Perrigo Company plc - Item 2

Executive Overview

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

EXECUTIVE OVERVIEW

This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the financial statements included in this Form 10-Q and our Form 10-K for the year ended December 31, 2020 (the “2020 Form 10-K”). These historical financial statements may not be indicative of our future performance. This discussion contains a number of forward-looking statements, all of which are based on our current expectations and could be affected by the uncertainties and risks referred to under “Risk Factors” in Item 1A of our 2020 Form 10-K and Part II. Item 1A of this Form 10-Q.

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013 and became the successor registrant of Perrigo Company, a Michigan corporation, on December 18, 2013 in connection with the acquisition of Elan Corporation, plc ("Elan"). Unless the context requires otherwise, the terms "Perrigo," the "Company," "we," "our," "us," and similar pronouns used herein refer to Perrigo Company plc, its subsidiaries, and all predecessors of Perrigo Company plc and its subsidiaries.

Our vision is to make lives better by bringing Quality, Affordable Self-Care Products that consumers trust everywhere they are sold. We are a leading provider of over-the-counter ("OTC") health and wellness solutions that enhance individual well-being by empowering consumers to proactively prevent or treat conditions that can be self-managed.

~~In August 2018, we announced a plan to separate our RX business.~~ On March 1, 2021, we announced a definitive agreement to sell our RX business to Altaris for total consideration of $1.55 billion, including $1.5 billion in cash and the assumption of more than $50.0 million in potential R&D milestone payments and contingent purchase obligations with third-party Rx partners.Altaris. On ~~March 8,~~July 6, 2021, we purchased an ANDA for a generic topical lotion for $53.3 million, which was the largest contingent purchase obligation to be assumed by Altaris and increased the cash consideration we will receive upon completion ofcompleted the sale of the RX business tofor aggregate consideration of $1.55 billion. The consideration includes a $53.3 million reimbursement which Altaris is required to deliver in cash to Perrigo pursuant to the terms of the Agreement. The sale resulted in a pre-tax gain of $63.9 million recorded in Other (income) expense, net on the Statement of Operations for discontinued operations. The gain included a $160.0 million increase from the write-off of foreign currency translation adjustment from Accumulated other comprehensive income and a decrease from professional fees. The transaction gain is subject to ~~antitrust and other customary closing conditions and is expected~~final settlements under the Agreement, which we expect to ~~close~~finalize in the ~~third~~fourth quarter of 2021.

The sale of the RX business ~~will establish~~establishes Perrigo as a pure-play consumer self-care company, ~~which is~~and was an ~~important step~~essential milestone in our transformation ~~plan and consistent with our vision.~~plan. The financial results of the RX business, which were previously reported as part of our RX segment, have been classified as discontinued operations in the Condensed Consolidated Statements of Operations, and its assets and liabilities have been classified as held for sale for all periods ~~presented.~~presented prior to the sale. Unless otherwise noted, amounts and disclosures throughout this Management’s Discussion and Analysis relate to our continuing operations. Refer to Item 1. Note 8 for additional information regarding discontinued operations.

Our Segments

Our reporting and operating segments are as follows:

•Consumer Self-Care Americas ("CSCA") comprises our consumer self-care business (OTC, infant formula, and oral self-care categories, and contract manufacturing) in the U.S., Mexico and Canada.

•Consumer Self-Care International ("CSCI") comprises our consumer self-care business primarily branded in Europe and Australia, our store brand business in the United Kingdom and parts of Europe and Asia, and our liquid licensed products business in the United Kingdom until it was disposed on June 19, 2020.

Our segments reflect the way in which our management makes operating decisions, allocates resources, and manages the growth and profitability of the Company. Financial information related to our business segments and geographic locations can be found in Item 1. Note 2 and Note 1718. For results by segment, see "Segment Results" below.

4453

Perrigo Company plc - Item 2

Executive Overview

Highlights and Recent Developments

~~Impact of COVID-19 Pandemic~~Operating Trends

WeThe self-care markets in which we compete have been negatively impacted over the past year by COVID-19 pandemic related factors including, a dramatic reduction in cough, cold, and flu illnesses in the ~~coronavirus (COVID-19) global pandemic~~first half of the year, higher input costs, and most recently supply chain disruptions. Starting in the second quarter of 2021, we were encouraged to see a sharp rebound in consumer takeaway in the US and Europe in almost all categories, as these countries began to remove restrictions and reopen and the responses by government entities to combat the virus. We currently continue to operate in all our jurisdictions and are complying with the rules and guidelines prescribed in each jurisdiction. We are closely monitoring the impact of COVID-19 on all aspects of our business in all our global locations. Our first priority has been, and will continue to be, the safety of our employees who continue to come to work and are dedicated to keeping our essential products flowing into the market. We have taken extra precautions at our facilities, to help ensure the health and safety of our employees, that are in line with guidance from global and local health authorities. Among other precautions implemented, we have generally restricted access to our production facilities worldwide to essential employees only and permitted a limited number of nonessential employees into other facilities with a strict approval process, implemented a multi-step pre-screening access process before an employee can enter a facility, communicated regularly with employees and provided education and implemented controls related to physical distancing and hygiene measures, implemented remote work arrangements where appropriate, restricted business travel, and prioritized production of essential products for several months following the initial outbreak. To date, these arrangements have not materially affected our ability to maintain our business operations, including the operation of financial reporting systems, internal control over financial reporting, and disclosure controls and procedures.

Both the outbreak of the disease and the actions to slow its spread have had an adverse impact on our operations by, among other things, increasing absenteeism, affecting the supply of raw materials and third party supplied finished goods, and preventing many of our employees from coming to work. We have responded to such impacts by, among other things, implementing protocols to protect the health of factory workers, adjusting production schedules, and seeking alternate suppliers where available, and so far, most of our facilities have continued to produce at high levels despite these challenges. However, while many jurisdictions are relaxing COVID-19 related restrictions, some jurisdictions have experienced new surges in COVID-19 cases or new strains of the virus and may implement new or renewed restrictions. In addition, as conditions worldwide continue to evolve, uncertainty remains about the timing of widespread availability and acceptance of vaccines and the efficacy of current vaccines against evolving strains of the virus. As such, if the pandemic continues or intensifies, it is possible that these or other challenges may begin having a larger impact on our operations. Additionally, concerns over the economic impact of COVID-19 have caused volatility in financial and other capital markets, which has adversely impacted, and may continue to adversely impact our stock price and our ability to access capital markets. The situation surrounding COVID-19 remains fluid, and we are actively managing our response and assessing potential impacts to our financial condition, supply chains and other operations, employees, results of operations, consumer demand for our products, and our ability to access capital. The magnitude of any such adverse impact cannot currently be determined due to a number of uncertainties surrounding COVID-19.

During the three months ended April 3, 2021, our segments continued to experience a decline in net sales for cough and cold products in our upper respiratory and pain and sleeps aids categories, due to the very low incidenceincidences of cough and cold related ~~illness~~illnesses begin to increase. Despite increased consumer purchases, net sales for the second quarter of 2021 significantly lagged this ~~year. We believe~~consumer takeaway, which we primarily attribute to year over year reductions in customer inventories. Consumer take-away remained strong in the ~~low incidence of cough~~third quarter and ~~cold related illness is~~we saw a surge in orders however, due to supply chain disruptions, including the ~~social distancing measures~~lack of truck drivers in the U.S. and ~~mask mandates still in place to combat spreading~~record delays at global shipping ports, our net sales were negatively impacted because of the ~~COVID-19 virus.~~inability to ship products. These supply chain disruptions led to a large increase in unfulfilled customer orders compared to the prior year quarter. We ~~currently expect this impact~~have taken a series of actions to ~~continue through~~improve the ~~first half of 2021.~~current situation including, reconfiguring our distribution system for short term shipments, outsourcing highly complex product lines to a third party logistic provider, adding regional carriers for challenged shipping lanes, hiring additional distribution center personnel, and increasing the purchase cycle as it relates to the manufacturing process. Our actions have improved our ability to ship, however, we still do not think we will meet demand in the fourth quarter.

~~Also, during~~Higher input costs were somewhat offset by price increases initiated in the ~~three months ended April 3, 2021,~~second quarter of 2021. We continue to take steps in order to mitigate the challenges of our current operating environment, including further pricing actions and a focus on reducing discretionary costs. While we incurred additional operating costs related to COVID-19, due primarily to increased material costs and increased costs driven by pandemic-related global supply chain disruptions. These costs are in addition to the costs related to the ongoing precautions implemented in 2020 to keep our employees safe as well as known increased material costs carried over from 2020. We expectbelieve these ~~costs~~trends will continue ~~throughout calendar year 2021. Given our financial strength,~~in the near-term, we ~~expect to continue to maintain sufficient liquidity as we continue to manage through~~are expecting a gradual improvement heading into the ~~pandemic.~~

~~Moving forward, it is uncertain if the consumer and customer behavior surrounding COVID-19 that has impacted net sales~~middle of 2022. However, this will ~~continue or change and if our incremental operating costs will continue or change. Any change will likely~~ depend on the ~~duration and severity~~trajectory of the COVID-19 pandemic ~~including if new strains~~and worldwide supply chain challenges, as discussed below, and it is possible some of ~~the virus become~~these factors may increase or decrease more ~~prevalent, contagious or harmful,~~than others, and each individual country's response to the pandemic. In addition, the dynamics we are experiencing now may continue or change as COVID-19 vaccines continue to be distributed. The impact of the current vaccination efforts on the evolution of the pandemic globally continues to remain uncertain at this time.

~~Perrigo Company plc~~ ~~- Item 2~~

~~Consolidated~~

~~RESULTS OF OPERATIONS~~

~~CONSOLIDATED~~

~~Consolidated Financial Results~~

~~Three Month Comparison~~

Three Months Ended
(in millions, except percentages) April 3,
2021 March 28,
2020
Net sales $ 1,010.0 $ 1,083.3
Gross profit $ 368.4 $ 393.7
Gross profit % 36.5 % 36.3 %
Operating income $ 51.4 $ 86.4
Operating income % 5.1 % 8.0 %

* ~~Total net sales by geography is derived from the location of the entity that sells to a third party.~~

~~Three Months Ended April 3, 2021 vs. Three Months Ended March 28, 2020~~

~~Net sales decreased $73.3 million, or 7%, due to:~~

•~~$84.2 million, or 8%, net decrease due primarily to:~~

◦~~$59.0 million net decrease~~could also negatively affect consumer purchases in the ~~CSCA segment due primarily to a decrease of $50.0 million resulting from the pandemic-related pantry load benefit~~jurisdictions in the prior year quarter. A further decrease of $35.0 million in sales of products in our upper respiratory and pain and sleep aids categories resulted from the very low incidence of cough and cold related illness this year. These declines were partially offset by an increase of $23.8 million in sales from our acquisition of Dr. Fresh in April of 2020.

