Net Proceeds to Reduce the Company's Net Debt
by More Than 60%
DUBLIN , Dec. 2, 2024
/PRNewswire/ -- 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 of
$925 million before customary
adjustments.
Siggi Olafsson, President and
Chief Executive Officer, said, "We are pleased to complete this
transaction, which provides Therakos with an ideal partner to
invest in its continued growth and advances our strategic
priorities to optimize our capital structure and concentrate on our
key strengths and capabilities. We thank the entire Therakos team
for their commitment and dedication and wish them the very best for
the future."
The Company will use net proceeds from the transaction to pay
down debt in the coming days, which is expected to reduce
Mallinckrodt's net debt by more than
60%.
Lazard served as Mallinckrodt's
financial advisor, and Wachtell, Lipton, Rosen & Katz served as
primary legal counsel. Arthur Cox
served as counsel in Ireland and
A&O Shearman served as counsel in other international
geographies.
About Mallinckrodt
Mallinckrodt is a global business
consisting of multiple wholly owned subsidiaries that develop,
manufacture, market and distribute specialty pharmaceutical
products and therapies. The Company's Specialty Brands reportable
segment's areas of focus include autoimmune and rare diseases in
specialty areas like neurology, rheumatology, hepatology,
nephrology, pulmonology, ophthalmology and oncology; immunotherapy
and neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients. To learn more about Mallinckrodt, visit www.mallinckrodt.com.
Mallinckrodt uses its website as a
channel of distribution of important company information, such as
press releases, investor presentations and other financial
information. It also uses its website to expedite public access to
time-critical information regarding the Company in advance of or in
lieu of distributing a press release or a filing with the U.S.
Securities and Exchange Commission ("SEC") disclosing the same
information. Therefore, investors should look to the Investor
Relations page of the website for important and time-critical
information. Visitors to the website can also register to receive
automatic e-mail and other notifications alerting them when new
information is made available on the Investor Relations page of the
website.
CAUTIONARY STATEMENTS RELATED TO FORWARD-LOOKING
STATEMENTS
Statements in this press release that are not strictly
historical, including information concerning our possible or
assumed future financial condition and results of operations,
business strategies, financing plans, competitive position,
potential growth opportunities, potential operating performance
improvements, the effects of competition, and the effects of future
legislation or regulations and/or any other statements regarding
events or developments that the Company believes or anticipates
will or may occur in the future, may be "forward-looking"
statements within the meaning of the Private Securities Litigation
Reform Act of 1995, and involve a number of risks and
uncertainties.
There are a number of important factors that could cause actual
events to differ materially from those suggested or indicated by
such forward-looking statements and you should not place undue
reliance on any such forward-looking statements. These factors
include risks and uncertainties related to, among other things: the
potential impact of the divestiture of the Therakos business on our
businesses; changes in Mallinckrodt's
board of directors, business strategy and performance; Mallinckrodt's initiative to explore a variety of
potential divestiture, financing and other transactional
opportunities; the exercise of contingent value rights by the
Opioid Master Disbursement Trust II (the "Trust"); Mallinckrodt's repurchases of debt securities; the
liquidity, results of operations and businesses of Mallinckrodt and its subsidiaries; governmental
investigations and inquiries, regulatory actions, and lawsuits, in
each case related to Mallinckrodt or
its officers; Mallinckrodt's
contractual and court-ordered compliance obligations that, if
violated, could result in penalties; historical commercialization
of opioids, including compliance with and restrictions under the
global settlement to resolve all opioid-related claims; matters
related to Acthar Gel, including the settlement with governmental
parties to resolve certain disputes and compliance with and
restrictions under the related corporate integrity agreement; the
ability to maintain relationships with Mallinckrodt's suppliers, customers, employees and
other third parties following the emergence from the 2023
bankruptcy proceedings, as well as perceptions of the Company's
increased performance and credit risks associated with its
constrained liquidity position and capital structure; the
possibility that Mallinckrodt may be
unable to achieve its business and strategic goals even now that
the emergence from the 2023 bankruptcy proceedings was successfully
consummated; the non-dischargeability of certain claims against
Mallinckrodt as part of the bankruptcy
process; developing, funding and executing Mallinckrodt's business plan; Mallinckrodt's capital structure since its
emergence from the 2023 bankruptcy proceedings; scrutiny from
governments, legislative bodies and enforcement agencies related to
sales, marketing and pricing practices; pricing pressure on certain
of Mallinckrodt's products due to legal
changes or changes in insurers' or other payers' reimbursement
