DUBLIN, May 14, 2020 /CNW/ -- Endo International plc (the
"Company") (NASDAQ:ENDP) announced today that its wholly owned
subsidiaries, Par Pharmaceutical, Inc., a New York corporation ("PPI"), Endo Designated
Activity Company, a designated activity company incorporated under
the laws of Ireland ("Endo DAC"),
Endo Finance LLC, a Delaware
limited liability company ("Endo Finance") and Endo Finco Inc., a
Delaware corporation
("Endo Finco," and collectively with
PPI, Endo DAC and Endo Finance, each an "Issuer" and together, the
"Issuers") and, as the context indicates, any one or more of such
Issuers, are commencing offers to exchange (collectively, the
"Exchange Offers"):
(a) any and all outstanding
5.375% Senior Unsecured Notes due 2023, issued by Endo Finance LLC
and Endo Finco Inc. (the "Old 5.375% 2023 Notes"),
(b) any and all outstanding
6.000% Senior Unsecured Notes due 2023, co-issued by Endo DAC
(f/k/a Endo Limited), Endo Finance LLC and Endo Finco Inc. (the
"Old 6.000% 2023 Notes"), and
(c) any and all outstanding
6.000% Senior Unsecured Notes due 2025, co-issued by Endo DAC
(f/k/a Endo Limited), Endo Finance LLC and Endo Finco Inc. (the
"Old 6.000% 2025 Notes," and collectively with the Old 5.375% 2023
Notes and Old 6.000% 2023 Notes, the "Old Notes")
for up to:
(i) $400,000,000 aggregate principal amount of 7.500%
Senior Secured Notes due 2027 issued by PPI (the "New First Lien
Notes"),
(ii) $1,110,440,000 aggregate principal amount of
9.500% Second Lien Secured Notes due 2027 co‑issued by Endo DAC,
Endo Finance and Endo Finco (the
"New Second Lien Notes," and together with the New First Lien
Notes, the "New Secured Notes"), and
(iii) $2,707,766,000 aggregate principal amount of
6.000% Senior Notes due 2028 co-issued by Endo DAC, Endo Finance
and Endo Finco (the "New Unsecured
Notes," and collectively with the New First Lien Notes and the New
Second Lien Notes, the "New Notes").
Old
Notes
|
New
Notes(1)
|
Consideration per
$1,000 Principal Amount of Old Notes Tendered
|
Title of
Series
|
CUSIP/ISIN
Numbers
|
Principal Amount
Outstanding
|
Principal Amount
of New First Lien
Notes (up
to)
|
Principal Amount
of New Second Lien Notes (up to)
|
Principal Amount
of New Unsecured Notes (up to)
|
Total
Consideration (if tendered at or prior to the Early Tender
Deadline)(1)
|
Exchange
Consideration (if tendered after the Early Tender
Deadline)
|
5.375% Senior Notes
Due 2023
|
29271L AE4 /
US29271LAE48;
U2918V AE5 /
USU2918VAE57
|
$210,440,000
|
$0
|
$210,440,000
|
$0
|
$0.00 principal
amount of New First Lien Notes
$1,000.00 principal
amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$950.00 principal
amount of New Unsecured Notes
|
6.000% Senior Notes
Due 2023
|
29273E AC2 /
US29273EAC21;
G3040E AB4 /
USG3040EAB41
|
$1,439,840,000
|
$250,000,000
|
$500,000,000
|
$689,840,000
|
$173.63 principal
amount of New First Lien Notes
$347.26 principal
amount of New Second Lien Notes
$479.11 principal
amount of New Unsecured Notes
|
$950.00 principal
amount of New Unsecured Notes
|
6.000% Senior Notes
Due 2025
|
29273EAA6 /
US29273EAA64;
G3040E AA6 /
USG3040EAA67
|
$1,200,000,000
|
$150,000,000
|
$400,000,000
|
$650,000,000
|
$125.00 principal
amount of New First Lien Notes
$333.33 principal
amount of New Second Lien Notes
$541.67 principal
amount of New Unsecured Notes
|
$950.00 principal
amount of New Unsecured Notes
|
(1)
Assumes 100% participation at the Early Tender Deadline (as defined
herein). The Total Consideration (as defined herein) will be
impacted by participation levels on a pro rata basis. See table
entitled "Hypothetical Total Consideration at Early Settlement"
below. After the Early Tender Deadline and prior to the Expiration
Date, participating eligible holders of any series of Old Notes
will receive $950 principal amount of New Unsecured Notes for each
$1,000 principal amount of any series of Old Notes validly tendered
(the "Exchange Consideration").
|
The complete terms and conditions of the Exchange Offers,
including the actual composition of the consideration each holder
may receive, are more fully described herein and in the Offering
Memorandum and Consent Solicitation Statement.
