Item 2.04 Triggering Events that Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement.
On
The Filing constitutes an event of default that accelerated the Company's obligations under the following debt instruments (the "Debt Instruments"):
• the Credit Agreement, dated as ofApril 27, 2017 , by and amongEndo International plc ,Endo Luxembourg Finance Company I S.à r.l,Endo LLC ,JP Morgan Chase Bank, N.A. , as swing line lender, issuing bank, and administrative agent, and the lenders party thereto from time to time (as amended by the First Amendment, dated as ofMarch 28, 2019 , and as amended and restated onMarch 25, 2021 ); • the Indenture, datedJune 30, 2014 , amongEndo Finance LLC ,Endo Finco Inc., the guarantors party thereto andU.S. Bank Trust Company, National Association , as trustee, with respect to the 5.375% senior notes due 2023; • the Indenture, datedJanuary 27, 2015 , amongEndo Designated Activity Company ,Endo Finance LLC ,Endo Finco Inc. , the guarantors party thereto andUMB Bank, National Association , as trustee, with respect to the 6.000% senior notes due 2025; • the Indenture, datedJuly 9, 2015 , amongEndo Designated Activity Company ,Endo Finance LLC ,Endo Finco Inc. , the guarantors party thereto andUMB Bank, National Association , as trustee, with respect to the 6.000% senior notes due 2023; • the Indenture, datedApril 27, 2017 , amongEndo Designated Activity Company ,Endo Finance LLC ,Endo Finco Inc. , the guarantors party thereto andComputershare Trust Company , National Association, as trustee, with respect to the 5.875% senior secured notes due 2024; • the Indenture, datedMarch 28, 2019 , amongPar Pharmaceutical, Inc. , the guarantors party thereto andComputershare Trust Company , National Association, as trustee, with respect to the 7.500% senior secured notes due 2027; • the Indenture, datedJune 16, 2020 , amongEndo Designated Activity Company ,Endo Finance LLC ,Endo Finco Inc. , the guarantors party thereto andWilmington Savings Fund Society , FSB, as trustee, with respect to the 9.500% senior secured second lien notes due 2027; • the Indenture, datedJune 16, 2020 , amongEndo Designated Activity Company ,Endo Finance LLC ,Endo Finco Inc. , the guarantors party thereto andU.S. Bank Trust Company, National Association , as trustee, with respect to the 6.000% senior notes due 2028; and • the Indenture, dated as ofMarch 25, 2021 , amongEndo Luxembourg Finance Company I S.à r.l.,Endo U.S. Inc. , the guarantors party thereto andComputershare Trust Company , National Association, as trustee, with respect to the 6.125% senior secured notes due 2029.
The Debt Instruments provide that as a result of the Chapter 11 Cases, the
principal and interest due thereunder shall be immediately due and payable. The
Company believes that any efforts to enforce the financial obligations under the
Debt Instruments are stayed as a result of the filing of the Chapter 11 Cases in
the
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On
In the Notice, Nasdaq stated that it reached its decision based on the following
factors: (i) the Company's announcement of the Filing, and associated public
interest concerns raised by the Filing; (ii) concerns regarding the residual
equity interest of the existing listed securities holders; and (iii) concerns
about the Company's ability to sustain compliance with all requirements for
continued listing on Nasdaq, including Nasdaq Listing Rule 5450(a)(1). As
previously disclosed, on
The Company does not currently expect to appeal Nasdaq's determination to delist the Company's common stock.
The Company cautions that trading in the Company's common stock during the pendency of the Filing is highly speculative and poses substantial risks. Trading prices for the Company's common stock bear little or no relationship to the actual recovery, if any, by holders of the Company's common stock in the Chapter 11 Cases.
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