--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-118395" form_type: "8-K" ticker: null cik: "0001567892" company_name: "Keenova Therapeutics plc" filed_at: "2023-11-15T23:59:59+00:00" generated_at: "2026-06-08T02:24:10.212425+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Mallinckrodt emerges from Chapter 11; old equity cancelled, $1.65B new debt issued ## Summary - On Nov 14, 2023, Mallinckrodt emerged from US Chapter 11 and Irish examinership under a prepackaged plan. - All existing ordinary shares were cancelled; 19,696,335 new common shares issued: 92.3% to first-lien creditors, 7.7% to second-lien noteholders. - Issued $871.4M in Takeback Term Loans (SOFR+7.5%/9.5%) and $778.6M in 14.75% Takeback Notes due 2028. - Issued 1,036,649 CVRs exercisable until Nov 2027; entitles holder to cash or equity based on market price minus $99.36. - Board resigned except CEO; David Stetson and Jon Zinman appointed as new directors. ## SEC filing metadata - accession: 0001104659-23-118395 - form_type: 8-K - cik: 0001567892 - company_name: Keenova Therapeutics plc - filed_at: 2023-11-15T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 1.02, 2.03, 3.02, 3.03, 5.01, 5.02, 5.03, 7.01, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/tm2330452d2_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-118395 - JSON: https://secwatch.observer/filing/0001104659-23-118395.json - Plain text: https://secwatch.observer/filing/0001104659-23-118395.txt ## Key facts - Executive change Paul M. Bisaro resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Susan Silbermann resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change James R. Sulat resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Sigurdur Olafsson resigned as President and Chief Executive Officer at Keenova Therapeutics plc. - Action: resigned - Role: President and Chief Executive Officer source text: Mr. Olafsson provided written notice of his intention to resign as an employee effective on the 75 th day following the Effective Date (the “ Post-Emergence Resignation Date ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Jon Zinman was appointed as Director at Keenova Therapeutics plc. - Action: appointed - Role: Director source text: On the Effective Date and immediately following the Director Resignations, the following individuals were appointed directors of Mallinckrodt: David Stetson and Jon Zinman (collectively, the “ New Directors ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change David Stetson was appointed as Director at Keenova Therapeutics plc. - Action: appointed - Role: Director source text: On the Effective Date and immediately following the Director Resignations, the following individuals were appointed directors of Mallinckrodt: David Stetson and Jon Zinman (collectively, the “ New Directors ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Karen Ling resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Riad El-Dada resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Dr. Woodrow Myers resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Neal P. Goldman resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Executive change Daniel Celentano resigned as Director at Keenova Therapeutics plc. - Action: resigned - Role: Director source text: All of the directors of the board of directors of Mallinckrodt (the “ Board ”) then serving, other than Sigurdur Olafsson, our President and Chief Executive Officer, resigned effective as of the Effective Date from their roles as directors of Mallinckrodt (and any committees of the Board thereof) (collectively, the “ Director Resignations ”), including: Paul M. Bisaro, Daniel Celentano, Riad El-Dada, Neal P. Goldman, Karen Ling, Dr. Woodrow Myers, Susan Silbermann and James R. Sulat. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Governance Changes Keenova Therapeutics plc: Adopted New Articles of Association replacing Prior Articles of Association, changing authorized share capital, board composition, preemptive rights, and other governance provisions. - Change: charter amendment source text: Effective as of the Effective Date, and pursuant to the Scheme of Arrangement, the new memorandum and articles of association (together, the " New Articles of Association ") were adopted, which replaced and superseded the prior memorandum and articles of association (together, the " Prior Articles of Association "), respectively. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Material Agreements Keenova Therapeutics plc entered into Registration Rights Agreement with certain owners of New Common Equity valued at Provides piggyback registration rights and demand registration rights for Company Shareholders ownin. - Action: entry - Counterparty: certain owners of New Common Equity - Value: Provides piggyback registration rights and demand registration rights for Company Shareholders ownin source text: On the Effective Date and pursuant to the Plan, the Company entered into a registration rights agreement (the “ Registration Rights Agreement ”) with certain owners of New Common Equity evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Material Agreements Keenova Therapeutics plc entered into Contingent Value Right Agreement with Trust valued at Issued 1,036,649 CVRs entitling Trust to receive cash equal to Market Price of one new ordinary shar. - Action: entry - Counterparty: Trust - Value: Issued 1,036,649 CVRs entitling Trust to receive cash equal to Market Price of one new ordinary shar source text: On the Effective Date and pursuant to the Plan, the Company entered into a contingent value right agreement (the “ CVR Agreement ”) with the Trust. evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm - Material Agreements Keenova Therapeutics plc entered into Information Rights Deed with Information Rights Holders valued at Company to provide Information Rights Holders with quarterly unaudited financial statements within 6. - Action: entry - Counterparty: Information Rights Holders - Value: Company to provide Information Rights Holders with quarterly unaudited financial statements within 6 source text: On the Effective Date and pursuant to the Plan, the Company entered into a deed poll relating to the information rights members of the Company (the “ Information Rights Deed ”) for the benefit of each Company Shareholder that evidence_url: https://www.sec.gov/Archives/edgar/data/1567892/000110465923118395/0001104659-23-118395-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.