Loading...
Endo International Chapter 11 SRF 76923 SKADDEN,ARPS, SLATE, MEAGHER& FLOM LLP Paul D. Leake Lisa Laukitis Shana A. Elberg Evan A. Hill One Manhattan West New York,New York 10001 Telephone: (212) 735-3000 Fax: (212) 735-2000 Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re Chapter 11 ENDO INTERNATIONAL plc,et al., Case No. 22-22549 (JLG) Debtors.' (Jointly Administered) Related Docket Nos.3355,3356,3357, 3523,3524,3535,3536,3548,3695&3696 NOTICE OF FILING OF(A) THIRD AMENDED JOINT CHAPTER 11 PLAN OF REORGANIZATION OF ENDO INTERNATIONAL PLC AND ITS AFFILIATED DEBTORS AND (B) REDLINE WITH RESPECT THERETO PLEASE TAKE NOTICE that on December 19, 2023, the debtors and debtors- in-possession in the above-captioned jointly administered bankruptcy cases (collectively, the"Debtors")filed(a)the Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3355], (b) the Disclosure Statement with Respect to the Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3356], and (c) the Debtors' Motion for an Order (I) Scheduling a Combined Hearing for Approval of the Disclosure Statement and Confirmation of the Plan; (II) Conditionally Approving The last four digits of Debtor Endo International plc's tax identification number are 3755.Due to the large number of debtors in these chapter 11 cases,a complete list of the debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the Debtors' claims and noticing agent at https://restructuring.ra.kroll.com/Endo. The location of the Debtors' service address for purposes of these chapter 11 cases is: 1400 Atwater Drive,Malvern,PA 19355. SRF 76923 the Adequacy of the Disclosure Statement; (III)Approving (A) Procedures for Solicitation, (B) Forms of Ballots and Notices, (C) Procedures for Tabulation of Votes, and (D) Procedures for Objections; and(IV) Granting Related Relief[Docket No. 3357] (the "Motion"). PLEASE TAKE FURTHER NOTICE that on January 5, 2024,the Debtors filed (a) the Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3523] and (b) the Disclosure Statement with Respect to the Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3524]. PLEASE TAKE FURTHER NOTICE that on January 9, 2024,the Debtors filed (a) the Second Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3535] (the "Second Amended Plan")2 and (b) the Disclosure Statement with Respect to the Second Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3536] (the "Disclosure Statement"). PLEASE TAKE FURTHER NOTICE that a hearing(the"Hearing")to consider the Motion, among other matters, took place on January 9, 2024, at 3:00 p.m. (prevailing Eastern Time) before the Honorable James L. Garrity, Jr., United States Bankruptcy Judge, United States Bankruptcy Court for the Southern District of New York, One Bowling Green, New York, NY 10004 (the"Court"). PLEASE TAKE FURTHER NOTICE that, at the Hearing, the Court approved the Disclosure Statement on a conditional basis and the Motion. PLEASE TAKE FURTHER NOTICE that on January 12,2024,the Debtors filed a revised Disclosure Statement with Respect to the Second Amended Joint Chapter 11 Plan of 2 The Second Amended Plan filed at Docket No.3535 is the solicitation version of the Plan. 2 7 SRF 76923 Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3548] (the "Revised Disclosure Statement"), which included additional language requested by the Court. PLEASE TAKE FURTHER NOTICE that on January 12, 2024, the Court entered the Order (I) Scheduling a Combined Hearing for Approval of the Disclosure Statement and Confirmation of the Plan; (II) Conditionally Approving the Adequacy of the Disclosure Statement; (III)Approving (A) Procedures for Solicitation, (B) Forms of Ballots and Notices, ... (C) Procedures for Tabulation of Votes, and (D) Procedures for Objections; and (Iii) Granting Related Relief[Docket No. 3549] (the"Disclosure Statement Order"). PLEASE TAKE FURTHER NOTICE that on January 25, 2024, in accordance with the Disclosure Statement Order,the Debtors commenced solicitation on the Second Amended Plan. PLEASE TAKE FURTHER NOTICE that on February 20, 2024, the Debtors filed (a) the Third Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3695] (the "Third Amended Plan")3 and (b) the Notice of Filing of Redline of Third Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3696] (the"Plan