0001585364false00015853642024-12-182024-12-180001585364prgo:OrdinaryShares0001ParValueMember2024-12-182024-12-180001585364prgo:A4.900SeniorNotesDueJune152030Member2024-12-182024-12-180001585364prgo:A6.125SeniorNotesDue2032Member2024-12-182024-12-180001585364prgo:A5.375SeniorNotesDue2032Member2024-12-182024-12-180001585364prgo:A5.30UnsecuredSeniorNotesDueNovember152043Member2024-12-182024-12-180001585364prgo:A49SeniorLoanDue2024Member2024-12-182024-12-18

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):
December 18, 2024
______________________________________________
Perrigo Company plc

(Exact name of registrant as specified in its charter)
_______________________________________________

Commission file number 001-36353
Ireland Not Applicable
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification No.)

The Sharp Building, Hogan Place, Dublin 2, Ireland D02 TY74
+353 1 7094000

(Address, including zip code, and telephone number, including
area code, of registrant’s principal executive offices)

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:

    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))

Securities Registered pursuant to section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Ordinary shares, €0.001 par valuePRGONew York Stock Exchange
4.900% Notes due 2030
PRGO30New York Stock Exchange
6.125% Notes due 2032
PRGO32A
New York Stock Exchange
5.375% Notes due 2032
PRGO32B
New York Stock Exchange
5.300% Notes due 2043PRGO43New York Stock Exchange
4.900% Notes due 2044PRGO44New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



ITEM 8.01.    Other Events.

On December 18, 2024, Perrigo Company plc (“Perrigo” or the “Company”) reached a settlement agreement with insurers under multiple policies of D&O insurance, providing for the full and final settlement of the Insurance Coverage Litigation dispute disclosed in the Company’s prior filings (the “Insurance Settlement”). Under the Insurance Settlement, Perrigo’s D&O insurers will pay the Company $98 million, inclusive of costs, prior to the end of this fiscal year and in full satisfaction of the D&O insurers’ coverage obligations in respect of certain securities litigation arising from the events of 2015-2017, including the remaining opt-out securities cases still pending, as described in the Company’s prior filings. Upon receipt of such payment, Perrigo will surrender the 2015 and 2016 policies and will withdraw any claims related to such securities litigation under the 2017 and 2018 policies. The proceeds of the settlement will serve to reimburse Perrigo for a portion of the legal expenses and settlement costs accrued to date relating to certain securities actions, including the previously announced settlement of a purported class action in the U.S. District Court for the District of New Jersey.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K includes certain “forward-looking statements” within the meaning of the Private Litigation Securities Reform Act of 1995, as amended. Forward-looking statements relate to future events, including the Insurance Settlement and the timing of payments related thereto, and involve known and unknown risks, uncertainties and other factors - many of which beyond the Company’s control - that may cause the actual results, performance or achievements of the Company to be materially different from its current expectations, assumptions, estimates and projections. Interested persons are urged to consult the Company’s filings with the United States Securities and Exchange Commission (“SEC”), available at https://investor.perrigo.com/sec-filings, for a discussion of the Company’s business and financial condition and certain material trends, risks, uncertainties and other factors relating thereto, including those discussed under “Risk Factors” in the Company’s Form 10-K for the year ended December 31, 2023 and subsequent filings with the SEC.



SIGNATURES

    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.



(Registrant)
PERRIGO COMPANY PLC
By:/s/ Eduardo Bezerra
Dated: December 20, 2024Eduardo Bezerra
Chief Financial Officer

v3.24.4
Cover Page
Dec. 18, 2024
Entity Listings [Line Items]  
Document Type 8-K
Document Period End Date Dec. 18, 2024
Entity Registrant Name Perrigo Company plc
Entity File Number 001-36353
Entity Incorporation, State or Country Code L2
Entity Address, Address Line One The Sharp Building,
Entity Address, Address Line Two Hogan Place,
Entity Address, City or Town Dublin 2,
Entity Address, Country IE
Entity Address, Postal Zip Code D02 TY74
Country Region 353
City Area Code 1
Local Phone Number 7094000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001585364
Amendment Flag false
Ordinary shares, €0.001 par value  
Entity Listings [Line Items]  
Title of 12(b) Security Ordinary shares, €0.001 par value
Trading Symbol PRGO
Security Exchange Name NYSE
4.900% Notes due 2030  
Entity Listings [Line Items]  
Title of 12(b) Security 4.900% Notes due 2030
Trading Symbol PRGO30
Security Exchange Name NYSE
5.375% Notes due 2032  
Entity Listings [Line Items]  
Title of 12(b) Security 5.375% Notes due 2032
Trading Symbol PRGO32B
Security Exchange Name NYSE
6.125% Notes due 2032  
Entity Listings [Line Items]  
Title of 12(b) Security 6.125% Notes due 2032
Trading Symbol PRGO32A
Security Exchange Name NYSE
5.300% Notes due 2043  
Entity Listings [Line Items]  
Title of 12(b) Security 5.300% Notes due 2043
Trading Symbol PRGO43
Security Exchange Name NYSE
4.900% Notes due 2044  
Entity Listings [Line Items]  
Title of 12(b) Security 4.900% Notes due 2044
Trading Symbol PRGO44
Security Exchange Name NYSE

Grafico Azioni Perrigo Company Plc Irel... (NYSE:PRGO)
Storico
Da Nov 2024 a Dic 2024 Clicca qui per i Grafici di Perrigo Company Plc Irel...
Grafico Azioni Perrigo Company Plc Irel... (NYSE:PRGO)
Storico
Da Dic 2023 a Dic 2024 Clicca qui per i Grafici di Perrigo Company Plc Irel...