As previously disclosed, on August 16, 2022, Endo International plc, together with certain of its direct and indirect subsidiaries (the “Company” or the “Debtors”), filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). The cases are being administered under the caption In re Endo International plc, et al. (Case No. 22-22549) (the “Chapter 11 Cases”). The Debtors continue to operate their businesses and manage their properties as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and order of the Bankruptcy Court.
On November 23, 2022, the Debtors filed their motion (the “Bidding Procedures Motion”) seeking approval of bidding procedures for the sale of substantially all of their assets and designating an entity formed by an Ad Hoc Group of First Lien Creditors (the “Ad Hoc 1L Group”) as the stalking horse bidder.
Subsequently, among other parties, the Official Committee of Unsecured Creditors (the “UCC”), the Official Committee of Opioid Creditors (the “OCC”), an Ad Hoc Group of Cross-Holders (the “Ad Hoc Cross-Holder Group”), and the Non-RSA First Lien Group (the “Non-RSA 1Ls”) filed objections (the “Objections”) to the Bidding Procedures Motion. Additionally, the UCC and OCC filed motions in the Bankruptcy Court to obtain standing to pursue challenges with respect to the Company’s secured creditors’ liens (the “Challenges”).
On March 3, 2023, at a hearing before the Bankruptcy Court, the Company’s counsel delivered remarks announcing a resolution in principle of the Objections and Challenges reached by the Ad Hoc 1L Group, the UCC, the OCC, the Ad Hoc Cross-Holder Group, and the Non-RSA 1Ls, and which resolution is supported by the Debtors. A summary of such remarks are available on the Company’s website at investor.endo.com at the link “Remarks Regarding Chapter 11 Settlement in Principle”. Such resolution in principle remains subject to a number of terms and conditions, including negotiation of definitive documentation.
Cautionary Information Regarding Trading in the Company’s Securities.
The Company continues to face certain risks and uncertainties that have been affecting its business and operations, and these risks and uncertainties may affect the Company’s ability to enter into a sale transaction and could impact the outcome of the Company’s voluntary petitions for relief under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (collectively, the “Chapter 11 Filings”). Holders of the Company’s equity securities will likely be entitled to little or no recovery on their investment following the Chapter 11 Filings, and recoveries to other stakeholders cannot be determined at this time. The Company cautions that trading in the Company’s securities given the pendency of the Chapter 11 Filings is highly speculative and poses substantial risks. Trading prices for the Company’s securities may bear little or no relationship to the actual value realized, if any, by holders of the Company’s securities in the Chapter 11 Filings. Accordingly, the Company urges extreme caution with respect to existing and future investments in its securities.
Cautionary Note Regarding Forward-Looking Statements
Certain information in this Current Report on Form 8-K may be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and any applicable Canadian securities legislation, including, but not limited to, statements with respect to the Non-Debtor Report or any similar reports or other documents that have been or in the future are filed with the Bankruptcy Court, the chapter 11 proceedings, and any other statements that refer to the Company’s expected, estimated or anticipated future results or that do not relate solely to historical facts. Statements including words or phrases such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “plan,” “will,” “may,” “look forward,” “intend,” “guidance,” “future,” “potential” or similar expressions are forward-looking statements. All forward-looking statements in this communication reflect the Company’s current views as of the date of this communication about its plans, intentions, expectations, strategies and prospects, which are based on the information currently available to it and on assumptions it has made. Actual results may differ materially and adversely from current expectations based on a number of factors, including, among other things, the following: the outcome of the Company’s contingency planning and restructuring activities; the timing, impact or results of any pending or future litigation, investigations, proceedings or claims, including opioid, tax and antitrust related matters; actual or contingent liabilities; settlement discussions or negotiations; the Company’s liquidity, financial performance, cash position and operations; the Company’s strategy; risks and uncertainties associated with
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