The Issuers' obligations under each series of New Notes will be
guaranteed by the Company and certain of its existing and future
subsidiaries (other than the Issuers) that are or will be borrowers
or guarantors under the Company's credit facilities and certain of
its senior indebtedness, including its existing secured notes. The
New First Lien Notes will have identical terms and conditions,
other than the issue date, as the 7.500% Senior Secured Notes due
2027 (the "Existing 7.500% Secured 2027 Notes"), issued by PPI on
March 28, 2019 under an indenture
dated March 28, 2019 (the "Existing
7.500% Secured 2027 Notes Indenture"). The New First Lien Notes are
expected to be fully fungible with the Existing 7.500% Secured 2027
Notes, treated as a single class with the Existing 7.500% Secured
2027 Notes for all purposes under the Existing 7.500% Secured 2027
Notes Indenture, and issued under the same CUSIP and ISIN numbers
as the Existing 7.500% Secured 2027 Notes (except that the New
First Lien Notes issued pursuant to Regulation S will trade
separately under different CUSIP and ISIN numbers until 40 days
after the issue date of the New First Lien Notes, but thereafter,
any such holder may transfer their New First Lien Notes issued
pursuant to Regulation S into the same CUSIP and ISIN numbers as
the Existing 7.500% Secured 2027 Notes issued pursuant to
Regulation S). Notwithstanding any other provisions of the Exchange
Offers and Consent Solicitations, if the New First Lien Notes to be
issued on the applicable Settlement Date in exchange for Old Notes
will not be fungible for U.S. federal income tax purposes with the
Existing 7.500% Secured 2027 Notes issued on March 28, 2019, we will, in lieu of issuing the
New First Lien Notes as Additional First Lien Notes, instead issue
the New First Lien Notes as a new issuance of notes under a
separate CUSIP and new indenture but otherwise with substantially
the same terms and conditions as set forth for the Existing 7.500%
Secured 2027 Notes (the "New First Lien Notes Fungibility
Requirement"). There will be no additional withdrawal rights or
extension of the offer period solely as a result of the New First
Lien Notes being issued as a separate series under a new indenture.
The New First Lien Notes will be senior secured obligations and
will be secured by first priority liens on the same collateral that
secures Endo's obligations under its existing senior secured credit
facilities and existing senior secured notes. The New Second Lien
Notes will be secured by second priority liens on the same
collateral.
In conjunction with the Exchange Offers, the Issuers are
soliciting consents (collectively, the "Consent Solicitations") to
proposed amendments (the "Proposed Amendments") from eligible
holders of each series of Old Notes to the respective indentures
governing the Old Notes, providing for, among other matters, the
elimination of most of the restrictive covenants, certain of the
affirmative covenants and certain of the events of default
contained in each of the Old Notes (the "Consents"). The adoption
of the Proposed Amendments with respect to a series of Old Notes
requires the consent of the eligible holders of at least a majority
of the outstanding principal amount of such series of Old Notes
(with respect to each series of Old Notes, the "Requisite
Consents"). Any eligible holder that tenders Old Notes pursuant to
the Exchange Offers must also deliver the related Consents to the
corresponding Proposed Amendments. Eligible holders that validly
tender their Old Notes pursuant to the Exchange Offers will be
deemed to have delivered their corresponding Consents by virtue of
such tender. Eligible holders may not deliver Consents without also
tendering their Old Notes. The tendered Old Notes and the
corresponding Consents may be validly withdrawn and revoked at any
time prior to the applicable Withdrawal Deadline (as defined
herein), but not thereafter (except in certain limited
circumstances where additional withdrawal rights are required by
law). A valid withdrawal of tendered Old Notes prior to the
Withdrawal Deadline will constitute the concurrent valid revocation
of such eligible holder's corresponding Consent. An eligible holder
may not revoke a Consent without withdrawing the previously
tendered corresponding Old Notes. Old Notes tendered after the
Withdrawal Deadline may not be validly withdrawn, and the
corresponding consents may not be validly revoked, at any time
(except in certain limited circumstances where additional
withdrawal rights are required by law).
