8-K
filed August 1, 2025, 7:59 PM ET
CIK 0002008861
M&A
confidence high
sentiment neutral
materiality 1.00
Endo LP: M&A transaction — Mallinckrodt closes acquisition of Endo; Endo shares converted to 0.2575 MNK shares + $1.31 cash
Endo LP
- Endo shareholders received 0.2575 Mallinckrodt ordinary shares and about $1.31 cash per share, with cash for fractional shares.
- Endo common stock delisted from OTCQX; Form 15 to be filed to suspend SEC reporting obligations.
- All prior directors (Herendeen, Efron, Hirsch, Langlois, Pasternak, Yoskowitz) removed; Matthew Peters and Mark Tyndall appointed sole directors.
- Ex-CEO Scott Hirsch to serve as senior advisor for 60 days, then consultant for 6 months, receiving $750,000/month for 12 months ($9M total).
- Endo converted into Endo LP on August 1, 2025; board approved $645,000 incremental payment to directors for equity awards.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Endo LP: Amended and restated certificate of incorporation at Effective Time of merger.
- Change
- charter amendment
Exact text from the filing
at the Effective Time, the certificate of incorporation of the Company and the bylaws of the Company were amended and restated and, respectively, as so amended and restated, became the certificate of incorporation and bylaws of the Company until further changed or amended as provided therein or by applicable law.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Endo LP: Amended and restated bylaws at Effective Time of merger.
- Change
- bylaw amendment
Exact text from the filing
at the Effective Time, the certificate of incorporation of the Company and the bylaws of the Company were amended and restated and, respectively, as so amended and restated, became the certificate of incorporation and bylaws of the Company until further changed or amended as provided therein or by applicable law.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Endo LP: Company converted to limited partnership governed by new certificate of limited partnership and limited partnership agreement (effective 2025-08-01).
- Effective
- 2025-08-01
Exact text from the filing
Following the Merger, on August 1, 2025, the Company effectuated the Conversion, and is governed by the terms of a certificate of limited partnership and limited partnership agreement, which are attached as Exhibits 3.2 and 3.3 to this Current Report on Form 8-K and incorporated by reference into this Item 5.03.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.99
Endo LP completed an acquisition involving Mallinckrodt plc for 0.2575 of an ordinary share of Mallinckrodt and approximately $1.31 in cash per share (closed 2025-07-31).
- Action
- acquisition
- Counterparty
- Mallinckrodt plc
- Consideration
- 0.2575 of an ordinary share of Mallinckrodt and approximately $1.31 in cash per share
- Closing
- 2025-07-31
Exact text from the filing
Stock owned by the Company, any Company subsidiary, Mallinckrodt, Merger Sub or any of their respective subsidiaries, was cancelled and converted into the right to receive (i) 0.2575 of an ordinary share of Mallinckrodt (the “ Mallinckrodt Ordinary Shares ”) (such number of Mallinckrodt Ordinary Shares, the “ Per Share Stock Consideration ”) and approximately
View on SEC.gov
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