10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_______________________________________________

FORM 10-Q

_______________________________________________

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

For the quarterly period ended: April 2, 2016

OR

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

For the transition period from to

Commission file number 001-36353

_______________________________________________

Perrigo Company plc

(Exact name of registrant as specified in its charter)

_______________________________________________

Ireland	Not Applicable
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
Treasury Building, Lower Grand Canal Street, Dublin 2, Ireland	-
(Address of principal executive offices)	(Zip Code)

+353 1 7094000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

________________________________________ 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 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 report), and (2) has been subject to such filing requirements for the past 90 days.    YES [X]    NO  [ ]

Indicate by check mark 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 [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-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.

Large accelerated filer  [X]	Accelerated filer  [  ]
Non-accelerated filer  [  ]	Smaller reporting company  [  ]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   [ ]  YES  [X] NO

As of May 6, 2016, there were 143,222,633 ordinary shares outstanding.

PERRIGO COMPANY PLC

FORM 10-Q

INDEX

		PAGE NUMBER
Cautionary Note Regarding Forward-Looking Statements		1
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Statements of Operations for the Three Months Ended April 2, 2016 and March 28, 2015		2
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended April 2, 2016 and March 28, 2015		3
Condensed Consolidated Balance Sheets as of April 2, 2016 and December 31, 2015		4
Condensed Consolidated Statements of Cash Flows for the Three Months Ended April 2, 2016 and March 28, 2015		5
Notes to the Condensed Consolidated Financial Statements
1	Summary of Significant Accounting Policies	6
2	Acquisitions	7
3	Goodwill and Other Intangible Assets	13
4	Accounts Receivable Factoring	15
5	Inventories	15
6	Fair Value Measurements	15
7	Investments	17
8	Derivative Instruments and Hedging Activities	17
9	Assets Held For Sale	21
10	Indebtedness	22
11	Earning per Share and Shareholders' Equity	25
12	Accumulated Other Comprehensive Income (Loss)	25
13	Income Taxes	26
14	Commitments and Contingencies	27
15	Restructuring Charges	28
16	Segment Information	28
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		29
Item 3. Quantitative and Qualitative Disclosures About Market Risk		42
Item 4. Controls and Procedures		42
PART II. OTHER INFORMATION
Item 1. Legal Proceedings		44
Item 1A. Risk Factors		44
Item 5. Other Information		47
Item 6. Exhibits		48
SIGNATURES		50

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this report are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our, or our industry's, actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by any forward-looking statements.In particular, statements about our expectations, beliefs, plans, objectives, assumptions, future events or future performance contained in this report, including certain statements contained in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or the negative of those terms or other comparable terminology.

Please see Item 1A of our Form 10-KT for the transition period from June 28, 2015 to December 31, 2015 and Part II, Item 1A of this Form 10-Q for a discussion of certain important risk factors that relate to forward-looking statements contained in this report. We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control, including the timing, amount and cost of share repurchases, future impairment charges, our ability to achieve our guidance, and the ability to execute and achieve the desired benefits of announced initiatives. These and other important factors, including those discussed in our Form 10-KT for the transition period from June 28, 2015 to December 31, 2015 and in this report under "Risk Factors" and in any subsequent filings with the Securities and Exchange Commission, may cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements in this report are made only as of the date hereof, and unless otherwise required by applicable securities laws, we disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

TRADEMARKS, TRADENAMES AND SERVICE MARKS

This report contains trademarks, trade names and service marks that are the property of Perrigo Company plc, as well as, for informational purposes, trademarks, trade names, and service marks that are the property of other organizations. Solely for convenience, certain trademarks, trade names, and service marks referred to in this report appear without the ^®,™ and ^SM symbols, but those references are not intended to indicate that we or the applicable owner, as the case may be, will not assert, to the fullest extent under applicable law, our or their rights to such trademarks, trade names, and service marks.

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PART I.     FINANCIAL INFORMATION

ITEM 1.        FINANCIAL STATEMENTS (UNAUDITED)

PERRIGO COMPANY PLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share amounts)

(unaudited)

