UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_______________________________
FORM 10-Q/A
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(Mark One)
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| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
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| FOR THE QUARTERLY PERIOD ENDED June 30, 2015 |
OR
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| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
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| FOR THE TRANSITION PERIOD FROM TO |
Commission file number: 001-36326
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ENDO INTERNATIONAL PLC
(Exact Name of Registrant as Specified in Its Charter)
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| Ireland | Not Applicable |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
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| First Floor, Minerva House, Simmonscourt Road, Ballsbridge, Dublin 4, Ireland | Not Applicable |
| (Address of Principal Executive Offices) | (Zip Code) |
011-353-1-268-2000
(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Name of each exchange on which registered |
| Ordinary shares, nominal value $0.0001 per share | The NASDAQ Global Market, The Toronto Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act:
None
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Indicate by check whether the registrant: (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
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| Large accelerated filer | x | Accelerated filer | o |
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| Non-accelerated filer | o (Do not check if a smaller reporting company) | Smaller reporting company | o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES o NO x
Indicate the number of shares outstanding of each of the issuer’s classes of ordinary shares, as of the latest practical date.
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| Ordinary shares, $0.0001 par value | Number of ordinary shares outstanding as of August 4, 2015: 208,251,366 |
EXPLANATORY NOTE
Endo International plc (also referred to as the “Company,” “we,” or “our”) is filing this amendment ("Amendment No. 1") to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2015 (the "June 30, 2015 Form 10-Q"), originally filed with the U.S. Securities and Exchange Commission on August 10, 2015, for the sole purpose of providing a revised copy of Exhibit 10.19.3 to restore certain information that was previously omitted pursuant to a request for confidential treatment. All other items of the June 30, 2015 Form 10-Q are unaffected by the change described above and have been omitted from this Amendment No. 1.
PART II. OTHER INFORMATION
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | ENDO INTERNATIONAL PLC |
| | (Registrant) |
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| | /s/ RAJIV DE SILVA |
| Name: | Rajiv De Silva |
| Title: | President and Chief Executive Officer |
| | (Principal Executive Officer) |
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| | /s/ SUKETU P. UPADHYAY |
| Name: | Suketu P. Upadhyay |
| Title: | Executive Vice President and Chief Financial Officer |
| | (Principal Financial Officer) |
Date: October 6, 2015
Exhibit Index
The Exhibit Index of the June 30, 2015 Form 10-Q is hereby amended such that Exhibit 10.19.3 is replaced in its entirety by the document attached as an exhibit to this Amendment No. 1, which is hereby included as an exhibit to the June 30, 2015 Form 10-Q.
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Exhibit
No. | Title |
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| 10.19.3* | Amendment No. 2 to the Master Services Agreement, between UPS Supply Chain Solutions, Inc. and Endo Pharmaceuticals, dated June 1, 2015 |
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| 31.1 | Certification of the President and Chief Executive Officer of Endo pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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| 31.2 | Certification of the Chief Financial Officer of Endo pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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| * | Confidential portions of this exhibit (indicated by asterisks) have been redacted and filed separately with the U.S. Securities and Exchange Commission pursuant to a confidential treatment request in accordance with Rule 24b-2 of the Securities Exchange Act of 1934, as amended |
