PERRIGO Co plc
For the period ended Sep 28, 2024. Filed Nov 6, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 28, 2024 · Filed Nov 6, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended: September 28, 2024
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the transition period from to
Commission file number 001-36353
Perrigo Company plc
(Exact name of registrant as specified in its charter)
| Ireland | Not Applicable |
|---|---|
| (State or other jurisdiction ofincorporation or organization) | (I.R.S. EmployerIdentification 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, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Ordinary shares, €0.001 par value | PRGO | New York Stock Exchange |
| 3.900% Notes due 2024 | PRGO24 | New York Stock Exchange |
| 4.900% Notes due 2030 | PRGO30 | New 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 2043 | PRGO43 | New York Stock Exchange |
| 4.900% Notes due 2044 | PRGO44 | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
|---|---|---|---|---|---|---|---|
| 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. | ☐ | ||||||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐ Yes☒ No
As of November 4, 2024, there were 136,427,804 ordinary shares outstanding.
FORM 10-Q
INDEX
| PAGENUMBER | ||
|---|---|---|
| Cautionary Note Regarding Forward-Looking Statements | 3 | |
| PART I. FINANCIAL INFORMATION | ||
| Item 1. Financial Statements (Unaudited) | ||
| Condensed Consolidated Statements of Operations | 4 | |
| Condensed Consolidated Statements of Comprehensive Income | 5 | |
| Condensed Consolidated Balance Sheets | 6 | |
| Condensed Consolidated Statements of Shareholders' Equity | 7 | |
| Condensed Consolidated Statements of Cash Flows | 9 | |
| Notes to the Condensed Consolidated Financial Statements | ||
| 1 | Summary of Significant Accounting Policies | 10 |
| 2 | Revenue Recognition | 12 |
| 3 | Divestitures | 13 |
| 4 | Assets Held for Sale | 13 |
| 5 | Discontinued Operations | 13 |
| 6 | Inventories | 14 |
| 7 | Investments | 14 |
| 8 | Leases | 15 |
| 9 | Goodwill and Intangible Assets | 16 |
| 10 | Fair Value Measurements | 18 |
| 11 | Derivative Instruments and Hedging Activities | 19 |
| 12 | Indebtedness | 25 |
| 13 | Earnings per Share and Shareholders' Equity | 27 |
| 14 | Accumulated Other Comprehensive Income (Loss) | 27 |
| 15 | Restructuring Charges | 28 |
| 16 | Income Taxes | 29 |
| 17 | Contingencies | 31 |
| 18 | Segment Information | 38 |
| Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 39 | |
| Item 3. Quantitative and Qualitative Disclosures About Market Risk | 56 | |
| Item 4. Controls and Procedures | 56 | |
| PART II. OTHER INFORMATION | ||
| Item 1. Legal Proceedings | 56 | |
| Item 1A. Risk Factors | 57 | |
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 57 | |
| Item 5. Other Information | 57 | |
| Item 6. Exhibits | 58 | |
| Signatures | 59 | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.