| March 13, 2025 |
Exhibit 10.15 AMENDMENT NO. 1 TO THE MALLINCKRODT PHARMACEUTICALS 2024 STOCK AND INCENTIVE PLAN This Amendment No. 1 (“Amendment”) to the Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (the “Plan”) is adopted by the Board of Directors of Mallinckrodt public limited company (the “Company”), to be effective as of December 2, 2024. 1. Purpose. The purpose of this Amendment is to amend the |
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| March 13, 2025 |
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): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Nu |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Colleagues, We just announced that we are embarking on the next exciting stage in our evolution by combining with Endo, Inc. This transaction is |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo Inc. (Commission File No. 333-280767) Social Media Posts LinkedIn X (Twitter) |
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| March 13, 2025 |
Exhibit 10.17 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [EC other than CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF SECOND AMENDED AND RESTA |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) [Name] [Address] By email only RE: Mallinckrodt and Endo to Combine to Create a Global, Scaled, Diversified Pharmaceuticals Leader 13 March 2025 Dear |
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| March 13, 2025 |
Exhibit 99.2 Creating a Global, Scaled, Diversified Pharmaceuticals Leader 1 March 13, 2025 Disclosures No Offer or Solicitation This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such of |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Valued Mallinckrodt Partner, I am reaching out to share some exciting news regarding Mallinckrodt. We just announced that we have agreed to combi |
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| March 13, 2025 |
Filed by Mallinckrodt plc (Commission File No. 001-35803) Filed by Mallinckrodt plc (Commission File No. 001-35803) Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Endo, Inc. (Commission File No. 333-280767) Dear Valued Mallinckrodt Partner, I am reaching out to share some exciting news regarding Mallinckrodt. We just announced that we have agreed to combi |
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| March 13, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 13, 2025 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) |
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| December 5, 2024 |
Exhibit 10.2 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF SECOND AMENDED AND RESTATED PERFORMANCE |
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| December 5, 2024 |
Exhibit 10.3 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [EC other than CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF SECOND AMENDED AND RESTAT |
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| December 5, 2024 |
Exhibit 10.1 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. MALLINCKRODT PLC SECOND AMENDED AND RESTATED LONG-TERM TRANSACTION INCENTIVE PLAN (“Transaction Incentive Plan”) AS AMENDED AND RESTATED ON DE |
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| December 5, 2024 |
EXHIBIT 99.1 Mallinckrodt Completes Divestiture of Therakos® Business Net Proceeds to Reduce the Company’s Net Debt by More Than 60% DUBLIN, December 2, 2024 – Mallinckrodt plc (“Mallinckrodt” or the “Company”), a global specialty pharmaceutical company, today announced that it has completed the previously announced sale of its Therakos business to CVC Capital Partners Fund IX for a purchase price |
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| December 5, 2024 |
Exhibit 2.2 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXECUTION VERSION AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT This AMENDMENT NO. 1 (this “Amendment”), dated as of November 29, 2024, to the |
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| December 5, 2024 |
Exhibit 10.4 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [Director Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF SECOND AMENDED AND RESTATED PERFOR |
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| December 5, 2024 |
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 29, 2024 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File |
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| December 5, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTORY NOTE Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION INTRODUCTORY NOTE The following unaudited pro forma condensed combined financial information (“Pro Forma Financial Information”) is derived from the historical consolidated financial statements of Mallinckrodt plc (“Mallinckrodt” or the “Company”). The unaudited Pro Forma Financial Information is for informational and illust |
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| November 21, 2024 |
MNK / Mallinckrodt Plc - New / Bracebridge Capital, LLC - SC 13D/A Activist Investment SC 13D/A 1 d874622dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Mallinckrodt plc (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) G5890A102 (CUSIP Number) John N. Spinney, Jr Bracebridge Capital, LLC 888 Boylston Street, Suite 1500 Bosto |
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| November 14, 2024 |
MNK / Mallinckrodt Plc - New / Flynn James E Passive Investment SC 13G/A 1 e664008sc13ga-mallinckrodt.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2)* Mallinckrodt plc (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) G5890A |
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| November 5, 2024 |
Exhibit 99.1 Mallinckrodt plc Reports Third Quarter 2024 Financial Results and Raises Full Year Guidance Achieves Third Quarter Net Sales of $505.5 Million, Reflecting 1.7% Year-Over-Year Growth Reaffirms Full Year Net Sales Guidance and Raises Full Year Adjusted EBITDA Guidance After Adjusting Both Metrics for the Therakos Transaction Delivers Third Consecutive Quarter of Acthar® Gel Growth, Unde |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35803 Mallinckrodt plc |
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| November 5, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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, 2024 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File N |