	Three Months Ended
	April 2, 2016			March 28, 2015
Net sales	$	1,383.2		$	1,049.1
Cost of sales	860.3			670.3
Gross profit	522.9			378.8
Operating expenses
Distribution	21.8			14.7
Research and development	45.3			35.4
Selling	180.8			48.8
Administration	106.4			79.6
Impairment charges	467.0			—
Restructuring	5.4			1.1
Total operating expenses	826.7			179.6
Operating income (loss)	(303.8		)	199.2
Interest expense, net	51.2			43.3
Other expense, net	3.8			258.6
Loss on extinguishment of debt	0.4			—
Loss before income taxes	(359.2		)	(102.7		)
Income tax benefit	(24.6		)	(7.8		)
Net loss	$	(334.6	)	$	(94.9	)
Loss per share
Basic loss per share	$	(2.34	)	$	(0.67	)
Diluted loss per share	$	(2.34	)	$	(0.67	)
Weighted-average shares outstanding
Basic	143.2			140.8
Diluted	143.2			140.8
Dividends declared per share	$	0.145		$	0.125

See accompanying Notes to the Condensed Consolidated Financial Statements

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PERRIGO COMPANY PLC

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in millions)

(unaudited)

	Three Months Ended
	April 2, 2016			March 28, 2015
Net loss	$	(334.6	)	$	(94.9	)
Other comprehensive income (loss):
Foreign currency translation adjustments	150.9			(27.9		)
Change in fair value of derivative financial instruments, net of tax	(5.7		)	0.8
Change in fair value of investment securities, net of tax	6.2			1.2
Change in post-retirement and pension liability adjustments, net of tax	0.8			(0.4		)
Other comprehensive income (loss), net of tax	152.2			(26.3		)
Comprehensive loss	$	(182.4	)	$	(121.2	)

See accompanying Notes to the Condensed Consolidated Financial Statements

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PERRIGO COMPANY PLC

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions)

(unaudited)

	April 2, 2016			December 31, 2015
Assets
Current assets
Cash and cash equivalents	$	588.9		$	417.8
Accounts receivable, net of allowance for doubtful accounts of $3.4 million, and $3.0 million, respectively	1,184.2			1,193.1
Inventories	868.8			844.4
Prepaid expenses and other current assets	332.6			289.1
Total current assets	2,974.5			2,744.4
Property and equipment, net	896.3			886.2
Goodwill and other indefinite-lived intangible assets	7,033.0			7,281.2
Other intangible assets, net	8,519.1			8,190.5
Non-current deferred income taxes	78.0			54.6
Other non-current assets	225.3			237.0
Total non-current assets	16,751.7			16,649.5
Total assets	$	19,726.2		$	19,393.9
Liabilities and Shareholders’ Equity
Accounts payable	$	559.9		$	554.9
Payroll and related taxes	92.2			125.3
Accrued customer programs	331.0			398.0
Accrued liabilities	307.5			308.4
Accrued income taxes	179.4			85.2
Current indebtedness	619.2			1,018.3
Total current liabilities	2,089.2			2,490.1
Long-term debt, less current portion	5,902.7			4,971.6
Non-current deferred income taxes	1,487.0			1,563.7
Other non-current liabilities	400.6			332.4
Total non-current liabilities	7,790.3			6,867.7
Total liabilities	9,879.5			9,357.8
Commitments and contingencies - Note 14
Shareholders’ equity
Preferred shares, $0.0001 par value, 10 million shares authorized	—			—
Ordinary shares, €0.001 par value, 10 billion shares authorized	8,160.8			8,144.6
Accumulated other comprehensive income	136.7			(15.5		)
Retained earnings	1,549.8			1,907.6
Total controlling interest	9,847.3			10,036.7
Noncontrolling interest	(0.6		)	(0.6		)
Total shareholders’ equity	9,846.7			10,036.1
Total liabilities and shareholders' equity	$	19,726.2		$	19,393.9
Supplemental Disclosures of Balance Sheet Information
Preferred shares, issued and outstanding	—			—
Ordinary shares, issued and outstanding	143.2			143.1

See accompanying Notes to the Condensed Consolidated Financial Statements

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PERRIGO COMPANY PLC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

(unaudited)