◦$25.2 million net decrease in the CSCI segment due primarily to a decrease of $33.0 million in sales of products in our upper respiratory category resulting from the very low incidence of cough and cold related illness this year. A further decrease of $23.0 million resulted from the pandemic-related pantry load benefit in the prior year quarter. These decreases were partially offset by the incremental impact of new product sales, positive pricing, and $8.5 million of sales from the acquisitions of the three Eastern European Brands in October 2020 and Dr. Fresh in April 2020.

•~~$10.9 million net increase due primarily to:~~

•~~$25.2 million increase primarily from favorable Euro foreign currency translation; partially offset by~~

~~Perrigo Company plc~~ ~~- Item 2~~

~~Consolidated~~

•~~$14.3 million decrease due to our divested Rosemont pharmaceuticals business previously included in our CSCI segment.~~

~~Operating income decreased $35.0 million, or 41%, due primarily to:~~

•$25.3 million decrease in gross profit due primarily to the decrease in net sales as described above. Gross profit as a percentage of net sales increased 20 basis points due primarily to favorable product mix; and

•~~$9.7 million increase in operating expenses due primarily to:~~

◦$6.5 million increase in selling, administration and R&D expenses due primarily to unfavorable foreign currency translation and increased employee-related expenses, partially offset by a decrease in advertising and promotion expenses; and

◦~~$1.7 million increase in restructuring expenses associated with actions taken to streamline the organization.~~

~~Recent Developments~~which we operate.

Irish Revenue Notice of Amended Assessment

~~As described~~On October 30, 2018, we received an audit findings letter from the Irish Office of the Revenue Commissioners (“Irish Revenue”) for the tax years ended December 31, 2012 and December 31, 2013. The audit findings letter related to the tax treatment of the 2013 sale of the Tysabri® intellectual property and related assets to Biogen Idec by Elan Pharma. The consideration paid by Biogen Idec to Elan Pharma took the form of an upfront payment and future contingent royalty payments. Elan Pharma recognized such receipts as trading income in ~~more detail~~its tax returns filed with Irish Revenue, consistent with Elan Pharma's historical practice relating to its active management of intellectual property rights.

In its audit findings letter, Irish Revenue proposed to charge Elan Pharma tax on the net chargeable gain realized by Elan Pharma on the Tysabri® transaction in ~~Item 1. Note 14~~2013 at a rate of 33%, onrather than the 12.5% tax rate applied to trading income. On November 29, 2018,Irish Revenue issued a Notice of Amended Assessment (“NoA”) for the tax year ended December 31, 2013, in the amount of €1,643 million, and claiming tax payable in the amount of €1,636 million, not including any interest or applicable penalties. ~~The NoA relates to the tax treatment~~

Accordingly, we filed an appeal of the ~~2013 sale~~NoA on December 27, 2018 with the Irish Tax Appeals Commission ("TAC") which is the statutory body charged with considering whether the NoA was properly founded as a matter of Irish tax law. Separately, we were also granted leave by the Irish High Court on February 25, 2019 to seek judicial review of the ~~Tysabri~~issuance of the NoA by Irish Revenue.

® ~~intellectual property~~

On November 4, 2020, the High Court ruled that the Irish Revenue's decision to issue the NoA did not violate Elan Pharma's constitutional rights and ~~related assets to Biogen Idec by Elan Pharma.~~ legitimate expectations as a taxpayer. The Irish High Court did not rule on the merits of the NoA under Irish tax law.

We strongly believe that Elan Pharma’s tax position iswas correct and ultimately would ~~ultimately be~~have been confirmed through judicial process. However, in light of the risks and delays inherent in any litigation, ~~representatives of Perrigo met with representatives of Irish Revenue~~ on ~~March 18, 2021 and April 14, 2021, to explore whether there may be a path forward toward resolving the dispute. On~~ April 26, 2021, Perrigo, through its tax adviser, made a without prejudice written offer of settlement to Irish Revenue detailing a possible framework ~~for such a resolution,~~to resolve the dispute, which applied an alternative basis of taxation than the respective positions taken by Irish Revenue in the NoA and by Elan Pharma in its tax returns. On May ~~11,~~31, 2021, ~~a representative of~~ Irish Revenue ~~verbally indicated~~

Perrigo Company plc - Item 2

Executive Overview

issued a formal response to Perrigo's tax adviser indicating that the written settlement offer would not be accepted as ~~presented~~presented. However, Irish Revenue did indicate that they would remain available for further discussion without prejudice and ~~that a formal response would be transmitted in due course. Perrigo will review Irish Revenue's formal response~~the Company's representatives continued to ~~Perrigo's offer when received~~meet and ~~expects further discussions and correspondence~~correspond with Irish Revenue ~~prior~~throughout the summer.

On July 9, 2021, Irish Revenue issued a letter acknowledging that not all relevant facts were known to them when they issued the NoA in 2018 and, accordingly, they would not object if the Appeal Commissioner were to make certain adjustments reducing Irish Revenue’s original assessment. Such adjustments would reflect contingent royalty payments that were never received by Elan Pharma, deductions for acquisition and development costs incurred, and allowable losses and reliefs, and would, if allowed, result in an aggregate reduction of more than €660.0 million from the income taxes claimed in the NoA as issued.

On September 29, 2021, Elan Pharma reached an agreement with Irish Revenue providing for full and final settlement of the NoA. Elan Pharma and Irish Revenue agreed to a settlement on the following terms: (i) on a 'without prejudice basis' and, for purposes of the settlement, an alternative basis of taxation was applied, (ii) Irish Revenue will take no further action in relation to the ~~TAC hearing in November. There can be~~NoA or any Tysabri related income or transactions, (iii) no ~~assurances that any settlement is possible on terms acceptable to Perrigo. Unless~~interest or penalties apply, (iv) a total tax of €297.0 million as full and ~~until a~~ final settlement of all liabilities arising from the sale of the Tysabri patents for the fiscal years 2013 to 2021, and (v) after Irish Revenue credited taxes already paid and certain unused R&D credits against the €297.0 million figure, the total cash payment due is €266.1 million. The payment of €266.1 million ($307.5 million) was made on October 5, 2021 (refer to Item 1. Note 15).

Tribunal Ruling in Claim Arising from the Omega Acquisition

The Tribunal panel in the matter described under Claim Arising from the Omega Acquisition (as described in more detail in Item 1. Note 16) found fraud by the Sellers of Omega in a ruling on August 27, 2021 and awarded Perrigo approximately €355.0 million ($417.6 million at the time of cash receipt) including fees and costs. The panel also ruled against the Sellers and in favor of Perrigo on all the counterclaims. The Sellers have paid all amounts owed under the award which Perrigo publicly announced in a press release issued September 29, 2021. The Sellers have the right to challenge the Tribunal’s award for up to three months following the date of the award (until late November 2021). The arbitration proceedings remain confidential as required by the SPA and the rules of CEPANI.

Héra SAS (“HRA Pharma”) Acquisition Agreement

On September 8, 2021, we and our wholly-owned subsidiary Habsont Unlimited Company (the "Purchaser"), entered into a Put Option Agreement to acquire certain holding companies holding all of the outstanding equity interests of HRA Pharma from funds affiliated with private equity firms Astorg and Goldman Sachs Asset Management (collectively, the "Sellers"). Pursuant to the Put Option Agreement, following completion of the works council consultation process required under French law, the selling shareholders exercised their put option right under the Put Option Agreement and, on October 20, 2021, the Company, the Purchaser and the Sellers entered into a Securities Sale Agreement in the form previously agreed by the parties (the “Purchase Agreement”). Pursuant to the terms and subject to the conditions set forth in the Purchase Agreement, the Purchaser has agreed to acquire certain holding companies holding all of the outstanding equity interests of HRA from the Sellers for cash. The transaction values HRA at approximately €1.8 billion, or approximately $2.1 billion as of the date of the Put Option Agreement, on an enterprise value basis and using a lockbox mechanism set forth in the Purchase Agreement. The proposed final transaction is expected to close in the first half of 2022, subject to the satisfaction of customary closing conditions, including regulatory approvals. We intend to pay the purchase price using a combination of cash on hand and, depending upon market conditions, either funds available under our current credit facility or funds from new debt financing. HRA Pharma is one of the fastest growing OTC companies globally, with three category-leading self-care brands in blister care (Compeed®), women’s health (ellaOne®) and scar care (Mederma®), and brings expertise in prescription-to-OTC switches. This acquisition would strengthen our presence in Europe, improve our financial profile and margins, and will complete our transformation to a consumer self-care company. Operating results are expected to be reported within both our CSCA and CSCI segments.

Securities litigation settlement

A settlement was reached ~~Elan Pharma~~in the case, In re Perrigo Company plc Securities Litigation as described in more detail in Item 1. Note 16, that the parties first publicly announced in a court filing on September 8, 2021. Motion papers seeking approval of the class action settlement were filed on October 4, 2021. The Court issued a preliminary approval order on October 29, 2021, which will ~~vigorously pursue its tax appeal~~lead to notices being sent to class members. A final approval hearing before the ~~TAC, concurrently with any~~Court is set for February 16, 2022. The settlement ~~discussions that may occur. No payment of any additional tax~~ will be ~~required unless~~funded by insurance.

Perrigo Company plc - Item 2

Executive Overview

Consumer Self-Care Americas Leadership

Effective October 5, 2021, Jim Dillard was named Executive Vice President ("EVP") and ~~until required by a settlement or other final determination.~~President of our CSCA segment. Mr. Dillard's supply chain, manufacturing, R&D, innovation, and regulatory experience, along with his proven leadership skills, make him uniquely qualified to lead this segment. Before this role, Mr. Dillard served as Perrigo's EVP and Chief Scientific Officer.

Internal Revenue Service Audits of Perrigo Company, a U.S. Subsidiary

As described in more detail in Item 1. Note 1415, Perrigo Company, our U.S. subsidiary ("Perrigo U.S."), is engaged in a series of tax disputes in the U.S. relating primarily to transfer pricing adjustments including income in connection with the purchase, distribution, and sale of store-brand OTC pharmaceutical products in the United States, including the heartburn medication omeprazole. The previously re-scheduled trial of the refund case relating to the dispute of the amount of taxable income on Omeprazole sales was held during the period May 25, 2021 to June 7, 2021 in the United States District Court for the Western District of Michigan. Post-trial briefing is scheduled to be completed by late September 2021, when the case will be fully submitted for the court’s decision.

On May 7, 2020, we received final Notices of Proposed Adjustment ("NOPA") from the IRS regarding the deductibility of interest related to the IRS audit of Perrigo U.S. for the years ended June 28, 2014 and June 27, 2015. The NOPA capped the interest rate on the debts for U.S. federal tax purposes at 130.0% of the Applicable Federal Rate (a blended rate reduction of 4.0% per annum) on the stated ground that the loans were not negotiated on an arms’-length basis. On May 3, 2021, the IRS notified us that it will no longer pursue the 130% of AFR position as indicated in the NOPA due to a change in IRS policy. The new proposed adjustment, if any, will be provided by the IRS in its rebuttal to our Protest which we filed on February 26, 2021.

