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):
January 26, 2017
ENDO INTERNATIONAL PLC
(Exact name of registrant as specified in its charter)
| Ireland | 001-36326 | 68-0683755 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) | ||
| First Floor, Minerva House, Simmonscourt Road, Ballsbridge, Dublin 4, Ireland |
Not Applicable | |||
| (Address of principal executive offices) | (Zip Code) | |||
011-353-1-268-2000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.05. Costs Associated with Exit or Disposal Activities.
On January 26, 2017, the Registrant issued a press release announcing a restructuring initiative implemented as part of its ongoing organizational review. This restructuring, approved by the Registrant’s Board of Directors on December 19, 2016, is intended to further integrate, streamline and optimize the Registrant’s operations by aligning certain Corporate and R&D functions with the Registrant’s recently restructured Generics and U.S. Branded Pharmaceutical business units, creating efficiencies and cost savings, a portion of which may be invested in the Registrant’s core and new products to drive future cash flow and earnings growth.
As part of this restructuring, the Registrant will undertake certain cost reduction initiatives, including a reduction of approximately 90 positions of the Registrant’s workforce, primarily related to Corporate functions and Branded pharmaceutical R&D functions in Malvern, PA and Chestnut Ridge, NY, a streamlining of general and administrative expenses, an optimization of commercial spend and a refocusing of research and development efforts. The Registrant expects to incur cash charges of approximately $15 million to $20 million of employee separation and other benefit-related costs in connection with this restructuring. Substantially all of these cash payments are anticipated to be made by the end of 2017 and the Registrant anticipates that substantially all of the actions associated with this restructuring will be completed by the end of April 2017. Under this restructuring, separation costs are expensed over the requisite service period, if any, while retention costs are expensed ratably over the respective retention period.
A copy of the Registrant’s January 26, 2017 press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| No. |
Description | |
| 99.1 | Press Release of Endo International plc dated January 26, 2017. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ENDO INTERNATIONAL PLC | ||||||
| Date: January 26, 2017 | By: | /s/ Matthew J. Maletta | ||||
| Name: | Matthew J. Maletta | |||||
| Title: | Executive Vice President, Chief Legal Officer | |||||
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | Press Release of Endo International plc dated January 26, 2017. | |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Endo Announces Actions to Drive Greater Efficiency and Business Alignment
DUBLIN, January 26, 2017 — Endo International plc (NASDAQ / TSX: ENDP) announced today that as part of its comprehensive organizational review, it has initiated a restructuring program. These restructuring actions primarily relate to the Company’s Corporate functions and Branded pharmaceutical R&D functions in Malvern, PA and Chestnut Ridge, NY. The restructuring program will better align these parts of our organization in size and scope with the Company’s recently restructured Generics and U.S Branded Pharmaceutical business units. In addition to realizing greater efficiencies, these actions are expected to provide corresponding cost savings. Endo expects to invest a portion of these cost savings in the Company’s core product franchises and new product development programs for both the Branded and Generics business segments.
These restructuring actions will reduce Endo’s work force by approximately 90 full-time positions and will result in restructuring cash charges of approximately $15 million to $20 million. Endo expects to realize approximately $40 million to $50 million in annual run rate pre-tax cost savings by the fourth quarter of 2017.
“Last year, Endo completed the integration, product portfolio rationalization and restructuring of its Generics business segment. In October, we introduced a unified operating model that streamlined our Global Supply Chain organization to better support both our Branded and Generics businesses. Recently, we announced that our Branded Segment will focus on our Specialty business, which led to the elimination of our U.S. Branded pain field sales force and realignment of that business unit. All of these measures have led to today’s announced restructuring actions, which address the last of the organizations to be impacted, primarily in Malvern and Chestnut Ridge,” said Paul Campanelli, President and CEO of Endo. “In a competitive and challenging healthcare environment, these difficult but necessary steps are intended to best position Endo for long-term success. These actions will serve to strengthen our Company and permit us to provide additional support for our core franchises and development programs.”
“I would like to recognize the efforts and hard work of those who have been impacted by these decisions and thank them for all they have contributed to our Company,” added Mr. Campanelli.
About Endo International plc
Endo International plc (NASDAQ / TSX: ENDP) is a global specialty pharmaceutical company focused on improving patients’ lives while creating shareholder value. Endo develops, manufactures, markets and distributes quality branded and generic pharmaceutical products as well as over-the-counter medications though its operating companies. Endo has global headquarters in Dublin, Ireland, and U.S. headquarters in Malvern, PA. Learn more at www.endo.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements,” including, but not limited to, the statements by Mr. Campanelli and other statements regarding expected restructuring charges, expected cost savings and anticipated use of such cost savings. These statements are based on current expectations of future events. If underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could vary materially from Endo’s expectations and projections. Risks and uncertainties include, among other things, general industry and market conditions; technological advances and patents attained by competitors; challenges in the implementation of the planned restructuring; challenges inherent in the research and development and regulatory processes; challenges related to product marketing, such as the unpredictability of market acceptance for new products and/or the acceptance of new indications for such products; inconsistency of treatment results among patients; potential difficulties in manufacturing; general economic conditions; and governmental laws and regulations affecting domestic and foreign operations. Endo expressly disclaims any intent or obligation to update these forward-looking statements except as required by law. Additional information concerning these and other risk factors can be found in Endo’s periodic reports filed with the U.S. Securities and Exchange Commission and in Canada on the System for Electronic Data Analysis and Retrieval (“SEDAR”), including current reports on Form 8-K, quarterly reports on Form 10-Q and annual reports on Form 10-K. Additional information about Endo is available on the World Wide Web at www.endo.com or you can contact the Endo Investor Relations department by calling (484) 216-0000.
Endo International plc:
| Investors/Media: | Media: | Investors: | ||||
| Stephen Mock | Heather Zoumas-Lubeski | Nina Goworek | ||||
| (845) 364-4833 | (484) 216-6829 | (484) 216-6657 |
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