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 March 26, 2021April 1, 2022
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number : 001-35803
 _______________________________________________________
Mallinckrodt plc
(Exact name of registrant as specified in its charter)
 _______________________________________________________
Ireland98-1088325
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
College Business & Technology Park, Cruiserath,
Blanchardstown, Dublin 15, Ireland
(Address of principal executive offices) (Zip Code)

Telephone: +353 1 696 0000
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None

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 the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act:
Large Accelerated FilerAccelerated FilerEmerging Growth Company
Non-accelerated FilerSmaller Reporting 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 April 30, 2021,29, 2022, the registrant had 84,709,11484,782,926 ordinary shares outstanding at $0.20 par value.



MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF THE IRISH COMPANIES ACT 2014)
INDEX
 
Page







PART I. FINANCIAL INFORMATION
 
Item 1.Financial Statements.

MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF THE IRISH COMPANIES ACT 2014)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in millions, except per share data)
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Net salesNet sales$558.0 $665.8 Net sales$490.9 $558.0 
Cost of salesCost of sales307.6 382.0 Cost of sales315.2 307.6 
Gross profitGross profit250.4 283.8 Gross profit175.7 250.4 
Selling, general and administrative expensesSelling, general and administrative expenses136.0 231.1 Selling, general and administrative expenses152.5 136.0 
Research and development expensesResearch and development expenses66.2 77.4 Research and development expenses37.2 66.2 
Restructuring charges, netRestructuring charges, net0.4 (1.8)Restructuring charges, net6.8 0.4 
Non-restructuring impairment chargesNon-restructuring impairment charges64.5 Non-restructuring impairment charges— 64.5 
Losses on divestitureLosses on divestiture0.8 0.2 Losses on divestiture— 0.8 
Opioid-related litigation settlement gain (Note 11)(16.8)
Operating lossOperating loss(17.5)(6.3)Operating loss(20.8)(17.5)
Interest expenseInterest expense(59.6)(74.5)Interest expense(58.2)(59.6)
Interest incomeInterest income1.9 3.5 Interest income0.4 1.9 
Other income, net8.1 1.7 
Other (expense) income, netOther (expense) income, net(4.1)8.1 
Reorganization items, netReorganization items, net(93.5)Reorganization items, net(43.4)(93.5)
Loss from continuing operations before income taxesLoss from continuing operations before income taxes(160.6)(75.6)Loss from continuing operations before income taxes(126.1)(160.6)
Income tax benefitIncome tax benefit(16.4)(18.9)Income tax benefit(5.9)(16.4)
Loss from continuing operationsLoss from continuing operations(144.2)(56.7)Loss from continuing operations(120.2)(144.2)
Income from discontinued operations, net of income taxesIncome from discontinued operations, net of income taxes0.3 6.5 Income from discontinued operations, net of income taxes0.6 0.3 
Net lossNet loss$(143.9)$(50.2)Net loss$(119.6)$(143.9)
Basic loss per share (Note 5):
Basic (loss) income per share (Note 6):Basic (loss) income per share (Note 6):
Loss from continuing operationsLoss from continuing operations$(1.70)$(0.67)Loss from continuing operations$(1.42)$(1.70)
Income from discontinued operationsIncome from discontinued operations0.08 Income from discontinued operations0.01 — 
Net lossNet loss$(1.70)$(0.60)Net loss$(1.41)$(1.70)
Basic weighted-average shares outstandingBasic weighted-average shares outstanding84.6 84.2 Basic weighted-average shares outstanding84.7 84.6 
Diluted loss per share (Note 5):
Diluted (loss) income per share (Note 6):Diluted (loss) income per share (Note 6):
Loss from continuing operationsLoss from continuing operations$(1.70)$(0.67)Loss from continuing operations$(1.42)$(1.70)
Income from discontinued operationsIncome from discontinued operations0.08 Income from discontinued operations0.01 — 
Net lossNet loss$(1.70)$(0.60)Net loss$(1.41)$(1.70)
Diluted weighted-average shares outstandingDiluted weighted-average shares outstanding84.6 84.2 Diluted weighted-average shares outstanding84.7 84.6 


See Notes to Condensed Consolidated Financial Statements.


2


MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF THE IRISH COMPANIES ACT 2014)
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS
(unaudited, in millions)

Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Net lossNet loss$(143.9)$(50.2)Net loss$(119.6)$(143.9)
Other comprehensive income (loss), net of tax:
Other comprehensive income, net of tax:Other comprehensive income, net of tax:
Currency translation adjustmentsCurrency translation adjustments0.2 (1.1)Currency translation adjustments0.2 0.2 
Benefit plans, net of taxBenefit plans, net of tax(0.1)(0.2)Benefit plans, net of tax(0.2)(0.1)
Total other comprehensive income (loss), net of tax0.1 (1.3)
Total other comprehensive income, net of taxTotal other comprehensive income, net of tax— 0.1 
Comprehensive lossComprehensive loss$(143.8)$(51.5)Comprehensive loss$(119.6)$(143.8)

See Notes to Condensed Consolidated Financial Statements.

3


MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF THE IRISH COMPANIES ACT 2014)
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in millions, except share data)
March 26,
2021
December 25,
2020
April 1,
2022
December 31,
2021
AssetsAssetsAssets
Current Assets:Current Assets:Current Assets:
Cash and cash equivalentsCash and cash equivalents$1,077.9 $1,070.6 Cash and cash equivalents$1,365.3 $1,345.0 
Accounts receivable, less allowance for doubtful accounts of $4.0 and $4.5477.4 538.8 
Accounts receivable, less allowance for doubtful accounts of $5.5 and $4.7Accounts receivable, less allowance for doubtful accounts of $5.5 and $4.7364.4 439.1 
InventoriesInventories363.4 344.9 Inventories371.5 347.2 
Prepaid expenses and other current assetsPrepaid expenses and other current assets367.9 350.0 Prepaid expenses and other current assets179.4 178.3 
Total current assetsTotal current assets2,286.6 2,304.3 Total current assets2,280.6 2,309.6 
Property, plant and equipment, netProperty, plant and equipment, net794.4 833.1 Property, plant and equipment, net758.5 776.0 
Intangible assets, netIntangible assets, net5,974.7 6,184.5 Intangible assets, net5,293.4 5,448.4 
Other assetsOther assets380.5 393.5 Other assets372.4 382.3 
Total AssetsTotal Assets$9,436.2 $9,715.4 Total Assets$8,704.9 $8,916.3 
Liabilities and Shareholders' EquityLiabilities and Shareholders' EquityLiabilities and Shareholders' Equity
Current Liabilities:Current Liabilities:Current Liabilities:
Current maturities of long-term debtCurrent maturities of long-term debt$1,701.7 $3,587.9 Current maturities of long-term debt$1,389.5 $1,388.9 
Accounts payableAccounts payable98.4 93.3 Accounts payable107.5 123.0 
Accrued payroll and payroll-related costsAccrued payroll and payroll-related costs80.4 79.4 Accrued payroll and payroll-related costs63.0 84.6 
Accrued interestAccrued interest27.8 26.9 Accrued interest17.4 17.0 
Accrued and other current liabilitiesAccrued and other current liabilities357.2 331.2 Accrued and other current liabilities269.9 328.7 
Total current liabilitiesTotal current liabilities2,265.5 4,118.7 Total current liabilities1,847.3 1,942.2 
Pension and postretirement benefitsPension and postretirement benefits33.6 34.6 Pension and postretirement benefits29.5 30.1 
Environmental liabilitiesEnvironmental liabilities59.0 59.8 Environmental liabilities37.7 43.0 
Deferred income taxesDeferred income taxes77.2 80.6 Deferred income taxes20.1 20.9 
Other income tax liabilitiesOther income tax liabilities106.7 100.1 Other income tax liabilities77.5 83.2 
Other liabilitiesOther liabilities101.1 109.8 Other liabilities64.6 85.8 
Liabilities subject to compromise (Note 2)Liabilities subject to compromise (Note 2)5,914.2 4,192.6 Liabilities subject to compromise (Note 2)6,433.2 6,397.7 
Total LiabilitiesTotal Liabilities8,557.3 8,696.2 Total Liabilities8,509.9 8,602.9 
Shareholders' Equity:Shareholders' Equity:Shareholders' Equity:
Preferred shares, $0.20 par value, 500,000,000 authorized; NaN issued and outstanding
Ordinary A shares, €1.00 par value, 40,000 authorized; NaN issued and outstanding
Ordinary shares, $0.20 par value, 500,000,000 authorized; 94,145,367, and 94,111,303 issued;
84,627,154 and 84,605,156 outstanding
18.8 18.8 
Ordinary shares held in treasury at cost, 9,518,213 and 9,506,147(1,616.1)(1,616.1)
Preferred shares, $0.20 par value, 500,000,000 authorized; none issued and outstandingPreferred shares, $0.20 par value, 500,000,000 authorized; none issued and outstanding— — 
Ordinary A shares, €1.00 par value, 40,000 authorized; none issued and outstandingOrdinary A shares, €1.00 par value, 40,000 authorized; none issued and outstanding— — 
Ordinary shares, $0.20 par value, 500,000,000 authorized; 94,307,550, and 94,296,235 issued;
84,734,080 and 84,726,590 outstanding
Ordinary shares, $0.20 par value, 500,000,000 authorized; 94,307,550, and 94,296,235 issued;
84,734,080 and 84,726,590 outstanding
18.9 18.9 
Ordinary shares held in treasury at cost, 9,573,470 and 9,569,645Ordinary shares held in treasury at cost, 9,573,470 and 9,569,645(1,616.1)(1,616.1)
Additional paid-in capitalAdditional paid-in capital5,591.1 5,587.6 Additional paid-in capital5,599.0 5,597.8 
Retained deficitRetained deficit(3,105.4)(2,961.5)Retained deficit(3,798.5)(3,678.9)
Accumulated other comprehensive lossAccumulated other comprehensive loss(9.5)(9.6)Accumulated other comprehensive loss(8.3)(8.3)
Total Shareholders' EquityTotal Shareholders' Equity878.9 1,019.2 Total Shareholders' Equity195.0 313.4 
Total Liabilities and Shareholders' EquityTotal Liabilities and Shareholders' Equity$9,436.2 $9,715.4 Total Liabilities and Shareholders' Equity$8,704.9 $8,916.3 

See Notes to Condensed Consolidated Financial Statements.

4


MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF IRISH COMPANIES AT 2014)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in millions)
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Cash Flows From Operating Activities:Cash Flows From Operating Activities:Cash Flows From Operating Activities:
Net lossNet loss$(143.9)$(50.2)Net loss$(119.6)$(143.9)
Adjustments to reconcile net cash from operating activities:Adjustments to reconcile net cash from operating activities:Adjustments to reconcile net cash from operating activities:
Depreciation and amortizationDepreciation and amortization169.6 223.1 Depreciation and amortization177.2 169.6 
Share-based compensationShare-based compensation3.6 6.7 Share-based compensation1.2 3.6 
Deferred income taxesDeferred income taxes(3.4)5.5 Deferred income taxes(0.9)(3.4)
Non-cash impairment chargesNon-cash impairment charges64.5 Non-cash impairment charges— 64.5 
Reorganization items, netReorganization items, net15.7 Reorganization items, net2.9 15.7 
Other non-cash itemsOther non-cash items(11.9)(19.4)Other non-cash items12.3 (11.9)
Changes in assets and liabilities, net of the effects of acquisitions:
Changes in assets and liabilities:Changes in assets and liabilities:
Accounts receivable, netAccounts receivable, net61.8 49.4 Accounts receivable, net73.8 61.8 
InventoriesInventories(22.8)(18.4)Inventories(27.0)(22.8)
Accounts payableAccounts payable0.5 (22.9)Accounts payable0.4 0.5 
Income taxesIncome taxes(21.2)(34.9)Income taxes(7.8)(21.2)
OtherOther38.9 (85.2)Other(63.3)38.9 
Net cash from operating activitiesNet cash from operating activities151.4 53.7 Net cash from operating activities49.2 151.4 
Cash Flows From Investing Activities:Cash Flows From Investing Activities:Cash Flows From Investing Activities:
Capital expendituresCapital expenditures(20.9)(19.9)Capital expenditures(23.6)(20.9)
OtherOther(0.7)3.2 Other0.2 (0.7)
Net cash from investing activitiesNet cash from investing activities(21.6)(16.7)Net cash from investing activities(23.4)(21.6)
Cash Flows From Financing Activities:Cash Flows From Financing Activities:Cash Flows From Financing Activities:
Repayment of external debtRepayment of external debt(118.9)(4.9)Repayment of external debt(4.6)(118.9)
Debt financing costs(4.0)
Net cash from financing activitiesNet cash from financing activities(118.9)(8.9)Net cash from financing activities(4.6)(118.9)
Effect of currency rate changes on cashEffect of currency rate changes on cash(0.4)(1.5)Effect of currency rate changes on cash(0.7)(0.4)
Net change in cash, cash equivalents and restricted cashNet change in cash, cash equivalents and restricted cash10.5 26.6 Net change in cash, cash equivalents and restricted cash20.5 10.5 
Cash, cash equivalents and restricted cash at beginning of periodCash, cash equivalents and restricted cash at beginning of period1,127.0 822.6 Cash, cash equivalents and restricted cash at beginning of period1,405.2 1,127.0 
Cash, cash equivalents and restricted cash at end of periodCash, cash equivalents and restricted cash at end of period$1,137.5 $849.2 Cash, cash equivalents and restricted cash at end of period$1,425.7 $1,137.5 
Cash and cash equivalents at end of periodCash and cash equivalents at end of period$1,077.9 $808.0 Cash and cash equivalents at end of period$1,365.3 $1,077.9 
Restricted cash included in prepaid expenses and other assets at end of period23.4 5.4 
Restricted cash included in prepaid expenses and other current assets at end of periodRestricted cash included in prepaid expenses and other current assets at end of period24.0 23.4 
Restricted cash included in other long-term assets at end of periodRestricted cash included in other long-term assets at end of period36.2 35.8 Restricted cash included in other long-term assets at end of period36.4 36.2 
Cash, cash equivalents and restricted cash at end of periodCash, cash equivalents and restricted cash at end of period$1,137.5 $849.2 Cash, cash equivalents and restricted cash at end of period$1,425.7 $1,137.5 

See Notes to Condensed Consolidated Financial Statements.


5



MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF THE IRISH COMPANIES ACT 2014)
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(unaudited, in millions)
 
Ordinary SharesTreasury SharesAdditional
Paid-In Capital
Retained DeficitAccumulated Other Comprehensive Loss
Total
Shareholders'
Equity
Number
Par
 Value
NumberAmount
Balance as of December 27, 201993.5 $18.7 9.4 $(1,615.7)$5,562.5 $(2,016.9)$(7.9)$1,940.7 
Net loss— — — — — (50.2)— (50.2)
Other comprehensive loss— — — — — — (1.3)(1.3)
Vesting of restricted shares0.1 (0.1)— — (0.1)
Share-based compensation— — — — 6.7 — — 6.7 
Balance as of March 27, 202093.6 $18.7 9.4 $(1,615.7)$5,569.1 $(2,067.1)$(9.2)$1,895.8 
Ordinary SharesTreasury SharesAdditional
Paid-In Capital
Retained DeficitAccumulated Other Comprehensive Loss
Total
Shareholders'
Equity
Number
Par
 Value
NumberAmount
Balance as of December 25, 2020Balance as of December 25, 202094.1 $18.8 9.5 $(1,616.1)$5,587.6 $(2,961.5)$(9.6)$1,019.2 Balance as of December 25, 202094.1 $18.8 9.5 $(1,616.1)$5,587.6 $(2,961.5)$(9.6)$1,019.2 
Net lossNet loss— — — — — (143.9)— (143.9)Net loss— — — — — (143.9)— (143.9)
Other comprehensive lossOther comprehensive loss— — — — — — 0.1 0.1 Other comprehensive loss— — — — — — 0.1 0.1 
Vesting of restricted sharesVesting of restricted shares(0.1)— — (0.1)Vesting of restricted shares— — — — (0.1)— — (0.1)
Share-based compensationShare-based compensation— — — — 3.6 — — 3.6 Share-based compensation— — — — 3.6 — — 3.6 
Balance as of March 26, 2021Balance as of March 26, 202194.1 $18.8 9.5 $(1,616.1)$5,591.1 $(3,105.4)$(9.5)$878.9 Balance as of March 26, 202194.1 $18.8 9.5 $(1,616.1)$5,591.1 $(3,105.4)$(9.5)$878.9 
Balance as of December 31, 2021Balance as of December 31, 202194.3 $18.9 9.6 $(1,616.1)$5,597.8 $(3,678.9)$(8.3)$313.4 
Net lossNet loss— — — — — (119.6)— (119.6)
Share-based compensationShare-based compensation— — — — 1.2 — — 1.2 
Balance as of April 1, 2022Balance as of April 1, 202294.3 $18.9 9.6 $(1,616.1)$5,599.0 $(3,798.5)$(8.3)$195.0 


 
See Notes to Condensed Consolidated Financial Statements.


6


MALLINCKRODT PLC
(DEBTOR-IN-POSSESSION)
(IN EXAMINATION UNDER PART 10 OF THE IRISH COMPANIES ACT 2014)
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited, dollars in millions, except share data, per share data and where indicated)

1.Background and Basis of Presentation
Background
Mallinckrodt plc is a global business of multiple wholly owned subsidiaries (collectively, "Mallinckrodt" or "the Company") that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. Areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology, ophthalmology and ophthalmology;oncology; immunotherapy and neonatal respiratory critical care therapies; analgesicsanalgesics; cultured skin substitutes and gastrointestinal products.
The Company operates in two reportable segments, which are further described below:
Specialty Brands includes innovative specialty pharmaceutical brands; and
Specialty Generics includes niche specialty generic drugs and active pharmaceutical ingredients ("API(s)").
The Company owns or has rights to use the trademarks and trade names that are used in conjunction with the operation of its business. One of the more important trademarks that the Company owns or has rights to use that appears in this Quarterly Report on Form 10-Q is "Mallinckrodt," which is a registered trademark or the subject of pending trademark applications in the United States ("U.S.") and other jurisdictions. Solely for convenience, the Company only uses the ™ or ® symbols the first time any trademark or trade name is mentioned in the following notes. Such references are not intended to indicate in any way that the Company will not assert, to the fullest extent permitted under applicable law, its rights to its trademarks and trade names. Each trademark or trade name of any other company appearing in the following notes is, to the Company's knowledge, owned by such other company.

Basis of Presentation
The unaudited condensed consolidated financial statements have been prepared in U.S. dollars and in accordance with accounting principles generally accepted in the U.S. ("GAAP"). The preparation of the unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Actual results may differ from those estimates. The unaudited condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and entities in which they own or control more than 50.0% of the voting shares, or have the ability to control through similar rights. All intercompany balances and transactions have been eliminated in consolidation and all normal recurring adjustments necessary for a fair presentation have been included in the results reported.
The results of entities disposed of are included in the unaudited condensed consolidated financial statements up to the date of disposal, and where appropriate, these operations have been reported in discontinued operations. Divestitures of product lines and businesses not meeting the criteria for discontinued operations have been reflected in operating loss.
The fiscal year end balance sheet data was derived from audited consolidated financial statements, but dodoes not include all of the annual disclosures required by GAAP; accordingly these unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited annual consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended December 25, 202031, 2021 filed with the U.S. Securities and Exchange Commission ("SEC") on March 10, 2021.
Certain prior-period amounts on the unaudited condensed consolidated financial statements have been reclassified to conform to current-period presentation.15, 2022.

Voluntary Filing Under Chapter 11 and Going Concern
The accompanying unaudited condensed consolidated financial statements are prepared in accordance with GAAP applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.
On October 12, 2020, Mallinckrodt plc and certain of its subsidiaries voluntarily initiated proceedings (the "Chapter 11 Cases") under chapter 11 of title 11 ("Chapter 11") of the United States Code (the "Bankruptcy Code"), to modify its capital structure, including restructuring portions of its debt, and resolve potential legal liabilities, including but not limited to those described in Note 1112 as Opioid-Related Matters and Acthar Gel-Related Matters. In connection with the filing of the Chapter 11 Cases, the Company entered into a Restructuring Support Agreement (as amended, supplemented or otherwise modified, the "RSA") (further detail for which is provided in Note 2) as part of a prearranged plan of reorganization. Subsequent to the filing of the Chapter 11 Cases, Chapter 11 proceedings commenced by a limited subset of the Debtors have been recognized and given effect in Canada, and separately
7


Mallinckrodt plc has substantively concluded an examinership process with the High Court of Ireland, which will become effective concurrently with the effectiveness of the plan of reorganization. Refer to Note 15 for further information.
See Note 2 for further information on the voluntary petitions for reorganization, the RSA and agreements in principle subsequently memorialized in the RSA.
7


Company's Chapter 11 plan of reorganization.
Substantial doubt about the Company's ability to continue as a going concern exists in light of its Chapter 11 Cases. The Company's ability to continue as a going concern is contingent upon, among other things, its ability to, subject to the approval by the U.S. Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"), implement a plan of reorganization, emerge from the Chapter 11 proceedings and generate sufficient liquidity following the reorganization to meet its obligations, most notably its opioid and Acthar® Gel (repository corticotropin injection) ("Acthar Gel")-related settlements, restructured debt obligations, and operating needs.
Although management believes that the reorganization of the Company through the Chapter 11 proceedings will appropriately position the Company upon emergence, the commencement of these proceedings constituted an event of default under certain of the Company’sCompany's debt agreements, enforcement of any remedies in respect of which is automatically stayed as a result of the Chapter 11 proceedings. There are a number of risks and uncertainties associated with the Company’sCompany's bankruptcy, including, among others that: (a) the Company’sCompany's prearranged plan of reorganization may never be confirmed or become effective, (b) the RSA may be terminated by one or more of the parties thereto, (c) the Bankruptcy Court may grant or deny motions in a manner that is adverse to the Company and its subsidiaries, and (d) the Chapter 11 Cases may be converted into cases under chapter 7 of the Bankruptcy Code.
The transactions contemplated by the RSA are subject to approval byAlthough the Bankruptcy Court among otherhas entered an order confirming the fourth amended plan of reorganization (with technical modifications) (the "Plan") proposed by the Debtors (the "Confirmation Order"), consummation of the Plan and the transactions contemplated thereby and emergence from the Chapter 11 proceedings remains subject to the satisfaction of various conditions. Accordingly, no assurance can be given that the plan of reorganization or the transactions described thereincontemplated thereby will be consummated. As a result, the Company has concluded that management’s plans at this stage do not alleviate substantial doubt about the Company’sCompany's ability to continue as a going concern.
The unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts and classification of liabilities that might result from the outcome of this uncertainty.
Pursuant to sections 1107(a) and 1108 of the Bankruptcy Code, the Debtors (as defined in Note 2) retain control of their assets and are authorized to operate their business as debtors-in-possession while being subject to the jurisdiction of the Bankruptcy Court. While operating as debtors-in-possession under Chapter 11, the Debtors may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court or as otherwise permitted in the ordinary course of business and subject to applicable orders of the Bankruptcy Court, for amounts other than those reflected in the accompanying unaudited condensed consolidated financial statements. Any such actions occurring during the Chapter 11 Cases authorized by the Bankruptcy Court could materially impact the amounts and classifications of assets and liabilities reported in the Company's unaudited condensed consolidated financial statements. For more information regarding the Chapter 11 Cases, see Note 2.