Internal Revenue Service Audit of Athena Neurosciences, Inc., a U.S. Subsidiary

On April 26, 2019, we received a revised NOPA from the IRS regarding transfer pricing positions related to the IRS audit of Athena for the years ended December 31, 2011, December 31, 2012 and December 31, 2013. Our request for Competent Authority Assistance with the IRS, which we made on April 14, 2020, was accepted. An opening conference with the IRS was held on May 6, 2021, and an opening conference with Irish Revenue is

~~Perrigo Company plc~~ ~~- Item 2~~

~~Consolidated~~

~~scheduled for~~was held on July 23, 2021 (refer to Item 1. Note 1415).

Israeli Notice of Assessment

On December 29, 2020, we received a Stage A assessment from the Israeli Tax Authority for the tax years ended December 31, 2015 through December 31, 2017 in the amount of $63.8 million relating to attribution of intangible income to Israel, income qualifying for a lower preferential rate of tax, exemption from capital gains tax, and deduction of certain settlement payments. We timely filed our protest on March 11, 2021 to move the matter to Stage B of the assessment process. ~~We strongly disagree~~Through negotiations with the ~~assessment~~ITA, we resolved the audit for the tax year ended June 27, 2015 through tax year ended December 31, 2019, by agreeing to add tax year ended December 31, 2018 and ~~will pursue all available administrative and judicial remedies necessary~~tax year ended December 31, 2019 to the audit to reach an agreeable resolution to provide certainty for these additional periods. The agreement with the ITA required us to pay $19.0 million, after offset of refunds of $17.2 million, for the five taxable years. In addition, we paid $12.5 million to resolve a tax liability indemnity for the tax year ended December 31, 2017 relating to Perrigo API Ltd, which we disposed of in December 2017 (refer to Item 1. Note 1415).

Impact of COVID-19 Pandemic

We have been impacted by the COVID-19 global pandemic and the responses by government entities to combat the virus. We currently continue to operate in all our jurisdictions and are complying with the rules and guidelines prescribed in each jurisdiction. We continue to closely monitor the impact of COVID-19 on all aspects of our business in all our global locations and have continued our COVID-19 safety protocols for employees. To date, these arrangements have not materially affected our ability to maintain our business operations, including the operation of financial reporting systems, internal control over financial reporting, and disclosure controls and procedures. However, the pandemic and actions to slow its spread have impacted our operations, including through increased absenteeism and increased costs of raw materials and finished goods, although most of our facilities have continued to produce at high levels despite these challenges. Moreover, our global operations have been negatively impacted by the worldwide supply chain challenges, which have increased costs and delays.

Perrigo Company plc - Item 2

Executive Overview

As many jurisdictions have relaxed COVID-19 related restrictions, a number of those jurisdictions have experienced increases in COVID-19 cases, including more contagious variants of the virus and in some cases have begun implementing new or renewed restrictions. In addition, as conditions worldwide continue to evolve, uncertainty remains about the timing of widespread availability and acceptance of vaccines and the efficacy of current vaccines against evolving strains or variants of the virus. As such, if the pandemic continues or intensifies, it is possible that these or other challenges may begin having a larger impact on our operations. Additionally, future volatility in financial and other capital markets may continue to adversely impact our stock price and our ability to access capital markets. The situation surrounding COVID-19 remains fluid, and we continue to actively manage our response and assess potential impacts to our financial condition, supply chains and other operations, employees, results of operations, consumer demand for our products, and our ability to access capital. The magnitude of any such adverse impact cannot currently be determined due to a number of uncertainties surrounding COVID-19.

During the first half of 2021, our segments experienced a sharp decline in net sales for cough and cold products in our upper respiratory and pain and sleep aid categories, due to the very low incidence of cough and cold related illness during that time. We believe the low incidence of cough and cold related illness was due to social distancing measures and mask mandates put in place. As many of these markets relaxed restrictions and reopen, we saw consumer behavior begin to return to normal, and the incidences of cough and cold related illnesses begin to increase. This resulted in rebounding consumer takeaway in the second quarter, including for cough and cold related products, although factory shipments lagged consumption. During the third quarter of 2021, consumer takeaway remained strong in both the US and Europe and further accelerated for cough and cold products. However, we also experienced supply chain disruptions, including a lack of truck drivers in the U.S. and record delays at global shipping ports, which lead to higher unfulfilled customer orders compared to the prior year. While we believe this will continue in the near-term, we are expecting a gradual improvement heading into the middle of 2022.

Moreover, we continue to incur additional operating costs related to COVID-19, due primarily to increased material costs and increased costs driven by pandemic-related global supply chain disruptions as well as costs related to our ongoing employee safety protocols. We expect these costs will continue into early calendar year 2022.

While the current trend of increased consumer takeaway suggests that the volatility in consumer behavior during the pandemic is improving, the emergence and spread of new disease variants or additional outbreaks in these or other jurisdictions could result in new restrictions or cause these trends to change, slow or reverse. Moving forward, it remains uncertain if the consumer and customer behavior surrounding COVID-19 that has impacted net sales will continue to normalize or change and if the increase in operating costs and supply chain disruptions will continue or change. Any change in these trends will likely depend on the duration and severity of the COVID-19 pandemic, including the emergence of new strains of the virus, including the Delta variant, that are more contagious or harmful, each individual country's evolving response to the pandemic, as well as the availability and efficacy of the COVID-19 vaccines. Given our financial strength, we expect to continue to maintain sufficient liquidity as we continue to operate through the pandemic.

Perrigo Company plc - Item 2

Consolidated

RESULTS OF OPERATIONS

CONSOLIDATED

Consolidated Financial Results

Three Month Comparison


	Three Months Ended
(in millions, except percentages)	October 2, 2021			September 26, 2020
Net sales	$	1,042.7		$	1,003.0
Gross profit	$	336.4		$	369.7
Gross profit %	32.3		%	36.9		%


Operating income	$	438.3		$	78.5
Operating income %	42.0		%	7.8		%

* Total net sales by geography is derived from the location of the entity that sells to a third party.

Three Months Ended October 2, 2021 vs. Three Months Ended September 26, 2020

Net sales increased $39.7 million, or 4.0%, due to:

•$25.9 million, or 2.6%, net increase in the base business driven by strong growth in e-commerce sales, primarily in the CSCA segment and the recognition of contract manufacturing sales to the now-divested RX business. Additional increases were driven by incremental new product sales and positive pricing. These increases were partially offset by discontinued products of $11.4 million, lost distribution within the healthy lifestyle category, lower net sales in the CSCI contract manufacturing business, and a decrease of $3.9 million for a product recall in the vitamin, minerals, and supplements ("VMS") category; and

•$13.8 million net increase due primarily to:

◦$8.8 million increase from favorable foreign currency translation; and

◦$5.0 million increase due to the acquisition of three Eastern European Brands in October 2020.

Perrigo Company plc - Item 2

Consolidated

Operating income increased $359.8 million, or 458.3%, due primarily to:

•$33.3 million decrease in gross profit due primarily to unfavorable plant overhead absorption due to lower production volumes resulting from the weak cough cold season in the first half of the year, higher input and freight costs, and product recalls initiated during the quarter. Gross profit as a percentage of net sales decreased 460 basis points due to the same factors as gross profit as well as unfavorable product mix; more than offset by

•$393.1 million decrease in operating expenses due primarily to:

◦$410.1 million decrease in other operating expenses due to:

▪$417.6 million award received for the Claim Arising from the Omega Acquisition, as described in Item 1. Note 16; partially offset by

▪$4.0 million increase for the absence of an insurance reimbursement received in the prior year period; and

▪$3.5 million impairment charge primarily on held for sale assets related to our Mexico and Brazil-based OTC businesses (the “Latin American businesses”).

◦$16.5 million increase in R&D and administration expenses due primarily to:

▪$19.3 million increase in administration expenses due primarily to an increase in legal and professional fees and a reduction in an insurance recovery receivable related to litigation contingencies, partially offset by a reduction in employee related expenses, Project Momentum savings and transition service agreement ("TSA") income from the RX business;

▪$2.8 million decrease in R&D expenses.

Nine Month Comparison


	Nine Months Ended
(in millions, except percentages)		October 2, 2021			September 26, 2020
Net sales		$	3,033.8		$	3,035.0
Gross profit		$	1,053.8		$	1,110.5
Gross profit %		34.7		%	36.6		%


Operating income		$	363.7		$	227.6
Operating income %		12.0		%	7.5		%

* Total net sales by geography is derived from the location of the entity that sells to a third party.

Perrigo Company plc - Item 2

Consolidated

Nine Months Ended October 2, 2021 vs. Nine Months Ended September 26, 2020

Net sales decreased $1.2 million, or 0.0% due to:

•$86.0 million, or 2.9%, net decrease in the base business due primarily to a decline of $102.3 million in sales of cough and cold products due to the low incidence of related illness in the first half of the year. Additional decreases were due primarily to a decrease in demand of certain products due primarily to COVID-19 restrictions, inventory reductions at our retail customers in the US compared to the prior year, and discontinued products. These decreases were partially offset by the incremental impact of new product sales, recognition of contract manufacturing sales to the now-divested RX business, and positive pricing; and

•$84.8 million increase due primarily to:

◦$69.4 million increase from favorable foreign currency translation; and

◦$44.1 million increase from our acquisitions of the three Eastern European Brands in October 2020 and Dr. Fresh in April 2020; partially offset by

◦$28.7 million decrease due to our now-divested Rosemont pharmaceuticals business previously included in our CSCI segment.

Operating income increased $136.1 million, or 59.8%, due primarily to:

•$56.7 million decrease in gross profit due primarily to unfavorable plant overhead absorption due to lower production volumes resulting from the weak cough cold season in the first half of the year, and by higher input and freight costs. Gross profit as a percentage of net sales decreased 190 basis points due to the same factors as gross profit as well as unfavorable product mix.

•$192.8 million decrease in operating expenses due primarily to:

◦$241.5 million decrease in other operating expenses due primarily to:

▪$417.6 million award received for the Claim Arising from the Omega Acquisition, as described in Item 1. Note 16; partially offset by

▪$162.1 million of impairment charges primarily on goodwill and held for sale assets related to the Latin American businesses;

▪$10.2 million increase in restructuring expenses primarily associated with actions taken to streamline the organization; and

▪$4.0 million increase for the absence of an insurance reimbursement received in the prior year period.

◦$48.6 million increase in selling, distribution, R&D, and administration expenses due primarily to:

▪$22.9 million increase in administration expenses due primarily to a reduction in an insurance recovery receivable related to litigation contingencies, and an increase in legal and professional fees, partially offset by Project Momentum savings and TSA income from the RX business;

▪$16.0 million increase in selling, advertising and promotion expenses due primarily to unfavorable foreign currency translation and the addition of expenses from acquired businesses;

▪$6.7 million increase in distribution expenses due primarily to increased warehouse costs; and

▪$3.0 million increase in R&D expenses.

