Mallinckrodt plc
8.60%
1,692,330
1567892
G5890A102
Mar 12, 2025
Mar 18, 2025, 08:02 PM
Reporting Persons (3)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Silver Point Capital, L.P. | Investment Adviser | 8.60% | 1,692,330 | 0 | 1,692,330 |
| Edward A. Mule | Individual | 8.60% | 1,692,330 | 0 | 1,692,330 |
| Robert J. O'Shea | Individual | 8.60% | 1,692,330 | 0 | 1,692,330 |
Disclosure Items (5)
Common Stock, par value $0.01 per share
Mallinckrodt plc
College Business & Technology Park, Dublin 15, L2, D15 TX2V
Item 3 of the Schedule 13D is hereby supplemented as follows: The source of funds used in the purchase reported in Item 5 was working capital of the Reporting Persons.
The responses of the Reporting Persons to rows (7) through (13) of the cover pages of this Amendment are incorporated herein by reference. The Reporting Persons currently beneficially own 1,692,330 shares of Common Stock. As reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 13, 2025, as of March 7, 2025, there were 19,762,306 shares of Common Stock issued and outstanding.
The responses of the Reporting persons to rows (7) through (13) of the cover pages of this Amendment are incorporated herein by reference.
The following sets forth all transactions in the Common Stock effected by the Reporting Persons during the last 60 days: On March 14, 2025, the Reporting Persons purchased 100,000 shares of Common Stock at a price per share of $94.00 in the open market through brokers.
Other than as disclosed in Item 4, no person other than the Reporting Persons are known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Common Stock held by the Reporting Persons.
Not applicable.
Item 6 of the Schedule 13D is hereby supplemented as follows: Voting Agreement On March 13, 2025, the Issuer announced that it had entered into a Transaction Agreement, dated March 13, 2025 (the "Transaction Agreement"), with Endo, Inc. ("Endo") and Salvare Merger Sub LLC ("Merger Sub"), pursuant to which, subject to the satisfaction or waiver of the conditions set forth therein, (a) the memorandum and articles of association of the Issuer will be amended by means of a scheme of arrangement (the "Articles Scheme Amendment") under the Companies Act 2014 and shareholder approval; (b) the memorandum and articles of association of the Issuer will be further amended by shareholder approval following the Articles Scheme Amendment (together with the Articles Scheme Amendment, the "Articles Amendments"); and (c) Merger Sub will merge with and into Endo (such merger, the "business combination" and, together with the Articles Amendments, the "Transaction"), with Endo surviving the business combination as a wholly owned subsidiary of the Issuer. In connection with the Transaction, on March 13, 2025, the Reporting Persons entered into a Voting and Support Agreement (the "Voting Agreement") with the Issuer and Endo, pursuant to which the Reporting Persons agreed, among other things, and subject to the terms and conditions of the Voting Agreement, to vote all securities owned by them in favor of the Transaction, as more fully described in the form of Voting Agreement filed as Exhibit 3 hereto, the terms of which are hereby incorporated into this Item 6. Except as disclosed in this Schedule 13D, there are no contracts, arrangements, understandings or relationships between the Reporting Persons and any third person with respect to the Common Stock.
Exhibit No. Description 1 Joint Filing Agreement, dated as of March 18, 2025, by and among the Reporting Persons 2 Power of Attorney of Robert J. O'Shea and Edward A. Mule (incorporated here by reference to Schedule 13G filed by Silver Point Capital, L.P., Edward A. Mule and Robert J. O'Shea with the Securities and Exchange Commission on February 16, 2016 relating to TopBuild Corp.) 3 Form of Voting Agreement (incorporated here by reference to Exhibit 99.1 to the Issuer's Form 8-K/A filed with the Securities and Exchange Commission on March 13, 2025)