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| October 21, 2024 |
Hudson Bay Capital Management LP - MNKTQ 13GA SC 13G/A 1 mnktq13ga.htm MNKTQ 13GA SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Mallinckrodt plc (Name of Issuer) Ordinary Shares, $0.01 par value (Title of Class of Securities) ** (CUSIP Number) May 31, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| September 10, 2024 |
EXHIBIT 99.1 MALLINCKRODT PLC SPECIALTY GENERICS SEGMENT ADJUSTED EBITDA (unaudited, in millions) Three Months Ended June 28, 2024 Three Months Ended March 29, 2024 Three Months Ended December 29, 2023 Three Months Ended September 29, 2023 Three Months Ended June 30, 2023 Three Months Ended March 31, 2023 Specialty Generics Adjusted EBITDA 1 $ 94.6 $ 67.6 $ 46.1 $ 64.8 $ 46.1 $ 43.1 MALLINCKRODT P |
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| September 10, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 10, 2024 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File |
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| August 27, 2024 |
MNK / Mallinckrodt Plc - New / MARATHON ASSET MANAGEMENT LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Mallinckrodt plc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) G5890A102 (CUSIP Number) August 27, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the |
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| August 6, 2024 |
Exhibit 10.1 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [EC other than CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF Amended and Restated REST |
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| August 6, 2024 |
EXHIBIT 4.3 SUPPLEMENTAL INDENTURE NO. 1 SUPPLEMENTAL INDENTURE NO. 1 (this “Supplemental Indenture”) dated as of May 1, 2024, among each Subsidiary Guarantor listed on Schedule 1 hereto (the “Released Guarantors”), MALLINCKRODT INTERNATIONAL FINANCE S.A., a public limited liability company (société anonyme) organized under the laws of the Grand Duchy of Luxembourg, having its registered office at |
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| August 6, 2024 |
Exhibit 10.4 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [EC other than CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF Amended and Restated PERF |
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| August 6, 2024 |
Exhibit 99.1 Mallinckrodt plc Reports Second Quarter 2024 Financial Results and Raises Full Year Guidance Achieves Second Quarter Net Sales of $514.3 Million, Reflecting 8.3% Year-Over-Year Growth on a Reported Basis and 8.4% on a Constant Currency Basis Reports Net Loss of $43.3 Million, Reflecting a 94.2% Year-Over-Year Improvement; Delivers Adjusted EBITDA of $174.0 Million, Reflecting 20.8% Ye |
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| August 6, 2024 |
Exhibit 10.5 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) Terms and Conditions OF Amended and Restated PERFORMANCE RESTRI |
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| August 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 6, 2024 Mallinckrodt plc (Exact name of registrant as specified in its charter) Ireland 001-35803 98-1088325 (State or other jurisdiction of incorporation) (Commission File Num |
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| August 6, 2024 |
Exhibit 10.3 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [Director Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF Amended and Restated RESTRICTED UN |
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| August 6, 2024 |
Mallinckrodt plc Amended and Restated Long-Term Transaction Incentive Plan.* Exhibit 10.7 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. MALLINCKRODT PLC AMENDED AND RESTATED LONG-TERM TRANSACTION INCENTIVE PLAN (“Transaction Incentive Plan”) A.Purposes. The Board of Directors ( |
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| August 6, 2024 |
Exhibit 10.2 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [CEO Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF AMENDED AND RESTATED RESTRICTED UNIT AW |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number : 001-35803 Mallinckrodt plc (Ex |
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| August 6, 2024 |
Exhibit 10.6 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***] BECAUSE IT IS BOTH: (I) NOT MATERIAL AND (II) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [Director Form] Mallinckrodt Pharmaceuticals 2024 Stock and Incentive Plan (“Plan”) TERMS AND CONDITIONS OF Amended and Restated PERFORMANCE R |
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| August 5, 2024 |
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): August 5, 2024 Mallinckrodt plc (Exact name of registrant as specified in its charter) Commission file number 001-35803 Ireland 98-1088325 (State or other jurisdiction of incorporati |
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| August 5, 2024 |
Exhibit 99.1 Mallinckrodt Reaches Agreement to Sell Therakos® Business to CVC for $925 Million Divestiture Advances Mallinckrodt’s Strategic Priorities to Optimize Capital Structure and Focus on Core Areas of Expertise Mallinckrodt to Use Net Proceeds to Reduce Net Debt by More Than 50% CVC Brings Resources and Expertise to Further Develop and Commercialize Therakos DUBLIN and LUXEMBOURG – August |
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| August 5, 2024 |
Exhibit 2.1 EXECUTION VERSION PURCHASE AND SALE AGREEMENT BY AND BETWEEN MALLINCKRODT PLC SOLARIS BIDCO LIMITED SOLARIS IPCO LIMITED AND SOLARIS US BIDCO, LLC Dated as of August 3, 2024 EXECUTION VERSION Table of Contents Page Article I DEFINITIONS 5 Section 1.1 Definitions 5 Section 1.2 Other Defined Terms 31 Article II PURCHASE AND SALE; CLOSING; DEFERRED CLOSINGS 36 Section 2.1 Purchase and Sal |
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| July 8, 2024 |
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D EX-99.1 2 d851058dex991.htm EX-99.1 Exhibit 1 AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13D The undersigned hereby agree as follows: (i) Each of them is individually eligible to use the Schedule 13D to which this Exhibit is attached, and such Schedule 13D is filed on behalf of each of them; and (ii) Each of them is responsible for the timely filing of such Schedule 13D and any amendments th |