Fiscal Year
The Company reports its results based on a "52-53 week" year ending on the last Friday of December. Unless otherwise indicated, the three months ended April 1, 2022 refers to the thirteen week period ended April 1, 2022 and the three months ended March 26, 2021 refers to the thirteen week period ended March 26, 2021. Fiscal 2021 consisted of 53 weeks, while fiscal 2022 will consist of 52 weeks and the three months ended March 27, 2020 refers to the thirteen week period ended March 27, 2020.end on December 30, 2022.

2.Bankruptcy Proceedings
Voluntary Filing Under Chapter 11
On October 12, 2020 (the "Petition Date"), Mallinckrodt plc and certain of its subsidiaries voluntarily initiated the Chapter 11 Cases under the Bankruptcy Code in the Bankruptcy Court to effectuate settlements contemplated in the RSA. The entities that filed the Chapter 11 Cases include the Company, substantially all of the Company’sCompany's U.S. subsidiaries, including certain subsidiaries of Mallinckrodt plc operating the Specialty Generics business (the "Specialty Generics Subsidiaries") and the Specialty Brands business (the "Specialty Brands Subsidiaries"), and certain of the Company’sCompany's international subsidiaries (together with the Company, Specialty Generics Subsidiaries and Specialty Brands Subsidiaries, the "Debtors"). On February 14, 2022, the directors of Mallinckrodt plc initiated examinership proceedings with respect to Mallinckrodt plc and on April 27, 2022, such proceedings substantively concluded. Refer to Note 15 for further information. Pursuant to orders granted by the Ontario Superior Court of Justice, the Chapter 11 proceedings commenced by a limited subset of the Company's subsidiaries have also been recognized and given effect in Canada. The Chapter 11 Cases are being jointly administered under the caption In re Mallinckrodt plc, Case No. 20-12522 (JTD). Information
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about the Chapter 11 Cases, including the case docket, may be found free of charge at https://restructuring.primeclerk.com/Mallinckrodt/.
The Debtors continue to operate their businesses as debtors-in-possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. As debtors-in-possession, the Debtors are authorized to continue to operate as ongoing businesses, and may pay all debts and honor all obligations arising in the ordinary course of their businesses after the Petition Date. However, the Debtors may not pay third-party claims or creditors on account of obligations arising before the Petition Date or engage in transactions outside the ordinary course of business without approval of the Bankruptcy Court.
Under the Bankruptcy Code, third-party actions to collect pre-petition indebtedness owed by the Debtors, as well as most litigation pending against the Company as of the Petition Date, are subject to an automatic stay. However, under the Bankruptcy Code, certain regulatory or criminal proceedings generally are not subject to the automatic stay and may continue unless otherwise ordered
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by the Bankruptcy Court. Absent an order of the Bankruptcy Court providing otherwise, substantially all pre-petition liabilities will be resolved under a Chapter 11 plan of reorganization.
Among other requirements, a Chapter 11 plan of reorganization must comply with the priority scheme established by the Bankruptcy Code, under which certain post-petition and secured or “priority” pre-petition liabilities need to be satisfied before general unsecured creditors and holders of the Company's equity are entitled to receive any distribution. Upon solicitation of the plan of reorganization to creditors, with an accompanying court-approved disclosure statement, certain impaired creditors and interest holders will vote by ballot to approve or reject the plan. No assurance can be given as to what values, if any, will be ascribed in the Chapter 11 Cases to the claims and interests of each of these constituencies.Plan. See Restructuring Support AgreementConfirmed Plan of Reorganization section below for contemplated distributions to creditors and interest holders.
Under the Bankruptcy Code, the Debtors may assume, modify, assign or reject certain executory contracts and unexpired leases, including, without limitation, leases of real property and equipment, subject to the approval of the Bankruptcy Court and to certain other conditions. Generally, the rejection of an executory contract or unexpired lease is treated as a pre-petition breach of such executory contract or unexpired lease and, subject to certain exceptions, relieves the Debtors from performing their future obligations under such executory contract or unexpired lease but entitles the contract counterparty or lessor to a pre-petition general unsecured claim for damages caused by such deemed breach. Generally, the assumption of an executory contract or unexpired lease requires the Debtors to cure existing monetary defaults under such executory contract or unexpired lease and provide adequate assurance of future performance. Accordingly, any description of an executory contract or unexpired lease in this Quarterly Report on Form 10-Q, including, where applicable, the express termination rights thereunder or a quantification of their obligations, must be read in conjunction with, and is qualified by, any overriding rejection rights the Debtors have under the Bankruptcy Code.
As discussed further below, the Debtors obtained approval from the Bankruptcy Court for certain "first day" motions, including motions to obtain customary relief intended to continue ordinary course operations after the Petition Date.

Significant Bankruptcy Court Actions
First Day Motions
On October 14, 2020, the Debtors received Bankruptcy Court approval of their customary motions filed on the Petition Date ("First Day Motions") on an interim basis seeking court authorization to continue to support its business operations during the Chapter 11 Cases, including the continued payment of employee wages and benefits without interruption, payment of critical and foreign vendors, continuation of customer programs, continuation of use of existing cash management programs and allowance of certain financing payments under a cash collateral order. The First Day Motions were subsequently approved by the Bankruptcy Court on a final basis at hearings.
Chapter 11 Financing
In accordance with the terms of the RSA, theThe Company obtained the entry in the Chapter 11 Cases of an order of the Bankruptcy Court in the Chapter 11 Cases (in a form agreed with, among others, the agent under the senior secured credit facilities, lenders under the senior secured revolving credit facility and the senior secured term loans and holders of the first lien senior notes and the second lien senior notes) permitting the use of cash collateral to finance the Chapter 11 Cases. Such use is subject to an approved budget, updated and submitted every four weeks, consisting of rolling thirteen weekthirteen-week periods subject to the consent of the lenders under the senior secured revolving credit facility and the senior secured term loans.
Such order requires that the Company make cash adequate protection payments on the senior secured revolving credit facility and the senior secured term loans for, among other things, unpaid pre-petition and post-petition fees, unpaid pre-petition interest (at the specified contract rate) and post-petition interest (at a rate equal to (1) the adjusted London Inter-BankInterbank Offered Rate ("LIBOR"), plus (2) the contract-specified applicable margin, and plus (3) an incremental 200 basis points), quarterly amortization payments on the senior secured term loans and reimbursement of certain costs. Such order further requires that wethe Company make cash adequate protection payments on the first lien senior notes and the second lien senior notes for, among other thing,things, unpaid pre-petition and post-petition interest (at the specified non-default interest rate) and reimbursement of certain costs. On April 13, 2021, the Debtors received Bankruptcy Court approval of their motion to amend the final cash collateral order as of March 22, 2021 to pay post-petition interest on the senior secured term loans at a rate equal to (1) the adjusted LIBOR, plus (2) the contract-specified applicable margin, and plus (3) an incremental 250 basis points for its senior secured term loans.
The cash collateral order provides that it is without prejudice to (i) the rights of certain parties to request additional or alternative adequate protection from the Bankruptcy Court, (ii) the rights of lenders under the senior secured revolving credit facilityInterest expense incurred and the senior secured term loans to seek a higher rate of interest and (iii) the rights of the holders of the first lien senior notes and the second lien senior notes to seek payment of a make-whole premium.
Withpaid with respect to the incremental adequate protection payments of 200 basis points and 250 basis points paid on the senior secured revolving credit facility and the senior secured term loans, respectively, noted above, the Company incurred $14.5 million and $11.7 million of expense, of which $13.8 million andwere as follows:
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$7.8 million was paid, during the three months ended March 26, 2021 and fiscal 2020, respectively, which has been classified as interest expense in the unaudited condensed consolidated statement of operations.

Bar Date
On December 31, 2020, the Bankruptcy Court entered an order approving a deadline of February 16, 2021 at 5:00 pm (Eastern Time) (the "General Bar Date") and April 12, 2021, at 5:00 p.m. (Eastern Time) (the “Governmental Bar Date”) (collectively, together the "Bar Dates") for filing claims against the Debtors relating to the period prior to the Petition Date for general claims and government claims, respectively. The preceding Bar Dates do not cover opioid claims (inclusive of voluntary injunction opioid claims). The Company's review of asserted claims is discussed further below in Chapter 11 Claims Process.
Three Months Ended
April 1,
2022
March 26,
2021
Interest expense incurred for adequate protection payments$15.7 $14.5 
Cash paid for adequate protection payments15.5 13.8 

Injunctive Litigation Relief
The Bankruptcy Court entered orders approving a 270-day injunctionan order extending its prior injunctions against certain opioid and Acthar Gel-related litigation matters proceeding against the Debtors and also against certain covered non-Debtors on August 30, 2021. The Bankruptcy Court
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further extended the injunction on November 25, 202029, 2021 and December 4, 2020.on March 17, 2022. Absent further extension, the injunction will expire at the earlier of (a) plan effective date or (b) June 16, 2022, with certain modifications. Refer to Note 1112 for further discussion.

Restructuring SupportDistribution Agreement Contract Rejection
On October 11, 2020,March 30, 2022, the Company andsought authorization from the other DebtorsBankruptcy Court to reject the CuraScript Inc. ("CuraScript") distribution agreement. On April 11, 2022, the Bankruptcy Court entered the order authorizing the rejection of the CuraScript distribution agreement effective April 22, 2022. The rejection has the effect of relieving the Company of certain obligations under such agreement. In turn, the Company has entered into a RSAdistribution agreement with creditors holdingFFF Enterprises, Inc, which took effect on April 25, 2022. The new distribution agreement covers the same scope of services and products on terms that are at least approximately 84%, by aggregate principal amount, ofcomparable economically to the Company’s outstanding guaranteed unsecured senior notes and with a group of governmental plaintiffs in the opioid litigation pending againstCuraScript distribution agreement. As such, the Company believes the transition will result in no material financial impact or operational disruptions.

Confirmed Plan of Reorganization
On February 3, 2022, the Bankruptcy Court confirmed the Plan and certain of its subsidiaries, including 50 state and territory attorneys general andsubsequently entered the court-appointed plaintiffs’ executive committee inConfirmation Order on March 2, 2022. The Plan provides for the opioid multidistrict litigation (collectively, the "Supporting Parties"). After the bankruptcy filing, the Multi-State Governmental Entities Group entered into a joinder to the RSA that gained the support of approximately 1,300 cities, municipalities, hospital and school districts, amongst others. On March 11, 2021, an ad hoc group of lenders holding approximately $1,300.0 million, by aggregate principal amount, of the Company’s outstanding senior secured term loan due September 2024 (the "2017 Term Loan") and senior secured term loan due February 2025 (the "2018 Term Loan") have agreed to join the RSA as supporting parties and certain of the existing supporting parties have agreed to certain amendments thereto (the "Joinder and Amendment"). On April 20, 2021, the Debtors filed a joint plan of reorganization of the Debtors (the "Filed Plan") reflecting the terms of the RSA, as amended by the Joinder and Amendment.
The RSA (as supplemented by the above-described joinders, including the Joinder and Amendment) incorporates the terms agreed to by the parties reflected in the term sheets attached to the RSA and such joinders, including the Joinder and Amendment, including an agreement by the Supporting Parties to support the following as memorialized in the Filed Plan, which may be amended, modified or supplemented from time to time:following:
A proposed resolution of all opioid-related claims against the Company and its subsidiaries. Under the terms of the amended proposed settlement (the "Amended Proposed Opioid-Related Litigation Settlement"), which would become effective upon Mallinckrodt’s emergence from the Chapter 11 process, subject to court approval and other conditions:
Opioid claims would be channeled to one or more trusts, which would receive $1,600.0$1,725.0 million in structured payments consisting of (i) a $450.0 million payment upon the Company’s emergence from Chapter 11; (ii) a $200.0 million payment upon each of the first and second anniversaries of emergence; and (iii) a $150.0 million payment upon each of the third through seventh anniversaries of emergence; and (iv) a $125.0 million payment upon the eighth anniversary of emergence with a one-yearan eighteen-month prepayment option at a discount for all but the first payment.
Opioid claimants would also receive, in addition to other potential consideration, warrants for approximately 19.99% of the reorganized Company’s new outstanding shares, after giving effect to the exercise of the warrants, but subject to dilution from equity reserved under the management incentive plan, exercisable at any time on or prior to the seventhsixth anniversary of the Company's emergence, at a strike price reflecting an aggregate equity value for the reorganized Debtors of $1,551.0 million (the "New Opioid Warrants").
Upon commencing the Chapter 11 filing, the Company willbegan to comply with an agreed-upon operating injunction with respect to the operation of its opioid business.
A proposed resolution with the U.S. Department of Justice and other governmental parties to settle a range of litigation matters and disputes relating to Acthar Gel.
The Company has reached an agreement in principle with the U.S. Department of Justice ("DOJ") and other governmental parties to settle a range of litigation matters and disputes relating to Acthar Gel (the "Proposed Acthar Gel-Related Settlement") including the Medicaid lawsuit with the Centers for Medicare and Medicaid Services ("CMS"), a related False Claims Act ("FCA") lawsuit in Boston, and an Eastern District of Pennsylvania ("EDPA")
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FCA lawsuit principally relating to Acthar Gel's previous owner's (Questcor Pharmaceuticals Inc. ("Questcor")) interactions with an independent charitable foundation. Under the Proposed Acthar Gel-Related Settlement, which was conditioned upon the Company entering the Chapter 11 restructuring process, the Company has agreed to pay $260.0 million to the DOJ and other parties over seven years and reset Acthar Gel’s Medicaid rebate calculation as of July 1, 2020, such that state Medicaid programs will receive 100% rebates on Acthar Gel Medicaid sales, based on current Acthar Gel pricing. Additionally, upon executionAlso in connection with the Proposed Acthar Gel-Related Settlement, the Company entered into a five-year corporate integrity agreement ("CIA") with the Office of Inspector General ("OIG") of the settlement, the Company will dismiss its appealDepartment of Health and Human Services ("HHS") in March 2022. As a result of these agreements, upon effectiveness of the U.S. District Court of Columbia's ("D.C. District Court") adverse decision in the Medicaid lawsuit, which appeal was filed in the U.S. Court of Appeals for the District of Columbia ("D.C. Circuit"). In turn,settlement, the U.S. Government will drop its demand for approximately $640 million in retrospective Medicaid rebates for Acthar Gel and agree to dismiss the FCA lawsuit in Boston and the EDPA FCA lawsuit.lawsuit upon consummation of the Plan and emergence from the Chapter 11 Cases. Similarly, state and territory Attorneys General will also drop related lawsuits. In turn, the Company will dismiss its appeal of the U.S. District Court for the District of Columbia's ("D.C. District Court") adverse decision in the Medicaid lawsuit, which was filed in the U.S. Court of Appeals for the District of Columbia Circuit ("D.C. Circuit").
Mallinckrodt has entered into the Proposed Acthar Gel-Related Settlement to settle with the DOJ and other governmental parties solely to move past these litigation matters and disputes and willdoes not make noany admission of liability. The Company is working to complete the settlement with the DOJ, as well as various states that are party to the Boston FCA litigation, over the next several months, subject to court approval.liability or wrongdoing.
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A modification of the Company's senior secured term loans. At the end of the court-supervised process, lenders holding allowed claims in respect of the Company’s 2017senior secured term loans due September 2024 (the "2017 Term Loans") and 2018its senior secured term loans due February 2025 (the "2018 Term LoansLoans") are expected to receive either (1) their pro rata share of new senior secured term loans in an amount equal to the remainingthen-remaining principal amount of claims (as reduced by, inter alia, the excess cash flow ("ECF") Payment)payment) bearing interest at a rate per annum equal to LIBOR plus 5.25% (with respect to the 2017 Term Loan) or LIBOR plus 5.50% (with respect to the 2018 Term Loan) (the "Adjusted Interest Rate"), maturing on the earlier of September 30, 2027 and 5.75 years after emergence and without any financial maintenance covenant, and payment in cash of an exit fee equal to 1.00% of such remaining principal amount or (2) payment in full of such remaining principal amount in cash.cash and payment in cash of an exit fee equal to 0.50% of such remaining principal amount. A mandatory prepayment in an amount equal to $114.0 million arising from excess cash flow with respect to fiscal 2020 was paid to the holders of the Company’s 2017 and 2018 Term Loans on March 19, 2021.
The reinstatement or repayment of the Company's senior secured revolving credit facility. At the end of the court-supervised process, all allowed claims under such facility wouldare expected to be reinstated at existing rates and maturities.paid in full in cash, principally with the proceeds of newly incurred debt.
The reinstatement of the agreements associated with the Company's 10.00% first and second lien senior secured notes. At the end of the court-supervised process, all allowed claims under these agreements would eitherwill be reinstated at existing rates and maturities ifas the applicable holders' purported make-whole claims were disallowed.
A modification of the Company's 10.00% second lien senior secured notes. At the end of the court-supervised process, lenders holding allowed claims in respect of the Company’s 10.00% second lien senior secured notes are disallowed or, if such reinstatement is not permitted or ifexpected to receive their pro rata share of new 10.00% second lien senior secured notes due 2025 that will have the applicable holders' make-whole claims are allowed, receive take-back notes at market rates with an extended maturity.same principal amount and other economic terms as the existing second lien senior secured notes.
A restructuring of the Company’s unsecured notes under the guaranteed unsecured notes indentures. At the end of the court-supervised process, holders of allowed claims under indentures governing the Guaranteed Unsecured Notes (the 5.75% Senior Notes due 2022, the 5.625% Senior Notes due 2023 and the 5.50% Senior Notes due 2025)2025 (the "Guaranteed Unsecured Notes") and the Guaranteed Unsecured Notes are expected to receive their pro rata share of $375.0 million of new 10.00% second lien senior secured notes due seven years after emergence and 100% of the new Mallinckrodt ordinary shares, subject to dilution by the warrants described above and certain other equity.the management incentive plan. Under the terms of the RSA, a consent fee equal to 1.50% is payable to consenting noteholders in an amount equal to 1.50% of each such noteholder's Guaranteed Unsecured Notes.
A proposed resolution of other remaining claims and treatment of equity holders. At the end of the court-supervised process, certain trade creditors and holders of other allowed general unsecured claims, including holders of the 9.50% debentures due May 2022, the 8.00% debentures due March 2023 and the 4.75% senior notes due April 2023, are expected to share in $150.0$135.0 million in cash, plus other potential consideration, in accordance with the allocations as prescribed in the Plan, and equity holders would receive no recovery.
The restructuring transactions contemplated by the RSA will be effectuated through the Chapter 11 plan of reorganization, which among other things as outlined above, provides for a financial restructuring that would reduce the Company’s total debt by approximately $1,300.0 million. Pursuant to the RSA, each of the Debtors and the Supporting Parties has made certain customary commitments to each other in connection with the pursuit of the transactions contemplated by the term sheets attached thereto. The Debtors have agreed, among other things, to use commercially reasonable efforts to make all requisite filings with the Bankruptcy Court; continue to involve and update the Supporting Parties’ representatives in the bankruptcy process; and satisfy certain other covenants. The Supporting Parties have committed to support and vote for the Chapter 11 plan of reorganization implementing the terms of the RSA and have agreed to use commercially reasonable efforts to take, or refrain from taking, certain actions in furtherance of such support.
The RSA contains milestones for the progress of the Chapter 11 Cases (the "Milestones"), which include the dates by which the Debtors are required to, among other things, obtain certain orders of the Bankruptcy Court and consummate the Debtors’ emergence from bankruptcy. Among other milestones, the RSA (as amended, including by the Joinder and Amendment) requires the Debtors to have filed a Chapter 11 plan of reorganization by no later than April 20, 2021, the Bankruptcy Court to have entered an order confirming the Chapter 11 plan of reorganization by no later than August 15, 2021 and the Debtors to have emerged from bankruptcy by no later than November 15, 2021.
Each of the parties to the RSA may terminate the agreement (and thereby their support for the associated plan of reorganization) under certain limited circumstances. Any Debtor may terminate the RSA upon, among other circumstances: (i) its board of directors,
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after consultation with legal counsel, reasonably determining in good faith that performance under the RSA would be inconsistent with its fiduciary duties; and (ii) certain actions by the Bankruptcy Court, including dismissing the Chapter 11 Cases or converting the Chapter 11 Cases into cases under Chapter 7 of the Bankruptcy Code.
The Supporting Parties also have specified termination rights, including, among other circumstances, termination rights that arise if certain of the Milestones have not been achieved, extended, or waived. Termination by one of these creditor groups will result in the termination of the RSA as to the terminating group only, with the RSA remaining in effect with respect to the Debtors and the non-terminating group.
The transactions contemplated by the RSA are subject to approval by the Bankruptcy Court, among other conditions. Accordingly, no assurance can be given that the transactions described therein will be consummated.
As of March 26, 2021, the outstanding borrowings under the senior secured revolving credit facility, the first lien senior notes and the second lien senior notes were classified outside of liabilities subject to compromise ("LSTC") as the related debt instruments were expected to be reinstated upon emergence from bankruptcy in accordance with the RSA.

Event of default
The commencement of the Chapter 11 Cases above constituted an event of default under certain of the Company’s debt agreements. Subject to any applicable provisions of the Bankruptcy Code, the Company’s debt instruments and agreements, as further described in Note 9 and within the notes to the financial statements included within the Company’s Annual Report filed on Form 10-K for the fiscal year ended December 25, 2020, provide that, as a result of the commencement of the Chapter 11 Cases, the principal amount, together with accrued and unpaid interest thereon, and in the case of the indebtedness outstanding under the senior notes, premium, if any, thereon, shall be immediately due and payable. Accordingly, all long-term debt was classified as current on the unaudited condensed consolidated balance sheets as of March 26, 2021 and December 25, 2020. However, any efforts to enforce payment obligations under the debt instruments are automatically stayed as a result of the Chapter 11 Cases and the creditors’ rights in respect of the debt instruments are subject to the applicable provisions of the Bankruptcy Code.