Perrigo Company plc - Item 2

CSCA

CONSUMER SELF-CARE AMERICAS

Recent Trends and Developments

•During the first half of 2021, net sales of cough and cold products decreased as a result of the very low incidence of cough and cold related illness, which we believe is attributed to social distancing and mask mandates. However, increased consumer takeaway at our retail customers, starting in May, suggested normalizing consumer purchasing routines could be expected in the second half of 2021. In the third quarter, we experienced higher demand for cough, cold and pain products due primarily to the higher incidences of cough and cold illness as society returns to in-person activities. Further, consumer take away remained strong during the third quarter and, as such, we expect sales of cough, cold and pain products to continue to increase, depending on the trajectory of the COVID-19 pandemic (refer to "Impact of COVID-19 Pandemic" above).

•During the third quarter of 2021, supply chain disruptions, including a lack of truck drivers in the U.S. and record delays at global shipping ports, lead to higher unfulfilled customer orders and higher input costs compared to the prior year. While we believe this will continue in the near-term, we are expecting a gradual improvement heading into the middle of 2022. We have taken a series of actions to improve the current situation including, reconfiguring our distribution system for short term shipments, outsourcing highly complex product lines to a third party logistic provider, adding regional carriers for challenged shipping lanes, hiring additional distribution center personnel, and increasing the purchase cycle as it relates to the manufacturing process.

•On May 18, 2021, we announced a definitive agreement to sell our Latin American businesses to Advent International. This transaction is part of our margin improvement program and Project Momentum cost savings initiative and is expected to close in the first half of 2022. We determined that the carrying value of these businesses exceeded their fair value less cost to sell, resulting in an impairment charge of $161.2 million allocated to goodwill and assets held for sale (refer to Item 1. Note 9).

Segment Financial Results

Three Month Comparison


	Three Months Ended
(in millions, except percentages)	October 2, 2021			September 26, 2020
Net sales	$	694.2		$	664.0
Gross profit	$	187.6		$	215.6
Gross profit %	27.0		%	32.5		%


Operating income	$	90.4		$	121.7
Operating income %	13.0		%	18.3		%

Three Months Ended October 2, 2021 vs. Three Months Ended September 26, 2020

Net sales increased $30.2 million, or 4.5%, due to:

•$27.7 million, or 4.2%, net increase due primarily to:

◦$21.3 million increase in OTC due primarily to growth in e-commerce sales and the recognition of contract manufacturing sales to the now-divested RX business. Additional increases were due to higher demand for cough, cold and pain products, an increase in the branded OTC business, and positive pricing stemming from management actions taken earlier in the year. These gains were partially offset by lost distribution within the healthy lifestyle category, $9.9 million of discontinued products driven by the discontinuation of diabetes care products, and lower net sales in the allergy category.

◦Nutrition net sales increased $6.2 million due primarily to the incremental benefit of new product sales within infant formula and growth in the oral electrolytes business.

◦Net sales in our oral self-care category decreased $5.8 million due primarily to delayed receipt of products manufactured outside of the US, leading to unfulfilled customer orders.

Perrigo Company plc - Item 2

CSCA

•$2.5 million increase due to favorable Mexican peso foreign currency translation.

Operating income decreased $31.3 million, or 25.7%, due primarily to:

•$28.0 million decrease in gross profit due primarily to lower operating efficiencies driven by unfavorable plant overhead absorption from lower production volumes in OTC resulting from the weak cough cold season in the first half of the year, higher freight and input costs, and a product recall related to an allergy product, partially offset by the increase in net sales as described above. Gross profit as a percentage of net sales decreased 550 basis points due primarily to lower operating efficiencies discussed above and unfavorable product mix.

•$3.3 million increase in operating expenses due primarily to:

◦$6.5 million increase in other operating expenses due primarily to:

▪$2.6 million of additional impairment charges on held for sale assets related to the Latin American businesses; and

▪$4.0 million increase for the absence of an insurance reimbursement received in the prior year period.

◦$1.8 million decrease in distribution and administration expenses due primarily to:

▪$3.5 million decrease in administration expenses due primarily to a decrease in employee related expenses and legal and professional fees; partially offset by

▪$1.7 million increase in distribution costs due primarily to increased warehouse costs.

Nine Month Comparison


	Nine Months Ended
(in millions, except percentages)	October 2, 2021			September 26, 2020
Net sales	$	1,957.0		$	1,992.2
Gross profit	$	569.5		$	627.3
Gross profit %	29.1		%	31.5		%
Operating income	$	113.9		$	348.4
Operating income %	5.8		%	17.5		%

Nine Months Ended October 2, 2021 vs. Nine Months Ended September 26, 2020

Net sales decreased $35.2 million, or 1.8%, due to:

•$63.9 million, or 3.2%, net decrease due primarily to:

◦$82.5 million decrease in OTC due primarily to a decline of $63.1 million in sales of cough and cold products from the low incidence of related illness in the first half of the year. Additional decreases were due primarily to inventory reductions at our retail customers in the US compared to the prior year, and discontinued products driven by diabetes care products. These decreases were partially offset by the recognition of contract manufacturing sales to the now-divested RX business and incremental new product sales.

◦Nutrition net sales increased $6.6 million due primarily to growth in infant formula contract manufacturing, incremental new product sales, and higher net sales in oral electrolyte solutions. These factors were partially offset by inventory reductions at our retail customers compared to the prior year.

◦In the oral self-care category, net sales were flat compared to the prior period with incremental new product sales being offset by delayed receipt of products manufactured outside of the US, leading to unfulfilled customer orders.

•$28.7 million increase due to:

Perrigo Company plc - Item 2

CSCA

◦$23.8 million increase from our acquisition of Dr. Fresh in April 2020; and

◦$4.9 million increase from favorable Mexican peso foreign currency translation.

Operating income decreased $234.5 million, or 67.3%, due to:

•$57.8 million decrease in gross profit due primarily to unfavorable plant overhead absorption as a result of lower OTC production volumes resulting from the weak cough cold season in the first half of the year, higher freight and input costs, the decrease in net sales as described above, and a product recall related to an allergy product. Gross profit as a percentage of net sales decreased 240 basis points due primarily to unfavorable plant overhead absorption and the higher freight and input costs; and

•$176.7 million increase in operating expenses due primarily to:

◦$168.6 million increase in other operating expenses due primarily to:

▪$161.2 million of impairment charges on goodwill and held for sale assets related to the Latin American businesses;

▪$4.0 million increase for the absence of an insurance reimbursement received in the prior year period; and

▪$3.5 million increase in restructuring costs related primarily with actions taken to streamline the organization and business integrations.

◦$8.1 million increase in distribution, R&D, selling, and administration expenses due to:

▪$7.3 million increase in distribution costs related due primarily to increased warehouse costs;

▪$4.8 million increase in operating expenses due to the inclusion of Dr. Fresh expenses; and

▪$3.8 million increase in R&D expenses, partially for a new drug application filing fee and continued innovation; partially offset by

▪$7.8 million decrease in selling and administration expenses due primarily to a decrease in legal and professional fees, partially offset by an increase in selling expenses within the OTC business.

CONSUMER SELF-CARE INTERNATIONAL

Recent Trends and Developments

•During the first half of 2021, net sales of cough and cold products decreased as a result of the very low incidence of cough and cold related illness this ~~year. We~~year, which we believe ~~the very low incidence of cough and cold related illness~~ is attributed to social distancing and mask mandates put in place to combat the spread of COVID-19. With social distancing and mask mandates continuing, we currently anticipate that we will continue to experience lower demand for cough, cold and certain pain products through the first half of 2021.mandates. However, increased ~~foot traffic~~consumer takeaway at our retail customers starting in May suggests normalizing consumer purchasing routines ~~could be~~are expected inthrough the ~~second half~~remainder of ~~2021.~~

~~Segment Financial Results~~

~~Three Month Comparison~~

Three Months Ended
(in millions, except percentages) April 3,
2021 March 28,
2020
Net sales $ 640.5 $ 700.6
Gross profit $ 194.5 $ 213.8
Gross profit % 30.4 % 30.5 %
Operating income $ 95.6 $ 122.1
Operating income % 14.9 % 17.4 %

~~Three Months Ended April 3,~~ 2021 ~~vs. Three Months Ended March 28, 2020~~

depending on the trajectory of the COVID-19 pandemic (refer to "
Impact of COVID-19 Pandemic

~~Net sales decreased $60.1 million, or 9%, due primarily to:~~" above).

•~~$59.0 million, or 8%, net decrease~~During the three months ended October 2, 2021, a number of EU regulators requested recalls, some at the consumer level, due ~~primarily~~ to the detection of 2-chloroethanol (“2-CE”). 2-CE has been associated with the presence of ethylene oxide, a constituent in pesticides, which is not permitted for use in food products under food regulations in the EU. Due to the potential presence of ethylene oxide in certain of our VMS products, we initiated recalls. We have since secured alternate sourcing of the raw material. During the three months ended October 2, 2021, these recalls resulted in a decrease ~~of $50.0 million resulting from the pandemic-related pantry load benefit~~ in ~~the prior year quarter. A further decrease of $35.0 million in~~net sales of ~~products~~$3.9 million and a decrease in ~~our upper respiratory and pain and sleep aids categories resulted from the very low incidence~~gross profit of ~~cough and cold related illness this year. These declines were partially offset by an increase in sales of $23.8 million from our acquisition of Dr. Fresh in April of 2020.~~$5.5 million.

◦

In OTC, the net sales decrease of $71.9 million was due primarily to a decrease of $50.0 million resulting from the pandemic-related pantry load benefit in the prior year quarter. There was an additional $35.0 million decrease in sales of products in our upper respiratory and pain and sleep aids categories resulting from the very low incidence of cough and cold related illness this year. These decreases were partially offset by the following: strong e-commerce growth as consumers continued to shift purchases to online where we have greater market share than in-store, growth in the branded OTC product portfolio led by Prevacid

~~and ScarAway~~

®, growth in the digestive health category due primarily to favorable consumer conversion to our OTC products and the incremental new product sales from Esomeprazole Mini, and higher demand in the minoxidil franchise driving growth in our skincare and personal hygiene category.

4863

Perrigo Company plc - Item 2

~~CSCA~~CSCI

◦Nutrition net sales decreased $8.9 million due primarily to the pandemic-related pantry load benefit in the prior year quarter and an increase in governmental benefits that led to a decline in store brand market share. These declines were partially offset by growth in e-commerce and contract manufacturing sales.

◦Net sales in our oral self-care category increased $18.4 million due primarily to the acquisition of Dr. Fresh in April 2020 of $23.8 million, growth in e-commerce activity, and the incremental impact of new product sales. These increases were more than offset by a decrease in demand for travel-related products related to COVID-19, and a decline in sales due to timing of customer orders.