	Three Months Ended
	April 2, 2016			March 28, 2015
Cash Flows From (For) Operating Activities
Net loss	$	(334.6	)	$	(94.9	)
Adjustments to derive cash flows
Depreciation and amortization	182.5			127.7
Loss on acquisition-related foreign currency derivatives	—			298.1
Share-based compensation	13.8			7.5
Impairment charges	467.0			—
Loss on extinguishment of debt	0.4			—
Non-cash restructuring charges	5.4			1.1
Deferred income taxes	(138.0		)	(46.3		)
Other non-cash adjustments	1.6			(0.2		)
Subtotal	198.1			293.0
Increase (decrease) in cash due to:
Accounts receivable	23.0			39.4
Inventories	(14.8		)	2.1
Accounts payable	0.3			18.0
Payroll and related taxes	(37.4		)	(1.0		)
Accrued customer programs	(69.7		)	(27.8		)
Accrued liabilities	(3.4		)	(2.5		)
Accrued income taxes	99.5			(51.2		)
Other	(25.3		)	(2.0		)
Subtotal	(27.8		)	(25.0		)
Net cash from (for) operating activities	170.3			268.0
Cash Flows From (For) Investing Activities
Acquisitions of businesses, net of cash acquired	(416.4		)	(4.0		)
Additions to property and equipment	(34.7		)	(31.9		)
Settlement of acquisition-related foreign currency derivatives	—			(298.1		)
Other investing	(1.0		)	—
Net cash from (for) investing activities	(452.1		)	(334.0		)
Cash Flows From (For) Financing Activities
Issuances of long-term debt	1,190.3			—
Payments on long-term debt	(14.3		)	(13.6		)
Borrowings (repayments) of revolving credit agreements and other financing, net	(704.3		)	3.4
Deferred financing fees	(1.5		)	(3.3		)
Issuance of ordinary shares	3.1			1.2
Repurchase of ordinary shares	—			(0.1		)
Cash dividends	(20.8		)	(17.6		)
Other financing	(3.5		)	(1.6		)
Net cash from (for) financing activities	449.0			(31.6		)
Effect of exchange rate changes on cash	3.9			(68.1		)
Net increase (decrease) in cash and cash equivalents	171.1			(165.7		)
Cash and cash equivalents, beginning of period	417.8			3,596.1
Cash and cash equivalents, end of period	$	588.9		$	3,430.4
Supplemental Disclosures of Cash Flow Information
Cash paid/received during the year for:
Interest paid	$	11.9		$	5.2
Interest received	$	0.4		$	0.2
Income taxes paid	$	34.5		$	92.2
Income taxes refunded	$	0.2		$	1.6

See accompanying Notes to the Condensed Consolidated Financial Statements

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Note 1

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.     General Information

The Company

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013. We 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. We are a leading global over-the-counter ("OTC") consumer goods and specialty pharmaceutical company, offering patients and customers high quality products at affordable prices. From our beginning in 1887 as a packager of home remedies, we have grown to become the world's largest manufacturer of OTC healthcare products and supplier of infant formulas for the store brand market. We are also a leading provider of generic extended topical prescription products, and we receive royalties from sales of the multiple sclerosis drug Tysabri^®. We provide “Quality Affordable Healthcare Products^®” across a wide variety of product categories and geographies, primarily in North America, Europe, and Australia, as well as in other markets, including Israel, China, and Latin America.

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and footnotes included in our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015. In the opinion of management, all adjustments (consisting of normal recurring accruals and other adjustments) considered necessary for a fair presentation have been included. The Condensed Consolidated Financial Statements include our accounts and the accounts of all majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Our fiscal year previously consisted of a 52- or 53-week year ending on or around June 30 of each year with each quarter ending on the Saturday closest to each calendar quarter end. Beginning on January 1, 2016, we changed our fiscal year to begin on January 1 and end on December 31 of each year. We will continue to cut off our quarterly accounting periods on the Saturday closest to the end of the calendar quarter, with the fourth quarter ending on December 31 of each year.

During the three months ended April 2, 2016, we identified certain errors in our consolidated financial statements for the transition period of June 28, 2015 to December 31, 2015, primarily related to the accrual estimates associated with product returns and tax related items in our BCH segment. These errors were corrected during the three months ended April 2, 2016 by increasing the consolidated operating loss by $14.5 million, which when combined with tax-related items increased the consolidated net loss by $13.7 million within the Condensed Consolidated Statements of Operations. We concluded that these errors were not material to the consolidated financial statements for the transition period of June 28, 2015 to December 31, 2015 and are not expected to be material to the consolidated financial statements for the year ended December 31, 2016.

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Note 1

b.     Recent Accounting Standard Pronouncements

Below are recent accounting standard updates that we are still assessing to determine the effect on our consolidated financial statements. We do not believe that any other recently issued accounting standards could have a material effect on our consolidated financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances.

Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
Improvements to Employee Share-Based Payment Accounting	This guidance is intended to simplify several aspects of the accounting for share-based payment award transactions. It will require all income tax effects of awards to be recorded through the income statement when they vest or settle as opposed to certain amounts being recorded in additional paid-in capital. An entity will also have to elect whether to account for forfeitures as they occur or by estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change (as currently required). The guidance will also increase the amount an employer can withhold to cover income taxes on awards. Early adoption is permitted.	January 1, 2017	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.
Revenue from Contracts with Customers	The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: identify the contract(s) with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when (or as) the entity satisfies a performance obligation. This guidance allows for two adoption methods, full retrospective approach or modified retrospective approach. Early adoption is not permitted.	January 1, 2018	We are currently evaluating the possible adoption methodologies and the implications of adoption on our consolidated financial statements.
Leases	This guidance was issued to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. For leases with a term of 12 months or less, lessees are permitted to make an election to not recognize right-of-use assets and lease liabilities. Upon adoption, lessees will apply the new standard as of the beginning of the earliest comparative period presented in the financial statements, however lessees will be able to exclude leases that expire as of the implementation date. Early adoption is permitted.	January 1, 2019	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.

NOTE 2 – ACQUISITIONS

All of the below acquisitions have been accounted for under the acquisition method of accounting based on our analysis of the acquired inputs and processes, and the related assets acquired and liabilities assumed were recorded at fair value as of the acquisition date.

Fair value estimates are based on a complex series of judgments about future events and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of

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Note 2

assets and liabilities assumed, as well as asset lives, can materially impact our results of operations. For those acquisitions for which the purchase price allocation is preliminary, we will continue to refine the allocation during the measurement period. As we obtain the information to finalize our purchase accounting assessments, it is reasonably possible that there will be changes in the valuation of assets acquired and liabilities assumed that may have a material impact on our results of operations and financial position.

The effects of all of the acquisitions described below were included in the Condensed Consolidated Financial Statements prospectively from the date of each acquisition. Unless otherwise indicated, acquisition costs incurred were immaterial and were recorded in Administration expense.

Current Year Acquisitions

Tretinoin Product Portfolio

OnJanuary 22, 2016, we acquired a portfolio of generic dosage forms and strengths ofRetin-A^® (tretinoin), a topical prescription acne treatment, from Matawan Pharmaceuticals, LLC, for $416.4 million in cash ("Tretinoin Products"), which further expanded our extended topicals portfolio. We were the authorized generic distributor of these products from 2005 to 2013. Operating results attributable to the acquisition are included within our Prescription Pharmaceuticals ("Rx") segment. The generic product rights were valued using the multi-period excess earnings method and assigned a 20-year useful life. The non-compete agreements were valued using the lost income method and assigned a five-year useful life. The goodwill acquired is deductible for tax purposes.

Development-Stage Rx Products

In May 2015, we entered into an agreement with a clinical stage biotechnology company for two specialty pharmaceutical products in development ("Development-Stage Rx Products"). We paid $18.0 million for an option to acquire the two products, which was recorded in research and development expense. On March 1, 2016, to further invest in our specialty Rx portfolio, we exercised the option for both products, which requires us to make contingent payments if we obtain regulatory approval and achieve certain sales milestones. We will also be obligated to make certain royalty payments over periods ranging from seven to ten years from the launch of each product. 

We accounted for the option exercise as a business acquisition within our Rx segment, recording in-process research and development assets ("IPR&D"), goodwill, and contingent consideration on the balance sheet. The IPR&D was valued using the multi-period excess earnings method and has an indefinite useful life until such time as the research is completed (at which time it becomes a definite-lived intangible asset), or is determined to have no future use (at which time it is impaired). The contingent consideration is an estimate of the future milestone payments and royalties based on probability-weighted outcomes, sensitivity analysis, and discount rates reflective of the risk involved. The preliminary amount of contingent consideration recognized as of the acquisition date was $29.5 million and is recorded in Other non-current liabilities. The amount is subject to change as the valuation assumptions are refined over the measurement period. Once the purchase accounting has been finalized, the contingent consideration will continue to be updated quarterly to adjust the liability to fair value depending on a number of assumptions, including the competitive landscape and regulatory approvals that may impact future sales of the products. Any change in the liability after the purchase accounting is finalized will be recorded in Administration expense. The goodwill acquired is deductible for tax purposes.

Purchase Price Allocation of Current Year Acquisitions

The purchase accounting allocation for the acquisitions of the Tretinoin Products and Development-Stage Rx Products is preliminaryand isbased on the valuation information, estimates, and assumptions available at April 2, 2016. The Tretinoin Products intangible assets and the Development-Stage Rx Products contingent consideration have not yet been finalized as we are still evaluating the valuation assumptions. As we finalize the fair value estimates for these items, additional purchase price adjustments may be recorded during the measurement period to these line items as well as goodwill.