practices resulting from recent increased public scrutiny of
healthcare and pharmaceutical costs; the reimbursement practices of
governmental health administration authorities, private health
coverage insurers and other third-party payers; complex reporting
and payment obligations under the Medicare and Medicaid rebate
programs and other governmental purchasing and rebate programs;
cost containment efforts of customers, purchasing groups,
third-party payers and governmental organizations; changes in or
failure to comply with relevant laws and regulations; any
undesirable side effects caused by Mallinckrodt's approved and investigational
products, which could limit their commercial profile or result in
other negative consequences; Mallinckrodt's and its partners' ability to
successfully develop, commercialize or launch new products or
expand commercial opportunities of existing products, including
Acthar Gel (repository corticotropin injection) Single-Dose
Pre-filled SelfJect™ Injector and the INOmax Evolve platform;
Mallinckrodt's ability to successfully
identify or discover additional products or product candidates;
Mallinckrodt's ability to navigate
price fluctuations; competition; Mallinckrodt's and its partners' ability to protect
intellectual property rights, including in relation to ongoing and
future litigation; limited clinical trial data for Acthar Gel; the
timing, expense and uncertainty associated with clinical studies
and related regulatory processes; product liability losses and
other litigation liability; material health, safety and
environmental liabilities; business development activities or other
strategic transactions; attraction and retention of key personnel;
the effectiveness of information technology infrastructure,
including risks of external attacks or failures; customer
concentration; Mallinckrodt's reliance
on certain individual products that are material to its financial
performance; Mallinckrodt's ability to
receive sufficient procurement and production quotas granted by the
U.S. Drug Enforcement Administration; complex manufacturing
processes; reliance on third-party manufacturers and supply chain
providers and related market disruptions; conducting business
internationally; Mallinckrodt's ability
to achieve expected benefits from prior or future restructuring
activities; Mallinckrodt's significant
levels of intangible assets and related impairment testing; natural
disasters or other catastrophic events; Mallinckrodt's substantial indebtedness and
settlement obligation, its ability to generate sufficient cash to
reduce its indebtedness and its potential need and ability to incur
further indebtedness; restrictions contained in the agreements
governing Mallinckrodt's indebtedness
and settlement obligation on Mallinckrodt's operations, future financings and
use of proceeds; actions taken by third parties, including the
Company's creditors, the Trust and other stakeholders; Mallinckrodt's variable rate indebtedness;
Mallinckrodt's tax treatment by the
Internal Revenue Service under Section 7874 and Section 382 of the
Internal Revenue Code of 1986, as amended; future changes to
applicable tax laws or the impact of disputes with governmental tax
authorities; the impact of Irish laws; the impact on the holders of
Mallinckrodt's ordinary shares if
Mallinckrodt were to cease to be a
reporting company in the United
States; the comparability of Mallinckrodt's post-emergence financial results and
the projections filed with the Bankruptcy Court; and the lack of
comparability of Mallinckrodt's
historical financial statements and information contained in its
financial statements after the adoption of fresh-start accounting
following emergence from the 2023 bankruptcy proceedings.
The "Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" sections of
Mallinckrodt's Annual Report on Form
10-K for the fiscal year ended December 29,
2023, Quarterly Report on Form 10-Q for the quarterly period
ended March 29, 2024, Quarterly
Report on Form 10-Q for the quarterly period ended June 28, 2024, Quarterly Report on Form 10-Q for
the quarterly period ended September 27,
2024, and other filings with the SEC, which are available
from the SEC's website (www.sec.gov) and Mallinckrodt's (www.mallinckrodt.com), identify and
describe in more detail the risks and uncertainties to which
Mallinckrodt's businesses are subject.
There may be other risks and uncertainties that we are unable to
predict at this time or that we currently do not expect to have a
material adverse effect on our business. The forward-looking
statements made herein speak only as of the date hereof and
Mallinckrodt does not assume any
obligation to update or revise any forward-looking statement,
whether as a result of new information, future events and
developments or otherwise, except as required by law. Given these
uncertainties, one should not put undue reliance on any
forward-looking statements.
Mallinckrodt Contacts
Investor
Relations
Derek Belz
Vice President, Investor Relations
314-654-3950
derek.belz@mnk.com
Patient Advocacy
Derek
Naten
Vice President, Government Affairs
202-459-4143
derek.naten@mnk.com
Media
Michael Freitag /
Aaron Palash / Aura Reinhard
Joele Frank, Wilkinson Brimmer
Katcher
212-355-4449
Mallinckrodt, the "M" brand mark and
the Mallinckrodt Pharmaceuticals logo are trademarks of a
Mallinckrodt company. Other brands are
trademarks of a Mallinckrodt company or
their respective owners. © 2024.
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SOURCE Mallinckrodt plc