Financial Reporting in Reorganization
Effective on the Petition Date, the Company began to apply Financial Accounting Standards Board Accounting Standards Codification ("ASC") Topic 852 - Reorganizations, which specifies the accounting and financial reporting requirements for entities reorganizing through Chapter 11 bankruptcy proceedings. These requirements include distinguishing transactions directly associated with the reorganization from activities related to the ongoing operations of the business within the financial statements for periods subsequent to the Petition Date. Expenses, realized gains and losses, and provisions for losses that are directly associated with reorganization proceedings must be reported separately as reorganization items, net in the unaudited condensed consolidated statements of operations. In addition, the unaudited condensed consolidated balance sheet must distinguish pre-petition LSTCliabilities subject to compromise ("LSTC") of the Debtors from pre-petition liabilities that are not subject to compromise, post-petition liabilities, and liabilities of the subsidiaries of the Company that are not debtors in the Chapter 11 Cases. LSTC are pre-petition obligations that are not fully secured and have at least a possibility of not being repaid at the full claim amount. Where there is uncertainty about whether a secured claim will be paid or impaired pursuant to the Chapter 11 Cases, the Debtors have classified the entire amount of the claim as LSTC.
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Furthermore, the realization of assets and the satisfaction of liabilities are subject to uncertainty. While operating as debtors-in-possession, actions to enforce or otherwise effect the payment of certain claims against the Debtors in existence before the Petition Date are stayed while the Debtors continue business operations as debtors-in-possession. These claims are reflected as LSTC in the unaudited condensed consolidated balance sheets at March 26, 2021as of April 1, 2022 and December 25, 2020.31, 2021. Additional claims (which could be LSTC) may arise after the Petition Date resulting from the rejection of executory contracts, including leases, and from the determination by the Bankruptcy Court (or agreement by parties-in-interest) of allowed claims for contingencies and other disputed amounts.
Certain subsidiary entities are not debtors under the Chapter 11 Cases. However, unaudited condensed combined financial statements of the Debtors are not presented in the notes to the unaudited condensed consolidated financial statements as the assets and liabilities, operating results and cash flows of the non-debtor entities included in the unaudited condensed consolidated financial statements are insignificant and, therefore, the unaudited condensed consolidated financial statements presented herein materially represent the unaudited condensed combined financial statements of the debtor entities for all periods presented.
Non-debtor entity intercompany balances from/due to the debtor entities at the end of each period were:
March 26,
2021
December 25,
2020
Intercompany receivables$135.4 $282.3 
Intercompany payables129.5 120.3 
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April 1,
2022
December 31,
2021
Intercompany receivables$146.2 $119.1 
Intercompany payables115.6 112.9 
The intercompany balances were primarily attributable to the Company's centralized approach to cash management and financing of its operations. The permission to continue the use of existing cash management systems during the pendency of the Chapter 11 Cases was approved by the Bankruptcy Court on a final basis as part of the First Day motions as described further above.certain "first day" motions.
The Company is currently assessing whether or not it qualifies for fresh start accounting upon emergence from Chapter 11. If the Company were to meet the requirements to adopt the fresh start accounting rules, its assets and liabilities would be recorded at fair value as of the fresh start reporting date, which may differ materially from the recorded values of assets and liabilities on its unaudited condensed consolidated balance sheets as of March 26, 2021April 1, 2022 and December 25, 2020.31, 2021.

Liabilities Subject to Compromise
As a result of the commencement of the Chapter 11 Cases, the payment of pre-petition liabilities is subject to compromise or other treatment pursuant to a plan of reorganization.the Plan. Generally, actions to enforce or otherwise effect payment of pre-petition liabilities are stayed. Although payment of pre-petition claims generally is not permitted, the Bankruptcy Court granted the Debtors the authority to pay certain pre-petition claims in designated categories and subject to certain terms and conditions. This relief generally was designed to preserve the value of the Debtors' business and assets. As described above, among other things, the Bankruptcy Court authorized, but did not require, the Debtors to pay certain pre-petition claims relating to employee wages and benefits, critical and foreign vendors and customer programs.

The determination of how liabilities will ultimately be settled or treated cannot be made until the Bankruptcy Court confirms a Chapter 11 plan of reorganization and such planPlan becomes effective. Accordingly, the ultimate amount of such liabilities is not determinable at this time. GAAP requires pre-petitionPre-petition liabilities that are subject to compromise to be reported at the amounts expected to be allowed by the Bankruptcy Court, even if they may be settled for different amounts. The amounts currently classified as LSTC are preliminary and may be subject to future adjustments depending on Bankruptcy Court actions, further developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, rejection of executory contracts, continued reconciliation or other events.

Liabilities subject to compromise at the end of each period consisted of the following:
March 26,
2021
December 25,
2020
April 1,
2022
December 31,
2021
Accounts payable (1)
Accounts payable (1)
$52.9 $61.9 
Accounts payable (1)
$43.4 $42.9 
Accrued interestAccrued interest35.2 35.2 Accrued interest35.2 35.2 
Debt (2)
Debt (2)
3,446.5 1,660.7 
Debt (2)
3,746.2 3,750.8 
Environmental liabilitiesEnvironmental liabilities66.9 52.0 
Medicaid lawsuitMedicaid lawsuit638.9 638.9 Medicaid lawsuit634.7 634.7 
Opioid-related litigation settlement liabilityOpioid-related litigation settlement liability1,600.0 1,600.0 Opioid-related litigation settlement liability1,725.0 1,725.0 
Other current and non-current liabilities (3)
Other current and non-current liabilities (3)
108.1 163.5 
Other current and non-current liabilities (3)
149.6 125.1 
Pension and postretirement benefitsPension and postretirement benefits32.6 32.4 Pension and postretirement benefits32.2 32.0 
Total liabilities subject to compromiseTotal liabilities subject to compromise$5,914.2 $4,192.6 Total liabilities subject to compromise$6,433.2 $6,397.7 

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(1)Pre-petition accounts payable balances have been repaid under effectuated trade agreements pursuant to the critical vendor motion approved by the Bankruptcy Court.
(2)In accordance with the Joinder and Amendment to the RSA, $1,785.8 million of outstanding senior secured term loans have been reclassified to LSTC in the Company's unaudited condensed consolidated balance sheets as of March 26, 2021.
(3)The decrease in other current and non-current liabilities was primarily attributable to the Bankruptcy Court's approval of the Company's rejection of its Bedminster facility lease, which resulted in a $34.8 million adjustment to the carrying value of the respective lease liability in LSTC to reflect the estimated allowed claim amount. The remaining decrease was primarily attributable to a decrease of $15.6 million in the fair value of contingent consideration related to an asset for which the Company is no longer pursuing further development. Refer to Note 12 for further information on the valuation of contingent consideration.

Contractual interest
While the Chapter 11 Cases are pending, the Company is not accruing interest on its unsecured debt instruments as of the Petition Date on a go-forward basis as the Debtors do not anticipate making interest payments due under their respective unsecured debt instruments; however, the Debtors expect to pay all interest payments in full as they come due under their respective senior secured debt instruments. The total aggregate amount of interest paid pursuant to the Company's unsecured debt instruments was 0 and $17.7 million during the three months ended March 26, 2021 and March 27, 2020, respectively. The total aggregate amount of interest payments due under the Company's unsecured debt instruments for both the three months ended April 1, 2022 and March 26, 2021, which it did not pay iswas $17.7 million.

Chapter 11 Claims Process
The Debtors have received over 49,00050,000 proofs of claim since the Petition Date. The Debtors continue their review and analysis of certain claims including litigation claims, trade creditor claims, non-qualified benefit plan claims, customer deposits and advances, along with other tax and regulatory claims, and therefore, the ultimate liability of the Debtors for such claims may differ from the amount recorded in LSTC. To the extent that the Debtors believe that such claims will be allowed by the Bankruptcy Court, the Debtors will continue to record the expected allowed amounts of such claims as LSTC. The determination of the expected allowed amount of a claim is based on many factors, including whether the Debtors are party to a settlement agreement with applicable claimholders or their representatives, and is not necessarily limited to information available to the Debtors. Claims covered by a settlement agreement include the Proposed Acthar Gel-Related Settlement and Amended Opioid-Related Litigation Settlement (collectively, the "Proposed Settlements"). See Restructuring Support AgreementConfirmed Plan of Reorganization section within this note for more information on settlement of these claims. As the Debtors continue to resolve claims, differences between those final allowed claims and the liabilities recorded in the unaudited condensed consolidated balance sheet will be recognized as reorganization items, net in the Company's consolidated statements of operations in the period in which they are resolved. The determination of how liabilities will ultimately be resolved cannot be made until the Plan is consummated or the Bankruptcy Court approves a plan of reorganization or approves orders related to settlement of specific liabilities. Accordingly, the ultimate amount or resolution of such liabilities is not determinable at this time. The resolution of such claims could result in substantial adjustments to the Company's consolidated financial statements.

Reorganization items, net
Reorganization items, net, represent amounts incurred after the Petition Date as a direct result of the Chapter 11 Cases and are comprised of bankruptcy-related professional fees and adjustments to reflect the carrying value of LSTC at their estimated allowed claim amounts, as such adjustments are approved by the Bankruptcy Court. Cash paid for reorganization items, net for the three months ended April 1, 2022 and March 26, 2021 was $79.1 million and $33.7 million.million, respectively. Reorganization items, net, for the three months ended March 26, 2021 includedwere comprised of the following:
March 26,
2021
Professional fees$77.7 
Debt valuation adjustments16.3 
Adjustments of other claims(0.5)
Total reorganization items, net$93.5 
Three Months Ended
April 1,
2022
March 26,
2021
Professional fees$40.4 $77.7 
Lender fees0.1 — 
Debt valuation adjustments— 16.3 
Adjustments of other claims2.9 (0.5)
Total reorganization items, net$43.4 $93.5 

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3.Revenue from Contracts with Customers
Product Sales Revenue

See Note 13 for presentation of the Company's net sales by product family.
Reserves for variable consideration
The following table reflects activity in the Company's sales reserve accounts:
Rebates and ChargebacksProduct Returns Other Sales Deductions Total Rebates and ChargebacksProduct Returns Other Sales Deductions Total
Balance as of December 27, 2019$295.8 $28.4 $13.2 $337.4 
Balance as of December 25, 2020Balance as of December 25, 2020$196.5 $26.6 $12.3 $235.4 
Provisions(1)Provisions(1)457.8 3.8 13.7 475.3 Provisions(1)488.0 25.7 13.0 526.7 
Payments or creditsPayments or credits(498.8)(6.1)(15.9)(520.8)Payments or credits(442.9)(10.0)(14.9)(467.8)
Balance as of March 27, 2020$254.8 $26.1 $11.0 $291.9 
Balance as of March 26, 2021Balance as of March 26, 2021$241.6 $42.3 $10.4 $294.3 
Balance as of December 25, 2020$196.5 $26.6 $12.3 $235.4 
Balance as of December 31, 2021Balance as of December 31, 2021$241.8 $21.5 $9.5 $272.8 
Provisions (1)
Provisions (1)
488.0 25.7 13.0 526.7 
Provisions (1)
370.8 2.4 9.7 382.9 
Payments or creditsPayments or credits(442.9)(10.0)(14.9)(467.8)Payments or credits(412.0)(4.3)(10.0)(426.3)
Balance as of March 26, 2021$241.6 $42.3 $10.4 $294.3 
Balance as of April 1, 2022Balance as of April 1, 2022$200.6 $19.6 $9.2 $229.4 

(1)ProvisionsProvision for returns increaseddecreased by $21.9$23.3 million driven by the Specialty Brands segment primarily related to a discrete return of product sold during the three months ended March 26, 2021.

Product sales transferred to customers at a point in time and over time were as follows:
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Product sales transferred at a point in timeProduct sales transferred at a point in time75.7 %78.5 %Product sales transferred at a point in time79.5 %75.7 %
Product sales transferred over timeProduct sales transferred over time24.3 21.5 Product sales transferred over time20.5 24.3 

Transaction price allocated to the remaining performance obligations

The following table includes estimated revenue from contracts extending greater than one year for certain of the Company's hospital products that are expected to be recognized in the future related to performance obligations that were unsatisfied or partially unsatisfied as of March 26, 2021:April 1, 2022:
Remainder of Fiscal 20212022$70.9 
Fiscal 202241.069.6 
Fiscal 20239.971.2 
Fiscal 202417.5 
Thereafter0.3 

Costs to fulfill a contract

As of March 26, 2021 and December 25, 2020, the total net book value of the devices used in the Company's portfolio of drug-device combination products, which are used in satisfying future performance obligations, were $27.0 million and $25.8 million, respectively, and were classified in property, plant and equipment, net, on the unaudited condensed consolidated balance sheets. The associated depreciation expense recognized during the three months ended March 26, 2021 and March 27, 2020 was $1.4 million and $1.5 million, respectively.


Product Royalty Revenues
The Company licenses certain rights to Amitiza® (lubiprostone) ("Amitiza") to a third partyparties in exchange for royalties on net sales of the product. The royalty rates consist of several tiers ranging from 18.0% to 26.0% with the royalty rate resetting every year. Additionally, beginning in fiscal 2021, Par Pharmaceutical, Inc., et al. (collectively Par) will pay the Company receives a double-digit royalty
15


based on a percentage of the gross profits of the licensed products sold during the term of the agreement. Under both agreements, theagreements. The Company recognizes such royalty revenue as the related sales occur. The associated royalty revenue recognized was as follows:
Three Months Ended
March 26,
2021
March 27,
2020
Royalty revenue$35.4 $15.6 
Three Months Ended
April 1,
2022
March 26,
2021
Royalty revenue$20.0 $35.4 


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4.Restructuring and Related Charges
During fiscal 2021 and 2018, the Company launched restructuring programs designed to improve its cost structure. Charges of $50.0 million to $100.0 million were provided for under the 2021 program and $100.0 million to $125.0 million were provided for under the 2018 program. The 2021 program will commence upon substantial completion of the 2018 program. The 2021 program has not commenced as of April 1, 2022 and there is no specified time period associated with this program. In addition to the aforementioned restructuring programs, the Company has taken restructuring actions to generate synergies from its acquisitions.
Net restructuring and related charges by segment were as follows:
Three Months Ended
April 1,
2022
March 26,
2021
Specialty Generics$3.5 $— 
Corporate3.3 1.1 
Restructuring and related charges, net6.8 1.1 
Less: accelerated deprecation— (0.7)
Restructuring charges, net$6.8 $0.4 

Net restructuring and related charges by program were comprised of the following:
Three Months Ended
April 1,
2022
March 26,
2021
2018 Program$6.8 $1.1 
Less: non-cash charges, including accelerated depreciation(2.1)(1.1)
Total charges expected to be settled in cash$4.7 $— 

The following table summarizes cash activity for restructuring reserves, which primarily related to employee severance and benefits:
2018 Program
Balance as of December 31, 2021$10.9 
Charges5.7 
Changes in estimate(1.0)
Cash payments(12.6)
Balance as of April 1, 2022$3.0 

As of April 1, 2022, net restructuring and related charges incurred cumulative to date were as follows:
2018 Program
Specialty Brands$3.1 
Specialty Generics18.5 
Corporate81.2 
$102.8 
All of the restructuring reserves were included in accrued and other current liabilities on the Company's unaudited condensed consolidated balance sheets. Amounts paid in the future may differ from the amount currently recorded.

4.5.Income Taxes
As further discussed in Note 1, in light of the Company's Chapter 11 Cases initiated on October 12, 2020, the Company concluded that there is substantial doubt about its ability to continue as a going concern within one year from the date of issuance of the unaudited condensed consolidated financial statements. The Company considered this in determining that certain net deferred tax assets were no longer more likely than not realizable. As a result, as of March 26,both April 1, 2022 and December 31, 2021, all of the Company's net deferred tax assets in applicable tax jurisdictions are fully offset by a valuation allowance.
The Company recognized an income tax benefit of $5.9 million on a loss from continuing operations before income taxes of $126.1 million for the three months ended April 1, 2022, and an income tax benefit of $16.4 million on a loss from continuing operations before income taxes of $160.6 million for the three months ended March 26, 2021, and an income tax benefit of $18.9 million on a loss from continuing operations before income taxes of $75.6 million for the three months ended March 27, 2020.2021. This resulted in effective tax rates of
15


4.7% and 10.2% and 25.0% for the three months ended April 1, 2022 and March 26, 2021, respectively. The income tax benefit for the three months ended April 1, 2022 was comprised of $5.0 million of current tax benefit and March 27, 2020, respectively.$0.9 million of deferred tax benefit. The current tax benefit was predominantly related to an increase to prepaid taxes. The deferred tax benefit was predominantly related to intangible asset amortization partially offset by utilization of loss carryforwards in non-valuation allowance jurisdictions. The income tax benefit for the three months ended March 26, 2021 was comprised of $13.0 million of current tax benefit and $3.4 million of deferred tax benefit. The current tax benefit was predominantlypredominately related to an increase to prepaid taxes, partially offset by changes to uncertain tax positions. The deferred tax benefit was predominantly related to intangible asset amortization, partially offset by utilization of loss carryforwards in non-valuation allowance jurisdictions.
The income tax benefit was $5.9 million for the three months ended March 27, 2020 was comprised of $22.4 million of current tax benefit and $3.5 million of deferred tax expense. The deferred tax expense was predominantly comprised of deferred tax expense as a result of the Coronavirus Aid, Relief, and Economic Security ("CARES") Act partially offset by deferred tax benefit related to previously acquired intangibles.
TheApril 1, 2022, compared with an income tax benefit wasof $16.4 million for the three months ended March 26, 2021, compared with an income tax benefit of $18.9 million for the three months ended March 27, 2020.2021. The $2.5$10.5 million net decrease in the tax benefit included a decrease of $11.0 million attributed to the CARES Act and a decrease of $8.0 million attributed to uncertain tax positions, partially offset by an increase of $15.4$12.5 million attributed to changes in the timing, amount and jurisdictional mix of income, a decrease of $1.3 million attributed to the Coronavirus Aid, Relief, and an increaseEconomic Security (CARES) Act and a decrease of $1.1$0.9 million attributed to separation costs, reorganization items, net and restructuring charges, net.net, partially offset by an increase of $4.2 million attributed to uncertain tax positions.
During the three months ended April 1, 2022 and March 26, 2021, and fiscal 2020, the net cash payments for income taxes were $8.1$2.7 million and $39.9$8.1 million, respectively.
The Company's unrecognized tax benefits, excluding interest, totaled $356.2 million and $349.0$333.5 million as of March 26, 2021both April 1, 2022 and December 25, 2020, respectively. The net increase of $7.2 million primarily resulted from a net increase of prior period tax positions.31, 2021. If favorably settled, $80.9$77.0 million of unrecognized tax benefits as of March 26, 2021April 1, 2022 would benefit the effective tax rate. The total amount of accrued interest and penalties related to these obligations was $19.8$20.4 million and $16.7$18.9 million as of March 26, 2021April 1, 2022 and December 25, 2020,31, 2021, respectively. As of April 1, 2022, $7.0 million of unrecognized tax benefits, including interest and penalties, were reflected within LSTC on the Company's unaudited condensed consolidated balance sheet.
It is reasonably possible that within the next twelve months the unrecognized tax benefits could decrease by up to $41.7$230.9 million and the amount of related interest and penalties could decrease by up to $9.8$18.5 million as a result of payments or releases due to the resolution of examinations, appeals and litigation, successful emergence from Chapter 11 and the expiration of various statutes of limitation.
Certain of the Company's subsidiaries continue to be subject to examination by taxing authorities. The earliest open years subject to examination for various jurisdictions, including Ireland, Japan, Luxembourg, Switzerland and the United Kingdom are from 2013 to present and the earliest open years for the U.S federal and state jurisdictions are 2013 and 2009, respectively.

5.6.Loss per Share
Loss per share is computed by dividing net loss by the number of weighted-average shares outstanding during the period. Dilutive securities, including participating securities, have not been included in the computation of loss per share as the Company reported a net loss from continuing operations during all periods presented below and therefore, the impact would be anti-dilutive.
The weighted-average number of shares outstanding used in the computations of both basic and diluted loss per share were as follows (in millions):
Three Months Ended
March 26,
2021
March 27,
2020
Basic84.6 84.2 
Three Months Ended
April 1,
2022
March 26,
2021
Basic and diluted84.7 84.6 

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The computation of diluted weighted-average shares outstanding for the three months ended April 1, 2022 and March 26, 2021 and March 27, 2020, excluded approximately 5.55.1 million and 5.85.5 million shares of equity awards, respectively, because the effect would have been anti-dilutive.