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Note 2

The below table indicates the purchase price allocation for the above-mentioned acquisitions as of April 2, 2016 (in millions):

	Tretinoin Products*		Development-Stage Rx Products*
Purchase price paid	$	416.4	$	—
Contingent consideration	—		29.5
Total purchase consideration	$	416.4	$	29.5
Assets acquired:
Inventories	$	1.4	$	—
Goodwill	1.7		0.5
Definite-lived intangibles:
Developed product technology, formulations, and product rights	411.0		—
Non-compete agreements	2.3		—
Indefinite-lived intangibles:
In-process research and development	—		29.0
Total intangible assets	413.3		29.0
Total assets	$	416.4	$	29.5

*    Opening balance sheet is preliminary

Prior Year Acquisitions

Entocort^® 

On December 15, 2015, we completed our acquisition of Entocort^® (budesonide) capsules, as well as the authorized generic capsules, for sale within the U.S., from AstraZeneca plc for $380.2 million in cash. Entocort^® is a gastroenterology medicine for patients with mild to moderate Crohn's disease and the acquisition complemented our Rx portfolio. Operating results attributable to the acquisition are included within our Rx segment. The intangible assets included the branded and authorized generic product rights with useful lives of 10 and 15 years, respectively. The intangible assets were valued with the multi-period excess earnings method.

Naturwohl Pharma GmbH

On September 15, 2015, we completed our acquisition of 100% of Naturwohl Pharma GmbH ("Naturwohl"), a Munich, Germany-based nutritional business known for its leading German dietary supplement brand, Yokebe^®. The acquisition built on our Branded Consumer Healthcare ("BCH") segment's leading OTC product portfolio and European commercial infrastructure. The assets were purchased through an all-cash transaction valued at €133.5 million ($150.4 million). Operating results attributable to Naturwohl are included in the BCH segment. The intangible assets acquired included a trademark with a 20-year useful life, customer relationships with a 15-year useful life, non-compete agreements with a three-year useful life, and a licensing agreement with a three-year useful life. We utilized the relief from royalty method for valuing the trademark, the multi-period excess earnings method for valuing the customer relationships, and the lost income method for valuing the non-compete agreements and the licensing agreement. The goodwill acquired is not deductible for tax purposes.

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Note 2

ScarAway^® 

On August 28, 2015, we completed our acquisition of ScarAway^®, a leading U.S. OTC scar management brand portfolio comprised of five products, from Enaltus, LLC, for $26.7 million in cash. This acquisition served as our entry into the niche branded OTC business in the U.S. Operating results attributable to ScarAway^® are included in the Consumer Healthcare ("CHC") segment. The intangible assets acquired included a trademark with a 25-year useful life, non-compete agreements with a four-year useful life, developed product technology with an eight-year useful life, and customer relationships with a 15-year useful life. We utilized the relief from royalty method for valuing the trademark and developed product technology, the multi-period excess earnings method for valuing the customer relationships, and the lost income method for valuing the non-compete agreements. The goodwill acquired is deductible for tax purposes.

GlaxoSmithKlineConsumer Healthcare Product Portfolio

On August 28, 2015, we completed our acquisition of a portfolio of well-established OTC brands from GlaxoSmithKline Consumer Healthcare (“GSK Products”). This acquisition further leveraged our European market share and expanded our product offerings. The assets were purchased through an all-cash transaction valued at €200.0 million ($223.6 million). Operating results attributable to the acquired GSK Products are included primarily in the BCH segment. The intangible assets acquired included trademarks with a 20-year useful life and customer relationships with a 15-year useful life. We utilized the relief from royalty method for valuing the trademarks and the multi-period excess earnings method for valuing the customer relationships. The goodwill acquired is deductible for tax purposes and recorded primarily in the BCH segment.

Gelcaps Exportadora de Mexico, S.A. de C.V.

On May 12, 2015, we completed our acquisition of 100% of Gelcaps Exportadora de Mexico, S.A. de C.V. ("Gelcaps"), the Mexican operations of Durham, North Carolina-based Patheon Inc., for $37.9 million in cash. The acquisition added softgel manufacturing technology to our supply chain capabilities and broadened our presence, product portfolio, and customer network in Mexico. Operating results attributable to Gelcaps are included in the CHC segment. The intangible assets acquired included a trademark with a 25-year useful life and customer relationships with a 20-year useful life. We utilized the relief from royalty method for valuing the trademark and the multi-period excess earnings method for valuing the customer relationships.