The completion of the Exchange Offers and Consent Solicitations
is subject to the satisfaction or waiver of certain conditions as
set forth in the Offering Memorandum and Consent Solicitation
Statement, including receipt of the Requisite Consents for each
series of Old Notes being tendered. The receipt of Requisite
Consents from each series of Old Notes is necessary in order to
issue the New Secured Notes to be issued in the Exchange Offers.
Therefore, the Issuers do not intend to consummate any Exchange
Offer unless all Exchange Offers are consummated. The consummation
of each Exchange Offer is cross-conditioned on the consummation of
the other Exchange Offers, and the Issuers may waive such condition
at their sole discretion. In addition, the Issuers reserve the
right to terminate, withdraw or amend (including increases to the
amount of first lien and/or second lien secured indebtedness the
Issuers offer hereby), subject to applicable law, any of the
Exchange Offers and Consent Solicitations at any time and for any
reason, including if any of the conditions to the applicable
Exchange Offers and Consent Solicitations are not satisfied. Any
such changes may, but will not necessarily be accompanied by
additional withdrawal rights and/or an extension of the Expiration
Date (as defined below), depending on when such changes are
made.
The Exchange Offers and the Consent Solicitations will expire at
11:59 p.m., New York City time, on June 11, 2020 unless extended (such time and
date, as the same may be extended, with respect to any of the
Exchange Offers, the "Expiration Date"). Holders who validly tender
Old Notes (and validly deliver the related Consents) and do not
validly withdraw the validly tendered Old Notes (and do not validly
revoke the related Consents) at or prior to 5:00 p.m., New York
City time, on May 28, 2020,
unless extended, (such time and date, as the same may be extended,
respect to any of the Exchange Offers, the "Early Tender
Deadline"), will be eligible to receive their applicable pro rata
portion of New First Lien Notes (if applicable), New Second Lien
Notes and New Unsecured Notes, as described below. Tenders of Old
Notes may be validly withdrawn (and Consents may be validly
revoked) prior to 5:00 p.m.,
New York City time, on
May 28, 2020, unless extended (such
time and date, as the same may be extended, with respect to any of
the Exchange Offers, the "Withdrawal Deadline"), but not
thereafter. The Early Tender Deadline with respect to any of the
Exchange Offers can be extended independently of the Withdrawal
Deadline.
If, after the Early Tender Deadline, all conditions to the
Exchange Offers and Consent Solicitations have been or concurrently
are or will be satisfied or waived by us, including the receipt of
Requisite Consents for each series of Old Notes being tendered, we
may, at our election, accept for exchange all Old Notes validly
tendered (and not validly withdrawn) and all Consents validly
delivered (and not validly revoked) in the Exchange Offers and
Consent Solicitations as of the Early Tender Deadline (the "Early
Settlement Date"). The "Final Settlement Date" (which, if we elect
not to have an Early Settlement Date, will also include Old Notes
validly tendered prior to the Early Tender Deadline) will be
promptly after the Expiration Date and is currently expected to be
on the second business day after the Expiration Date (but such date
is subject to change without notice).
The complete terms and conditions of the Exchange Offers and
Consent Solicitations will be set forth in a confidential offering
memorandum and consent solicitation statement (the "Offering
Memorandum and Consent Solicitation Statement"), which will be
distributed to eligible holders of Old Notes in connection with the
proposed Exchange Offers and Consent Solicitations. There can be no
assurance that the Exchange Offers and Consent Solicitations will
be commenced or consummated on the terms described in this press
release or at all.
Each Exchange Offer and Consent Solicitation is a separate offer
and solicitation, as described below, and each Exchange Offer and
Consent Solicitation may be individually amended, extended,
terminated or withdrawn without amending, extending, terminating or
withdrawing any other Exchange Offer or Consent Solicitation.
The consideration offered in the Exchange Offers is summarized
below:
- It is expected that eligible holders whose Old 5.375% 2023
Notes are validly tendered (and not validly withdrawn) at or prior
to the Early Tender Deadline and accepted by the Issuers will
receive in exchange for each $1,000
principal amount of Old 5.375% 2023 Notes $1,000 principal amount of New Second Lien
Notes.