16


6.7.Inventories
Inventories were comprised of the following at the end of each period: 
March 26,
2021
December 25,
2020
April 1,
2022
December 31,
2021
Raw materials and suppliesRaw materials and supplies$58.0 $58.1 Raw materials and supplies$65.1 $59.8 
Work in processWork in process205.9200.7Work in process210.4196.4
Finished goodsFinished goods99.586.1Finished goods96.091.0
$363.4 $344.9 $371.5 $347.2 

7.8.Property, Plant and Equipment
The gross carrying amount and accumulated depreciation of property, plant and equipment were comprised of the following at the end of each period:
March 26,
2021
December 25, 2020April 1,
2022
December 31, 2021
Property, plant and equipment, grossProperty, plant and equipment, gross$1,874.2 $1,910.9 Property, plant and equipment, gross$1,884.7 $1,886.6 
Less: accumulated depreciationLess: accumulated depreciation(1,079.8)(1,077.8)Less: accumulated depreciation(1,126.2)(1,110.6)
Property, plant and equipment, netProperty, plant and equipment, net$794.4 $833.1 Property, plant and equipment, net$758.5 $776.0 

Depreciation expense was as follows:
Three Months Ended
March 26,
2021
March 27,
2020
Depreciation expense$24.3 $25.5 
Three Months Ended
April 1,
2022
March 26,
2021
Depreciation expense$22.1 $24.3 

8.9.Intangible Assets
The gross carrying amount and accumulated amortization of intangible assets were comprised of the following at the end of each period:
March 26, 2021December 25, 2020April 1, 2022December 31, 2021
Gross Carrying AmountAccumulated AmortizationGross Carrying AmountAccumulated AmortizationGross Carrying AmountAccumulated AmortizationGross Carrying AmountAccumulated Amortization
Amortizable:Amortizable:Amortizable:
Completed technologyCompleted technology$10,394.6 $4,730.0 $10,394.6 $4,586.6 Completed technology$10,404.0 $5,313.5 $10,404.0 $5,160.4 
License agreementsLicense agreements120.179.1 120.178.1License agreements120.183.1 120.182.1
TrademarksTrademarks77.724.4 77.723.5Trademarks77.727.8 77.726.9
TotalTotal$10,592.4 $4,833.5 $10,592.4 $4,688.2 Total$10,601.8 $5,424.4 $10,601.8 $5,269.4 
Non-Amortizable:Non-Amortizable:Non-Amortizable:
TrademarksTrademarks$35.0 $35.0 Trademarks$35.0 $35.0 
In-process research and developmentIn-process research and development180.8 245.3 In-process research and development81.0 81.0 
TotalTotal$215.8 $280.3 Total$116.0 $116.0 

Amitiza
Beginning January 1, 2022, the Company changed its amortization method used for the Amitiza intangible asset from the straight-line method to the sum of the years digits method, an accelerated method of amortization, to more accurately reflect the consumption of economic benefits over the remaining useful life of the asset. This change in amortization method resulted in additional amortization expense of $12.4 million during the three months ended April 1, 2022, which impacted basic loss per share by $0.15.
17


Terlipressin
During September 2020, the U.S. Food and Drug Administration ("FDA") issued a Complete Response Letter ("CRL") regarding the Company's New Drug Application ("NDA") seeking approval for the investigational agent terlipressin to treat adults with hepatorenal syndrome type 1 ("HRS-1"). The CRL stated that, based on the available data, the agency cannot approve the terlipressin
17


NDA in its current form and requires more information to support a positive risk-benefit profile for terlipressin for patients with HRS-1.
In response to receipt of the CRL, the Company had an End of Review Meeting on October 26, 2020 and a Type A Meeting on January 29, 2021 with the FDA where both parties engaged in constructive dialogue in an effort to clarify a viable path to U.S. approval. AsOn August 18, 2021, the Company continuesresubmitted its NDA for terlipressin to engage with the FDA overand on February 18, 2022, the coming months,Prescription Drug User Fee Act (or "PDUFA") date, the FDA issued a CRL. In the weeks leading up to the PDUFA date, it became necessary for the Company to identify a new packaging and labeling manufacturing facility, which meant that an inspection by the FDA could not be completed by the PDUFA date. A satisfactory inspection is required before the NDA can be approved. This is the only outstanding issue noted in the CRL, and it is important to note that there were no safety or efficacy issues cited. The Company remains committed to this critically ill patient population, who currently have no approved treatment option in the U.S. for HRS-1 and believes that there is a path to approval in fiscal 2022. The Company will continue to assess the impact of any changes to planned revenue or earnings on the fair value of the associated in-process research and development asset of $81.0 million included within intangible assets, net on the unaudited condensed consolidated balance sheets as of March 26, 2021April 1, 2022 and December 25, 2020.31, 2021.
The Company annually tests the indefinite-lived intangible assets for impairment, or whenever events or changes in circumstances indicate that the carrying value may not be recoverable by either a qualitative or income approach. Management relies on a number of qualitative factors when considering a potential impairment such as changes to planned revenue or earnings that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset.

MNK-6105 and MNK-6106
During the three months ended March 26, 2021, the Company recognized a full impairment on its Specialty Brands in-process research and development ("IPR&D") asset related to MNK-6105 and MNK-6106 of $64.5 million. The Company has decided it will no longer pursue further development of this asset.

Intangible asset amortization expense
Intangible asset amortization expense was as follows:
Three Months Ended
March 26,
2021
March 27,
2020
Amortization expense$145.3 $197.6 
Three Months Ended
April 1,
2022
March 26,
2021
Amortization expense$155.1 $145.3 

The estimated aggregate amortization expense on intangible assets owned by the Company and being amortized as of April 1, 2022, is expected to be as follows:
Remainder of Fiscal 2021$435.8
Fiscal 2022581.1
Remainder of Fiscal 2022Remainder of Fiscal 2022$458.7
Fiscal 2023Fiscal 2023581.1Fiscal 2023593.8
Fiscal 2024Fiscal 2024581.1Fiscal 2024573.5
Fiscal 2025Fiscal 2025579.6Fiscal 2025551.8
Fiscal 2026Fiscal 2026526.0

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9.10.Debt
The commencement of the Chapter 11 Cases constituted an event of default under certain of the Company’s debt agreements. Accordingly, all debt not reclassified as LSTC with original long-term stated maturities was classified as current on the unaudited condensed consolidated balance sheets as of March 26, 2021April 1, 2022 and December 25, 2020.31, 2021. However, any efforts to enforce payment obligations under the Company's debt instruments are automatically stayed as a result of the Chapter 11 Cases and the creditors’ rights in respect of the debt instruments are subject to the applicable provisions of the Bankruptcy Code. See Note 2 for further information.
Debt was comprised of the following at the end of each period:
March 26, 2021December 25, 2020
Principal
Unamortized Discount and Debt Issuance Costs (1)
Principal
Unamortized Discount and Debt Issuance Costs (1)
Secured debt:
Term loan due September 2024$1,411.2 $$1,505.2 $12.3 
Term loan due February 2025374.6 399.5 5.0 
10.00% first lien senior notes due April 2025495.0 7.3495.07.7
10.00% second lien senior notes due April 2025322.9 7.6322.98.0
Revolving credit facility900.0 1.3900.01.7
Total secured debt3,503.7 16.2 3,622.6 34.7 
Unsecured debt:
9.50% debentures due May 202210.4010.4 
5.75% senior notes due August 2022610.30610.3 
8.00% debentures due March 20234.404.4 
4.75% senior notes due April 2023133.70133.7 
5.625% senior notes due October 2023514.70514.7 
5.50% senior notes due April 2025387.2 0387.2 
Total unsecured debt1,660.7 1,660.7 
Total debt, prior to reclassification to liabilities subject to compromise5,164.4 16.2 5,283.3 34.7 
Less: Current portion(1,717.9)(16.2)(3,622.6)(34.7)
Less: Amounts reclassified to liabilities subject to compromise (2)
(3,446.5)(1,660.7)
Total long-term debt, net of current portion$$$$
(1)As a result of the Company's Chapter 11 Cases, the Company expensed $16.3 million of unamortized discount and debt issuance costs, net, recorded in reorganization items, net in the unaudited condensed consolidated statement of operations during the three months ended March 26, 2021.
(2)In connection with the Company’s Chapter 11 Cases, $3,446.5 million and $1,660.7 million outstanding secured and unsecured debt instruments have been reclassified to LSTC in the Company's unaudited condensed consolidated balance sheets as of March 26, 2021 and December 25, 2020, respectively. Up to the date of reclassification to LSTC, the Company continued to accrue interest expense in relation to these debt instruments reclassified to LSTC. Refer to Note 2 for further information.
April 1, 2022December 31, 2021
PrincipalUnamortized Discount and Debt Issuance CostsPrincipalUnamortized Discount and Debt Issuance Costs
Secured debt:
Term loan due September 2024$1,392.9 $— $1,396.5 $— 
Term loan due February 2025369.7 — 370.7 — 
10.00% first lien senior notes due April 2025495.0 5.5495.05.9
10.00% second lien senior notes due April 2025322.9 322.9
Revolving credit facility900.0 900.00.2
Total secured debt3,480.5 5.5 3,485.1 6.1 
Unsecured debt:
9.50% debentures due May 202210.410.4 — 
5.75% senior notes due August 2022610.3610.3 — 
8.00% debentures due March 20234.44.4 — 
4.75% senior notes due April 2023133.7133.7 — 
5.625% senior notes due October 2023514.7514.7 — 
5.50% senior notes due April 2025387.2 387.2 — 
Total unsecured debt1,660.7 — 1,660.7 — 
Total debt, prior to reclassification to liabilities subject to compromise5,141.2 5.5 5,145.8 6.1 
Less: Current portion(1,395.0)(5.5)(1,395.0)(6.1)
Less: Amounts reclassified to liabilities subject to compromise(3,746.2)— (3,750.8)— 
Total long-term debt, net of current portion$— $— $— $— 

As of March 26, 2021,April 1, 2022, the applicable interest rate and outstanding borrowings on the Company's variable-rate debt instruments were as follows:
Applicable interest rateOutstanding borrowingsApplicable interest rateOutstanding borrowings
Fixed-rate instrumentsFixed-rate instruments7.15 %$2,478.6 
Term loan due September 2024 (1)
Term loan due September 2024 (1)
6.00 %$1,411.2 
Term loan due September 2024 (1)
6.25 1,392.9 
Term loan due February 2025 (1)
Term loan due February 2025 (1)
6.25 374.6 
Term loan due February 2025 (1)
6.25 369.7 
Revolving credit facility4.47 900.0 
Revolving credit facility (2)
Revolving credit facility (2)
4.82 900.0 
(1)The applicable interest rate for the senior secured term loans includes the incremental 250 basis points as a result of the amendment to the cash collateral order that took effect on March 22, 2021. Refer to Note 2 for further discussion on the amendment.
(2)Includes the incremental 200 basis points related to the cash adequate protection payments. Refer to Note 2 for further information.

As of March 26, 2021,April 1, 2022, the Company was fully drawn on its $900.0 million revolving credit facility.


19


10.11.Guarantees
In disposing of assets or businesses, the Company has from time to time provided representations, warranties and indemnities to cover various risks and liabilities, including unknown damage to assets, environmental risks involved in the sale of real estate, liability to investigate and remediate environmental contamination at waste disposal sites and manufacturing facilities, and unidentified tax
19


liabilities related to periods prior to disposition. The Company assesses the probability of potential liabilities related to such representations, warranties and indemnities and adjusts potential liabilities as a result of changes in facts and circumstances. The Company believes, given the information currently available, that the ultimate resolutions will not have a material adverse effect on its financial condition, results of operations and cash flows.
In connection with the sale of the Specialty Chemical business (formerly known as Mallinckrodt Baker) in fiscal 2010, the Company agreed to indemnify the purchaser with respect to various matters, including certain environmental, health, safety, tax and other matters. The indemnification obligations relating to certain environmental, health and safety matters have a term of 17 years from the sale, while some of the other indemnification obligations have an indefinite term. The amount of the liability relating to all of these indemnification obligations included in LSTC and other liabilities on the Company's unaudited condensed consolidated balance sheets as of March 26, 2021April 1, 2022 and December 25, 202031, 2021 was $15.2$14.3 million and $15.4$14.9 million, respectively, of which $12.4$11.6 million and $12.7$12.1 million, respectively, related to environmental, health and safety matters. The value of the environmental, health and safety indemnity was measured based on the probability-weighted present value of the costs expected to be incurred to address environmental, health and safety claims made under the indemnity. The aggregate fair value of these indemnification obligations did not differ significantly from their aggregate carrying value as of March 26, 2021April 1, 2022 and December 25, 2020.31, 2021. As of March 26, 2021,April 1, 2022, the maximum future payments the Company could be required to make under these indemnification obligations were $70.2 million. The Company was required to pay $30.0 million into an escrow account as collateral to the purchaser, of which $19.0 million remained in restricted cash, included in other long-term assets on the unaudited condensed consolidated balance sheets as of both March 26, 2021April 1, 2022 and December 25, 2020, respectively.31, 2021.
The Company has recorded liabilities for known indemnification obligations included as part of environmental liabilities, which are discussed within the notes to the financial statements included within the Company's Annual Report filed on Form 10-K for the fiscal year ended December 25, 2020.31, 2021.
The Company is also liable for product performance; however, the Company believes, given the information currently available, that the ultimate resolution of any such claims will not have a material adverse effect on its financial condition, results of operations and cash flows.
As of March 26, 2021,April 1, 2022, the Company had various other letters of credit, guarantees and surety bonds totaling $34.5$34.7 million and restricted cash of $40.6$41.4 million held in segregated accounts primarily to collateralize surety bonds for the Company's environmental liabilities.

11.12.Commitments and Contingencies
The Company is subject to various legal proceedings and claims, including government investigations, environmental matters, product liability matters, patent infringement claims, antitrust matters, securities class action lawsuits, personal injury claims, employment disputes, contractual disputes and other commercial disputes, and all other legal proceedings, all in the ordinary course of business, including those described below. Although it is not feasible to predict the outcome of these matters, the Company believes, unless otherwise indicated below, given the information currently available, that their ultimate resolution will not have a material adverse effect on its financial condition, results of operations and cash flows.
On October 12, 2020, the Company announced that Mallinckrodt plc and certain of its subsidiaries voluntarily initiated the Chapter 11 Cases under the Bankruptcy Code in the Bankruptcy Court. As a result of initiating the Chapter 11 Cases, all litigation and proceedings against the Company have been automatically stayed, subject to certain limited exceptions. In addition, the Bankruptcy Court issued orders enjoining certain litigation against the Company and various individuals named in certain of the litigation described below that might otherwise be subject to such an exception. For further information about the Chapter 11 Cases, refer to Note 2.

Governmental Proceedings
Opioid-Related Matters
Since 2017, multiple U.S. states, counties, a territory, other governmental persons or entities and private plaintiffs have filed lawsuits against certain entities of the Company, as well as various other manufacturers, distributors, pharmacies, pharmacy benefit managers, individual doctors and/or others, asserting claims relating to defendants' alleged sales, marketing, distribution, reimbursement, prescribing, dispensing and/or other practices with respect to prescription opioid medications, including certain of the Company's products. As of May 3, 2021,April 22, 2022, the cases the Company is aware of include, but are not limited to, approximately 2,615 2,619
20


cases filed by counties, cities, Native American tribes and/or other government-related persons or entities; approximately 270 cases filed by hospitals, health systems, unions, health and welfare funds or other third-party payers; approximately 124 cases filed by individuals; approximately 68 cases filed by schools and school boards; and 17 cases filed by the Attorneys General for New Mexico, Kentucky, Rhode Island, Georgia, Florida, Alaska, New York, Nevada, South Dakota, New Hampshire, Louisiana, Illinois, Mississippi, West Virginia, Puerto Rico, Ohio, and Idaho, with Idaho being the only state Attorney General to file in federal as opposed to state court. As
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of May 3, 2021,April 22, 2022, the Mallinckrodt defendants in these cases consist of Mallinckrodt plc and the following subsidiaries of Mallinckrodt plc: Mallinckrodt Enterprises LLC, Mallinckrodt LLC, SpecGx LLC, Mallinckrodt Brand Pharmaceuticals Inc., Mallinckrodt Inc., MNK 2011 Inc., and Mallinckrodt Enterprises Holdings, Inc. Certain of the lawsuits have been filed as putative class actions. On October 8, 2020, the State of Rhode Island filed a lawsuit against the Company's President and Chief Executive Officer ("CEO"), Mark C. Trudeau, asserting similar claims relating to the marketing and distribution of prescription opioid medications. Rhode Island has voluntarily agreed to a stay of the lawsuit against Mr. Trudeau.
Most pending federal lawsuits have been coordinated in a federal multi-district litigation (“MDL”) pending in the U.S. District Court for the Northern District of Ohio. The MDL court has issued a series of case management orders permitting motion practice addressing threshold legal issues in certain cases, allowing discovery, setting pre-trial deadlines and setting a trial date on October 21, 2019 for two cases originally filed in the Northern District of Ohio by Summit County and Cuyahoga County against opioid manufacturers, distributors, and pharmacies ("Track 1 Cases"). The counties claimed that opioid manufacturers' marketing activities changed the medical standard of care for treating both chronic and acute pain, which led to increases in the sales of their prescription opioid products. They also alleged that opioid manufacturers' and distributors' failure to maintain effective controls against diversion was a substantial cause of the opioid crisis. On September 30, 2019, the Company announced that Mallinckrodt plc, along with its wholly owned subsidiaries Mallinckrodt LLC and SpecGx LLC, had executed a definitive settlement agreement and release with Cuyahoga and Summit Counties in Ohio. The settlement fully resolves the Track 1 cases against all named Mallinckrodt entities that were scheduled to go to trial in October 2019 in the MDL. Under the agreement, the Company paid $24.0 million in cash on October 1, 2019. In addition, the Company will provide $6.0 million in generic products, including addiction treatment products, and will also provide a $0.5 million payment in two years in recognition of the counties' time and expenses. Further in the event of a comprehensive resolution of government-related opioid claims, the Company has agreed that the two plaintiff counties will receive the value they would have received under such a resolution, less the payments described above. All named Mallinckrodt entities were dismissed with prejudice from the lawsuit. The value of the settlement should not be extrapolated to any other opioid-related cases or claims.
Other lawsuits remain pending in various state courts. In some jurisdictions, certain of the state lawsuits have been consolidated or coordinated for pre-trial proceedings before a single court within their respective state court systems.
The lawsuits assert a variety of claims, including, but not limited to, public nuisance, negligence, civil conspiracy, fraud, violations of the Racketeer Influenced and Corrupt Organizations Act (“RICO”) or similar state laws, violations of state Controlled Substances Acts or state False Claims Acts, product liability, consumer fraud, unfair or deceptive trade practices, false advertising, insurance fraud, unjust enrichment, negligence, negligent misrepresentation, and other common law and statutory claims arising from defendants' manufacturing, distribution, marketing and promotion of opioids and seek restitution, damages, injunctive and other relief and attorneys' fees and costs. The claims generally are based on alleged misrepresentations and/or omissions in connection with the sale and marketing of prescription opioid medications and/or an alleged failure to take adequate steps to prevent diversion.
Amended Proposed Opioid-Related Litigation Settlement.On February 25, 2020,September 2, 2021, the Company announced that it had reached anDebtors further amended its agreement in principle with athe 50 state and territory attorneys general and the court-appointed plaintiffs' executive committee representing the interest of thousands of plaintiffs in the MDLopioid multidistrict litigation (the Multi-State Governmental Entities Group), the Governmental Plaintiff Ad Hoc Committee (the GAHC) and supported by a broad-based groupthe Official Committee of 48 state and U.S. Territory Attorneys General onOpioid Related Claimants (the OCC) appointed in the terms of a global settlementChapter 11 Cases (together, the Opioid Claimants) that would resolve all opioid-related claims against the Company and its subsidiaries (the "Opioid-Related Litigation Settlement").subsidiaries. The Opioid-Related Litigation Settlement contemplated the filing of voluntary petitions under Chapter 11 by the Specialty Generics Subsidiaries and the establishment of a trust for the benefit of plaintiffs holding opioid-related claims against the Company (the "Opioid Claimant Trust"). Furthermore, under the terms of the Opioid-Related Litigation Settlement, subject to court approval and other conditions, it was contemplated that, the Company would (1) make cash payments of $1,600.0 millionagreement in structured payments over eight years, beginning upon the Specialty Generics Subsidiaries’ emergence from the completed Chapter 11 case, the substantial majority of which would be expected to be contributed to the Opioid Claimant Trust and (2) issue warrants with an eight year term to the Opioid Claimant Trust exercisable at a strike price of $3.15 per share to purchase the Company’s ordinary shares that would represent approximately 19.99% of the Company's fully diluted outstanding shares, including after giving effect to the exercise of the warrants (the “Settlement Warrants”).
Amended Opioid-Related Litigation Settlement. In conjunction with the Company's Chapter 11 filing on October 12, 2020, the Company entered into a RSA which includes a proposed resolution of all opioid-related claims against the Company and its subsidiaries that supersedes the Opioid-Related Litigation Settlement, The RSAprinciple provides that, upon the Company’s emergence from the Chapter 11 process, subject to court approval and other conditions:
Opioid claims would be channeled to one or more trusts, which would receive $1,600.0$1,725.0 million in structured payments consisting of (i) a $450.0 million payment upon the Company’s emergence from Chapter 11; (ii) a $200.0 million payment upon each of the first and second anniversaries of emergence; and (iii) a $150.0 million payment upon each of the third through seventh anniversaries of emergence; and (iv) a $125.0 million payment upon the eighth anniversary of emergence with a one-yearan eighteen month prepayment option at a discount for all but the first payment.
Opioid claimants would also receive warrants for approximately 19.99% of the reorganized Company’s new outstanding shares, after giving effect to the exercise of the warrants, but subject to dilution from equity reserved under the management incentive plan, exercisable at any time on or prior to the seventhsixth anniversary of the Company's emergence, at a strike price reflecting an aggregate equity value for the reorganized Debtors of $1,551.0 million (the "New Opioid Warrants").
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Upon commencing the Chapter 11 filing, the Company willhas begun to comply with an agreed-upon operating injunction with respect to the operation of its opioid business.
As of both March 26, 2021April 1, 2022 and December 25, 2020,31, 2021, the Company maintained an accrual for this contingency of $1,600.0 million. NaN$1,725.0 million within LSTC. No value has been ascribed to the warrants as of March 26, 2021April 1, 2022 or December 25, 202031, 2021 as the Company cannot reasonably estimate the equity value upon emergence. For further information on the terms of this proposed resolution, refer to Note 2.
Other Opioid-Related Matters. On June 1, 2020, a putative class action lawsuit was filed against Mallinckrodt plc, Mallinckrodt Canada ULC, Her Majesty the Queen in right of the Province of British Columbia ("Province") and the College of Pharmacists of British Columbia ("College") in the Supreme Court of British Columbia, captioned Laura Shaver v. Mallinckrodt Canada ULC, et al., Court File No. VLC-S-S-205793. The action purports to be brought on behalf of any persons: (1) prescribed Methadose for opioid agonist treatment in British Columbia after March 1, 2014; (2) covered by Pharmacare Plan C within British Columbia who were prescribed Methadose for opioid agonist treatment after February 1, 2014; (3) who transitioned from compounded methadone to Methadose for opioid agonist treatment in British Columbia after March 1, 2014; (4) covered by Pharmacare Plan C within British Columbia who were transitioned from compounded methadone to Methadose for opioid agonist treatment after February 1, 2014; or (5) falling within such other class definition as the British Columbia Court may approve. The suit generally alleges that the Province’s decision to grant Methadose coverage under Pharmacare Plan C and remove compounded methadone from coverage under Pharmacare Plan C had adversely affected those being treated for opioid use disorder due to Methadose allegedly being a significantly less effective treatment than generic compounded methadone. The suit asserts that the Province, the College and the Mallinckrodt defendants knew (or ought to have known) about, failed to warn patients about and made false representations concerning, the efficacy of Methadose and the risks of switching from compounded methadone to Methadose. The suit seeks general, special, aggravated, punitive and exemplary damages in an unspecified amount, costs and interest and injunctive relief against the Province, the College and the Mallinckrodt defendants. Pursuant to two orders granted by the Ontario Superior Court of Justice (Commercial List) ("Canadian Court") on October 15, 2020, the Chapter 11 proceedings commenced by Mallinckrodt plc and Mallinckrodt Canada ULC pursuant to the U.S. Bankruptcy Code were recognized and given effect in Canada. Among other things, the Canadian Court has stayed all proceedings against the Mallinckrodt defendants, including the British Columbia class action proceedings. The Canadian Court granted a further order on February 25, 2021, staying the British Columbia class action proceedings against all defendants. At this stage, the Company is not able to reasonably estimate the expected amount or range of cost or any loss associated with this lawsuit.