Based on valuation estimates utilizing the comparative sales method, a step-up in the value of inventory of $0.6 million was recorded in the opening balance sheet, which was charged to cost of goods sold during the three months ended June 27, 2015. In addition, property, plant and equipment were written up by $0.9 million to their estimated fair market value based on a valuation method that included both the cost and market approaches. This additional step-up in value is being depreciated over the estimated remaining useful lives of the assets. The goodwill recorded is not deductible for tax purposes.

Omega Pharma Invest N.V.

On March 30, 2015, we completed our acquisition of Omega Pharma Invest N.V. ("Omega"), a limited liability company incorporated under the laws of Belgium. Omega was a leading European OTC company and is providing us several key benefits, including advancing our growth strategy outside the U.S. by providing access across a larger global platform with critical mass in key European countries, establishing commercial infrastructure in the high barrier-to-entry European OTC marketplace, strengthening our product portfolio while enhancing scale and distribution, and expanding our international management capabilities.

We purchased95.77% of the issued and outstanding share capital of Omega (685,348,257 shares) from Alychlo N.V. (“Alychlo”) and Holdco I BE N.V. (together with Alychlo, the “Sellers”), limited liability companies incorporated under the laws of Belgium, under the terms of the Share Purchase Agreement dated November 6, 2014 (the "Share Purchase Agreement"). Omega holds the remaining 30,243,983 shares as treasury shares.

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Note 2

The acquisition was a cash and stock transaction made up of the following consideration (in millions except per share data):

Perrigo ordinary shares issued	5.4
Perrigo share price at transaction close on March 30, 2015	$	167.64
Total value of Perrigo ordinary shares issued	$	904.9
Cash consideration	2,078.3
Total consideration	$	2,983.2

The cash consideration shown in the above table was financed by a combination of debt and equity. We issued $1.6 billion of debt as described in Note 10, and issued 6.8 million ordinary shares, which raised $999.3 million net of issuance costs.

The Sellers agreed to indemnify us for certain potential future losses. The Sellers’ indemnification and other obligations to us under the Share Purchase Agreement are secured up to €248.0 million ($277.0 million). Under the terms of the Share Purchase Agreement, Alychlo and its affiliates are subject to a three-year non-compete in Europe, and the Sellers are subject to a two-year non-solicit, in each case subject to certain exceptions. The Share Purchase Agreement contains other customary representations, warranties, and covenants of the parties thereto.

The operating results attributable to Omega are included in the BCH segment. We incurred general transaction costs (legal, banking and other professional fees), financing fees, and debt extinguishment charges in connection with the Omega acquisition. The amounts recorded were not allocated to a reporting segment. The table below details the acquisition costs, as well as losses on hedging activities associated with the acquisition purchase price, and where they were recorded for the three months ended March 28, 2015 (in millions):

	Three months ended
Line item	March 28, 2015
Administration	$	2.0
Interest expense, net	18.7
Other expense, net	258.2
Total acquisition-related costs	$	278.9

See Note 8 for further details on losses on Omega-related hedging activities shown above in Other expense, net, and Note 10 for details on the loss on extinguishment of debt.

We acquired the following intangible assets: indefinite-lived brands, a definite-lived trade name with an eight-year useful life, definite-lived brands with a 22-year useful life, a distribution network with a 21-year useful life, and developed product technology with useful lives ranging from fourto 13 years. We also recorded goodwill, which is not deductible for tax purposes and represents the value we assigned to the expected synergies described above, in our BCH segment. We utilized the multi-period excess earnings method for the indefinite-lived brands, the definite-lived brands, and distribution network. We utilized the relief from royalty method for the developed product technology and definite-lived trade name.

Based on valuation estimates utilizing the comparative sales method, a step-up in the value of inventory of $15.1 million was recorded in the opening balance sheet and was charged to cost of goods sold during the three months ended June 27, 2015. In addition, property, plant and equipment were written up $41.5 million to their estimated fair market value based on a valuation method that included both the cost and market approaches. This additional step-up in value is being depreciated over the estimated remaining useful lives of the assets. Additionally, the fair value of the debt assumedon the date of acquisition exceeded par value by $101.9 million, which was recorded as part of the carrying value of the underlying debt and will be amortized as a reduction of interest expense over the remaining terms of the respective debt instruments. For more information on the debt we assumed from Omega and our subsequent payments on the debt, see Note 10.