Redline"). PLEASE TAKE FURTHER NOTICE that the Third Amended Plan and Plan Redline may be obtained at no charge from the Debtors' claims and noticing agent, Kroll Restructuring Administration, LLC ("Kroll") by visiting the website maintained by Kroll at https://restructuring.ra.kroll.com/Endo (the "Case Website") and (a) clicking "Plan& Disclosure Statement" located within the "Quick Links" section of the left hand navigation panel or (b) contacting Kroll via the"Live Chat" feature at the "Info Center"panel of the landing page. 3 Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Third Amended Plan,the Revised Disclosure Statement,or the Motion,as applicable. 3 SRF 76923 PLEASE TAKE FURTHER NOTICE that the Debtors may in the future file further amendments to the Third Amended Plan. Any such amendments, and other important filings in the Chapter 11 Cases, will be made available on the Case Website. PLEASE TAKE FURTHER NOTICE that copies of other filings in these Chapter 11 Cases can be viewed and/or obtained (i) by accessing the Court's website at www.nysb.uscourts.gov, (ii) by contacting the Office of the Clerk of the Court at United States Bankruptcy Court for the Southern District of New York, or (iii) on the Case Website; or by , contacting Kroll directly at (877) 542 1878 (toll free for callers within the United States and Canada) and(929)284-1688 (for international callers). Dated: February 20, 2024 New York,New York /s/Paul D. Leake SKADDEN,ARPS, SLATE, MEAGHER& FLOM LLP Paul D. Leake Lisa Laukitis Shana A. Elberg Evan A. Hill One Manhattan West New York,New York 10001 Telephone: (212) 735-3000 Fax: (212) 735-2000 Counsel to the Debtors and Debtors in Possession 4 SRF 76923 SKADDEN, ARPS, SLATE, MEAGHER& FLOM LLP Paul D. Leake Lisa Laukitis Shana A. Elberg Evan A. Hill One Manhattan West New York, New York 10001 Telephone: (212) 735-3000 Fax: (212) 735-2000 Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re Chapter 11 ENDO INTERNATIONAL plc, et al., Case No. 22-22549 (JLG) Debtors.' (Jointly Administered) Related Docket Nos.3535,3548,3549& 3687 NOTICE OF PLAN SUPPLEMENT PLEASE TAKE NOTICE that on January 12, 2024,the Bankruptcy Court for the Southern District of New York (the "Court") entered the Order (I) Scheduling a Combined Hearing for Approval of the Disclosure Statement and Confirmation of the Plan; (II) Conditionally Approving the Adequacy of the Disclosure Statement; (III)Approving (A) Procedures for Solicitation, (B) Forms of Ballots and Notices, (C) Procedures for Tabulation of Votes, and (D) Procedures for Objections; and (IV) Granting Related Relief [Docket No. 3549] (the "Disclosure Statement Order"),which, among other things, conditionally approved the Disclosure Statement with Respect to the Second Amended Joint Chapter 11 Plan of Reorganization of Endo The last four digits of Debtor Endo International plc's tax identification number are 3755.Due to the large number of debtors in these chapter 11 cases,a complete list of the debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the Debtors' claims and noticing agent at https://restructuring.ra.kroll.com/Endo. The location of the Debtors' service address for purposes of these chapter 11 cases is: 1400 Atwater Drive,Malvern,PA 19355. SRF 76923 International plc and its Affiliated Debtors [Docket No. 3548] (the "Disclosure Statement).2 PLEASE TAKE FURTHER NOTICE that on January 25, 2024, in accordance with the Disclosure Statement Order,the Debtors commenced solicitation on the Second Amended Joint Chapter 11 Plan of Reorganization of Endo International plc and its Affiliated Debtors [Docket No. 3535] (as may be modified, amended, or supplemented from time to time,the"Plan"). PLEASE TAKE FURTHER NOTICE that, as contemplated by the Plan and the Disclosure Statement Order, on February 15, 2024, the Debtors filed the Notice of Filing of Plan Supplement [Docket No. 3687] (the "Plan Supplement"), which attached thereto the following documents, as may be modified, amended or supplemented from time to time in accordance with the Plan: Exhibit No. Document Title Exhibit 1-A GUC Trust Agreement Exhibit 1-B GUC Trust Cooperation Agreement Exhibit 2-A PPOC Trust Agreement Exhibit 2-B PPOC Trust Distribution Procedures Exhibit 2-C PI Trust Agreement Exhibit 2-D PI Trust Distribution