Acthar Gel-Related Matters
Medicaid Lawsuit. In May 2019, CMS issued a final decision directing the Company to revert to the original base date AMPaverage manufacturers price ("AMP") used to calculate Medicaid drug rebates for Acthar Gel despite CMS having given the previous owner of the product, Questcor, written authorization in 2012 to reset the base date AMP. Upon receipt of CMS’s final decision, the Company filed suit in the D.C. District Court against the AgencyHHS and CMS under the Administrative Procedure Act seeking to have the decision declared unlawful and set aside. In March 2020, the Company received an adverse decision from the D.C. District Court. The Company immediately sought reconsideration by the D.C. District Court, which was denied. The Company then appealed the D.C. District Court’s decision to the D.C. Circuit. In June 2020, while its appeal remained pending, the Company was required to revert to the original base date AMP for Acthar in the government’s price reporting system.
As a result of this contingency, the Company incurred a retrospective one-time charge of $641.1 million (the "Acthar Gel Medicaid Retrospective Rebate"), of which $536.0 million and $105.1 million was reflected as a component of net sales and operating expenses, respectively, in the consolidated statement of operations for fiscal 2020. The $105.1 million reflected as a component of operating expenses represented a pre-acquisition contingency related to the portion of the Acthar Gel Medicaid Retrospective Rebate that arose from sales of Acthar Gel prior to the Company’s acquisition of Questcor in August 2014. As of March 26, 2021both April 1, 2022 and December 25, 2020, $638.931, 2021, $634.7 million related to the Medicaid lawsuit was recorded within LSTC.
The D.C. Circuit heard argument on the merits of the Company's appeal in September 2020, prior to the Company's filing of the Chapter 11 Cases on October 12, 2020. At the joint request of the parties, the D.C. Circuit has agreed to hold the case in abeyance pending completion of the Proposed Acthar Gel-Related Settlement, which was conditioned upon the Company entering the Chapter 11 restructuring process. Pursuant to the Proposed Acthar Gel-Related Settlement, the Company has agreed to pay $260.0 million over seven years and to reset Acthar Gel’s Medicaid rebate calculation as of July 1, 2020, such that state Medicaid programs will receive 100% rebates on Acthar Gel Medicaid sales, based on current Acthar Gel pricing. Additionally, upon executioneffectiveness of the Proposed Acthar Gel-Related
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Settlement, the Company will dismiss its D.C. Circuit appeal. The Company expects thathas entered into the Proposed Acthar Gel-Related Settlement will be completed overwith the next several months, subjectDOJ and other governmental parties solely to Bankruptcy Court approval.move past these litigation matters and disputes and does not make any admission of liability or wrongdoing.

Commercial and Securities Litigation
Other Acthar Gel-Related Matters.Matters
Law Enforcement Health Benefits Litigation. On March 12,In May 2021, the plaintiffs in City of Rockford v. Mallinckrodt ARD,Law Enforcement Health Benefits, Inc., et al (“Rockford”LEHB”), United Ass’n of Plumbers and Pipefitters Local 322 of Southern New Jersey v. Mallinckrodt ARD, LLC, et. al (“Local
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322”), Steamfitters Local Union No. 420 v. Mallinckrodt ARD, LLC, et al. (“Steamfitters”), Int'l Union of Operating Engineers Local 542 v. Mallinckrodt ARD Inc., et al. (“Local 542”) and Acument Global Technologies, Inc., v. Mallinckrodt ARD Inc., et al. (“Acument”) filed a motion withputative class action complaint in the Joint Panel on Multi-District Litigation (“JPML”) under 28 U.S.C. § 1407 requesting that those cases and others alleging claims related to the price of Acthar Gel (including Health Care Service Corp. v. Mallinckrodt ARD LLC, et al. (“HCSC”), City of Marietta v. Mallinckrodt ARD LLC (“Marietta”), Humana Inc. v. Mallinckrodt ARD LLC (“Humana”), MSP Recovery Claims, Series II, LLC, et al. v. Mallinckrodt ARD, Inc., et al. (“MSP”) and U.S. ex rel. Strunck v. Mallinckrodt ARD LLC ("Strunck")) be transferred toDistrict Court for the Northern District of Illinois for coordinated or consolidated pretrial proceedingsagainst the Company and certain of its officers and directors as a MDL (the “Section 1407 Motion”well as third-party advisors captioned Law Enforcement Health Benefits, Inc. v. Trudeau, et al., No. 3:21-cv-50215 (N.D. Ill.) (“LEHB). The Company has opposedcomplaintalleges antitrust claims under Section 1 and Section 2 and numerous state laws, RICO claims under 18 U.S.C. §§ 1962(a), 1962(c) and 1962(d), fraud, conspiracy to defraud, and unjust enrichment and incorporates the Section 1407 Motion. In April 2021, the U.S. District Courtsallegations at issue in the Northern District of IllinoisRockford and the Eastern District of Pennsylvania ("EDPA") stayed considerationRockford-related cases. After the complaint was filed, the Company requested that the district court stay the case in light of the Company’s motionsChapter 11 Cases. The motion to transfer Rockford, MSP and Steamfitters tostay was granted. In June 2021, LEHB voluntarily dismissed without prejudice the District of Delaware pending a decision by the JPML. The EDPA District Court also denied Local 542's motion for reconsideration of the court's order transferringMallinckrodt defendant entities that case to the District of Delaware.
On April 30, 2021, the Company filed several pleadingsare debtors in the Chapter 11 CasesCases. In July 2021, LEHB voluntarily dismissed without prejudice most of the Company’s officers and directors as named defendants in respectthe case. As of Acthar Gel-based claims, including without limitationMarch 10, 2022, the following: (a) objectionsU.S. District Court lifted the stay in this matter and established an initial schedule for the proceedings. At this stage, the Company is not able to putative class proofsreasonably estimate the expected amount or range of claimcost or any loss associated with this lawsuit. On April 26, 2022, the Company filed by the City of Rockford, United Association of Plumbers and Pipefitters Local 322 of Southern New Jersey, Steamfitters Local Union No. 420, and Acument Global Technologies, Inc.; (b) objections to all purportedly Acthar Gel-related proofs of claim that state no basis for Acthar Gel-related liability against the named debtor; (c) a motion for establishment of an administrative claims bar date that will require all Acthar Gel claimants, among others, to promptly file any requests for payment of purported administrative claims; and (d) an adversary proceeding seeking a declaratory judgment that the claims of the City of Rockford, as a governmental unit, are dischargeabledismiss, which remains pending. The Company intends to vigorously defend itself in the Chapter 11 Cases.this matter.
For additional details on Rockford Local 322, Steamfitters, Local 542, Acument, HCSC, Marietta, Humana, and the MSP Rockford-and Strunckrelated cases, refer to the notes to the financial statements included within the Company's Annual Report filed on Form 10-K for the fiscal year ended December 25, 2020.31, 2021.

Other Commercial and Securities Litigation Matters
Shareholder Litigation (HealthCor). In October 2020, four purported shareholders of the Company's stock filed a complaint in the D.C. District Court against the Company, its CEO Mark C. Trudeau and its former Chief Financial Officer ("CFO") Matthew K. Harbaugh. The lawsuit, captioned HealthCor Offshore Master Fund, L.P., et al. v. Mallinckrodt plc, et al., asserts claims for false and misleading statements in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder, common law fraud, and negligent misrepresentation arising from substantially similar allegations from the putative class action securities litigation that was filed against the Company and certain of its officers in January 2017, captioned Patricia A. Shenk v. Mallinckrodt plc, et al ("Shenk"). The complaint seeks damages in an unspecified amount. The defendants intend to vigorously defend themselves in this matter. At this stage, the Company is not able to reasonably estimate the expected amount or range of cost or any loss associated with this lawsuit. As to the Company, this litigation is subject to the automatic stay under §362 of the Bankruptcy Code and on December 4, 2020, the Bankruptcy Court also enjoined the proceedings against the individual named defendants. The Bankruptcy Court extended the injunction staying the proceedings against the individual named defendants on August 30, 2021. The plaintiffs subsequently appealed the Bankruptcy Court action to the U.S. District Court in Delaware through an interlocutory appeal, which was denied on November 10, 2021. The Bankruptcy Court further extended the injunction on November 29, 2021 and on March 17, 2022. Absent further extension, the injunction will expire at the earlier of (a) plan effective date or (b) June 16, 2022, with certain modifications.
Shareholder Derivative Litigation (Brandhorst). In September 2019, a purported shareholder of the Company's stock filed a shareholder derivative complaint in the D.C. District Court against the Company, as nominal defendant, as well as its CEO, its former CFO, its Executive Vice President Hugh O'Neill, and the following members of the Board of Directors: Angus Russell, David Carlucci, J. Martin Carroll, David Norton, JoAnn Reed and Kneeland Youngblood (collectively with Trudeau, Harbaugh and O'Neill, the “Brandhorst Defendants”). The lawsuit is captioned Lynn Brandhorst, derivatively on behalf of nominal defendant Mallinckrodt PLC v. Mark Trudeau et al. and relies on the allegations contained in the Shenk class action lawsuit. The complaint asserts claims for contribution, breaches of fiduciary duty, unjust enrichment, abuse of control, and gross mismanagement, and is premised on allegations that the Brandhorst Defendants caused the Company to make the allegedly false or misleading statements at issue in the Shenk class action lawsuit. The complaint seeks damages in an unspecified amount and corporate governance reforms. On November 20, 2019, this matter was stayed by agreement of the parties pending resolution of the Shenk lawsuit below. The Brandhorst Defendants intend to vigorously defend themselves in this matter. As to the Company, this litigation is subject to the automatic stay under §362 of the Bankruptcy Code, and on December 4, 2020, the Bankruptcy Court also enjoined the proceedings against the Brandhorst Defendants. The Bankruptcy Court extended the injunction staying the proceedings against the Brandhorst Defendants on August 30, 2021, and further extended the injunction on November 29, 2021 and on March 17, 2022. Absent further extension, the injunction will expire at the earlier of (a) plan effective date or (b) June 16, 2022, with certain modifications.
Putative Class Action Securities Litigation (Strougo). In July 2019, a putative class action lawsuit was filed against the Company, its CEO Mark C. Trudeau, its Chief Financial Officer ("CFO")CFO Bryan M. Reasons, its former Interim CFO George A. Kegler and its former CFO Matthew K. Harbaugh, in the U.S. District Court for the Southern District of New York, captioned Barbara Strougo v. Mallinckrodt plc, et al. The
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complaint purports to be brought on behalf of all persons who purchased or otherwise acquired Mallinckrodt's securities between February 28, 2018 and July 16, 2019. The lawsuit generally alleges that the defendants made false and/or misleading statements in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder related to the Company's clinical study designed to assess the efficacy and safety of its Acthar Gel in patients with amyotrophic lateral sclerosis. The lawsuit seeks monetary damages in an unspecified amount. A lead plaintiff was designated by the court on June 25, 2020, and on July 30, 2020, the court approved the transfer of the case to the U.S. District Court for the District of New Jersey. On August 10, 2020, an amended complaint was filed by the lead plaintiff alleging an expended putative class period of May 3, 2016 through March 18, 2020 against the Company and Mark C. Trudeau, Bryan M. Reasons, George A. Kegler and Matthew K. Harbaugh, as well as newly named defendants Kathleen A. Schaefer, Angus C. Russell, Melvin D. Booth, JoAnn A. Reed, Paul R. Carter, and Mark J. Casey (collectively with Trudeau, Reasons, Kegler and Harbaugh, the "Strougo Defendants"). The amended complaint claims that the defendants made false and/or misleading statements and/or failed to disclose that: (i) the CMS had informed the Company that it was using the wrong base date AMP for calculating the Medicaid rebate the Company owed CMS for Acthar Gel each quarter since 2014; (ii) the Company’s reported net income was improperly inflated in violation of GAAP; (iii) the Company’s contingent liabilities associated with the rebates owed to CMS for Acthar Gel were misrepresented; (iv) the Company’s fiscal year 2019 guidance for Acthar Gel net sales was false; (v) the Company failed to disclose material information regarding the cases captioned Landolt v. Mallinckrodt ARD LLC, No. 1:18-cv-11931-PBS (D. Mass.) (Landolt) and U.S. ex rel. Strunck v. Mallinckrodt ARD LLC, No. 2:12-cv-0175-BMS (E.D. Pa.) (Strunck), or the related investigation by the DOJ and (vi) the Company failed to disclose that the clinical trials for Acthar Gel were purportedly initiated in order to make it appear that alternative revenue opportunities for Acthar Gel existed and thus offset the expected 10% decline in net sales as a result of the rebates the Company now had to pay. On October 1, 2020, the defendants filed a motion to dismiss the amended complaint. The defendants intend to vigorously defend themselves in this matter. At this stage, the Company is not able to reasonably estimate the expected amount or range of cost or any loss associated with this lawsuit. As to the Company, this litigation is subject to the automatic stay under §362 of the Bankruptcy Code, and on December 4, 2020, the Bankruptcy Court also enjoined proceedings against the Strougo Defendants. The plaintiffs subsequently appealed the Bankruptcy Court action to the U.S. District Court in Delaware through a motion for reconsideration, which was denied by that court on January 27, 2021. The Bankruptcy Court extended the injunction staying the proceedings against the Strougo Defendants on August 30, 2021, and further extended the injunction on November 29, 2021 and on March 17, 2022. Absent further extension, the injunction will expire at the earlier of (a) plan effective date or (b) June 16, 2022, with certain modifications.

Generic Price Fixing Litigation
Canadian (Eaton) LitigationEmployee Stock Purchase Plan (ESPP) Securities Litigation. . In December 2020,July 2017, a purported purchaser of Mallinckrodt stock through Mallinckrodt's ESPPs filed a derivative and class action lawsuit in the Federal District Court in the Eastern District of Missouri, captioned Solomon v. Mallinckrodt plc, et al., against the Company, received a statementits CEO, its former CFO Matthew K. Harbaugh, its Controller Kathleen A. Schaefer, and current and former directors of claim filed in federal court in Toronto, Ontario, Canada, naming the Company Mallinckrodt Canada ULC, Mallinckrodt LLC(collectively, the "Solomon Defendants"). On September 6, 2017, plaintiff voluntarily dismissed its complaint in the Federal District Court for the Eastern District of Missouri and a predecessor to MNK 2011 LLC, as well as other pharmaceutical manufacturers, as defendantsrefiled virtually the same complaint in an action captioned Kathryn Eaton v Teva Canada Limited et al.the D.C. District Court. The claimcomplaint purports to be brought on behalf of all persons who purchased or entities in Canada who, fromotherwise acquired Mallinckrodt stock between November 25, 2014, and January 1, 2012 to18, 2017, through the present, purchased generic drugsESPPs. In the alternative, the plaintiff alleges a class action for those same purchasers/acquirers of stock in the private sector.ESPPs during the same period. The complaint asserts claims under Section 11 of the Securities Act and for breach of fiduciary duty, misrepresentation, non-disclosure, mismanagement of the ESPPs' assets and breach of contract arising from substantially similar allegations and requests for relief in the statement of claim, in substance, are similar toas those contained in the 1199SEIU National Benefit FundShenk class action lawsuit. Stipulated co-lead plaintiffs were approved by the court on March 1, 2018. Co-lead Plaintiffs filed an amended complaint on June 4, 2018 having a class period of July 14, 2014 to November 6, 2017. The complaint seeks damages in an unspecified amount. On July 6, 2018, this matter was stayed by agreement of the parties pending resolution of the Shenk class action lawsuit. The defendants intend to vigorously defend themselves in this matter. On October 13, 2020, the trial court entered an order acknowledging the automatic stay of this litigation and include the claim thatas to the Company breachedpursuant to §362 of the Competition ActBankruptcy Code, and on December 4, 2020, the Bankruptcy Court also enjoined the proceedings against the individual named defendants. The Bankruptcy Court extended the injunction staying the proceedings against the individual named defendants on August 30, 2021, and further extended the injunction on November 29, 2021 and on March 17, 2022. Absent further extension, the injunction will expire at the earlier of (a) plan effective date or (b) June 16, 2022, with certain modifications.
For additional details on the Shenk class action lawsuit, refer to the notes to the financial statements included within the Company's Annual Report filed on Form 10-K for the fiscal year ended December 31, 2021.

Environmental Remediation and Litigation Proceedings
The Company is involved in Canada. Asvarious stages of investigation and cleanup related to environmental remediation matters at a number of sites, including those described below. The ultimate cost of site cleanup and timing of future cash outlays is difficult to predict, given the uncertainties regarding the extent of the required cleanup, the interpretation of applicable laws and regulations and alternative cleanup methods. The Company concluded that, as of April 1, 2022, it was probable that it would incur remediation costs in the range of $82.3 million to $119.2 million. The Company also concluded that, as of April 1, 2022, the best estimate within this range was $105.8 million, of which $1.2 million was included in accrued and other current liabilities, $66.9 million was included in LSTC, and the remaining $37.7 million was included in environmental liabilities on the unaudited condensed consolidated balance
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sheet as of April 1, 2022. While it is not possible at this time to determine with certainty the ultimate outcome of these matters, the Company believes, given the information currently available, that the final resolution of all known claims, after taking into account amounts already accrued, will not have a material adverse effect on its financial condition, results of operations and cash flows.
Crab Orchard National Wildlife Refuge Superfund Site, near Marion, Illinois. Between 1967 and 1982, International Minerals and Chemicals Corporation, a predecessor in interest to the Company, leased portions of the Additional and Uncharacterized Sites ("AUS") Operable Unit at the Crab Orchard Superfund Site ("the CO Site") from the government and manufactured various explosives for use in mining and other operations. In March 2002, the DOJ, the U.S. Department of the Interior and the Environmental Protection Agency (EPA) (together, "the Government Agencies") issued a special notice letter to General Dynamics Ordinance and Tactical Systems, Inc. ("General Dynamics"), one of the other potentially responsible parties ("PRPs") at the CO Site, to compel General Dynamics to perform the remedial investigation and feasibility study ("RI/FS") for the AUS Operable Unit. General Dynamics negotiated an Administrative Order of Consent with the Government Agencies to conduct an extensive RI/FS at the CO Site under the direction of the U.S. Fish and Wildlife Service. General Dynamics asserted in August 2004 that the Company is jointly and severally liable, along with approximately eight other lessees and operators at the AUS Operable Unit, for costs associated with alleged contamination of soils and groundwater resulting from historic operations, and the parties have entered into a non-binding mediation process. However, the mediation process has indefinitely stalled due to an "internal issue" that the Government Agencies are facing and cannot seem to resolve.
Subsequent to the issuance of the Company's financial statements for the fiscal year ended December 31, 2021, the Company increased the accrual associated with this matter by $11.1 million to $57.4 million, which represents the Company's estimate of its liability related to this environmental site, all of which was reflected within LSTC on the unaudited condensed consolidated balance sheet as of April 1, 2022. The non-cash charge of $11.1 million was reflected in the unaudited condensed consolidated statement of operations as a component of operating expenses. While it is not possible at this time to determine with certainty the ultimate outcome of this matter, the Company believes, given the information currently available, that the final resolution of all known claims, after taking into account amounts already accrued, will not have a material adverse effect on its financial condition, results of operations and cash flows.

Internal Revenue Code Section 453A Interest
As a result of historical internal installment sales, the Eaton action being servedCompany has reported Internal Revenue Code ("IRC") §453A interest on its tax returns on the Mallinckrodt defendants, Mallinckrodt Canada ULC sought, and the Canadian Court granted, an order on April 20, 2021, among other things: (1) recognizing the Chapter 11 Casesbasis of and granting Canadian stays with respect to, Mallinckrodt LLC and MNK 2011 LLC; and (2) declaring that the Eaton action is stayed as against eachits interpretation of the Mallinckrodt defendantsIRC. Alternative interpretations of these provisions could result in additional interest payable. Due to the inherent uncertainty in these interpretations, the Company has deferred the recognition of the benefit associated with the Company's interpretation and maintained a corresponding liability of $12.4 million within LSTC and other liabilities in the named predecessorunaudited condensed consolidated balance sheets as of April 1, 2022 and December 31, 2021, respectively. Favorable resolution of this uncertainty would likely result in a reversal of this liability and a benefit being recorded to MNK 2011 LLC.interest expense within the unaudited condensed consolidated statements of operations.

Other Matters
The Company's legal proceedings and claims are further described within the notes to the financial statements included within the Company's Annual Report filed on Form 10-K for the fiscal year ended December 25, 2020.31, 2021.

12.13.Financial Instruments and Fair Value Measurements
Fair value is defined as the exit price that would be received from the sale of an asset or paid to transfer a liability, using assumptions that market participants would use in pricing an asset or liability. The fair value guidance establishes a three-level fair value hierarchy, which maximizes the use of observable inputs and minimizes the use of unobservable inputs used in measuring fair value. The levels within the hierarchy are as follows:

Level 1— observable inputs such as quoted prices in active markets for identical assets or liabilities;
Level 2— significant other observable inputs that are observable either directly or indirectly; and
Level 3— significant unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions.