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Note 2

Purchase Price Allocation of Prior Year Acquisitions

The purchase accounting allocations for the Entocort^® and GSK Products acquisitions were finalized during the three months endedApril 2, 2016. Changes to the allocations were due to adjustments to the intangible asset assumptions. The purchase accounting for all other prior year acquisitions was final as of December 31, 2015. The below table indicates the purchase price allocation for acquisitions completed during theyear endedDecember 31, 2015(in millions):

	Entocort®		Naturwohl		ScarAway®		GSK Products		Gelcaps		Omega		All Other(1)
Purchase price paid	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	15.3
Contingent consideration	—		—		—		—		—		—		13.9
Total purchase consideration	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	29.2
Assets acquired:
Cash and cash equivalents	$	—	$	4.6	$	—	$	—	$	4.6	$	14.7	$	—
Accounts receivable	—		3.3		—		—		7.3		260.1		—
Inventories	0.2		1.5		1.0		—		7.2		202.5		—
Prepaid expenses and other current assets	—		—		—		—		2.1		39.2		—
Property and equipment	—		—		—		—		6.0		130.8		—
Goodwill	—		61.0		3.5		32.6		6.0		1,900.4		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		21.4		—		—		—		—		—
Developed product technology, formulations, and product rights	380.0		—		0.5		—		—		27.2		—
Customer relationships and distribution networks	—		25.9		9.8		61.5		6.6		1,056.3		—
Trademarks, trade names, and brands	—		64.2		11.4		129.5		—		287.5		—
Non-compete agreements	—		0.3		0.5		—		—		—		—
Indefinite-lived intangibles:
Trademarks, trade names, and brands	—		—		—		—		4.4		2,003.8		—
In-process research and development	—		—		—		—		—		—		29.2
Total intangible assets	380.0		111.8		22.2		191.0		11.0		3,374.8		29.2
Other non-current assets	—		—		—		—		0.4		2.4		—
Total assets	380.2		182.2		26.7		223.6		44.6		5,924.9		29.2
Liabilities assumed:
Accounts payable	—		2.8		—		—		3.3		243.1		—
Short-term debt	—		—		—		—		—		24.6		—
Accrued liabilities	—		1.6		—		—		1.6		43.9		—
Payroll and related taxes	—		—		—		—		—		51.3		—
Accrued customer programs	—		—		—		—		—		39.8		—
Long-term debt	—		—		—		—		—		1,471.0		—
Net deferred income tax liabilities	—		27.4		—		—		1.4		1,014.5		—
Other non-current liabilities	—		—		—		—		0.4		53.5		—
Total liabilities	—		31.8		—		—		6.7		2,941.7		—
Net assets acquired	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	29.2

⁽¹⁾  Consists of eight product acquisitions in our CHC, BCH and Rx segments.

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Note 2

Actual and Unaudited Pro Forma Impact of Acquisitions

Our Condensed Consolidated Financial Statements include operating results from the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions (included in "All Other" in the above table) from the date of each acquisition through April 2, 2016. Net sales and operating income attributable to the Tretinoin Products acquisition included in our financial statements for the three months endedApril 2, 2016 totaled $15.9 million and $11.4 million, respectively.

The following unaudited pro forma information gives effect to the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions, as if the acquisitions had occurred on the first day of the three months endedMarch 28, 2015 and had been included in our Results of Operations for all periods presented thereafter (in millions):

	Three Months Ended
(Unaudited)	April 2, 2016			March 28, 2015
Net sales	$	1,386.5		$	1,377.3
Net loss	$	(333.1	)	$	(75.4	)

The historical consolidated financial information of Perrigo, and the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions, has been adjusted in the pro forma information to give effect to pro forma events that are (1) directly attributable to the transactions, (2) factually supportable and (3) expected to have a continuing impact on combined results. In order to reflect the occurrence of the acquisitions on the first day of the three months endedMarch 28, 2015 as required, the unaudited pro forma results include adjustments to reflect the incremental amortization expense to be incurred based on the current values of each acquisition's identifiable intangible and tangible assets, along with the reclassification of acquisition-related costs from the three months endedApril 2, 2016 to the three months endedMarch 28, 2015. The unaudited pro forma results do not reflect future events that have occurred or may occur after the acquisitions.

NOTE 3 – GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

Changes in the carrying amount of goodwill, by reportable segment, were as follows (in millions):

Reporting Segments:	December 31, 2015		Business acquisitions		Impairments			Changes in assets held for sale		Currency translation adjustment			April 2, 2016
CHC	$	1,890.0	$	—	$	—		$	4.8	$	(1.3	)	$	1,893.5
BCH	1,980.5		—		(193.6		)	—		100.7			1,887.6
Rx	1,222.2		2.2		—			—		(2.7		)	1,221.7
Specialty Sciences	200.7		—		—			—		—			200.7
Other	71.5		—		—			3.7		2.5			77.7
Total goodwill	$	5,364.9	$	2.2	$	(193.6	)	$	8.5	$	99.2		$	5,281.2

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of goodwill impairment in our BCH - rest of world (“BCH - ROW”) reporting unit, which comprises primarily of operations attributable to the Omega acquisition in all geographic regions except for Belgium. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast. In step one of the goodwill impairment testing, the fair value of the BCH - ROW reporting unit did not exceed its carrying value. The fair value of the reporting unit was determined using a discounted cash flow technique. The main assumptions supporting the cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the reporting unit distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the reporting unit's growth plans.