Procedures Exhibit 2-E NAS PI Trust Agreement Exhibit 2-F NAS PI Trust Distribution Procedures Exhibit 2-G Hospital Trust Agreement Exhibit 2-H Hospital Trust Distribution Procedures Exhibit 2-I Third-Party Payor Trust Agreement and Claim Form Exhibit 2-J Third-Party Payor Trust Distribution Procedures Exhibit 2-K Independent Emergency Room Physician Trust II Agreement Exhibit 2-L Independent Emergency Room Physician Trust II Distribution Procedures Exhibit 3-A Future PI Trust Agreement Exhibit 3-B Future Opioid PI Trust Distribution Procedures Exhibit 3-C Future NAS PI Trust Distribution Procedures 2 Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Plan(as defined herein)or the Disclosure Statement,as applicable. 2 SRF 76923 It Document Title Exhibit 3-D Future Mesh Trust Distribution Procedures Exhibit 4 Schedule of Qualifying Opioids Exhibit 5 Public Opioid Trust Agreement Exhibit 6-A Voluntary Opioid Operating Injunction Exhibit 6-B VOI Side Letter Exhibit 7 Tribal Opioid Trust Agreement Exhibit 8 Canadian Provinces Trust Agreement Exhibit 9-A Other Opioid Claims Trust Agreement Exhibit 9-B Other Opioid Claims Trust Distribution Procedures Exhibit 10-A EFBD Claims Trust Agreement Exhibit 10-B EFBD Claims Trust Distribution Procedures Exhibit 11 Opioid School District Recovery Trust Governing Documents Exhibit 12 Illustrative Corporate Governance Documents of Purchaser Parent Exhibit 13 Rejection Schedule Exhibit 14 Schedule of Retained Causes of Action Exhibit 15 Schedule of Excluded Insurance Policies Exhibit 16 Update on U.S. Government Resolution Exhibit 17 Update on Exit Financing Documents Exhibit 18 Notice Regarding Professional Fees of Opioid Claimant Counsel PLEASE TAKE FURTHER NOTICE that the Plan Supplement may be obtained at no charge from the Debtors' claims and noticing agent, Kroll Restructuring Administration, LLC ("Kroll") by visiting the website maintained by Kroll at https://restructuring.ra.kroll.com/Endo (the "Case Website") and (a) clicking "Plan & Disclosure Statement" located within the "Quick Links" section of the left hand navigation panel or (b) contacting Kroll via the "Live Chat" feature at the "Info Center"panel of the landing page. PLEASE TAKE FURTHER NOTICE that the exhibits attached hereto remain subject to continuing negotiations and the final versions of such exhibits may contain material differences from the versions filed herewith. For example, and without limitation, the Creditors' Committee and the Opioid Claimants' Committee have not agreed to certain terms contained in 3 SRF 76923 the forms of trust documents attached hereto. All parties reserve all of their respective rights with respect to the documents attached hereto. To the extent material amendments or modifications are made to any of these documents, the Debtors will file a redline version with the Bankruptcy Court concurrently with the filing of such amended or modified documents. PLEASE TAKE FURTHER NOTICE that responses or objections to the Plan, any supplements thereto, or the Disclosure Statement must be made in writing and filed with the Court no later than February 22, 2024 at 4:00 p.m. (prevailing Eastern Time). PLEASE TAKE FURTHER NOTICE that the Confirmation Hearing is scheduled to commence on March 19, 2024 at 10:00 a.m. (prevailing Eastern Time) before the Court. PLEASE TAKE FURTHER NOTICE that copies of the Plan, the Disclosure Statement, and any underlying exhibits thereto can be viewed and/or obtained(i)by accessing the Court's website at www.nysb.uscourts.gov, (ii) by contacting the Office of the Clerk of the Court at United States Bankruptcy Court for the Southern District of New York, or (iii) on the Case Website at https://restructuring.ra.kroll.com/Endo; or by contacting Kroll directly at (877) 542-1878 (toll free for callers within the United States and Canada) and (929) 284-1688 (for international callers). Remainder of Page Intentionally Left Blank] 4 SRF 76923 Dated: February 15, 2024 New York, New York /s/Paul D. Leake SKADDEN, ARPS, SLATE, MEAGHER& FLOM LLP Paul D. Leake Lisa Laukitis Shana A. Elberg Evan A. Hill One Manhattan West New York,New York 10001 Telephone: (212) 735-3000 Fax: (212) 735-2000 Counsel to the Debtors and Debtors in Possession 5 � w \ \ / \ / \ / \ [THIS PAGE INTENTIONALLY LEFT BLANK] � \ / \ / \