--- All director nominees elected; all management proposals passed with overwhelming shareholder support ---
--- Share repurchase authorization reflects outlook of Board and management on Mallinckrodt's inherent long-term earnings power and free cash generation capacity ---
CHESTERFIELD, United Kingdom, March 17, 2016 /PRNewswire/ -- Mallinckrodt plc (NYSE: MNK) today announced the results from yesterday's 2016 Annual General Meeting. At the meeting, shareholders elected all 11 nominees to the Board of Directors, each of whom previously served on Mallinckrodt's Board. Among other matters concluded at the meeting, shareholders also approved the company's employee stock purchase plan, re-appointment of Deloitte & Touche LLP to serve as the company's independent auditors and, in an advisory vote, approved the company's executive compensation.
Reflecting its strong current performance and future prospects, Mallinckrodt's Board of Directors also authorized an incremental $350 million repurchase of ordinary shares. This authorization is in addition to prior authorizations approved by the Board, provides significant additional capacity to acquire shares within the company's capital allocation framework, and recognizes the company's commitments to all stakeholders. The share repurchase program is open-ended in time.
Mark Trudeau, President and Chief Executive Officer of Mallinckrodt said, "Mallinckrodt's Board of Directors and management team took this action in view of the company's sound fundamentals and excellent outlook. Mallinckrodt is distinguished by strong free cash flow, manageable net debt leverage, and growing revenues and profitability. We are focused on execution and are on track to achieve our fiscal 2016 guidance."
"Mallinckrodt's acquire to invest business model allows us to support important research, and further diversify and build our growing portfolio, even as we continue to buy back shares. In less than three years we have transformed the company from a specialty generics and medical imaging business to a well-diversified specialty pharmaceutical company with a highly durable portfolio of products and an enviable balance sheet. We're investing to assure the availability of vital treatment alternatives for patients who are often fragile and suffering from devastating conditions. We're doing this while simultaneously building new business platforms that provide Mallinckrodt with sustainable growth into the future," said Trudeau.
Under the open-ended share repurchase program authorized by the Board, the company's ordinary shares may be purchased through any one or more of discretionary purchases on the open market, a 10b5-1 or 10b-18 trading plan, block trades, accelerated share repurchases, or privately negotiated transactions. The number of shares repurchased and the timing of repurchases will depend on a number of factors, including share price, trading volume and general market conditions, along with working capital requirements, general business conditions and other factors. The repurchase authority may be suspended, modified or discontinued at any time, subject to the parameters of any trading plan, if applicable, that the company may implement.
ABOUT MALLINCKRODT
Mallinckrodt is a global business that develops, manufactures, markets and distributes specialty pharmaceutical and biopharmaceutical products and therapies, as well as nuclear imaging products. Areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology and pulmonology; immunotherapy and neonatal respiratory critical care therapies; analgesics and hemostasis products; and central nervous system drugs. The company's core strengths include the acquisition and management of highly regulated raw materials; deep regulatory expertise; and specialized chemistry, formulation and manufacturing capabilities. The company's Specialty Brands segment includes branded medicines; its Specialty Generics segment includes specialty generic drugs, active pharmaceutical ingredients and external manufacturing; and the Nuclear Imaging segment includes nuclear imaging agents. To learn more about Mallinckrodt, visit www.mallinckrodt.com.
Mallinckrodt uses its website as a channel of distribution of important company information, such as press releases, investor presentations and other financial information. It also uses its website to expedite public access to time-critical information regarding the company in advance of or in lieu of distributing a press release or a filing with the U.S. Securities and Exchange Commission (SEC) disclosing the same information. Therefore, investors should look to the Investor Relations page of the website for important and time-critical information. Visitors to the website can also register to receive automatic e-mail and other notifications alerting them when new information is made available on the Investor Relations page of the website.
Cautionary Statements Related to Forward-Looking Statements
Statements in this document that are not strictly historical, including statements regarding future financial condition and operating results, economic, business, competitive and/or regulatory factors affecting Mallinckrodt's businesses and any other statements regarding events or developments that we believe or anticipate will or may occur in the future, may be "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve a number of risks and uncertainties.
There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These factors include risks and uncertainties related to, among other things: general economic conditions and conditions affecting the industries in which Mallinckrodt operates; the commercial success of Mallinckrodt's products; Mallinckrodt's ability to realize anticipated growth, synergies and cost savings from acquisitions; conditions that could necessitate an evaluation of Mallinckrodt's goodwill and/or intangible assets for possible impairment; changes in laws and regulations; Mallinckrodt's ability to identify, acquire or close future acquisitions; Mallinckrodt's ability to successfully integrate acquisitions of operations, technology, products and businesses generally and to realize anticipated growth, synergies and cost savings; Mallinckrodt's ability to successfully develop or commercialize new products; Mallinckrodt's ability to protect intellectual property rights; Mallinckrodt's ability to receive procurement and production quotas granted by the U.S. Drug Enforcement Administration; customer concentration; Mallinckrodt's reliance on certain individual products that are material to its financial performance; cost containment efforts of customers, purchasing groups, third-party payers and governmental organizations; the reimbursement practices of a small number of public or private insurers; limited clinical trial data for H.P. Acthar® Gel; complex reporting and payment obligations under healthcare rebate programs; Mallinckrodt's ability to achieve anticipated benefits of price changes; Mallinckrodt's ability to achieve expected benefits from restructuring activities; complex manufacturing processes; competition; product liability losses and other litigation liability; ongoing governmental investigations; material health, safety and environmental liabilities; retention of key personnel; conducting business internationally; and the effectiveness of information technology infrastructure.
These and other factors are identified and described in more detail in the "Risk Factors" section of Mallinckrodt's Annual Report on Form 10-K for the fiscal year ended September 25, 2015. The forward-looking statements made herein speak only as of the date hereof and Mallinckrodt does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise, except as required by law.
CONTACTS
Investor Relations
Coleman N. Lannum, CFA
Senior Vice President, Investor Strategy and IRO
314-654-6649
[email protected]
Media
Rhonda Sciarra
Senior Communications Manager
314-654-8618
[email protected]
Meredith Fischer
Senior Vice President, Communications and Public Affairs
314-654-3318
[email protected]
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SOURCE Mallinckrodt plc
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