Perrigo Company PLC - Form 8-K Summary
Business Context and Reporting Period
This Form 8-K was filed on August 15, 2014, by Perrigo Company PLC. The filing serves as a current report to provide historical financial information regarding Elan Corporation, plc ("Elan"), which Perrigo acquired on December 18, 2013. The disclosure is made in anticipation of filing a Form S-4 registration statement to register debt securities guaranteed by certain subsidiaries.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. Instead, it references attached exhibits containing the following data:
- Elan Historical Data: Audited consolidated financial statements for the three-year period ended December 31, 2012, and unaudited condensed statements for the three- and nine-month periods ended September 30, 2013.
- Pro Forma Data: An unaudited pro forma condensed combined statement of income for the fiscal year ended June 28, 2014, reflecting the acquisition of Elan.
Material Changes
The primary material event reported is the acquisition of Elan Corporation, plc, completed on December 18, 2013. This filing provides the necessary financial history of the acquired entity to support the upcoming debt securities registration.
Guidance, Outlook, and Risks
The filing does not contain management commentary, forward-looking guidance, or specific risk factors. Its scope is limited to the disclosure of financial statements and exhibits required for the debt securities registration process. The filing includes a consent from KPMG, the independent registered public accounting firm for Elan.
Investor Verification Checklist
- Review Exhibit 99.1 for Elan's audited financial statements for fiscal years 2011 and 2012.
- Review Exhibit 99.2 for Elan's unaudited financial statements for the periods ended September 30, 2013.
- Review Exhibit 99.3 for the pro forma combined income statement for the fiscal year ended June 28, 2014, to understand the combined financial impact of the acquisition.
- Verify the terms of the debt securities to be registered in the subsequent Form S-4 filing.