The consummation of the Tender Offer is subject to the satisfaction of certain conditions as set forth in
the Offer to Purchase, including, among other things, the closing and funding of the Proposed Financing on terms reasonably satisfactory to the Company (the Financing Condition). No assurance can be given that the Financing Condition
will be satisfied. The Issuer reserves the right, in its sole discretion, to waive any and all conditions to the Tender Offer with respect to the Notes. The Tender Offer is not conditioned upon any minimum amount of Notes being tendered.
If any Notes are validly tendered and the principal amount of such tendered Notes exceeds the Tender Cap as set forth in the table above, any principal amount
of the Notes accepted for payment and purchased, on the terms and subject to the conditions of the Tender Offer, will be prorated based on the principal amount of validly tendered Notes, subject to the Tender Cap.
Any Notes that are validly tendered at or prior to the Early Tender Date (and not validly withdrawn at or prior to the Withdrawal Deadline) will have priority
over any Notes that are validly tendered after the Early Tender Date. Accordingly, if the principal amount of any Notes validly tendered at or prior to the Early Tender Date (and not validly withdrawn at or prior to the Withdrawal Deadline) equals
or exceeds the Tender Cap, no Notes validly tendered after the Early Tender Date will be accepted for purchase.
The Issuers obligations to accept
any Notes tendered and to pay the applicable consideration for them are set forth solely in the Offer to Purchase. This press release is neither an offer to purchase nor a solicitation of an offer to sell any Notes. No offer, solicitation, purchase
or sale will be made in any jurisdiction in which such offer, solicitation, or sale would be unlawful. The Tender Offer is made only by, and pursuant to the terms of, the Offer to Purchase, and the information in this press release is qualified by
reference to the Offer to Purchase. Subject to applicable law, the Issuer may amend, extend, waive conditions to or terminate the Tender Offer.
J.P.
Morgan Securities LLC is the Dealer Manager for the Tender Offer. Persons with questions regarding the Tender Offer should contact J.P. Morgan Securities LLC at (866) 834-4666 (toll-free) or (212) 834-4087 (collect). Requests for copies of the Offer to Purchase should be directed to D.F. King & Co., Inc., the Tender and Information Agent for the Tender Offer, at (212)
269-5550 (banks and brokers), (800) 290-6432 (toll-free) or email at perrigo@dfking.com.
About Perrigo
Perrigo Company plc (NYSE: PRGO) is a
leading provider of Consumer Self-Care Products and over-the-counter (OTC) health and wellness solutions that enhance individual well-being by empowering consumers to
proactively prevent or treat conditions that can be self-managed. Visit Perrigo online at www.perrigo.com.
Forward-Looking Statements
Certain statements in this press release are forward-looking statements. These statements relate to future events or the Companys future
financial performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company or its industry to be materially different from those
expressed or implied by any forward-looking statements. In particular, statements about the Companys expectations, beliefs, plans, objectives, assumptions, future events or future performance and statements regarding the timing and the terms
of the Tender Offer and the Proposed Financing and any intention to repay with cash on hand the 2024 Notes that remain outstanding after the consummation of the Tender Offer are forward-looking statements. In some cases, forward-looking statements
can be identified by terminology such as may, will, could, would, should, expect, forecast, plan, anticipate, intend,
believe, estimate, predict, potential or the negative of those terms or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions,
estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of
which are beyond the Companys control. These and other important factors, including those discussed under Risk Factors in the Companys Form 10-K for the year ended December 31,
2022 and Quarterly Reports on Form 10-Q for the quarters ended April 1, 2023, July 1, 2023 and September 30, 2023, as well as the Companys subsequent filings with the United States
Securities and Exchange Commission, may cause actual results, performance, or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements in this press release are made only
as of the date hereof, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or
otherwise.