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The following tables provide a summary of the significant assets and liabilities that are measured at fair value on a recurring basis at the end of each period:


March 26,
2021
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)

April 1,
2022
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets:Assets:Assets:
Debt and equity securities held in rabbi trustsDebt and equity securities held in rabbi trusts$32.9 $23.1 $9.8 $Debt and equity securities held in rabbi trusts$36.9 $24.7 $12.2 $— 
Equity securitiesEquity securities39.5 39.5 Equity securities32.4 32.4 — — 
$72.4 $62.6 $9.8 $$69.3 $57.1 $12.2 $— 
Liabilities:Liabilities:Liabilities:
Deferred compensation liabilitiesDeferred compensation liabilities$32.1 $$32.1 $Deferred compensation liabilities$29.3 $— $29.3 $— 
Contingent consideration and acquired contingent liabilities23.9 23.9 
Contingent consideration liabilitiesContingent consideration liabilities27.2 — — 27.2 


$56.0 $$32.1 $23.9 

$56.5 $— $29.3 $27.2 
December 25,
2020
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets:
Debt and equity securities held in rabbi trusts$33.0 $23.5 $9.5 $
Equity securities31.1 31.1 
$64.1 $54.6 $9.5 $
Liabilities:
Deferred compensation liabilities$38.0 $$38.0 $
Contingent consideration and acquired contingent liabilities34.7 34.7 
$72.7 $$38.0 $34.7 

December 31,
2021
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Significant Unobservable Inputs
(Level 3)
Assets:
Debt and equity securities held in rabbi trusts$38.7 $24.9 $13.8 $— 
Equity securities36.5 36.5 — — 
$75.2 $61.4 $13.8 $— 
Liabilities:
Deferred compensation liabilities$36.9 $— $36.9 $— 
Contingent consideration liabilities27.3 — — 27.3 
$64.2 $— $36.9 $27.3 
Debt and equity securities held in rabbi trusts. Debt securities held in rabbi trusts primarily consist of U.S. government and agency securities and corporate bonds. When quoted prices are available in an active market, the investments are classified as level 1.
24


When quoted market prices for a security are not available in an active market, they are classified as level 2. Equity securities held in rabbi trusts primarily consist of U.S. common stocks, which are valued using quoted market prices reported on nationally recognized securities exchanges.
Equity securities. Equity securities consist of shares in Silence Therapeutics plc ("Silence"), for which quoted prices are available in an active market; therefore, the investment is classified as level 1 and is valued based on quoted market prices reported on an internationally recognized securities exchange.
Deferred compensation liabilities. The Company maintains a non-qualified deferred compensation plan in the U.S., which permits eligible employees of the Company to defer a portion of their compensation. A recordkeeping account is set up for each participant and the participant chooses from a variety of funds for the deemed investment of their accounts. The recordkeeping accounts generally correspond to the funds offered in the Company's U.S. tax-qualified defined contribution retirement plan and the account balance fluctuates with the investment returns on those funds.
Contingent consideration liabilities. As part of the acquisition of Stratatech Corporation ("Stratatech"), the Company provided contingent consideration to the prior shareholders of Stratatech, primarily in the form of regulatory filing and approval milestones associated with the deep partial thicknesspartial-thickness and full thicknessfull-thickness indications associated with StrataGraft®.StrataGraft. For each indication, the Company is responsible for a payment upon acceptance of the Company's submission and another upon approval by the FDA. The Company assesses the likelihood and timing of making such payments at each balance sheet date. The fair value of the contingent payments was measured based on the net present value of a probability-weighted assessment. The Company determined the fair value of the contingent consideration associated with the acquisition of Stratatech to be $23.9$27.2 million and $19.1$27.3 million as of March 26, 2021April 1, 2022 and December 25, 2020,31, 2021, respectively.
As part of the acquisition of Ocera, the Company provided contingent consideration to the prior shareholders of Ocera in the form of both patient enrollment clinical study milestones These liabilities are governed by an executory contract and sales-based milestones associated with MNK-6105 and MNK-6106. During the three months ended March 26, 2021, the Company determined it will no longer pursue further development of this asset. The Company determined the fair value of the contingent consideration based on an option pricing model to be 0 and $15.6 million as of March 26, 2021 and December 25, 2020, respectively.
Contingent consideration liabilities were classified asrecorded at their estimated allowed claim amount within LSTC in the unaudited condensed consolidated balance sheet as of March 26,both April 1, 2022 and December 31, 2021. The following table summarizes the activity for contingent consideration:
Balance as of December 25, 2020$34.7 
Fair value adjustments(10.8)
Balance as of March 26, 2021$23.9 
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Financial Instruments Not Measured at Fair Value
    The following methods and assumptions were used by the Company in estimating fair values for financial instruments not measured at fair value as of March 26, 2021April 1, 2022 and December 25, 2020:31, 2021:
The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and the majority of other current assets and liabilities approximate fair value because of their short-term nature. The Company classifies cash on hand and deposits in banks, including commercial paper, money market accounts and other investments it may hold from time to time, with an original maturity of three months or less, as cash and cash equivalents (level 1). The fair value of restricted cash was equivalent to its carrying value of $59.6$60.4 million and $56.4$60.2 million as of March 26, 2021April 1, 2022 and December 25, 2020,31, 2021 (level 1), respectively. As of March 26, 2021, $23.4 million and $36.2 million of the restricted cash balance was included in prepaid and other current assets and other assets, respectively, on the unaudited condensed consolidated balance sheet. As of December 25, 2020, $20.2 million and $36.2 million of the restricted cash balance was included in prepaid and other current assets and other assets, respectively, on the consolidated balance sheet.
The Company's life insurance contracts are carried at cash surrender value, which is based on the present value of future cash flows under the terms of the contracts (level 3). Significant assumptions used in determining the cash surrender value include the amount and timing of future cash flows, interest rates and mortality charges. The fair value of these contracts approximates the carrying value of $52.6$49.0 million and $52.3$51.3 million as of March 26, 2021April 1, 2022 and December 25, 2020,31, 2021, respectively. These contracts are included in other assets on the unaudited condensed consolidated balance sheets.
The carrying value of the Company's revolving credit facility approximates the fair value due to the short-term nature of this instrument, and is therefore classified as level 1. The Company's 4.875%, 5.75%, 4.75%, 5.625%, 5.50% and 10.00% first and second lien senior notes are classified as level 1, as quoted prices are available in an active market for these notes. Since the quoted market prices for the Company's term loans and 9.50% and 8.00% debentures are not available in an active market, they are classified as level 2 for purposes of developing an estimate of fair value. The following table presents the carrying values and estimated fair values of the Company's debt as of the end of each period:
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March 26, 2021December 25, 2020April 1, 2022December 31, 2021
Carrying
Value
Fair
Value
Carrying
Value
Fair
Value
Carrying
Value
Fair
Value
Carrying
Value
Fair
Value
Level 1:Level 1:Level 1:
5.75% senior notes due August 20225.75% senior notes due August 2022$610.3 $407.7 $610.3 $191.2 5.75% senior notes due August 2022$610.3 $293.3 $610.3 $324.1 
4.75% senior notes due April 20234.75% senior notes due April 2023133.7 26.2 133.7 11.1 4.75% senior notes due April 2023133.7 51.9 133.7 48.9 
5.625% senior notes due October 20235.625% senior notes due October 2023514.7 337.1 514.7 158.9 5.625% senior notes due October 2023514.7 252.3 514.7 279.1 
5.50% senior notes due April 20255.50% senior notes due April 2025387.2 258.1 387.2 115.4 5.50% senior notes due April 2025387.2 189.9 387.2 211.6 
10.00% first lien senior notes due April 202510.00% first lien senior notes due April 2025495.0 553.4 495.0 528.4 10.00% first lien senior notes due April 2025495.0 519.6 495.0 523.7 
10.00% second lien senior notes due April 202510.00% second lien senior notes due April 2025322.9 321.8 322.9 279.0 10.00% second lien senior notes due April 2025322.9 306.8 322.9 312.7 
Revolving credit facilityRevolving credit facility900.0 900.0 900.0 900.0 Revolving credit facility900.0 900.0 900.0 900.0 
Level 2:Level 2:Level 2:
9.50% debentures due May 20229.50% debentures due May 202210.4 4.2 10.4 4.2 9.50% debentures due May 202210.4 7.7 10.4 7.7 
8.00% debentures due March 20238.00% debentures due March 20234.4 1.3 4.4 1.3 8.00% debentures due March 20234.4 3.2 4.4 3.2 
Term loan due September 2024Term loan due September 20241,411.2 1,394.7 1,505.2 1,386.9 Term loan due September 20241,392.9 1,274.6 1,396.5 1,309.2 
Term loan due February 2025Term loan due February 2025374.6 369.8 399.5 367.9 Term loan due February 2025369.7 338.9 370.7 347.7 
Total DebtTotal Debt$5,164.4 $4,574.3 $5,283.3 $3,944.3 Total Debt$5,141.2 $4,138.2 $5,145.8 $4,267.9 

Concentration of Credit and Other Risks
Financial instruments that potentially subject the Company to concentrations of credit risk primarily consist of accounts receivable. The Company generally does not require collateral from customers. A portion of the Company's accounts receivable outside the U.S. includes sales to government-owned or supported healthcare systems in several countries, which are subject to payment delays. Payment is dependent upon the financial stability and creditworthiness of those countries' national economies.
The following table shows net sales attributable to distributors that accounted for 10.0% or more of the Company's total segment net sales:
Three Months Ended
March 26,
2021
March 27,
2020
CuraScript, Inc.24.9 %24.6 %
Three Months Ended
April 1,
2022
March 26,
2021
CuraScript, Inc.26.0 %24.9 %
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The following table shows accounts receivable attributable to distributors that accounted for 10.0% or more of the Company's gross accounts receivable at the end of each period:
March 26,
2021
December 25,
2020
April 1,
2022
December 31,
2021
AmerisourceBergen CorporationAmerisourceBergen Corporation33.2 %33.6 %AmerisourceBergen Corporation29.2 %30.0 %
McKesson CorporationMcKesson Corporation15.9 18.2 McKesson Corporation16.8 15.0 
CuraScript, Inc.CuraScript, Inc.11.1 *CuraScript, Inc.*12.7 
*Accounts receivable attributable to this distributor was less than 10.0% of total gross accounts receivable at the end of the respective period presented above.

The following table shows net sales attributable to products that accounted for 10.0% or more of the Company's total segment net sales:
Three Months Ended
March 26,
2021
March 27,
2020
Acthar Gel23.1 %25.2 %
INOmax24.0 21.3 
Ofirmev*11.2 
Therakos12.0 *
*Net sales attributable to these products were less than 10.0% of total net sales during the respective periods presented above.
Three Months Ended
April 1,
2022
March 26,
2021
Acthar Gel26.0 %23.1 %
INOmax20.2 24.0 
Therakos12.2 12.0 

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13.14.Segment Data
The Company operates in two reportable segments, which are further described below:
Specialty Brands includes innovative specialty pharmaceutical brands; and
Specialty Generics includes niche specialty generic drugs and APIs.

Management measures and evaluates the Company's operating segments based on segment net sales and operating income. Management excludes corporate expenses from segment operating income. In addition, certain amounts that management considers to be non-recurring or non-operational are excluded from segment net sales and operating income because management and the chief operating decision maker evaluate the operating results of the segments excluding such items. These items may include, but are not limited to, depreciation and amortization, share-based compensation, net restructuring charges, non-restructuring impairment charges and separation costs, changes related to the Opioid-Related Litigation Settlement. During the three months ended September 25, 2020, the Company began excluding depreciation and share-based compensation from its evaluation of the operating results of its segments. As a result, prior period segment operating income has been recast to reflect this change on a comparable basis.costs. Although these amounts are excluded from segment net sales and operating income, as applicable, they are included in reported consolidated net sales and operating income (loss)loss and are reflected in the reconciliations presented below.
Selected information by reportable segment was as follows:
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Net sales:Net sales:Net sales:
Specialty BrandsSpecialty Brands$408.4 $490.6 Specialty Brands$339.4 $408.4 
Specialty GenericsSpecialty Generics149.6 175.2 Specialty Generics151.5 149.6 
Net salesNet sales$558.0 $665.8 Net sales$490.9 $558.0 
Operating loss:
Operating income (loss):Operating income (loss):
Specialty BrandsSpecialty Brands$212.1 $220.5 Specialty Brands$164.8 $212.1 
Specialty GenericsSpecialty Generics31.7 63.2 Specialty Generics34.4 31.7 
Segment operating incomeSegment operating income243.8 283.7 Segment operating income199.2 243.8 
Unallocated amounts:Unallocated amounts:Unallocated amounts:
Corporate and unallocated expenses (1)
Corporate and unallocated expenses (1)
(22.6)(57.5)
Corporate and unallocated expenses (1)
(32.8)(22.6)
Depreciation and amortizationDepreciation and amortization(169.6)(223.1)Depreciation and amortization(177.2)(169.6)
Share-based compensationShare-based compensation(3.6)(6.7)Share-based compensation(1.2)(3.6)
Restructuring charges, netRestructuring charges, net(0.4)1.8 Restructuring charges, net(6.8)(0.4)
Non-restructuring impairment chargesNon-restructuring impairment charges(64.5)Non-restructuring impairment charges— (64.5)
Separation costs (2)
Separation costs (2)
(0.6)(21.3)
Separation costs (2)
(2.0)(0.6)
Opioid-related litigation settlement gain (3)
16.8 
Operating lossOperating loss$(17.5)$(6.3)Operating loss$(20.8)$(17.5)

(1)Includes administration expenses and certain compensation, legal, environmental and other costs not charged to the Company's reportable segments.
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(2)Represents costs included in SG&Aselling, general and administrative expenses, primarily related to professional fees and costs incurred in preparation foras the Chapter 11 proceedings. AsCompany explores potential sales of the Petition Date, professional fees directly relatednon-core assets to the Chapter 11 proceedings that were previously reflected as separation costs are being classified on a go-forward basis as reorganization items, net.
(3)Represents the change in the Settlement Warrants' fair value. Refer to Note 11 forenable further information.deleveraging post-emergence.


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Net sales by product family within the Company's reportable segments were as follows:
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Acthar Gel (1)
Acthar Gel (1)
$129.0 $167.6 
Acthar Gel (1)
$127.7 $129.0 
INOmaxINOmax134.0 141.7 INOmax99.0 134.0 
OfirmevOfirmev12.8 74.9 Ofirmev2.6 12.8 
TherakosTherakos66.8 63.7 Therakos59.9 66.8 
Amitiza (2)(1)
Amitiza (2)(1)
61.4 41.1 
Amitiza (2)(1)
47.7 61.4 
OtherOther4.4 1.6 Other2.5 4.4 
Specialty BrandsSpecialty Brands408.4 490.6 Specialty Brands339.4 408.4 
Hydrocodone (API) and hydrocodone-containing tabletsHydrocodone (API) and hydrocodone-containing tablets23.3 26.5 Hydrocodone (API) and hydrocodone-containing tablets19.0 23.3 
Oxycodone (API) and oxycodone-containing tabletsOxycodone (API) and oxycodone-containing tablets17.2 16.9 Oxycodone (API) and oxycodone-containing tablets16.6 17.2 
Acetaminophen (API)Acetaminophen (API)45.5 44.1 Acetaminophen (API)46.3 45.5 
Other controlled substancesOther controlled substances58.1 83.6 Other controlled substances64.1 58.1 
OtherOther5.5 4.1 Other5.5 5.5 
Specialty GenericsSpecialty Generics149.6 175.2 Specialty Generics151.5 149.6 
Net salesNet sales$558.0 $665.8 Net sales$490.9 $558.0 
(1)The three months ended March 26, 2021 includes the prospective change to the Medicaid rebate calculation that began in June 2020, which impacted Acthar Gel net sales by $12.5 million. See Note 11 for further detail on the status of the Medicaid lawsuit.
(2)Amitiza consists of both product net sales and royalties. Refer to Note 2 for further details on Amitiza's revenues.


14.15.Subsequent Events
Bankruptcy Proceedings
Mallinckrodt plc has substantively concluded an examinership process before the High Court of Ireland, which made an order on April 27, 2022 confirming a scheme of arrangement (the "Scheme") that implements certain aspects of the Plan as a matter of the laws of Ireland. The confirmation of the Scheme by the High Court of Ireland (and its subsequent effectiveness) satisfies a key condition to the consummation of the Plan. The Scheme will become effective concurrently with the effectiveness of the Plan, which remains subject to the satisfaction or waiver of certain other conditions.
The Company has commenced a process to raise exit financing, which is expected to close upon emergence from the Chapter 11 bankruptcy process.

Commitments and Contingencies
Certain bankruptcy proceedinglitigation matters occurred during the three months ended March 26, 2021April 1, 2022 or prior, but had subsequent updates through the issuance of this report. See further discussion in Note 2.

Commitments and Contingencies
Certain litigation matters occurred during the three months ended March 26, 2021 or prior, but had subsequent updates through the issuance of this report. See further discussion in Note 11.12.


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Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the accompanying notes included in this Quarterly Report on Form 10-Q. The following discussion may contain forward-looking statements that reflect our plans, estimates and beliefs and involve risks, uncertainties and assumptions. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to these differences include those discussed in Item 1A. Risk Factors of our Annual Report on Form 10-K for the fiscal year ended December 25, 2020,31, 2021, filed with the United States ("U.S.") Securities and Exchange Commission ("SEC") on March 10, 202115, 2022 and within Part II, Item 1A of this Quarterly Report on Form 10-Q.
We own or have rights to use the trademarks and trade names that we use in conjunction with the operation of our business. One of the more important trademarks that we own or have rights to use that appears in this Quarterly Report on Form 10-Q is "Mallinckrodt," which is a registered trademark or the subject of pending trademark applications in the U.S. and other jurisdictions. Solely for convenience, we only use the ™ or ® symbols the first time any trademark or trade name is mentioned in the following discussion. Such references are not intended to indicate in any way that we will not assert, to the fullest extent permitted under applicable law, our rights to our trademarks and trade names. Each trademark or trade name of any other company appearing in the following discussion is, to our knowledge, owned by such other company.

Overview
We are a global business consisting of multiple wholly owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. Areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology, ophthalmology and ophthalmology;oncology; immunotherapy and neonatal respiratory critical care therapies; analgesicsanalgesics; cultured skin substitutes and gastrointestinal products.
We operate our business in two reportable segments, which are further described below:
Specialty Brands includes innovative specialty pharmaceutical brands; and
Specialty Generics includes niche specialty generic drugs and active pharmaceutical ingredients ("API(s)").
For further information on our business and products, refer to our Annual Report on Form 10-K for the fiscal year ended December 25, 2020,31, 2021, filed with the U.S. SEC on March 10, 2021.15, 2022.

Significant Events
Voluntary Petitions for Reorganization
On October 12, 2020 (the "Petition Date"), we voluntarily initiated Chapter 11 proceedings (the "Chapter 11 Cases") under chapter 11 of title 11 ("Chapter 11") of the United States Code (the "Bankruptcy Code") in the U.S. Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") to modify our capital structure, including restructuring portions of our debt, and resolve otherwise unmanageable potential legal liabilities.liabilities, including, but not limited to those described in Note 12 to the notes to the unaudited condensed consolidated financial statements as Opioid-Related Matters and Acthar® Gel ("Acthar Gel")-Related Matters. We are continuing to operate our business as debtors-in-possession and supply customers and patients with products as normal.
We intend to use the Chapter 11 process to provide a fair, orderly, efficient and legally binding mechanism to implement a restructuring support agreement ("RSA") pursuant to which, among other things, the parties thereto have agreed to support:
A financial restructuring that would, among other things, reduce our total debt by approximately $1,300.0 million, improving our financial position and better positioning us for long-term growth;
A proposed resolutionplan of all opioid-related claims against us (the "Amended Proposed Opioid-Related Litigation Settlement"); and
A proposed resolution of various Acthar® Gel ("Acthar Gel")-related matters, including the Medicaid lawsuit, an associated False Claims Act ("FCA") lawsuit and an FCA lawsuit relating to Acthar Gel’s previous owner’s interactions with an independent charitable foundation (the "Acthar Gel-Related Settlement").
reorganization. Taken together, these actions are intended to enable us to move forward with our vision to become an innovation-driven biopharmaceutical company meeting the needs of underserved patients with severe and critical conditions.
On February 3, 2022, the Bankruptcy Court confirmed the fourth amended plan of reorganization (with technical modifications) (the "Plan") and subsequently entered a confirmation order on March 2, 2022. In addition, Chapter 11 proceedings commenced by a limited subset of the debtors have been recognized and given effect in Canada, and separately Mallinckrodt plc has substantively concluded an examinership process before the High Court of Ireland, which made an order on April 27, 2022 confirming a scheme of arrangement that implements certain aspects of the Plan as a matter of the laws of Ireland, and which will become effective concurrently with the effectiveness of the Plan.
Consummation of the Plan and the transactions contemplated thereby and emergence from the Chapter 11 proceedings remains subject to the satisfaction or waiver of various conditions.
We have commenced a process to raise exit financing, which is expected to close upon emergence from the Chapter 11 bankruptcy process.
For further information, refer to Note 2 of the notes to the unaudited condensed consolidated financial statements.

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Reorganization items, net
Reorganization items, net, represent amounts incurred after the Petition Date as a direct result of the Chapter 11 Cases and are comprised of bankruptcy-related professional fees and adjustments to reflect the carrying value of liabilities subject to compromise ("LSTC") at their estimated allowed claim amounts, as such adjustments are approved by the Bankruptcy Court. During the three months ended April 1, 2022 and March 26, 2021, we incurred $43.4 million and $93.5 million of reorganization items, net, of which $77.7 million and $15.8 million related to professional fees and carrying value adjustments, respectively. During the three months ended March 27, 2020, we incurred $22.5 million and $21.3 million in opioid defense costs and separation costs, respectively, which were both included within selling general and administrative ("SG&A") expenses. As of the Petition Date, the majority of these costs are being classified on a go-forward basis as reorganization items, net, as they directly relate to the Chapter 11 proceedings.

Terlipressin
During September 2020, the U.S. Food and Drug Administration ("FDA") issued a Complete Response Letter ("CRL") regarding our New Drug Application ("NDA") seeking approval for the investigational agent terlipressin to treat adults with hepatorenal syndrome type 1 ("HRS-1"). The CRL stated that, based on the available data, the agency cannot approve the terlipressin NDA in its current form and requires more information to support a positive risk-benefit profile for terlipressin for patients with HRS-1.
In response to receipt of the CRL, we had an End of Review Meeting on October 26, 2020 and a Type A Meeting on January 29, 2021 with the FDA where both parties engaged in constructive dialogue in an effort to clarify a viable path to approval. In August 2021, we resubmitted our NDA for terlipressin to the FDA and on February 18, 2022 (the Prescription Drug User Fee Act ("PDUFA") date), the FDA issued a CRL. In the weeks leading up to the PDUFA date, it became necessary for us to identify a new packaging and labeling manufacturing facility, which meant that an inspection by the FDA could not be completed by the PDUFA date. A satisfactory inspection is required before the NDA can be approved. This is the only outstanding issue noted in the CRL, and it is important to note that there were no safety or efficacy issues cited. We are working with the new facility to have it ready for inspection by the FDA. We remain committed to this critically ill patient population, who currently have no approved treatment option in the U.S. approvalfor HRS-1 and we expectbelieve that there is a path to have clarity on this pathapproval in fiscal 2021. As we continue to engage with the FDA over the coming months, we2022. We will continue to assess the impact of any changes to planned revenue or earnings on the fair value of the associated in-process research and development ("IPR&D") asset of $81.0 million included within intangible assets, net on the unaudited condensed consolidated balance sheets as of March 26, 2021April 1, 2022 and December 25, 2020.31, 2021.

MNK-6105 and MNK-6106StrataGraft®
During the three months ended March 26, 2021, the Company recognized a full impairment on its Specialty Brands IPR&D asset related to MNK-6105 and MNK-6106April 1, 2022, we released our first commercial shipment of $64.5 million. The Company has decided it will no longer pursue further developmentStratagraft. Net sales of this asset.product are anticipated to be uneven as a result of contracting with hospitals and the government procurement schedule associated with sales to the Biomedical Advanced Research and Development Authority (BARDA) for placement in the Strategic National Stockpile.