~~Operating income decreased $26.5 million, or 22%, due primarily to:~~

•$19.3 million decrease in gross profit due primarily to the decrease in net sales as described above, higher input costs on certain products, and unfavorable plant overhead absorption due primarily to lower production volumes compared to the prior year pandemic-related pantry load benefit. Gross profit as a percentage of net sales decreased 10 basis points due primarily to the unfavorable plant overhead absorption described above and normal pricing pressure, partially offset by favorable product mix; and

•~~$7.2 million increase in operating expenses due primarily to the inclusion of Dr. Fresh expenses, and an increase in R&D expense for continued innovation.~~

~~CONSUMER SELF-CARE INTERNATIONAL~~

~~Recent Trends and Developments~~

•During the first quarter of 2021, net sales of cough and cold products decreased as a result of the very low incidence of cough and cold related illness this year. We believe the very low incidence of cough and cold related illness is attributed to social distancing and mask mandates put in place to combat the spread of COVID-19. With social distancing and mask mandates continuing, we currently anticipate that we will continue to experience lower demand for cough and cold products through the first half of 2021.

Segment Financial Results

Three Month Comparison


		Three Months Ended									Three Months Ended
(in millions, except percentages)	(in millions, except percentages)	April 3, 2021			March 28, 2020			(in millions, except percentages)	October 2, 2021		September 26, 2020
Net sales	Net sales	$	369.5		$	382.7				Net sales	$	348.5		$	339.0
Gross profit	Gross profit	$	173.9		$	179.9				Gross profit	$	148.8		$	154.1
Gross profit %	Gross profit %	47.1		%	47.0		%			Gross profit %	42.7		%	45.5		%

Operating income	Operating income	$	17.4		$	25.0				Operating income	$	4.3		$	10.1
Operating income %	Operating income %	4.7		%	6.5		%			Operating income %	1.2		%	3.0		%


Ireland						Not Applicable
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary shares	PRGO	New York Stock Exchange


		PAGE NUMBER
Cautionary Note Regarding Forward-Looking Statements		1

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Condensed Consolidated Statements of Operations		2

Condensed Consolidated Statements of Comprehensive Income		3

Condensed Consolidated Balance Sheets		4

Condensed Consolidated Statements of Shareholders' Equity		5

Condensed Consolidated Statements of Cash Flows		6

Notes to the Condensed Consolidated Financial Statements

1	Summary of Significant Accounting Policies	7

2	Revenue Recognition	8

3	Acquisitions	10

4	Goodwill and Intangible Assets	13



5	Inventories	13

6	Fair Value Measurements	14

7	Investments	15

8	Discontinued Operations	16

9	Derivative Instruments and Hedging Activities	18

10	Leases	22

11	Indebtedness	24

12	Earnings per Share and Shareholders' Equity	25

13	Accumulated Other Comprehensive Income (Loss)	25

14	Income Taxes	26

15	Contingencies	29



16	Restructuring Charges	43

17	Segment Information	43



Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		44

Item 3. Quantitative and Qualitative Disclosures About Market Risk		56

Item 4. Controls and Procedures		56

PART II. OTHER INFORMATION

Item 1. Legal Proceedings		57

Item 1A. Risk Factors		57





Item 6. Exhibits		58

Signatures		59


		PAGE NUMBER
Cautionary Note Regarding Forward-Looking Statements		1

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Condensed Consolidated Statements of Operations		2

Condensed Consolidated Statements of Comprehensive Income		3

Condensed Consolidated Balance Sheets		4

Condensed Consolidated Statements of Shareholders' Equity		5

Condensed Consolidated Statements of Cash Flows		7

Notes to the Condensed Consolidated Financial Statements

1	Summary of Significant Accounting Policies	8

2	Revenue Recognition	9

3	Acquisitions and Divestitures	11

4	Goodwill and Intangible Assets	14



5	Inventories	15

6	Fair Value Measurements	15

7	Investments	17

8	Discontinued Operations	17

9	Assets Held for Sale	20

10	Derivative Instruments and Hedging Activities	21

11	Leases	28

12	Indebtedness	30

13	Earnings per Share and Shareholders' Equity	32

14	Accumulated Other Comprehensive Income (Loss)	32

15	Income Taxes	33

16	Contingencies	37



17	Restructuring Charges	51

18	Segment Information	52



Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		52

Item 3. Quantitative and Qualitative Disclosures About Market Risk		73

Item 4. Controls and Procedures		73

PART II. OTHER INFORMATION

Item 1. Legal Proceedings		74

Item 1A. Risk Factors		74





Item 6. Exhibits		75

Signatures		76


		Three Months Ended				Three Months Ended				Nine Months Ended
		April 3, 2021		March 28, 2020				October 2, 2021		September 26, 2020		October 2, 2021		September 26, 2020
Net sales	Net sales	$	1,010.0	$	1,083.3		Net sales	$	1,042.7	$	1,003.0	$	3,033.8	$	3,035.0
Cost of sales	Cost of sales	641.6		689.6			Cost of sales	706.3		633.3		1,980.0		1,924.5
Gross profit	Gross profit	368.4		393.7			Gross profit	336.4		369.7		1,053.8		1,110.5

Operating expenses	Operating expenses						Operating expenses
Distribution	Distribution	21.6		20.2			Distribution	23.3		22.5		69.0		62.4
Research and development	Research and development	31.1		27.9			Research and development	27.6		30.4		91.7		88.7
Selling	Selling	135.5		139.6			Selling	129.7		130.1		405.0		389.0
Administration	Administration	127.1		119.6			Administration	130.6		111.3		368.1		345.2

Impairment charges							Impairment charges	3.5		—		162.1		—
Restructuring	Restructuring	1.7		0			Restructuring	1.0		0.8		11.8		1.5

Other operating expense (income)							Other operating expense (income)	(417.6)		(3.9)		(417.6)		(3.9)
Total operating expenses	Total operating expenses	317.0		307.3			Total operating expenses	(101.9)		291.2		690.1		882.9

Operating income	Operating income	51.4		86.4			Operating income	438.3		78.5		363.7		227.6

Change in financial assets	Change in financial assets	0		(1.6)			Change in financial assets	—		(22.2)		—		(25.9)
Interest expense, net	Interest expense, net	32.0		28.9			Interest expense, net	30.9		33.3		94.5		94.3
Other (income) expense, net	Other (income) expense, net	2.4		1.7			Other (income) expense, net	18.5		(1.0)		20.4		17.9
Loss on extinguishment of debt							Loss on extinguishment of debt	—		20.0		—		20.0
Income (loss) from continuing operations before income taxes							Income (loss) from continuing operations before income taxes	388.9		48.4		248.8		121.3
Income tax expense (benefit)							Income tax expense (benefit)	442.8		22.0		411.8		24.9
Income (loss) from continuing operations							Income (loss) from continuing operations	(53.9)		26.4		(163.0)		96.4
Income (loss) from discontinued operations, net of tax							Income (loss) from discontinued operations, net of tax	(5.0)		(181.0)		84.5		(84.0)
Net income (loss)							Net income (loss)	$	(58.9)	$	(154.6)	$	(78.5)	$	12.4

Income from continuing operations before income taxes		17.0		57.4
Income tax expense (benefit)		14.2		(0.2)
Income from continuing operations		2.8		57.6
Income from discontinued operations, net of tax		35.3		48.8
Net income		$	38.1	$	106.4

Earnings per share
Earnings (loss) per share							Earnings (loss) per share
Basic	Basic						Basic
Continuing operations	Continuing operations	$	0.02	$	0.42		Continuing operations	$	(0.40)	$	0.19	$	(1.22)	$	0.71
Discontinued operations	Discontinued operations	0.27		0.36			Discontinued operations	(0.04)		(1.32)		0.63		(0.62)
Basic earnings per share	Basic earnings per share	$	0.29	$	0.78		Basic earnings per share	$	(0.44)	$	(1.13)	$	(0.59)	$	0.09
Diluted	Diluted						Diluted
Continuing operations	Continuing operations	$	0.02	$	0.42		Continuing operations	$	(0.40)	$	0.19	$	(1.22)	$	0.70
Discontinued operations	Discontinued operations	0.26		0.35			Discontinued operations	(0.04)		(1.31)		0.63		(0.61)
Diluted earnings per share	Diluted earnings per share	$	0.28	$	0.77		Diluted earnings per share	$	(0.44)	$	(1.12)	$	(0.59)	$	0.09

Weighted-average shares outstanding	Weighted-average shares outstanding						Weighted-average shares outstanding
Basic	Basic	133.2		136.2			Basic	133.8		136.5		133.5		136.3
Diluted	Diluted	134.6		137.3			Diluted	133.8		137.6		133.5		137.5


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


		April 3, 2021		December 31, 2020			October 2, 2021		December 31, 2020
Assets	Assets					Assets

Cash and cash equivalents	Cash and cash equivalents	$	470.9	$	631.5	Cash and cash equivalents	$	2,078.1	$	631.5

Accounts receivable, net of allowance for credit losses of $9.1 and $6.5, respectively		641.0		593.5
Accounts receivable, net of allowance for credit losses of $7.6 and $6.5, respectively						Accounts receivable, net of allowance for credit losses of $7.6 and $6.5, respectively	686.2		593.5
Inventories	Inventories	1,136.1		1,059.4		Inventories	1,092.5		1,059.4

Prepaid expenses and other current assets	Prepaid expenses and other current assets	251.5		182.2		Prepaid expenses and other current assets	355.7		182.2
Current assets held for sale	Current assets held for sale	1,989.1		666.9		Current assets held for sale	13.4		666.9
Total current assets	Total current assets	4,488.6		3,133.5		Total current assets	4,225.9		3,133.5

Property, plant and equipment, net	Property, plant and equipment, net	860.0		864.6		Property, plant and equipment, net	842.8		864.6
Operating lease assets	Operating lease assets	149.7		154.7		Operating lease assets	170.6		154.7

Goodwill and indefinite-lived intangible assets	Goodwill and indefinite-lived intangible assets	3,059.3		3,102.7		Goodwill and indefinite-lived intangible assets	3,036.9		3,102.7
Definite-lived intangible assets, net	Definite-lived intangible assets, net	2,366.3		2,481.5		Definite-lived intangible assets, net	2,226.2		2,481.5
Deferred income taxes	Deferred income taxes	57.3		40.6		Deferred income taxes	40.2		40.6
Non-current assets held for sale	Non-current assets held for sale	0		1,364.0		Non-current assets held for sale	—		1,364.0
Other non-current assets	Other non-current assets	343.6		346.8		Other non-current assets	373.3		346.8
Total non-current assets	Total non-current assets	6,836.2		8,354.9		Total non-current assets	6,690.0		8,354.9
Total assets	Total assets	$	11,324.8	$	11,488.4	Total assets	$	10,915.9	$	11,488.4
Liabilities and Shareholders’ Equity	Liabilities and Shareholders’ Equity					Liabilities and Shareholders’ Equity

