UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| ITEM 8.01. | Other Events |
Reference is made to the Purchase and Sale Agreement by and among Perrigo Company, plc (the “Company”), Perrigo Pharma International Designated Activity Company, and RPI Finance Trust, an affiliate of Royalty Pharma (“RPI”), dated February 27, 2017 (the “Royalty Pharma Agreement”). Pursuant to the Royalty Pharma Agreement, RPI purchased all of the Company’s rights to receive royalty payments arising in respect of worldwide net sales of Tysabri® by Biogen Idec, which the Company had obtained pursuant to an asset purchase agreement, dated February 5, 2013, by and among affiliates of the Company and Biogen Idec International Holding Ltd. The Royalty Pharma Agreement provided for a milestone payment of $400 million to be paid to the Company if Contingent Payments Due (as defined in the Royalty Pharma Agreement) for the calendar year ended December 31, 2020 exceeded $351 million. Contingent Payments Due is based on the amount of annual global net sales of Tysabri® taking into account annual branded prescription drug manufacturers and importers fees and excluding any impact from hedging on Biogen Idec’s reported net sales of Tysabri®.
For the year ended December 31, 2020, the Contingent Payments Due did not exceed the requisite threshold of $351 million. Therefore, the Company does not expect to receive the $400 million milestone payment.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| (Registrant) | ||||||
| PERRIGO COMPANY PLC | ||||||
| By: | /s/ Raymond P. Silcock | |||||
| Dated: February 3, 2021 |
Raymond P. Silcock | |||||
| Chief Financial Officer | ||||||