Business Factors Influencing the Results of Operations
COVID-19 Business Update
The novel coronavirus ("COVID-19") pandemic has presented a substantial public health and economic challenge around the world. As we navigate the unprecedented challenges created by the COVID-19 pandemic, we remain committed to supporting our employees, customers, patients and the broader communities in which we operate.
Since the onset of the COVID-19 pandemic, we have continued to manufacture, supply and deliver our products largely without interruption. At present, we do not anticipate significant COVID-19-related manufacturing or supply chain disruptions, and we continue to evaluate our end-to-end supply chain and assess opportunities to refine our processes going forward.
We are supporting the fight against COVID-19 in a number of ways, including by partnering with Novoteris, LLC and Massachusetts General Hospital to study inhaled nitric oxide for use as a therapeutic option for COVID-19 patients; giving medically trained employees paid time off to volunteer to treat or care for COVID-19 patients; providing funding and therapies to hospitals to conduct treatment-related research; adapting certain of our manufacturing facilities to produce hand sanitizers for designated counties, state health departments and emergency operation distribution centers located in states where we have operations; donating excess personal protective equipment (PPE) and other resources to healthcare providers, first responders, and medical facilities; and partnering with advocacy groups to help mitigate the impact of the pandemic on patients.
We expect the coming months to continue to be challenging due to the impact of COVID-19, as some of our products are sensitive to reduced numbers of surgical procedures and doctor visits. Our business performance was significantly impacted by COVID-19 during fiscal 2020 and the three months ended March 26, 2021. The ultimate business impact going forward will largely be determined by the ongoing return to work guidance issued by international, national, and local governments and health officials and organizations. We are monitoring the demand for our products, including the duration and degree to which we may see declines in customer orders or delays in starting new patients on a product, such as Acthar Gel, due to the limited ability of our sales representatives to meet with physicians and patients to visit their doctors and pharmacists to receive prescriptions for certain of our products. In regards to Acthar Gel, we continue to see a reduction in new patients, which may continue to impact results in fiscal 2021. We may also experience reduced demand for Therakos due to immunosuppressed patients who have been instructed to stay-at-home during the COVID-19 pandemic. Furthermore, while we are supporting the continuation of ongoing patients in our clinical
30


trials, as much as possible, we expect that COVID-19 precautions may directly or indirectly impact the timeline for some of our clinical trials.
Given the rapid and evolving nature of the COVID-19 virus, the full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition will depend on future developments that are highly uncertain and cannot be predicted. For additional information on the various risks posed by the COVID-19 pandemic, please read Part I, Item 1A. Risk Factors included within our Annual Report filed on Form 10-K for the fiscal year ended December 25, 2020.

Specialty Brands
Net sales of OfirmevINOmax®for the three months ended April 1, 2022 decreased $35.0 million, or 26.1%, to $99.0 million driven primarily by continued competition following the launch of a competitive nitric oxide product in fiscal 2021 before the expiration of the last of the listed patents on May 3, 2036 (November 3, 2036 including pediatric exclusivity), which could continue to adversely affect our ability to successfully maximize the value of INOmax and have an adverse effect on our financial condition, results of operations and cash flows. We continue to develop and pursue patent protection of next generation nitric oxide delivery systems and additional uses of nitric oxide. We further intend to vigorously enforce our intellectual property rights relating to our nitric oxide products against any additional parties that may seek to market an alternative version of our INOmax product and/or next generation delivery systems.
Net sales of Amitiza® for the three months ended March 26, 2021April 1, 2022 decreased $62.1$13.7 million, or 82.9%22.3%, to $12.8$47.7 million driven primarily by the losslower royalty revenue as a result of exclusivity at the end of fiscal 2020 and the entrance of generic competition during fiscal 2021.
Net sales of Ofirmev for the three months ended March 26,April 1, 2022 decreased $10.2 million, or 79.7%, to $2.6 million driven by the entrance of generic competition during fiscal 2021.
Net sales of Therakos® photopheresis ("Therakos") for the three months ended April 1, 2022 decreased $6.9 million, or 10.3%, to $59.9 million driven by the lagging effect of the novel coronavirus (COVID-19) that contributed to a reduction in use of the platform for treatment of graft-versus-host disease (GvHD), which is a non-promoted use in the U.S. market.
Net sales of Acthar Gel for the three months ended March 26, 2021April 1, 2022 decreased $38.6$1.3 million, or 23.0%1.0%, to $129.0$127.7 million driven primarily by the marketplace impact of the COVID-19 pandemic, continued payer scrutiny on overall specialty pharmaceutical spending andspending. We anticipate that competition for the prospective change to the Medicaid rebate calculation, which served to reduce Acthar Gel net sales by $12.5 millionproduct will likely intensify following the launch of a competitive alternative form of treatment during the three months ended March 26, 2021.first quarter of 2022, which could have an adverse effect on our financial condition, results of operations and cash flows.
30



Specialty Generics
Net sales from the Specialty Generics segment decreased $25.6increased $1.9 million, or 14.6%1.3%, to $151.5 million for the three months ended April 1, 2022, compared to $149.6 million for the three months ended March 26, 2021 compared to $175.2primarily driven by an increase in other controlled substances net sales of $6.0 million, for the three months ended March 27, 2020.partially offset by a decrease in hydrocodone-related products net sales of $4.3 million.

Results of Operations
Three Months Ended March 26, 2021April 1, 2022 Compared with Three Months Ended March 27, 2020

26, 2021
Net Sales
Net sales by geographic area were as follows (dollars in millions)
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
Percentage
Change
April 1,
2022
March 26,
2021
Percentage
Change
U.S.U.S.$510.1$587.9(13.2)%U.S.$449.8$510.1(11.8)%
Europe, Middle East and AfricaEurope, Middle East and Africa39.860.6(34.3)Europe, Middle East and Africa33.339.8(16.3)
Other geographic areasOther geographic areas8.117.3(53.2)Other geographic areas7.88.1(3.7)
Net salesNet sales$558.0$665.8(16.2)%Net sales$490.9$558.0(12.0)%

Net sales for the three months ended March 26, 2021April 1, 2022 decreased $107.8$67.1 million, or 16.2%12.0%, to $558.0$490.9 million, compared with $665.8$558.0 million for the three months ended March 27, 2020.26, 2021. This decrease was primarily driven by a decrease in our Specialty Brands segment including a significant decrease in net sales of INOmax, Amitiza, Ofirmev, Therakos and Acthar Gel, as previously mentioned. For further information on changes in our net sales, refer to "Segment Results" within this Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Operating Loss
Gross profit. Gross profit for the three months ended March 26, 2021April 1, 2022 decreased $33.4$74.7 million, or 11.8%29.8%, to $250.4$175.7 million, compared with $283.8$250.4 million for the three months ended March 27, 2020, due in part to the $107.8 million decrease in net sales.26, 2021. Gross profit margin as a percentage of net sales was 35.8% for the three months ended April 1, 2022, compared with 44.9% for the three months ended March 26, 2021, compared with 42.6% for the three months ended March 27, 2020. This increase in gross profit margin was2021. These decreases were primarily driven by the $67.1 million decrease in net sales and a change in product mix, as well ascoupled with a decrease$7.9 million increase in amortization expense related tofor the OfirmevAmitiza intangible asset resulting from a change in amortization method as discussed further in Note 9 to notes to the asset being fully amortized at the end of fiscal 2020.unaudited condensed consolidated financial statements.
Selling, general and administrative expenses. Selling general and administrative ("SG&A&A") expenses for the three months ended April 1, 2022 were $152.5 million, compared with $136.0 million for the three months ended March 26, 2021, were $136.0 million, compared with $231.1 million for the three months ended March 27, 2020, a decreasean increase of $95.1$16.5 million, or 41.2%12.1%. This decrease was primarily driven by the bankruptcy-related professional fees being classified as reorganization items, net, subsequent to the Petition Date. Comparatively, during the three months ended March 27, 2020, we incurred $22.5 million and $21.3 million in opioid defense costs and separation costs, respectively, that were reflected in SG&A. The decrease was also driven by cost containment initiatives, a $10.0 million gain resulting from a net decrease in of our contingent consideration liabilities and lower travel expense due to
31


temporary travel restrictions as a result of COVID-19. As a percentage of net sales, SG&A expenses were 31.1% and 24.4% for the three months ended April 1, 2022 and 34.7% forMarch 26, 2021, respectively. These increases were primarily driven by an $11.1 million increase to certain of our environmental liabilities and a $0.1 decrease in the fair value of our contingent consideration liabilities during three months ended April 1, 2022, as compared to a $10.8 million decrease in the fair value of our contingent consideration liabilities during the three months ended March 26, 20212021. These increases were partially offset by continued cost containment initiatives and March 27, 2020, respectively.lower employee compensation costs.
Research and development expenses. Research and development ("R&D") expenses decreased $11.2$29.0 million, or 14.5%43.8%, to $37.2 million for the three months ended April 1, 2022, compared with $66.2 million for the three months ended March 26, 2021, compared with $77.4 million for the three months ended March 27, 2020.2021. The decrease was primarily driven by cost containment initiatives coupled with the completion of certain development programs, during fiscal 2020. The Company continuessuch as the use of StrataGraft for the treatment of adults with deep partial-thickness burns. We continue to focus current R&D activities on performing clinical studies and publishing clinical and non-clinical experiences and evidence that support health economic activities and patient outcomes. As a percentage of net sales, R&D expenses were 11.9%7.6% and 11.6%11.9% for the three months ended April 1, 2022 and March 26, 2021, respectively.
Restructuring charges, net. During the three months ended April 1, 2022 and March 27, 2020, respectively.26, 2021, we incurred $6.8 million and $0.4 million of restructuring charges, net, respectively, primarily related to employee severance and benefits.
Non-restructuring impairment chargescharges. . During the three months ended March 26, 2021, we recognized a full impairment on our Specialty Brandsof $64.5 million related to the MNK-6105 and MNK-6106 IPR&D asset relatedas a result of the decision to MNK-6105 and MNK-6106 of $64.5 million. We have decided we will no longer pursue further development of thisthe asset.
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Opioid-related litigation settlement
. During the three months ended March 27, 2020, we recorded a non-cash gain of $16.8 million as a result of the change in the settlement warrants' fair value primarily driven by the decreased value of our share price. Consistent with the determination at December 25, 2020, the New Opioid Warrants continue to have no value as of March 26, 2021 given we cannot reasonably estimate the equity value at emergence. For further information, refer to Note 11 of the notes to the unaudited condensed consolidated financial statements.

Non-Operating Items
Interest expense and interest income. During the three months ended April 1, 2022 and March 26, 2021, and March 27, 2020, net interest expense was $57.8 million and $57.7 million, and $71.0 million, respectively. The $14.9 million decrease in interest expense wasrespectively, which primarily attributable to a lower average outstandingresulted from cash adequate protection payments on certain of our senior secured debt balance duringinstruments.
Other (expense) income, net. During the three months ended March 26, 2021, partially offset by $14.5April 1, 2022, we recorded other expense, net, of $4.1 million, compared with other income, net, of expense related to adequate protection payments. This yielded a net decrease in interest expense of $13.4 million. Interest income decreased to $1.9$8.1 million for the three months ended March 26, 2021, compared with $3.5 million for the three months ended March 27, 2020 primarily driven by lower interest rates.
Other income, net. During the three months ended March 26, 2021 and March 27, 2020 we recorded other income, net,2021. The activity in both periods reflects changes in fair value of $8.1 million and $1.7 million, respectively. The three months ended March 26, 2021 included an $8.4 million unrealized gain on the equity securities, inclusive of foreign currency gain related to our investment in Silence Therapeutics plc, compared to $3.0 million during the three months ended March 27, 2020. These gains were offset by losses on intercompany financing, foreign currency transactions and related hedging instruments.plc.
Reorganization items, net. During the three months ended April 1, 2022 and March 26, 2021, we recorded $43.4 million and $93.5 million of reorganization items, net in conjunction with our Chapter 11 proceedings.net. These charges included $40.5 million and $77.7 million of advisor and legal fees directly related to the Chapter 11 Cases during the three months ended April 1, 2022 and March 26, 2021, respectively. The three months ended March 26, 2021 also included $16.3 million of deferred financing fee write-offs related to the 2017 and 2018 Term Loans in order to reflect the respective carrying values within LSTC on the unaudited condensed consolidated balance sheet as of March 26, 2021 at their estimated allowed claim amounts.senior secured term loans.
Income tax benefit. We recognized an income tax benefit of $5.9 million on a loss from continuing operations before income taxes of $126.1 million for the three months ended April 1, 2022, and an income tax benefit of $16.4 million on a loss from continuing operations before income taxes of $160.6 million for the three months ended March 26, 2021, and an income tax benefit of $18.9 million on a loss from continuing operations before income taxes of $75.6 million for the three months ended March 27, 2020.2021. This resulted in effective tax rates of 10.2%4.7% and 25.0%10.2% for the three months ended April 1, 2022 and March 26, 2021, respectively. The income tax benefit for the three months ended April 1, 2022 was comprised of $5.0 million of current tax benefit and March 27, 2020, respectively.$0.9 million of deferred tax benefit. The current tax benefit was predominantly related to an increase to prepaid taxes. The deferred tax benefit was predominantly related to intangible asset amortization partially offset by utilization of loss carryforwards in non-valuation allowance jurisdictions. The income tax benefit for the three months ended March 26, 2021 was comprised of $13.0 million of current tax benefit and $3.4 million of deferred tax benefit. The current income tax benefit was predominantlypredominately related to an increase to prepaid taxes, partially offset by changes to uncertain tax positions. The deferred tax benefit was predominantly related to intangible asset amortization, partially offset by utilization of loss carryforwards in non-valuation allowance jurisdictions. The income tax benefit for the three months ended March 27, 2020 was comprised of $22.4 million of current tax benefit and $3.5 million of deferred tax expense. The deferred tax expense was predominantly comprised of deferred tax expense as a result of the Coronavirus Aid, Relief, and Economic Security ("CARES") Act partially offset by deferred tax benefit related to previously acquired intangibles.
The income tax benefit was $5.9 million for the three months ended April 1, 2022, compared with an income tax benefit of $16.4 million for the three months ended March 26, 2021, compared with an income tax benefit of $18.9 million for the three months ended March 27, 2020.2021. The $2.5$10.5 million net decrease in the tax benefit included a decrease of $11.0 million attributed to the CARES Act and a decrease of $8.0 million attributed to uncertain tax positions, partially offset by an increase of $15.4$12.5 million attributed to changes in the timing, amount and jurisdictional mix of income, a decrease of $1.3 million attributed to the Coronavirus Aid, Relief, and an increaseEconomic Security (CARES) Act and a decrease of $1.1$0.9 million attributed to separation costs, reorganization items, net and restructuring charges, net.
Income from discontinued operations, net, partially offset by an increase of income taxes. We recorded income from discontinued operations of $0.3$4.2 million and $6.5 million during the three months ended March 26, 2021 and March 27, 2020, respectively. The income during the three months ended March 27, 2020 primarily relatedattributed to the receipt of contingent consideration associated with the sale of our Nuclear Imaging business. The remaining activity in both periods related to various post-sale adjustments associated with our previous divestitures.
32


uncertain tax positions.

Segment Results
Management measures and evaluates our operating segments based on segment net sales and operating income. Management excludes corporate expenses from segment operating income. In addition, certain amounts that management considers to be non-recurring or non-operational are excluded from segment net sales and operating income because management and the chief operating decision maker evaluate the operating results of the segments excluding such items. These items include, but are not limited to, depreciation and amortization, share-based compensation, net restructuring charges, non-restructuring impairment charges and separation costs and changes related to the Opioid-Related Litigation Settlement. During the three months ended September 25, 2020, management began excluding depreciation and share-based compensation from its evaluation of the operating results of its segments. As a result, prior period segment operating income has been recast to reflect this change on a comparable basis.costs. Although these amounts are excluded from segment net sales and segment operating income, as applicable, they are included in reported consolidated net sales and operating (loss) incomeloss and in the reconciliations presented below. Selected information by business segment is as follows:

Three Months Ended March 26, 2021April 1, 2022 Compared with Three Months Ended March 27, 202026, 2021
Net Sales
Net sales by segment are shown in the following table (dollars in millions)
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
Percentage
Change
April 1,
2022
March 26,
2021
Percentage
Change
Specialty BrandsSpecialty Brands$408.4 $490.6 (16.8)%Specialty Brands$339.4 $408.4 (16.9)%
Specialty GenericsSpecialty Generics149.6 175.2 (14.6)Specialty Generics151.5 149.6 1.3 
Net salesNet sales$558.0$665.8(16.2)Net sales$490.9$558.0(12.0)

Specialty Brands. Net sales for the three months ended March 26, 2021April 1, 2022 decreased $82.2$69.0 million to $408.4$339.4 million, compared with $490.6$408.4 million for the three months ended March 27, 2020. The26, 2021. As previously discussed, the decrease in net sales was primarily driven by
32


a $62.1$35.0 million, or 82.9%26.1%, decrease in INOmax, a $13.7 million, or 22.3%, decrease in Amitiza, a $10.2 million, or 79.7%, decrease in Ofirmev, driven by the loss of exclusivity at the end of fiscal 2020 and the entrance of generic competition during the three months ended March 26, 2021. Thea $6.9 million, or 10.3%, decrease in net sales also includedTherakos and a $38.6$1.3 million, or 23.0%1.0%, decrease in Acthar Gel net sales driven by the marketplace impact of the COVID-19 pandemic, continued payer scrutiny on overall specialty pharmaceutical spending and the prospective change to the Medicaid rebate calculation, which served to reduce Acthar Gel net sales by $12.5 million during the three months ended March 26, 2021. These decreases were partially offset by a $20.3 million or 49.4% increase in Amitiza, primarily as a result of the royalty from Par Pharmaceutical, Inc., et al. (collectively Par) beginning fiscal 2021.Gel.
Net sales for Specialty Brands by geography were as follows (dollars in millions):
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
Percentage
Change
April 1,
2022
March 26,
2021
Percentage
Change
U.S.U.S.$384.7$444.7(13.5)%U.S.$318.3$384.7(17.3)%
Europe, Middle East and AfricaEurope, Middle East and Africa18.732.5(42.5)Europe, Middle East and Africa16.618.7(11.2)
OtherOther5.013.4(62.7)Other4.55.0(10.0)
Net salesNet sales$408.4$490.6(16.8)Net sales$339.4$408.4(16.9)

Net sales for Specialty Brands by key products were as follows (dollars in millions):
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
Percentage ChangeApril 1,
2022
March 26,
2021
Percentage Change
Acthar GelActhar Gel$129.0$167.6(23.0)%Acthar Gel$127.7$129.0(1.0)%
INOmaxINOmax134.0141.7(5.4)INOmax99.0134.0(26.1)
OfirmevOfirmev12.874.9(82.9)Ofirmev2.612.8(79.7)
TherakosTherakos66.863.74.9 Therakos59.966.8(10.3)
AmitizaAmitiza61.441.149.4 Amitiza47.761.4(22.3)
OtherOther4.41.6175.0 Other2.54.4(43.2)
Specialty BrandsSpecialty Brands$408.4$490.6(16.8)Specialty Brands$339.4$408.4(16.9)

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Specialty Generics. Net sales for the three months ended March 26, 2021 decreased $25.6April 1, 2022 increased $1.9 million, or 14.6%1.3%, to $149.6$151.5 million, compared with $175.2$149.6 million for the three months ended March 27, 2020.26, 2021. The decreaseincrease in net sales was drivendue to an increase in other controlled substances of $6.0 million partially offset by a decrease in other controlled substanceshydrocodone-related products and hydrocodone-related product net sales of $25.5 million and $3.2 million, respectively, driven by increased competition. These decreases were partially offset by increases of $1.4 million and $1.4 million in acetaminophen and other products net sales, respectively, compared to the three months ended March 27, 2020.$4.3 million.
Net sales for Specialty Generics by geography were as follows (dollars in millions):
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
Percentage
Change
April 1,
2022
March 26,
2021
Percentage
Change
U.S.U.S.$125.4$143.2(12.4)%U.S.$131.5$125.44.9 %
Europe, Middle East and AfricaEurope, Middle East and Africa21.128.1(24.9)Europe, Middle East and Africa16.721.1(20.9)
OtherOther3.13.9(20.5)Other3.33.16.5 
Net salesNet sales$149.6$175.2(14.6)Net sales$151.5$149.61.3 

Net sales for Specialty Generics by key products were as follows (dollars in millions):
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
Percentage ChangeApril 1,
2022
March 26,
2021
Percentage Change
Hydrocodone (API) and hydrocodone-containing tabletsHydrocodone (API) and hydrocodone-containing tablets$23.3$26.5(12.1)%Hydrocodone (API) and hydrocodone-containing tablets$19.0$23.3(18.5)%
Oxycodone (API) and oxycodone-containing tabletsOxycodone (API) and oxycodone-containing tablets17.216.91.8 Oxycodone (API) and oxycodone-containing tablets16.617.2(3.5)
Acetaminophen (API)Acetaminophen (API)45.544.13.2 Acetaminophen (API)46.345.51.8 
Other controlled substancesOther controlled substances58.183.6(30.5)Other controlled substances64.158.110.3 
OtherOther5.54.134.1 Other5.55.5— 
Specialty GenericsSpecialty Generics$149.6$175.2(14.6)Specialty Generics$151.5$149.61.3 
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Operating LossIncome (Loss)
Operating income by segment and as a percentage of segment net sales for the three months ended April 1, 2022 and March 26, 2021 and March 27, 2020 is shown in the following table (dollars in millions):
Three Months EndedThree Months Ended
March 26, 2021March 27, 2020April 1, 2022March 26, 2021
Specialty BrandsSpecialty Brands$212.1 51.9 %$220.5 44.9 %Specialty Brands$164.8 48.6 %$212.1 51.9 %
Specialty GenericsSpecialty Generics31.7 21.263.2 36.1 Specialty Generics34.4 22.731.7 21.2 
Segment operating incomeSegment operating income243.8 43.7283.7 42.6 Segment operating income199.2 40.6243.8 43.7 
Unallocated amounts:Unallocated amounts:Unallocated amounts:
Corporate and unallocated expenses (1)
Corporate and unallocated expenses (1)
(22.6)(57.5)
Corporate and unallocated expenses (1)
(32.8)(22.6)
Depreciation and amortizationDepreciation and amortization(169.6)(223.1)Depreciation and amortization(177.2)(169.6)
Share-based compensationShare-based compensation(3.6)(6.7)Share-based compensation(1.2)(3.6)
Restructuring charges, netRestructuring charges, net(0.4)1.8 Restructuring charges, net(6.8)(0.4)
Non-restructuring impairment chargesNon-restructuring impairment charges(64.5)— Non-restructuring impairment charges— (64.5)
Separation costs (2)
Separation costs (2)
(0.6)(21.3)
Separation costs (2)
(2.0)(0.6)
Opioid-related litigation settlement gain (3)
— 16.8 
Total operating lossTotal operating loss$(17.5)$(6.3)Total operating loss$(20.8)$(17.5)
(1)Includes administration expenses and certain compensation, legal, environmental and other costs not charged to the Company's reportable segments.
(2)Represents costs included in SG&A expenses, primarily related to professional fees and costs incurred in preparation for the Chapter 11 proceedings. Asas we explore potential sales of the Petition Date, professional fees directly relatednon-core assets to the Chapter 11 proceedings that were previously reflected as separation costs are being classified on a go-forward basis as reorganization items, net
(3)Represents the change in the settlement warrants' fair value. Refer to Note 11 forenable further information.