Accounts payable	Accounts payable	$	430.3	$	451.6	Accounts payable	$	405.6	$	451.6
Payroll and related taxes	Payroll and related taxes	110.9		152.9		Payroll and related taxes	106.6		152.9
Accrued customer programs	Accrued customer programs	134.5		128.5		Accrued customer programs	140.1		128.5
Other accrued liabilities	Other accrued liabilities	267.9		183.1		Other accrued liabilities	339.9		183.1
Accrued income taxes	Accrued income taxes	17.4		9.0		Accrued income taxes	353.0		9.0

Current indebtedness	Current indebtedness	35.8		37.3		Current indebtedness	629.4		37.3
Current liabilities held for sale	Current liabilities held for sale	450.0		419.6		Current liabilities held for sale	29.2		419.6
Total current liabilities	Total current liabilities	1,446.8		1,382.0		Total current liabilities	2,003.8		1,382.0

Long-term debt, less current portion	Long-term debt, less current portion	3,525.3		3,527.6		Long-term debt, less current portion	2,920.9		3,527.6
Deferred income taxes	Deferred income taxes	261.4		276.2		Deferred income taxes	243.0		276.2
Non-current liabilities held for sale	Non-current liabilities held for sale	0		108.3		Non-current liabilities held for sale	—		108.3
Other non-current liabilities	Other non-current liabilities	533.3		539.2		Other non-current liabilities	565.8		539.2
Total non-current liabilities	Total non-current liabilities	4,320.0		4,451.3		Total non-current liabilities	3,729.7		4,451.3
Total liabilities	Total liabilities	5,766.8		5,833.3		Total liabilities	5,733.5		5,833.3
Commitments and contingencies - Refer to Note 15		0		0
Commitments and contingencies - Refer to Note 16						Commitments and contingencies - Refer to Note 16	0		0
Shareholders’ equity	Shareholders’ equity					Shareholders’ equity
Controlling interests:	Controlling interests:					Controlling interests:
Preferred shares, $0.0001 par value per share, 10 shares authorized	Preferred shares, $0.0001 par value per share, 10 shares authorized	0		0		Preferred shares, $0.0001 par value per share, 10 shares authorized	—		—
Ordinary shares, €0.001 par value per share, 10,000 shares authorized	Ordinary shares, €0.001 par value per share, 10,000 shares authorized	7,101.3		7,118.2		Ordinary shares, €0.001 par value per share, 10,000 shares authorized	7,064.8		7,118.2
Accumulated other comprehensive income	Accumulated other comprehensive income	276.7		395.0		Accumulated other comprehensive income	54.2		395.0
Retained earnings (accumulated deficit)	Retained earnings (accumulated deficit)	(1,820.0)		(1,858.1)		Retained earnings (accumulated deficit)	(1,936.6)		(1,858.1)

Total shareholders’ equity	Total shareholders’ equity	5,558.0		5,655.1		Total shareholders’ equity	5,182.4		5,655.1
Total liabilities and shareholders' equity	Total liabilities and shareholders' equity	$	11,324.8	$	11,488.4	Total liabilities and shareholders' equity	$	10,915.9	$	11,488.4

Supplemental Disclosures of Balance Sheet Information	Supplemental Disclosures of Balance Sheet Information					Supplemental Disclosures of Balance Sheet Information
Preferred shares, issued and outstanding	Preferred shares, issued and outstanding	0		0		Preferred shares, issued and outstanding	—		—
Ordinary shares, issued and outstanding	Ordinary shares, issued and outstanding	133.5		133.1		Ordinary shares, issued and outstanding	133.7		133.1


		Ordinary Shares Issued			Accumulated Other Comprehensive Income		Retained Earnings (Accumulated Deficit)		Total			Ordinary Shares Issued			Accumulated Other Comprehensive Income		Retained Earnings (Accumulated Deficit)		Total
		Shares	Amount									Shares	Amount
Balance at December 31, 2019	Balance at December 31, 2019	136.1	$	7,359.9	$	139.4	$	(1,695.5)	$	5,803.8	Balance at December 31, 2019	136.1	$	7,359.9	$	139.4	$	(1,695.5)	$	5,803.8

Net income	Net income	—	—		—		106.4		106.4		Net income	—	—		—		106.4		106.4
Other comprehensive loss	Other comprehensive loss	—	—		(103.5)		—		(103.5)		Other comprehensive loss	—	—		(103.5)		—		(103.5)

Restricted stock plan	Restricted stock plan	0.3	—		—		—		—		Restricted stock plan	0.3	—		—		—		—
Compensation for stock options	Compensation for stock options	—	0.8		—		—		0.8		Compensation for stock options	—	0.8		—		—		0.8
Compensation for restricted stock	Compensation for restricted stock	—	15.4		—		—		15.4		Compensation for restricted stock	—	15.4		—		—		15.4
Cash dividends, $0.23 per share	Cash dividends, $0.23 per share	—	(30.9)		—		—		(30.9)		Cash dividends, $0.23 per share	—	(30.9)		—		—		(30.9)
Shares withheld for payment of employees' withholding tax liability	Shares withheld for payment of employees' withholding tax liability	(0.1)	(5.6)		—		—		(5.6)		Shares withheld for payment of employees' withholding tax liability	(0.1)	(5.6)		—		—		(5.6)

Balance at March 28, 2020	Balance at March 28, 2020	136.3	$	7,339.6	$	35.9	$	(1,589.1)	$	5,786.4	Balance at March 28, 2020	136.3	$	7,339.6	$	35.9	$	(1,589.1)	$	5,786.4

Net income											Net income	—	—		—		60.6		60.6
Other comprehensive income											Other comprehensive income	—	—		84.8		—		84.8

Restricted stock plan											Restricted stock plan	0.3	—		—		—		—
Compensation for stock options											Compensation for stock options	—	0.4		—		—		0.4
Compensation for restricted stock											Compensation for restricted stock	—	13.1		—		—		13.1
Cash dividends, $0.23 per share											Cash dividends, $0.23 per share	—	(31.0)		—		—		(31.0)
Shares withheld for payment of employees' withholding tax liability											Shares withheld for payment of employees' withholding tax liability	(0.1)	(3.9)		—		—		(3.9)

Balance at June 27, 2020											Balance at June 27, 2020	136.5	$	7,318.2	$	120.7	$	(1,528.5)	$	5,910.4

Net loss											Net loss	—	—		—		(154.6)		(154.6)
Other comprehensive income											Other comprehensive income	—	—		83.0		—		83.0

Compensation for stock options											Compensation for stock options	—	0.4		—		—		0.4
Compensation for restricted stock											Compensation for restricted stock	—	13.8		—		—		13.8
Cash dividends, $0.23 per share											Cash dividends, $0.23 per share	—	(31.1)		—		—		(31.1)
Shares withheld for payment of employees' withholding tax liability											Shares withheld for payment of employees' withholding tax liability	—	(0.5)		—		—		(0.5)
Minority share purchase											Minority share purchase	—	(1.1)		—		—		(1.1)
Balance at September 26, 2020											Balance at September 26, 2020	136.5	$	7,299.7	$	203.7	$	(1,683.1)	$	5,820.3


	Balance Sheet Location	April 3, 2021		December 31, 2020
Short-term contract assets	Prepaid expenses and other current assets	$	18.4	$	19.7


	Oral Care Assets of High Ridge Brands (Dr. Fresh)
Purchase price paid	$	106.2



Assets acquired:

Accounts receivable	13.1
Inventories	22.2
Prepaid expenses and other current assets	0.4
Property, plant and equipment, net	0.7
Operating lease assets	2.6
Goodwill	17.2

Distribution and license agreements and supply agreements	$	2.2
Developed product technology, formulations, and product rights	0.1
Customer relationships and distribution networks	20.6
Trademarks, trade names, and brands	43.2




Total intangible assets	$	66.1

Total assets	$	122.3
Liabilities assumed:
Accounts payable	$	6.1

Other accrued liabilities	3.8
Payroll and related taxes	0.7
Accrued customer programs	3.0


Other non-current liabilities	2.5
Total liabilities	$	16.1
Net assets acquired	$	106.2


	Three Months Ended		Nine Months Ended
(Unaudited)	September 26, 2020		September 26, 2020
Net sales	$	1,009.2	$	3,083.2
Income from continuing operations	$	28.5	$	108.7


		December 31, 2020		Purchase accounting adjustments		Currency translation adjustments		April 3, 2021			December 31, 2020		Purchase accounting adjustments		Impairments		Currency translation adjustments		October 2, 2021
CSCA(1)	CSCA(1)	$	1,905.0	$	2.4	$	(1.9)	$	1,905.5	CSCA(1)	$	1,905.0	$	2.4	$	(6.1)	$	(0.7)	$	1,900.6
CSCI~~(1)~~(2)	CSCI~~(1)~~(2)	1,190.7		(2.4)		(41.5)		1,146.8		CSCI~~(1)~~(2)	1,190.7		(2.4)		—		(57.5)		1,130.8

Total goodwill	Total goodwill	$	3,095.7	$	0	$	(43.4)	$	3,052.3	Total goodwill	$	3,095.7	$	—	$	(6.1)	$	(58.2)	$	3,031.4


		April 3, 2021				December 31, 2020				October 2, 2021				December 31, 2020
		Gross		Accumulated Amortization		Gross		Accumulated Amortization				Gross		Accumulated Amortization		Gross		Accumulated Amortization
Indefinite-lived intangibles:	Indefinite-lived intangibles:										Indefinite-lived intangibles:
Trademarks, trade names, and brands	Trademarks, trade names, and brands	$	4.3	$	—	$	4.3	$	—		Trademarks, trade names, and brands	$	3.6	$	—	$	4.3	$	—
In-process research and development	In-process research and development	2.7		—		2.7		—			In-process research and development	1.9		—		2.7		—
Total indefinite-lived intangibles	Total indefinite-lived intangibles	$	7.0	$	—	$	7.0	$	—		Total indefinite-lived intangibles	$	5.5	$	—	$	7.0	$	—
Definite-lived intangibles:	Definite-lived intangibles:										Definite-lived intangibles:
Distribution and license agreements and supply agreements	Distribution and license agreements and supply agreements	$	73.2	$	55.1	$	74.8	$	55.4		Distribution and license agreements and supply agreements	$	72.8	$	56.1	$	74.8	$	55.4
Developed product technology, formulations, and product rights	Developed product technology, formulations, and product rights	301.8		180.5		303.3		177.3			Developed product technology, formulations, and product rights	300.7		187.6		303.3		177.3
Customer relationships and distribution networks	Customer relationships and distribution networks	1,873.9		830.9		1,920.5		823.7			Customer relationships and distribution networks	1,844.1		872.2		1,920.5		823.7
Trademarks, trade names, and brands	Trademarks, trade names, and brands	1,534.4		350.5		1,581.5		342.2			Trademarks, trade names, and brands	1,506.0		381.5		1,581.5		342.2
Non-compete agreements	Non-compete agreements	2.4		2.4		2.9		2.9			Non-compete agreements	2.1		2.1		2.9		2.9
Total definite-lived intangibles	Total definite-lived intangibles	$	3,785.7	$	1,419.4	$	3,883.0	$	1,401.5		Total definite-lived intangibles	$	3,725.7	$	1,499.5	$	3,883.0	$	1,401.5
Total intangible assets	Total intangible assets	$	3,792.7	$	1,419.4	$	3,890.0	$	1,401.5		Total intangible assets	$	3,731.2	$	1,499.5	$	3,890.0	$	1,401.5