- It is expected that eligible holders whose Old 6.000% 2023
Notes are validly tendered (and not validly withdrawn) at or prior
to the Early Tender Deadline and accepted by the Issuers will
receive in exchange for each $1,000
principal amount of Old 6.000% 2023 Notes (1) a principal amount of
New First Lien Notes equal to the product of (a) $1,000 and (b) the quotient of (i) $250,000,000 and (ii) the aggregate principal
amount of Old 6.000% 2023 Notes validly tendered (and not validly
withdrawn) by all eligible holders of such series at or prior to
the Early Tender Deadline and accepted by the Issuers for exchange;
(2) a principal amount of New Second Lien Notes equal to the
product of (a) $1,000 and (b) the
quotient of (i) $500,000,000 and (ii)
the aggregate principal amount of Old 6.000% 2023 Notes validly
tendered (and not validly withdrawn) by all eligible holders of
such series at or prior to the Early Tender Deadline and accepted
by the Issuers for exchange; and (3) a principal amount of New
Unsecured Notes equal to (a) $1,000
minus (b) the principal amount of New First Lien Notes and New
Second Lien Notes calculated in accordance with immediately
preceding clauses (1) and (2) (the "Total Old 6.000% 2023 Notes
Consideration").
- It is expected that eligible holders whose Old 6.000% 2025
Notes are validly tendered (and not validly withdrawn) at or prior
to the Early Tender Deadline and accepted by the Issuers will
receive in exchange for each $1,000
principal amount of Old 6.000% 2025 Notes (1) a principal amount of
New First Lien Notes equal to the product of (a) $1,000 and (b) the quotient of (i) $150,000,000 and (ii) the aggregate principal
amount of Old 6.000% 2025 Notes validly tendered (and not validly
withdrawn) by all eligible holders of such series at or prior to
the Early Tender Deadline and accepted by the Issuers for exchange;
(2) a principal amount of New Second Lien Notes equal to the
product of (a) $1,000 and (b) the
quotient of (i) $400,000,000 and (ii)
the aggregate principal amount of Old 6.000% 2025 Notes validly
tendered (and not validly withdrawn) by all eligible holders of
such series at or prior to the Early Tender Deadline and accepted
by the Issuers for exchange; and (3) a principal amount of New
Unsecured Notes equal to (a) $1,000
minus (b) the principal amount of New First Lien Notes and New
Second Lien Notes calculated in accordance with immediately
preceding clauses (1) and (2) (the "Total Old 6.000% 2025 Notes
Consideration," and collectively with the Total Old 5.375% 2023
Notes Consideration and the Total Old 6.000% 2023 Notes
Consideration, the "Total Consideration").
Participating eligible holders of any series of Old Notes
validly tendered after the Early Tender Deadline and prior to the
Expiration Date and accepted by the Issuers will receive
$950 principal amount of New
Unsecured Notes for each $1,000
principal amount of any series of Old Notes validly tendered (the
"Exchange Consideration"). The consideration for any Old Notes
tendered after the Early Tender Deadline will not include New First
Lien Notes or New Second Lien Notes.
The percentage of Total Consideration that will be comprised of
New First Lien Notes and New Second Lien Notes that an Eligible
Holder of Old 6.000% 2023 Notes or Old 6.000% 2025 Notes will
receive per $1,000 principal amount
of Old Notes validly tendered (and not validly withdrawn) by the
Early Tender Deadline and accepted by the Issuers will depend on
the total aggregate principal amount of Old Notes of the applicable
series validly tendered (and not validly withdrawn) by all eligible
holders of the applicable series at or prior to the Early Tender
Deadline. Accordingly, the greater the level of participation in
the Exchange Offers by eligible holders of a series of Old 6.000%
2023 Notes or Old 6.000% 2025 Notes at or prior to the Early Tender
Deadline, the lower the pro rata aggregate principal amount of New
First Lien Notes and New Second Lien Notes such holders will
receive as Total Consideration for each $1,000 principal amount of Old Notes.
