EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
This
Post-Effective Amendment (the Post-Effective Amendment) to the following Registration Statements on Form S-8 (collectively, the Registration Statements) is being filed to
withdraw and deregister all shares of common stock, par value $0.001 per share (the Common Stock), of BioSpecifics Technologies Corp. (the Company) that had been registered and remain unsold under the
Registration Statements, together with any and all plan interests and other securities registered thereunder:
Registration Statement 333-232351 on Form S-8, originally filed by the Company with the Securities and Exchange Commission (the SEC) on June 26, 2019, registering
1,247,598 shares of Common Stock under the BioSpecifics Technologies Corp. 2019 Omnibus Incentive Compensation Plan.
Registration Statement 333-160583 on Form S-8, originally filed by the Company with the SEC on July 15, 2009, registering 300,000 shares of Common Stock under the Amended and Restated
BioSpecifics Technologies Corp. 2001 Stock Option Plan.
Registration Statement 333-146535 on Form S-8, originally filed by the Company with the SEC on October 5, 2007, registering 1,750,000 shares of Common Stock under the BioSpecifics Technologies Corp. 2001 Stock Option Plan.
Registration Statement 333-36485 on Form S-8, originally filed by the Company
with the SEC on September 26, 1997, registering 500,000 shares of Common Stock under the BioSpecifics Technologies Corp. 1997 Stock Option Plan.
On
December 2, 2020, pursuant to the terms of the Agreement and Plan of Merger, dated as of October 19, 2020 (the Merger Agreement), by and among the Company, Endo International plc, a public limited liability company
incorporated in Ireland (Endo), and Beta Acquisition Corp., a Delaware corporation and wholly-owned indirect subsidiary of Endo (Merger Sub), Merger Sub merged with and into the Company (the
Merger). The Company continued as the surviving corporation and a wholly-owned subsidiary of Endo.
As a result of the transactions
contemplated by the Merger Agreement, the Company has terminated any and all offerings of its securities pursuant to the Registration Statements. In accordance with an undertaking made by the Company in each of the Registration Statements to remove
from registration, by means of a Post-Effective Amendment, any and all securities that had been registered but remain unsold at the termination of the offering, the Company hereby removes from registration any and all of such securities registered
under the Registration Statements that remain unsold as of the date of this Post-Effective Amendment.