deleveraging post-emergence.
Specialty Brands. Operating income for the three months ended March 26, 2021April 1, 2022 decreased $8.4$47.3 million, to $212.1$164.8 million, compared with $220.5$212.1 million for the three months ended March 27, 2020.26, 2021. Operating margin increaseddecreased to 48.6% for the three months ended April 1, 2022, compared with 51.9% for the three months ended March 26, 2021 compared with 44.9% for the three months ended March 27, 2020. The decrease in operating income was2021. These decreases were primarily driven by a $62.9$58.9 million decrease to gross profit as a result of the decrease in net sales and a change in product mix as discussed above,above. In addition, SG&A expenses increased by $10.7 million, or 12.3% primarily driven by the annual fee on branded prescription pharmaceutical manufacturers due in large part to the adjustment by the Internal Revenue Service for prior periods primarily related to the Medicaid lawsuit ruling. The decreases in operating income and margin were partially offset
34


by a decrease of $38.7$22.3 million, or 30.9%42.7%, in SG&AR&D expenses compared with the three months ended March 27, 2020. The decrease in SG&A was primarily driven by the bankruptcy-related professional and legal fees being classified26, 2021 as reorganization items, net subsequent to the Petition Date, in addition toa result of cost containment initiatives. Additionally, R&D expenses decreased $15.7 million, or 23.1%, comparedinitiatives coupled with the three months ended March 27, 2020,completion of certain development programs, such as previously discussed above.the use of StrataGraft for the treatment of adults with deep partial-thickness burns.
Specialty Generics. Operating income for the three months ended March 26, 2021 decreased $31.5April 1, 2022 increased $2.7 million, to $31.7$34.4 million, compared with $63.2$31.7 million for the three months ended March 27, 2020.26, 2021. Operating margin decreasedincreased to 22.7% for the three months ended April 1, 2022, compared with 21.2% for the three months ended March 26, 2021, compared with 36.1% for the three months ended March 27, 2020. The decrease2021. These increases were primarily attributable to cost containment initiatives and a change in operating income and margin was primarily due to the $25.8 million decrease in gross profit, coupled with an increase in R&D expenses.product mix.
Corporate and unallocated expenses. Corporate and unallocated expenses were $22.6$32.8 million and $57.5$22.6 million for the three months ended April 1, 2022 and March 26, 2021, and March 27, 2020, respectively. This decreaseThe increase was primarily driven by an $11.1 million increase to certain of our environmental liabilities and a $0.1 decrease in the bankruptcy-related professional fees being classifiedfair value of our contingent consideration liabilities during three months ended April 1, 2022, as reorganization items, net, subsequentcompared to a $10.8 million decrease in the Petition Date, in addition to cost containment initiatives. Comparatively,fair value of our contingent consideration liabilities during the three months ended March 27, 2020, we incurred $22.5 million of opioid defense costs that26, 2021. These increases were reflected in SG&A. The decrease also included a $10.0 million gain resulting from a net decrease in our contingent consideration liabilities.partially offset by continued cost containment initiatives and lower employee compensation costs.

Liquidity and Capital Resources
Significant factors driving our liquidity position include cash flows generated from operating activities, financing transactions, capital expenditures, cash paid in connection with legal settlements, acquisitions and licensing agreements and cash received as a result of our divestitures. We have historically generated and expect to continue to generate positive cash flows from operations. Our ability to fund our capital needs is impacted by our ongoing ability to generate cash from operations and access to capital markets. Our material cash requirements are highly dependent upon the Plan and successful emergence from Chapter 11.
On October 12, 2020,
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Anticipated Sources and Uses for Chapter 11 Emergence
In the event we voluntarily initiatedare able to successfully emerge from Chapter 11, our primary cash sources upon emergence are expected to include cash on hand, which was $1,365.3 million as of April 1, 2022, and proceeds of newly incurred debt. We have commenced a process to raise exit financing, which is expected to close upon emergence from the Chapter 11 Cases inbankruptcy process.
Our primary cash uses upon emergence are expected to include the Bankruptcy Courtfollowing:
$900.0 million revolving credit facility with a stated maturity of February 28, 2022, for which efforts to modify our capital structure, including restructuring portions of our debt, and resolve potential legal liabilities, including but not limited to those in connection withenforce payment obligations were automatically stayed during the Amended Proposed Opioid-Related Litigation Settlement and the Proposed Acthar Gel-Related Settlement. We intend to use the Chapter 11 process to provide a fair, orderly, efficient and legally binding mechanism to implement a RSA, entered into in connection with the filingpendency of the Chapter 11 Cases, that providesCases;
$450.0 million upfront payment related to our proposed resolution of all opioid-related claims against us (Amended Proposed Opioid-Related Litigation Settlement);
$18.0 million upfront payment, inclusive of interest, related to our proposed resolution of various Acthar Gel-related matters, including the Medicaid lawsuit, an associated False Claims Act ("FCA") lawsuit and an FCA lawsuit relating to Acthar Gel's previous owner's interactions with an independent charitable foundation (the Proposed Acthar Gel-Related Settlement);
$147.0 million payment of administrative, priority and trade claims, for a financial restructuring designedwhich the amount is not yet finalized due to strengthenongoing claims reconciliation efforts;
$135.0 million payment for general unsecured claims in accordance with the agreement in principle with the unsecured creditors committee;
$19.0 million payment of noteholder consent fees; and
Approximately $80.0 million in costs, fees and expenses related to exit-financing activities, an exit fee associated with our balance sheetsenior secured term loans and reduce our total debt by approximately $1,300.0 million, improving our financial positionaccrued and allowing usunpaid interest on certain pre-emergence debt.
Refer to continue driving our strategic prioritiesNote 2 and investing in10 of the businessnotes to develop and commercialize therapies to improve health outcomes.
The accompanyingthe unaudited condensed consolidated financial statements have been prepared assuming we will continue as a going concern. The transactions contemplated by the RSA are subject to approval by the Bankruptcy Court, among other conditions. Accordingly, no assurance can be given that the transactions described therein will be consummated. As a result, we have concluded that management’s plans at this stage do not alleviate substantial doubt aboutfor further information on our ability to continue as a going concern. Consequently, our future cash from operationsPlan, related expected sources and access to capital markets may not provide adequate resources to fund our working capital needs, capital expendituresuses and strategic investments for the foreseeable future.
Under our credit agreement, we are required to prepay our term loans in an amount equal to a specified percentage of excess cash flow. After receiving Bankruptcy Court approval, we made a mandatory prepayment in an amount equal to $114.0 million during the three months ended March 26, 2021.current outstanding debt instruments.
A summary of our cash flows from operating, investing and financing activities is provided in the following table (dollars in millions):
Three Months EndedThree Months Ended
March 26,
2021
March 27,
2020
April 1,
2022
March 26,
2021
Net cash from:Net cash from:Net cash from:
Operating activitiesOperating activities$151.4 $53.7 Operating activities$49.2 $151.4 
Investing activitiesInvesting activities(21.6)(16.7)Investing activities(23.4)(21.6)
Financing activitiesFinancing activities(118.9)(8.9)Financing activities(4.6)(118.9)
Effect of currency exchange rate changes on cash and cash equivalentsEffect of currency exchange rate changes on cash and cash equivalents(0.4)(1.5)Effect of currency exchange rate changes on cash and cash equivalents(0.7)(0.4)
Net increase in cash and cash equivalents$10.5 $26.6 
Net increase in cash, cash equivalents and restricted cashNet increase in cash, cash equivalents and restricted cash$20.5 $10.5 

Operating Activities
Net cash provided by operating activities of $49.2 million for the three months ended April 1, 2022 was attributable to a net loss of $119.6 million, adjusted for non-cash items of $192.7 million, driven by depreciation and amortization of $177.2 million coupled with cash used in working capital of $23.9 million. The change in working capital was primarily driven by a $63.3 million net cash outflow related to a decrease in accrued consulting fees and accrued payroll, a $27.0 million increase in inventory and a $7.8 million outflow in income taxes primarily driven by an increase in prepaid income taxes, partially offset by a $73.8 million decrease in accounts receivable primarily due to lower net sales.
Net cash provided by operating activities of $151.4 million for the three months ended March 26, 2021 was attributable to a net loss of $143.9 million, adjusted for non-cash items of $238.1 million related todriven by depreciation and amortization of $169.6 million and a non-cash impairment charge of $64.5 million. This net loss was also offset by cash provided from net investment in working capital of $57.2 million, which was primarily driven by a $61.8 million decrease in accounts receivable and a $38.9 million net cash inflow
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related to other assets and liabilities primarily driven by an increase in accrued consulting fees. These inflows were partially offset by a $22.8 million increase in inventory and $21.2 million related to a decrease in net tax payables and an increase in prepaid income taxes.
Net cash provided by operating activities of $53.7 million for the three months ended March 27, 2020 was primarily attributable to net loss of $50.2 million, adjusted for non-cash items of $215.9 million driven by depreciation and amortization of $223.1 million, partially offset by a non-cash gain of $16.8 million as a result of the change in the settlement warrant's fair value. Net investment in working capital utilized $112.0 million of cash flow from operating activities. Included within this change in working capital was an $85.2 million net cash outflow related to other assets and liabilities, including a $42.0 million decrease in accrued payroll liabilities and a $35.0 million decrease in restructuring liabilities, primarily driven by the settlement and payment of contract termination costs related to the production of Raplixa. Also driving the net investment in working capital was a $34.9 million increase in net receivables related to income taxes, a $22.9 million decrease in accounts payable and an $18.4 million increase in inventory. These were partially offset by a $49.4 million decrease in accounts receivable.
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Investing Activities
Net cash used in investing activities was $23.4 million for the three months ended April 1, 2022, compared with $21.6 million for the three months ended March 26, 2021, compared with $16.72021. The $1.8 million for the three months ended March 27, 2020. The $4.9 million changeincrease was primarily attributable to a $6.4 million cash receipt during the three months ended March 27, 2020 related to certain rabbi trust settlements, partially offset by a $1.0$2.7 million increase in capital expenditures. Under our term loan credit agreement and our notes, the proceeds from the sale of assets and businesses must be either reinvested into capital expenditures or business development activities within one year of the respective transaction or we are required to make repayments on our term loan. For further information, referloans and offer to "Debt and Capitalization" within this Item 2. Management's Discussion and Analysisrepurchase certain of Financial Condition and Results of Operations.our notes.

Financing Activities
Net cash used in financing activities was $4.6 million for the three months ended April 1, 2022, compared with $118.9 million for the three months ended March 26, 2021, compared with $8.92021. The $114.3 million for thedecrease was entirely driven by a decrease in debt repayments. The three months ended March 27, 2020. The $110.0 million increase was primarily attributable to26, 2021 included a $114.0 million increase in debt repayments, net of issuances, partially offset by $4.0 million in debt issuance costs incurred during the three months ended March 27, 2020.

Debt and Capitalization
As of March 26, 2021, the total debt principal was $5,164.4 million, of which $3,446.5 million was classified within liabilities subject to compromise on the consolidated balance sheet. The total debt principal as of March 26, 2021 was comprised of the following:
Variable-rate instruments:
Term loan due September 2024$1,411.2 
Term loan due February 2025374.6 
Revolving credit facility900.0 
Fixed-rate instruments2,478.6 
Debt principal$5,164.4 

The variable-rate term loan interest rates are based on the London Inter-bank Offered Rate ("LIBOR"), subject to a minimum LIBOR level of 0.75% with interest payments generally expected to be payable every 90 days, and requires quarterly principal payments equal to 0.25% of the principal amount. As of March 26, 2021, our fixed-rate instruments have a weighted-average interest rate of 7.05% and pay interest at various dates throughout the fiscal year. As of March 26, 2021, we were fully drawnmandatory prepayment on our $900.0 million revolving credit facility.
In November 2015, our Board of Directors authorized us to reduce our outstanding debt at our discretion. As conditions warrant, and subject to limitations under Chapter 11, we may repurchase debt securities issued by us, in the open market, in privately negotiated transactions, by tender offer or otherwise.
The commencement of the Chapter 11 Cases on October 12, 2020 constituted an event of default under certain of our debt agreements. As of March 26, 2021, other than any defaults relating to the Chapter 11 Cases, we were in full compliance with the provisions and covenants associated with our debt agreements. Accordingly, all long-term debt was classified as current on the unaudited condensed consolidated balance sheet as of March 26, 2021. However, any efforts to enforce payment obligations under the
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debt instruments are automatically stayed as a result of the Chapter 11 Cases. See Note 2 and Note 9 of the notes to the unaudited condensed consolidated financial statements for further information.senior secured term loans.

Commitments and Contingencies
Legal Proceedings
See Note 1112 of the notes to the unaudited condensed consolidated financial statements for a description of the litigation, legal and administrative proceedings and claims as of March 26, 2021.April 1, 2022.

Guarantees
In disposing of assets or businesses, we have historicallyfrom time to time provided representations, warranties and indemnities to cover various risks and liabilities, including unknown damage to the assets, environmental risks involved in the sale of real estate, liability to investigate and remediate environmental contamination at waste disposal sites and manufacturing facilities, and unidentified tax liabilities related to periods prior to disposition. We assess the probability of potential liabilities related to such representations, warranties and indemnities and adjust potential liabilities as a result of changes in facts and circumstances. We believe, given the information currently available, that theirthe ultimate resolutions will not have a material adverse effect on our financial condition, results of operations and cash flows. These representations, warranties and indemnities are discussed in Note 1011 of the notes to the unaudited condensed consolidated financial statements.

Off-Balance Sheet Arrangements
As of March 26, 2021, we had various letters of credit, guarantees and surety bonds totaling $34.5 million. There has been no change in our off-balance sheet arrangements during the three months ended March 26, 2021.

Critical Accounting Policies and Estimates
The preparation of our unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S. (GAAP) requires management to use judgment in makingmake estimates and assumptions that affect the reported amounts of assets liabilities, revenue and expenses and relatedliabilities, disclosure of contingent assets and liabilities.liabilities and the reported amounts of revenues and expenses.
We believe that our critical accounting policies for revenue recognition, intangible assets, acquisitions, contingencies and income taxesestimates are based on, among other things, judgments and assumptions made by management that include inherent risks and uncertainties. During the three months ended March 26, 2021,April 1, 2022, there were no significant changes to these policies or in the underlying accounting assumptions and estimates used in the above critical accounting policiesestimates from those disclosed in our Annual Report on Form 10-K for the year ended December 25, 2020.31, 2021.

Forward-Looking Statements
We have made forward-looking statements in this Quarterly Report on Form 10-Q that are based on management's beliefs and assumptions and on information currently available to management. Forward-looking statements include, but are not limited to, information concerning our possible or assumed future results of operations, business strategies, financing plans, competitive position, potential growth opportunities, potential operating performance improvements, the effects of competition, and the effects of future legislation or regulations. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words "believe," "expect," "plan," "intend," "project," "anticipate," "estimate," "predict," "potential," "continue," "may," "could," "should" or the negative of these terms or similar expressions.
Forward-looking statements involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed in these forward-looking statements. You should not place undue reliance on any forward-looking statements.
The risk factors included within Item 1A. of our Annual Report on Form 10-K for the fiscal year ended December 25, 202031, 2021 and within Part II, Item 1A of this Quarterly Report on Form 10-Q could cause our results to differ materially from those expressed in forward-looking statements. There may be other risks and uncertainties that we are unable to predict at this time or that we currently do not expect to have a material adverse effect on our business.
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These forward-looking statements are made as of the filing date of this Quarterly Report on Form 10-Q. We expressly disclaim any obligation to update these forward-looking statements other than as required by law.

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Item 3.Quantitative and Qualitative Disclosures About Market Risk.
Our operations include activities inWe are a smaller reporting company as defined by Item 10 of Regulations S-K and are not required to provide the U.S. and countries outside of the U.S. These operations expose us to a variety of market risks, including the effects of changes in interest rates and currency exchange rates. We monitor and manage these financial exposures as an integral part of our overall risk management program. We do not utilize derivative instruments for trading or speculative purposes.

Interest Rate Risk
Our exposure to interest rate risk relates primarily to our variable-rate debt instruments, which bear interest based on LIBOR plus margin. As of March 26, 2021, our outstanding debt included $1,785.8 million variable-rate debt on our senior secured term loans and $900.0 million outstanding borrowings on our senior secured revolving credit facility. Assuming a one percent increase in the applicable interest rates, in excess of applicable minimum floors, quarterly interest expense would increase by approximately $6.7 million.
The remaining outstanding debt as of March 26, 2021 is fixed-rate debt. Changes in market interest rates generally affect the fair value of fixed-rate debt, but do not impact earnings or cash flows.

Currency Risk
Certain net sales and costs of our international operations are denominated in the local currency of the respective countries. As such, profits from these subsidiaries may be impacted by fluctuations in the value of these local currencies relative to the U.S. dollar. We also have significant intercompany financing arrangements that may result in gains and losses in our results of operations. In an effort to mitigate the impact of currency exchange rate effects we may hedge certain operational and intercompany transactions; however, our hedging strategies may not fully offset gains and losses recognized in our results of operations.
The unaudited condensed consolidated statement of operations is exposed to currency risk from intercompany financing arrangements, which primarily consist of intercompany debt and intercompany cash pooling, where the denominated currency of the transaction differs from the functional currency of one or more of our subsidiaries. We performed a sensitivity analysis for these arrangements as of March 26, 2021 that measured the potential unfavorable impact to income from continuing operations before income taxes from a hypothetical 10.0% adverse movement in foreign exchange rates relative to the U.S. dollar, with all other variables held constant. The aggregate potential unfavorable impact from a hypothetical 10.0% adverse change in foreign exchange rates was $0.6 million aggregate potential as of March 26, 2021. This hypothetical loss does not reflect any hypothetical benefits that would be derived from hedging activities, including cash holdings in similar foreign currencies that we have historically utilized to mitigate our exposure to movements in foreign exchange rates.information otherwise required under this Item.

Item 4.Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), is recorded, processed, summarized and reported within the specified time periods, and that such information is accumulated and communicated to management, including our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as appropriate, to allow timely decisions regarding required disclosure.
Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our CEO and CFO concluded that, as of that date, our disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting during the quarter ended March 26, 2021April 1, 2022 that have materially affected, or are likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION
 
Item 1.Legal Proceedings.
See Note 1112 of the notes to the unaudited condensed consolidated financial statements for furthera description of the litigation, legal and administrative proceedings and claims as of March 26, 2021.April 1, 2022.

Item 1A.Risk Factors.
There have been no material changes to the risk factors previously disclosed in Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the year ended December 25, 2020,31, 2021, filed with the SEC on March 10, 2021.15, 2022.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.
(c) Issuer Purchases of Securities
The following table summarizes the repurchase activity of our ordinary shares during the three months ended March 26, 2021.April 1, 2022. The repurchase activity presented below is limited to deemed repurchases in connection with the vesting of restricted share units under employee benefit plans to satisfy minimum statutory tax withholding obligations as there were no market repurchases during the three months ended March 26, 2021.April 1, 2022.
On March 1, 2017, the Company's Board of Directors authorized a $1.0 billion share repurchase program (the "March 2017 Program") which commenced upon the completion of the March 2016 Program.. The March 2017 Program has no expiration date.
Total Number of
Shares Purchased
Average Price
Paid
Per Share
Total Number of
Shares Purchased
as Part of
Publicly
Announced Plans
or Programs
Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under Plans or Programs
(in millions)
December 26, 2020 to January 22, 202111,509 $0.20 — $564.2 
January 23, 2021 to February 26, 2021303 0.48 — 564.2 
February 27, 2021 to March 26, 2021254 0.39 — 564.2 
December 26, 2020 to March 26, 202112,066 0.21 
Total Number of
Shares Purchased
Average Price
Paid
Per Share
Total Number of
Shares Purchased
as Part of
Publicly
Announced Plans
or Programs
Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under Plans or Programs
(in millions)
January 1, 2022 to January 28, 20221,317 $0.16 — $564.2 
January 29, 2022 to March 4, 20221,728 0.13 — 564.2 
March 5, 2022 to April 1, 2022780 0.37 — 564.2 
January 1, 2022 to April 1, 20223,825 0.19 


Item 5.Other Information.
2021 Annual Meeting of Shareholders
The Company expects to hold its 2021 annual general meeting of shareholders on August 13, 2021. Shareholders interested in submitting a proposal for inclusion in the Company’s proxy statement for the 2021 annual general meeting pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended, must submit such proposal to the Corporate Secretary at the Company’s principal executive offices at College Business & Technology Park, Cruiserath, Blanchardstown, Dublin 15, Ireland no later than May 21, 2021 and comply with the requirements of Rule 14a-8.
In addition, shareholders of record interested in submitting a nomination or proposal outside of Rule 14a-8 pursuant to the Company’s Articles of Association must submit such nomination or proposal to the Corporate Secretary at the Company’s principal executive offices between April 15 and May 15, 2021 and comply with the requirements of the Company’s Articles of Association.

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Item 6.Exhibits.
Exhibit
Number
Exhibit
10.1
10.2
31.1
31.2
32.1
101
Interactive Data File (Form 10-Q for the quarterly period ended March 26, 2021April 1, 2022 filed in XBRL). The financial information contained in the XBRL-related documents is "unaudited" and "unreviewed." The instance document does not appear in the interactive file because its XBRL tags are embedded within the inline XBRL document.
104Cover Page Interactive Data File (embedded within the inline XBRL document).





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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
MALLINCKRODT PLC
By:/s/ Bryan M. Reasons
Bryan M. Reasons
Executive Vice President and Chief Financial Officer
(principal financial and accounting officer)



Date: May 4, 20213, 2022


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