See the tables below for more information on the composition of
the Total Consideration at Early Settlement in the following
hypothetical scenarios:
Hypothetical Total
Consideration at Early Settlement(1)
|
Hypothetical
Participation at or prior to Early Tender Deadline
|
Total
Consideration per $1,000 Principal Amount of Old 5.375% 2023 Notes
Tendered
|
Total
Consideration per $1,000 Principal Amount of Old 6.000% 2023 Notes
Tendered
|
Total
Consideration per $1,000 Principal Amount of Old 6.000% 2025 Notes
Tendered
|
60%
|
$0.00 principal
amount of New First Lien Notes
$1,000.00 principal
amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$289.38 principal
amount of New First Lien Notes
$578.77 principal
amount of New Second Lien Notes
$131.85 principal
amount of New Unsecured Notes
|
$208.33 principal
amount of New First Lien Notes
$555.56 principal
amount of New Second Lien Notes
$236.11 principal
amount of New Unsecured Notes
|
80%
|
$0.00 principal
amount of New First Lien Notes
$1,000.00 principal
amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$217.04 principal
amount of New First Lien Notes
$434.08 principal
amount of New Second Lien Notes
$348.89 principal
amount of New Unsecured Notes
|
$156.25 principal
amount of New First Lien Notes
$416.67 principal
amount of New Second Lien Notes
$427.08 principal
amount of New Unsecured Notes
|
100%
|
$0.00 principal
amount of New First Lien Notes
$1,000.00 principal
amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$173.63 principal
amount of New First Lien Notes
$347.26 principal
amount of New Second Lien Notes
$479.11 principal
amount of New Unsecured Notes
|
$125.00 principal
amount of New First Lien Notes
$333.33 principal
amount of New Second Lien Notes
$541.67 principal
amount of New Unsecured Notes
|
(1) The hypothetical
Total Consideration is shown for illustrative purposes only. The
actual Total Consideration will be determined following the Early
Tender Deadline in the manner described herein and in the Offering
Memorandum and Consent Solicitation Statement.
|
Hypothetical
Aggregate Total Consideration at Early
Settlement(1)
|
Hypothetical
Participation at or prior to Early Tender Deadline
|
Aggregate Total
Consideration for Principal Amount of Old 5.375% 2023 Notes
Tendered
|
Aggregate Total
Consideration for Principal Amount of Old 6.000% 2023 Notes
Tendered
|
Aggregate Total
Consideration for Principal Amount of Old 6.000% 2025 Notes
Tendered
|
60%
|
$0.00 principal
amount of New First Lien Notes
$126,264,000.00
principal amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$250,000,000.00
principal amount of New First Lien Notes
$500,000,000.00
principal amount of New Second Lien Notes
$113,904,000.00
principal amount of New Unsecured Notes
|
$150,000,000.00
principal amount of New First Lien Notes
$400,000,000.00
principal amount of New Second Lien Notes
$170,000,000.00
principal amount of New Unsecured Notes
|
80%
|
$0.00 principal
amount of New First Lien Notes
$168,352,000.00
principal amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$250,000,000.00
principal amount of New First Lien Notes
$500,000,000.00
principal amount of New Second Lien Notes
$401,872,000.00
principal amount of New Unsecured Notes
|
$150,000,000.00
principal amount of New First Lien Notes
$400,000,000.00
principal amount of New Second Lien Notes
$410,000,000.00
principal amount of New Unsecured Notes
|
100%
|
$0.00 principal
amount of New First Lien Notes
$210,440,000.00
principal amount of New Second Lien Notes
$0.00 principal
amount of New Unsecured Notes
|
$250,000,000.00
principal amount of New First Lien Notes
$500,000,000.00
principal amount of New Second Lien Notes
$689,840,000.00
principal amount of New Unsecured Notes
|
$150,000,000.00
principal amount of New First Lien Notes
$400,000,000.00
principal amount of New Second Lien Notes
$650,000,000.00
principal amount of New Unsecured Notes
|
(1) The hypothetical
Total Consideration is shown for illustrative purposes only. The
actual Total Consideration will be determined following the Early
Tender Deadline in the manner described herein and in the Offering
Memorandum and Consent Solicitation Statement.
|
If the New First Lien Notes Fungibility Requirement is met,
eligible holders who receive New First Lien Notes in exchange for
Old Notes will have an embedded entitlement to interest
("pre-issuance interest") from the last interest payment on the
Existing 7.500% Secured 2027 Notes to the applicable first
Settlement Date. If New Notes are issued in exchange for the Old
Notes on the Early Settlement Date, if any, eligible holders who
receive New Notes in exchange for Old Notes on the Final Settlement
Date will receive New Notes that will have an embedded entitlement
to pre-issuance interest for the period from and including the
Early Settlement Date to, but not including, the Final Settlement
Date. As a result and as applicable, the cash payable for accrued
interest on the Old Notes exchanged on a Settlement Date will be
reduced by the amount of any pre-issuance interest on the New Notes
exchanged therefor.
