On July28, 2017, certain wholly owned subsidiaries of Mallinckrodt plc (Mallinckrodt or the Company) entered into a $250,000,000 accounts receivable securitization facility pursuant to (i)an Amended and Restated Note Purchase Agreement (the Note Purchase Agreement), among Mallinckrodt Securitization S. r.l., a wholly owned special purpose subsidiary of the Company (the SPV), the persons from time to time party thereto as purchasers (the Purchasers), PNC Bank, National Association, as administrative agent (the Administrative Agent), and Mallinckrodt LLC, a wholly owned subsidiary of the Company, as initial servicer (in such capacity, together with its successors and assigns in such capacity, the Servicer), (ii)an Amended and Restated Purchase and Sale Agreement (the Purchase and Sale Agreement), among certain wholly owned subsidiaries of the Company (each, an Originator), the Servicer and the SPV and (iii)separate Sale Agreements (together, the Sale Agreements and, with the Note Purchase Agreement and the Purchase and Sale Agreement, the Agreements), between Mallinckrodt LLC and each of Mallinckrodt Hospital Products, Inc., Mallinckrodt APAP LLC, INO Therapeutics LLC, Mallinckrodt ARD Inc., Therakos, Inc. and SpecGX LLC, each of which is a wholly owned subsidiary of the Company (each, a

Sub-Originator).

The Agreements amend and restate the corresponding agreements entered into by subsidiaries of the Company in connection with the existing accounts receivable securitization facility.

Under the Purchase and Sale Agreement, each Originator will sell, on an ongoing basis, accounts receivable, certain related assets and the right to the collections on those accounts receivable to the SPV. Under each Sale Agreement, the relevant

Sub-Originator

will sell accounts receivable, certain related assets and the right to collections on those accounts receivable to Mallinckrodt LLC, which in turn will sell such assets to the SPV under the Purchase and Sale Agreement. The servicing, administration and collection of the accounts receivable will be conducted by the Servicer. Under the terms of the Note Purchase Agreement, the SPV may, from time to time, obtain up to $250,000,000 from the Purchasers through the sale of notes secured by its interest in such receivables, related assets and collections. The size of the accounts receivable securitization facility may be increased from time to time, upon request by the SPV and with the consent of the Purchasers and the Administrative Agent, up to a maximum of $300,000,000. Advances under the Note Purchase Agreement will be repaid as accounts receivable are collected, with new amounts being advanced as new accounts receivable are originated by the Originators and sold to the SPV. The accounts receivable securitization facility has a term of three years.

Loans under the accounts receivable securitization facility bear interest (including facility fees) at a rate equal to LIBOR plus 0.90%. Unused commitments on the accounts receivable securitization facility are subject to an annual commitment fee of 0.40%.

The Note Purchase Agreement contains various customary representations and warranties and affirmative and negative covenants, and also contains customary default, indemnification and termination provisions, which provide for acceleration of amounts owed under the Note Purchase Agreement upon the occurrence of certain specified events. The Purchase and Sale Agreement also contains various customary representations and warranties and affirmative and negative covenants and provides for customary indemnification, remedial and indemnification provisions.

Mallinckrodt International Finance S.A., a wholly owned subsidiary of the Company (MIFSA), has provided to the Administrative Agent (for the benefit of the Administrative Agent and the Purchasers) a customary Performance Guaranty (the Guaranty) with respect to the obligations of Mallinckrodt LLC, the Servicer and each Originator under each agreement in connection with the accounts receivable securitization facility to which such entities are party.

The foregoing descriptions of the Agreements and the Guaranty are qualified in their entirety by reference to the Note Purchase Agreement, the Purchase and Sale Agreement, the form of the Sale Agreements and the Guaranty, which are filed as Exhibits 10.1, 10.2, 10.3 and 10.4, respectively, to this Current Report on Form

8-K

and incorporated herein by reference.

Item2.03.

Creation of a Direct Financial Obligation or an Obligation under an

Off-Balance

Sheet Arrangement of a Registrant.

The information provided pursuant to Item1.01 with respect to MIFSAs guaranty of the obligations of Mallinckrodt LLC, the Originators and the Servicer under the Purchase and Sale Agreement is incorporated by reference into this Item2.03.

Item9.01.

Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

Description

10.1

Amended and Restated Note Purchase Agreement, dated as of July28, 2017, among Mallinckrodt Securitization S. R.L., the persons from time to time party thereto as purchasers, PNC Bank, National Association, as administrative agent, and Mallinckrodt LLC, as initial servicer

10.2

Amended and Restated Purchase and Sale Agreement, dated as of July28, 2017, among the various entities party thereto from time to time as originators, Mallinckrodt LLC, as initial servicer, and Mallinckrodt Securitization S. R.L., as buyer

10.3

Form of Sale Agreement, dated as of July28, 2017, between Mallinckrodt LLC and each

Sub-Originator

10.4

Performance Guaranty, dated as of July28, 2014, by Mallinckrodt International Finance S.A. in favor of PNC Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.4 to the Companys Current Report on Form

8-K

filed July30, 2014)

SIGNATURE

Pursuant to the requirements of Section12 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.

Dated: August1, 2017

MALLINCKRODT PUBLIC LIMITED COMPANY

By:

/s/ Stephanie D. Miller

Name:

Stephanie D. Miller

Title:

Vice President, Corporate Secretary& International Legal

EXHIBIT INDEX

Exhibit

Description

10.1

Amended and Restated Note Purchase Agreement, dated as of July28, 2017, among Mallinckrodt Securitization S. R.L., the persons from time to time party thereto as purchasers, PNC Bank, National Association, as administrative agent, and Mallinckrodt LLC, as initial servicer

10.2

Amended and Restated Purchase and Sale Agreement, dated as of July28, 2017, among the various entities party thereto from time to time as originators, Mallinckrodt LLC, as initial servicer, and Mallinckrodt Securitization S. R.L., as buyer

10.3

Form of Sale Agreement, dated as of July28, 2017, between Mallinckrodt LLC and each

Sub-Originator

10.4

Performance Guaranty, dated as of July28, 2014, by Mallinckrodt International Finance S.A. in favor of PNC Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.4 to the Companys Current Report on Form

8-K

filed July30, 2014)

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Other recent filings from the company include the following:

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