	April 3, 2021		December 31, 2020
Finished goods	$	648.2	$	574.1
Work in process	234.7		220.4
Raw materials	253.2		264.9
Total inventories	$	1,136.1	$	1,059.4


		April 3, 2021				December 31, 2020					October 2, 2021				December 31, 2020
		Level 1		Level 2		Level 1		Level 2			Level 1		Level 2		Level 1		Level 2
Public Bonds	Public Bonds									Public Bonds
Carrying Value (excluding discount)	Carrying Value (excluding discount)	$	2,760.0	$	—	$	2,760.0	$	—	Carrying Value (excluding discount)	$	2,760.0	$	—	$	2,760.0	$	—
Fair value	Fair value	$	2,863.7	$	—	$	3,031.1	$	—	Fair value	$	2,906.0	$	—	$	3,031.1	$	—

Private placement note	Private placement note									Private placement note
Carrying value (excluding premium)	Carrying value (excluding premium)	$	—	$	158.8	$	—	$	164.9	Carrying value (excluding premium)	$	—	$	156.6	$	—	$	164.9
Fair value	Fair value	$	—	$	176.6	$	—	$	177.5	Fair value	$	—	$	166.9	$	—	$	177.5


		Notional Amount					Notional Amount
		April 3, 2021		December 31, 2020			October 2, 2021		December 31, 2020
European Euro (EUR)	European Euro (EUR)	$	270.7	$	312.6	European Euro (EUR)	$	1,277.7	$	312.6
British Pound (GBP)						British Pound (GBP)	121.5		92.3
Israeli Shekel (ILS)	Israeli Shekel (ILS)	74.1		94.4		Israeli Shekel (ILS)	—		94.4
United States Dollar (USD)		63.4		101.5
Chinese Yuan (CNY)		50.4		49.1
British Pound (GBP)		44.8		92.3
Danish Krone (DKK)	Danish Krone (DKK)	44.0		65.2		Danish Krone (DKK)	44.8		65.2
Swedish Krona (SEK)	Swedish Krona (SEK)	30.1		41.2		Swedish Krona (SEK)	41.9		41.2
Chinese Yuan (CNY)						Chinese Yuan (CNY)	36.2		49.1
United States Dollar (USD)						United States Dollar (USD)	21.2		101.5
Polish Zloty (PLZ)						Polish Zloty (PLZ)	17.9		21.8
Canadian Dollar (CAD)	Canadian Dollar (CAD)	27.8		36.8		Canadian Dollar (CAD)	17.7		36.8
Polish Zloty (PLZ)		18.3		21.8
Mexican Peso (MPX)		14.8		15.6
Norwegian Krone (NOK)	Norwegian Krone (NOK)	9.7		7.8		Norwegian Krone (NOK)	9.9		7.8
Switzerland Franc (CHF)						Switzerland Franc (CHF)	6.9		8.2
Turkish Lira (TRY)						Turkish Lira (TRY)	4.7		4.0
Australian Dollar (AUD)	Australian Dollar (AUD)	9.1		11.3		Australian Dollar (AUD)	3.8		11.3
Romanian New Leu (RON)	Romanian New Leu (RON)	4.8		3.6		Romanian New Leu (RON)	3.7		3.6
Switzerland Franc (CHF)		4.6		8.2
Turkish Lira (TRY)		3.7		4.0
Mexican Peso (MPX)						Mexican Peso (MPX)	0.6		15.6
Other	Other	2.4		2.3		Other	2.2		2.3

Total	Total	$	672.7	$	867.7	Total	$	1,610.7	$	867.7


	Three Months Ended
	~~March 28,~~September 26, 2020
Volatility	~~35.0~~30.0	%
Rate of return	~~7.29~~6.84	%


Measurement Category	Measurement Category	Balance Sheet Location	April 3, 2021		December 31, 2020		Measurement Category	Balance Sheet Location	October 2, 2021		December 31, 2020
Fair value method	Fair value method	Prepaid expenses and other current assets	$	2.9	$	2.5	Fair value method	Prepaid expenses and other current assets	$	1.5	$	2.5
Fair value method(1)	Fair value method(1)	Other non-current assets	$	1.5	$	1.9	Fair value method(1)	Other non-current assets	$	1.8	$	1.9
Equity method	Equity method	Other non-current assets	$	69.1	$	69.8	Equity method	Other non-current assets	$	69.0	$	69.8


	December 31, 2020
Cash and cash equivalents	$	10.0

Accounts receivable, net of allowance for credit losses of $1.1	460.7
Inventories	140.8
Prepaid expenses and other current assets	55.4





Current assets held for sale	666.9

Property, plant and equipment, net	131.4
Operating lease assets	31.3

Goodwill and indefinite-lived intangible assets	681.2

Definite-lived intangible assets, net	492.8
Deferred income taxes	3.6
Other non-current assets	23.7
Non-current assets held for sale	1,364.0
Total assets held for sale	$	2,030.9

Accounts payable	$	92.2
Payroll and related taxes	22.3
Accrued customer programs	237.4
Other accrued liabilities	67.2


Current indebtedness	0.5
Current liabilities held for sale	419.6

Long-term debt, less current portion	0.7
Deferred income taxes	3.1
Other non-current liabilities	104.5
Non-current liabilities held for sale	108.3
Total liabilities held for sale	$	527.9


			Asset Derivatives						Asset Derivatives
			Fair Value						Fair Value
		Balance Sheet Location	April 3, 2021		December 31, 2020			Balance Sheet Location	October 2, 2021		December 31, 2020
Designated derivatives:	Designated derivatives:						Designated derivatives:
Foreign currency forward contracts	Foreign currency forward contracts	Prepaid expenses and other current assets	$	5.6	$	5.0	Foreign currency forward contracts	Prepaid expenses and other current assets	$	5.0	$	5.0
Foreign currency forward contracts	Foreign currency forward contracts	Other non-current assets	0.4		0.5		Foreign currency forward contracts	Other non-current assets	0.4		0.5

Cross-currency swap	Cross-currency swap	Other non-current assets	5.7		6.3		Cross-currency swap	Other non-current assets	—		6.3

Total designated derivatives	Total designated derivatives		$	11.7	$	11.8	Total designated derivatives		$	5.4	$	11.8
Non-designated derivatives:	Non-designated derivatives:						Non-designated derivatives:
Foreign currency forward contracts	Foreign currency forward contracts	Prepaid expenses and other current assets	$	1.2	$	4.3	Foreign currency forward contracts	Prepaid expenses and other current assets	$	0.4	$	4.3

Foreign currency options							Foreign currency options	Prepaid expenses and other current assets	13.3		—
Total non-designated derivatives							Total non-designated derivatives		$	13.7	$	4.3


			Liability Derivatives						Liability Derivatives
			Fair Value						Fair Value
		Balance Sheet Location	April 3, 2021		December 31, 2020			Balance Sheet Location	October 2, 2021		December 31, 2020
Designated derivatives:	Designated derivatives:						Designated derivatives:
Foreign currency forward contracts	Foreign currency forward contracts	Other accrued liabilities	$	3.6	$	5.5	Foreign currency forward contracts	Other accrued liabilities	$	0.4	$	5.5
Cross-currency swap							Cross-currency swap	Other accrued liabilities	24.1		—

Total designated derivatives							Total designated derivatives		$	24.5	$	5.5
Non-designated derivatives:	Non-designated derivatives:						Non-designated derivatives:
Foreign currency forward contracts	Foreign currency forward contracts	Other accrued liabilities	$	2.9	$	2.4	Foreign currency forward contracts	Other accrued liabilities	$	1.4	$	2.4


	Three Months Ended
	April 3, 2021
Instrument	Amount of Gain/(Loss) Recorded in OCI(1)		Classification of Gain/(Loss) Reclassified from AOCI into Earnings	Amount of Gain/(Loss) Reclassified from AOCI into Earnings		Classification of Gain/(Loss) Recognized into Earnings Related to Amounts Excluded from Effectiveness Testing	Amount of Gain/(Loss) Recognized in Earnings on Derivatives Related to Amounts Excluded from Effectiveness Testing


Cash flow hedges:
Interest rate swap agreements	$	0	Interest expense, net	$	(0.5)	Interest expense, net	$	0
Foreign currency forward contracts	1.7		Net sales	(0.9)		Net sales	0
			Cost of sales	(1.4)		Cost of sales	0.1
						Other (income) expense, net	(0.1)
	$	1.7		$	(2.8)		$	0
Net investment hedges:
Cross-currency swap	$	(0.5)				Interest expense, net	$	1.0


	Three Months Ended
	September 26, 2020
Instrument	Amount of Gain/(Loss) Recorded in OCI		Classification of Gain/(Loss) Reclassified from AOCI into Earnings	Amount of Gain/(Loss) Reclassified from AOCI into Earnings		Classification of Gain/(Loss) Recognized into Earnings Related to Amounts Excluded from Effectiveness Testing	Amount of Gain/(Loss) Recognized in Earnings on Derivatives Related to Amounts Excluded from Effectiveness Testing
Cash flow hedges:


Interest rate swap agreements	$	—	Interest expense, net	$	(0.4)	Interest expense, net	$	—
Foreign currency forward contracts	(1.5)		Net sales	(0.1)		Net sales	—
			Cost of sales	1.3		Cost of sales	0.2
	$	(1.5)		$	0.8		$	0.2
Net investment hedges:
Cross-currency swap	$	(0.3)				Interest expense, net	$	0.9
Foreign currency forward contract	(11.7)					Interest expense, net	(0.1)
	$	(12.0)					$	0.8


		Three Months Ended									Nine Months Ended
		March 28, 2020									September 26, 2020
Instrument	Instrument	Amount of Gain/(Loss) Recorded in OCI		Classification of Gain/(Loss) Reclassified from AOCI into Earnings	Amount of Gain/(Loss) Reclassified from AOCI into Earnings		Classification of Gain/(Loss) Recognized into Earnings Related to Amounts Excluded from Effectiveness Testing	Amount of Gain/(Loss) Recognized in Earnings on Derivatives Related to Amounts Excluded from Effectiveness Testing		Instrument	Amount of Gain/(Loss) Recorded in OCI		Classification of Gain/(Loss) Reclassified from AOCI into Earnings	Amount of Gain/(Loss) Reclassified from AOCI into Earnings		Classification of Gain/(Loss) Recognized into Earnings Related to Amounts Excluded from Effectiveness Testing	Amount of Gain/(Loss) Recognized in Earnings on Derivatives Related to Amounts Excluded from Effectiveness Testing
Cash flow hedges:	Cash flow hedges:									Cash flow hedges:

Treasury locks										Treasury locks	$	—	Interest expense, net	$	(0.1)	Interest expense, net	$	—

Interest rate swap agreements	Interest rate swap agreements	$	0	Interest expense, net	$	(0.5)	Interest expense, net	$	0	Interest rate swap agreements	—		Interest expense, net	(1.3)		Interest expense, net	—
Foreign currency forward contracts	Foreign currency forward contracts	9.3		Net sales	(0.4)		Net sales	0		Foreign currency forward contracts	8.3		Net sales	(0.1)		Net sales	0.1
				Cost of sales	(1.0)		Cost of sales	0.4					Cost of sales	0.3		Cost of sales	0.8
		$	9.3		$	(1.9)		$	0.4		$	8.3		$	(1.2)		$	0.9
Net investment hedges:	Net investment hedges:									Net investment hedges:
Cross-currency swap	Cross-currency swap	$	(15.0)				Interest expense, net	$	2.8	Cross-currency swap	$	(18.6)				Interest expense, net	$	5.6
Foreign currency forward contract										Foreign currency forward contract	(11.2)					Interest expense, net	(0.1)
											$	(29.8)					$	5.5


		Three Months Ended
Non-Designated Derivatives	Income Statement Location	April 3, 2021		March 28, 2020
Foreign currency forward contracts	Other (income) expense, net	$	(4.8)	$	6.2
	Interest expense, net	1.2		0.9
		$	(3.6)	$	7.1


Liabilities	Liabilities	Balance Sheet Location	April 3, 2021		December 31, 2020		Liabilities	Balance Sheet Location	October 2, 2021		December 31, 2020
Current	Current						Current
Operating	Operating	Other accrued liabilities	$	27.1	$	28.3	Operating	Other accrued liabilities	$	27.2	$	28.3
Finance	Finance	Current indebtedness	5.2		6.7		Finance	Current indebtedness	5.1		6.7
Non-Current	Non-Current						Non-Current
Operating	Operating	Other non-current liabilities	128.2		132.5		Operating	Other non-current liabilities	148.9		132.5
Finance	Finance	Long-term debt, less current portion	24.3		20.2		Finance	Long-term debt, less current portion	22.1		20.2
Total	Total		$	184.8	$	187.7	Total		$	203.3	$	187.7


	Liabilities
	Operating				Financing
	October 2, 2021		December 31, 2020		October 2, 2021		December 31, 2020
CSCA	$	101.3	$	75.8	$	16.4	$	17.0
CSCI	31.4		35.2		5.2		2.5


Unallocated	43.4		49.8		5.6		7.4
Total	$	176.1	$	160.8	$	27.2	$	26.9


		Operating Leases		Finance Leases		Total			Operating Leases		Finance Leases		Total
2021	2021	$	24.0	$	4.5	$	28.5	2021	$	8.2	$	1.5	$	9.7
2022	2022	26.2		5.5		31.7		2022	29.2		5.6		34.8
2023	2023	18.9		3.8		22.7		2023	21.8		3.9		25.7
2024	2024	15.9		2.3		18.2		2024	18.6		2.4		21.0
2025	2025	13.9		2.2		16.1		2025	16.5		2.2		18.7
After 2025	After 2025	80.5		15.8		96.3		After 2025	109.0		15.8		124.8
Total lease payments	Total lease payments	179.4		34.1		213.5		Total lease payments	203.3		31.4		234.7
Less: Interest	Less: Interest	24.1		4.6		28.7		Less: Interest	27.2		4.2		31.4
Present value of lease liabilities	Present value of lease liabilities	$	155.3	$	29.5	$	184.8	Present value of lease liabilities	$	176.1	$	27.2	$	203.3


	April 3, 2021		March 28, 2020
Weighted-average remaining lease term (in years)
Operating leases	10.52		5.98
Finance leases	9.31		10.10
Weighted-average discount rate
Operating leases	2.97	%	3.97	%
Finance leases	2.76	%	3.42	%


		Fair Value of Derivative Financial Instruments, net of tax		Foreign Currency Translation Adjustments		Post-Retirement and Pension Liability Adjustments, net of tax		Total AOCI			Fair Value of Derivative Financial Instruments, net of tax		Foreign Currency Translation Adjustments		Post-Retirement and Pension Liability Adjustments, net of tax		Total AOCI
Balance at December 31, 2020	Balance at December 31, 2020	$	(0.7)	$	407.3	$	(11.6)	$	395.0	Balance at December 31, 2020	$	(0.7)	$	407.3	$	(11.6)	$	395.0

OCI before reclassifications	OCI before reclassifications	(8.8)		(111.6)		(0.7)		(121.1)		OCI before reclassifications	(33.4)		(147.5)		(2.2)		(183.1)
Amounts reclassified from AOCI(1)	Amounts reclassified from AOCI(1)	2.8		0		0		2.8		Amounts reclassified from AOCI(1)	2.3		(160.0)		—		(157.7)
Other comprehensive income (loss)	Other comprehensive income (loss)	$	(6.0)	$	(111.6)	$	(0.7)	$	(118.3)	Other comprehensive income (loss)	$	(31.1)	$	(307.5)	$	(2.2)	$	(340.8)
Balance at April 3, 2021		$	(6.7)	$	295.7	$	(12.3)	$	276.7
Balance at October 2, 2021										Balance at October 2, 2021	$	(31.8)	$	99.8	$	(13.8)	$	54.2


Case			Date Filed
Carmignac Gestion, S.A. v. Perrigo Company plc, et al.			11/1/2017
First Manhattan Co. v. Perrigo Company plc, et al.			2/16/2018; amended 4/20/2018
Nationwide Mutual Funds, et al. v. Perrigo Company plc, et al.			10/29/2018
Schwab Capital Trust, et al. v. Perrigo Company plc, et al.			1/31/2019
Aberdeen Canada Funds -- Global Equity Fund, et al. v. Perrigo Company plc, et al.			2/22/2019
Principal Funds, Inc., et al. v. Perrigo Company plc, et al.			3/5/2020
Kuwait Investment Authority, et al. v. Perrigo Company plc, et al.			3/31/2020


Case			Date Filed
Mason Capital L.P., et al. v. Perrigo Company plc, et al.			1/26/2018
Pentwater Equity Opportunities Master Fund Ltd., et al. v. Perrigo Company plc, et al.			1/26/2018
WCM Alternatives: Event-Drive Fund, et al. v. Perrigo Co., plc, et al.			11/15/2018
Hudson Bay Master Fund Ltd., et al. v. Perrigo Co., plc, et al.			11/15/2018
Discovery Global Citizens Master Fund, Ltd., et al. v. Perrigo Co. plc, et al.			12/18/2019
York Capital Management, L.P., et al. v. Perrigo Co. plc, et al.			12/20/2019
Burlington Loan Management DAC v. Perrigo Co. plc, et al.			2/12/2020
Universities Superannuation Scheme Limited v. Perrigo Co. plc, et al.			3/2/2020


Case			Date Filed
Harel Insurance Company, Ltd., et al. v. Perrigo Company plc, et al.			2/13/2018
TIAA-CREF Investment Management, LLC., et al. v. Perrigo Company plc, et al.			4/20/2018


Case			Date Filed
Sculptor Master Fund (f/k/a OZ Master Fund, Ltd.), et al. v. Perrigo Company plc, et al.			2/6/2019

Highfields Capital I LP, et al. v. Perrigo Company plc, et al.			6/4/2020
BlackRock Global Allocation Fund, Inc., et al. v. Perrigo Co. plc, et al.			4/21/2020
Starboard Value and Opportunity C LP, et al. v. Perrigo Company plc, et al.			2/25/2021


Exhibit Number						Description

2.1						Put Option Agreement, dated as of September 8, 2021, by and among Perrigo Company plc, Habsont Unlimited Company and certain other parties set forth therein (incorporated by reference from Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on September 9, 2021).

3.1						Certificate of Incorporation of Perrigo Company plc (formerly known as Perrigo Company Limited) (incorporated by reference from Exhibit 4.1 to the Company’s Registration Statement on Form S-8 filed on December 19, 2013).

3.2						Memorandum and Articles of Association of Perrigo Company plc, as amended and restated (incorporated by reference from Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q filed on August 10, 2017).

10.1						~~Amended~~Amendment to Stock and ~~Restated Employment~~Asset Purchase Agreement, ~~effective as of March 1, 2021,~~ by and between Perrigo ~~Management~~ Company plc and ~~Murray S. Kessler~~Padagis LLC, dated as of July 6, 2021 (incorporated by reference from Exhibit ~~10.57~~10.2 to the Company’s ~~Annual~~Current Report on Form ~~10-K~~8-K filed on ~~March 1,~~July 12, 2021).

10.2						~~Stock~~Amendment No. 1 and ~~Asset Purchase~~Waiver to 2019 Term Loan, dated as of August 10, 2021, by and among Perrigo Finance Unlimited Company, Perrigo Company plc, JPMorgan Chase Bank, N.A., and the other lenders party thereto, dated as of August 15, 2019 (incorporated by reference from Exhibit 10.2 to the Com pany's Quarterly Report on Form 10-Q filed on August 11, 2021 ).

10.3						Amendment No. 2 and Waiver to 2018 Revolver, dated as of August 10, 2021, by and among Perrigo Finance Unlimited Company, Perrigo Company plc, JPMorgan Chase Bank, N.A., and the other lenders party thereto, dated as of August 15, 2019 (incorporated by reference from Exhibit 10.3 to the Com pany 's Quarterly Report on Form 10-Q filed August 11, 2021 ).

10.4						Supplement to Letter Agreement, dated as of August 11, 2021, by and between the Company and ~~Vestas Pharma LLC, dated as of March 1, 2021 (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 2, 2021)~~Raymond Silcock (filed herewith).

31.1						Rule 13a-14(a) Certification by Murray S. Kessler, Chief Executive Officer (filed herewith).

31.2						Rule 13a-14(a) Certification by Raymond P. Silcock, Chief Financial Officer (filed herewith).

32						Certification Pursuant to 18 United States Code 1350 and Rule 13a-14(b) of the Securities Exchange Act of 1934 (furnished herewith).



101. INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH						XBRL Taxonomy Extension Schema Document.

101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF						XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB						XBRL Taxonomy Extension Label Linkbase Document.

101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document.

104						Cover Page Interactive Date File, formatted in Inline XBRL (contained in Exhibit 101).


		PERRIGO COMPANY PLC
		(Registrant)

Date:	~~May~~November 12, 2021	/s/ Murray S. Kessler
		Murray S. Kessler
		Chief Executive Officer and President
		(Principal Executive Officer)

Date:	~~May~~November 12, 2021	/s/ Raymond P. Silcock
		Raymond P. Silcock
		Chief Financial Officer
		(Principal Accounting and Financial Officer)