The New Notes will not be registered under the Securities Act of
1933, as amended (the "Securities Act") or any state securities
laws. The New Notes may not be offered or sold in the United States or to any U.S. persons
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act.
The Exchange Offers and Consent Solicitations are expected to be
made, and each series of New Notes are expected to be offered and
issued only (i) in the United
States to eligible holders of Old Notes who the Issuers
reasonably believe are "qualified institutional buyers" (as defined
in Rule 144A under the Securities Act) and (ii) outside
the United States to eligible
holders of Old Notes who are (a) persons other than U.S.
persons, within the meaning of Regulation S under the Securities
Act, (b) "non-U.S. qualified offerees" and (c) if resident in
Canada, "accredited investors" and "permitted clients." Only
holders of Old Notes who certify that they satisfy one of the
foregoing conditions are eligible to participate in the Exchange
Offers and Consent Solicitations. Persons who are not eligible
holders may not receive and review the Offering Memorandum and
Consent Solicitation Statement nor may they participate in the
Exchange Offers and Consent Solicitations.
This press release does not constitute an offer to sell nor a
solicitation to purchase or exchange any securities or a
solicitation of any offer to sell any securities. The Exchange
Offers and Consent Solicitations will be made only by, and pursuant
to, the terms to be set forth in the Offering Memorandum and
Consent Solicitation Statement. The Exchange Offers and Consent
Solicitations will not be made to persons in any jurisdiction in
which the making or acceptance thereof would not be in compliance
with the securities, blue sky or other laws of such jurisdiction.
Documents relating to the Exchange Offers and Consent
Solicitations, including the Offering Memorandum and Consent
Solicitation Statement, will only be distributed to eligible
holders who complete and return an eligibility form confirming they
are either (i) a "qualified institutional buyer" (as defined
in Rule 144A under the Securities Act) or (ii) not a U.S.
person, within the meaning of Regulation S under the Securities Act
and a "non-U.S. qualified offeree" (as will be defined in the
eligibility letter).
The Exchange Agent and Information Agent for the Exchange Offers
and Consent Solicitations is D.F. King & Co., Inc. and can be
contacted at US Toll-free (866) 796-1292, banks and brokers can
call collect at (212) 269-5550 or via email at endo@dfking.com.
Documents will only be distributed to holders of Old Notes that
complete and return an eligibility form at www.dfking.com/endo confirming that
they are eligible holders.
About Endo International plc
Endo International plc (NASDAQ: ENDP) is a highly focused
specialty branded and generics pharmaceutical company delivering
quality medicines to patients in need through excellence in
development, manufacturing and commercialization. Endo has global
headquarters in Dublin, Ireland.
Learn more at www.endo.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995 and the relevant Canadian securities legislation,
including, but not limited to, the statements regarding the timing
and results of the Exchange Offers and Consent Solicitations.
Statements including words such as "believes," "expects,"
"anticipates," "intends," "estimates," "plan," "will," "may," "look
forward," "intend," "guidance," "future" or similar expressions are
forward-looking statements. Because these statements reflect Endo's
current views, expectations and beliefs concerning future events,
they involve risks and uncertainties. Although Endo believes that
these forward-looking statements and information are based upon
reasonable assumptions and expectations, readers should not place
undue reliance on them, or any other forward-looking statements or
information in this news release. Investors should note that many
factors, as more fully described in the documents filed by Endo
with the Securities and Exchange Commission and with securities
regulators in Canada on the System
for Electronic Document Analysis and Retrieval, including under the
caption "Risk Factors" in Endo's Form 10-K, Form 10-Q and Form 8-K
filings, and as otherwise enumerated herein or therein, could
affect Endo's future results and could cause Endo's actual results
to differ materially from those expressed in forward-looking
statements contained in this communication. The forward-looking
statements in this press release are qualified by these risk
factors. Endo assumes no obligation to publicly update any
forward-looking statements, whether as a result of new information,
future developments or otherwise, except as may be required under
applicable securities laws.
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SOURCE Endo International plc