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Subsequent Events
9 Months Ended
Sep. 26, 2025
Subsequent Events [Abstract]  
Subsequent Events
16.
Subsequent Events
Separation of Par Health
On November 10, 2025, at 12:01 a.m. (Eastern Time in the United States), the Company completed the Separation of the Company’s Generics and Sterile Injectables reportable segments into an independent, private company named Par Health. The Separation was implemented by way of a Redemption of all of the Company’s issued and outstanding Mallinckrodt Preferred Shares, comprising 1,796,196,578,472 Mallinckrodt Preferred Shares, upon which the Mallinckrodt Preferred Shares were automatically cancelled and as such are no longer outstanding. In connection with the Redemption and pursuant to Irish law, the Company allocated the right to receive 39,421,398 shares of Par Health Common Stock, being one hundred percent (100%) of the outstanding shares of Par Health Common Stock as of the Redemption Date, to holders of record of Mallinckrodt Preferred Shares as of October 27, 2025 who complied with certain certification procedures and certified as to being a qualified institutional buyer as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), an institutional accredited investor (an “accredited investor” as defined in clauses (1), (2), (3), (7), (8), (9), (12) and (13) of Rule 501(a) under the Securities Act) or a director or officer of the Company or Par Health as of the Redemption Date and also an accredited investor (as defined in Rule 501(a) under the Securities Act). Holders of record of Mallinckrodt Preferred Shares who complied with the certification procedures and certified that they do not qualify as any of the foregoing categories of investors will receive a per share amount in cash that the Board determined is equal in value to the Par Health Common Stock allocated to qualified shareholders for each Mallinckrodt Preferred Share.
In connection with the Separation, the Company entered into several agreements with Par Health that govern the relationship of the parties following the Separation, including a Separation Agreement, a Transition Services Agreement, a Tax Matters Agreement, an Employee Matters Agreement, a Manufacturing and Supply Agreement and an Amended and Restated Multi-Tenant Lease Agreement. The Separation Agreement provides, among other things, that Par Health will be separated with approximately $230.0 million of cash or cash equivalents.
Also in connection with the Separation, on November 10, 2025, the Company and the Trust entered into the CVR Termination Agreement to cancel the contingent value rights issued under the CVR Agreement and terminate the CVR Agreement in exchange for a payment by the Company of $35.0 million to the Trust. Pursuant to the CVR Termination Agreement, on November 10, 2025, the CVRs were cancelled and the CVR Agreement was terminated. The CVR Termination Agreement also included customary representations and warranties and a waiver of certain claims.
As a result of the Separation, none of the Company or its subsidiaries continue to be borrowers or guarantors of the indebtedness under the New Credit Agreement. All borrowers and guarantors in respect of such indebtedness are subsidiaries of Par Health.