The second step of the test requires that we determine the fair value of the BCH - ROW reporting unit’s goodwill, which involves determining the value of the reporting unit’s assets and liabilities. Based on our evaluation and initial estimates of the fair values of the assets and liabilities and the deficit of the fair value when compared to the related book value, we recorded an estimated impairment charge of $193.6 million in Impairment charges on the Condensed Consolidated Statements of Operations for the three months ended April 2, 2016. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. We expect to finalize the fair value calculation during the second quarter of 2016, which could result in an adjustment to the estimated impairment charge. As of April 2, 2016, the implied fair value of the impaired goodwill is $1.8 billion.

While no impairment charges were recorded as a result of the goodwill impairment testing for the transition period of June 28, 2015 to December 31, 2015, our Specialty Sciences reporting unit's fair value exceeded the carrying value by less than 10%. Management evaluated the primary source of cash flow in this segment, the Tysabri^® royalty stream, based on a combination of factors including independent external research, information provided from our royalty partner, and internal estimates. Based on this information, management’s assessment of future cash flow from this royalty stream has been reduced primarily due to anticipated new competitors entering the market and unfavorable currency exchange effects. Future performance different from the assumptions utilized in our quantitative analysis may further reduce the fair value of the reporting unit, which may result in the fair value no longer exceeding the carrying value. In February 2016, a competitor's pipeline product, Roche's Ocrelizumab, received “Breakthrough Therapy Designation in Primary Progressive Multiple Sclerosis” from the FDA and could potentially be approved in 2017. The product would compete with Tysabri^® and could have a significant impact on the royalty we receive. We will continue to monitor the progress of the potential competing product and assess the reporting unit for potential impairment should impairment indicators arise and at least annually as applicable.

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Note 3

Intangible Assets

Other intangible assets and related accumulated amortization consisted of the following (in millions):

	April 2, 2016				December 31, 2015
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	6,054.8	$	749.8	$	6,053.4	$	667.2
Developed product technology, formulations, and product rights	1,795.7		462.3		1,383.5		426.0
Customer relationships and distribution networks	1,573.2		229.0		1,520.7		193.0
Trademarks, trade names, and brands	563.6		31.2		539.4		22.8
Non-compete agreements	17.6		13.5		15.2		12.7
Total definite-lived intangibles	$	10,004.9	$	1,485.8	$	9,512.2	$	1,321.7
Indefinite-lived intangibles:
Trademarks, trade names, and brands*	$	1,682.3	$	—	$	1,868.1	$	—
In-process research and development	69.5		—		48.2		—
Total indefinite-lived intangibles	1,751.8		—		1,916.3		—
Total other intangible assets	$	11,756.7	$	1,485.8	$	11,428.5	$	1,321.7

*    Includes impairment charges of $273.4 million and $185.1 million at April 2, 2016 and December 31, 2015, respectively, as described further below.

Certain intangible assets are denominated in currencies other than the U.S. dollar; therefore, their gross and net carrying values are subject to foreign currency movements.

We recorded amortization expense of $158.0 million and $107.8 million for the three months endedApril 2, 2016 and March 28, 2015, respectively. The increase in amortization expense was due primarily to the incremental amortization expense incurred on the definite-lived intangible assets acquired from Omega.

During our impairment testing for the transition period of June 28, 2015 to December 31, 2015, we identified an impairment of certain indefinite-lived intangible assets purchased in conjunction with the Omega acquisition based on management’s expectations of the prospects for future revenues, profits, and cash flows associated with these assets. The assessment resulted in an impairment charge of $185.1 million within our BCH segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. See our Transition Report on Form 10-KT filed on February 25, 2016 for a further discussion of this impairment charge.

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of impairment associated with certain indefinite-lived intangible assets acquired in conjunction with the Omega acquisition. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast. The assessment utilized the excess earnings method to determine fair value and resulted in an impairment charge of $273.4 million in Impairment charges on the Condensed Consolidated Statements of Operations within our BCH segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. The main assumptions supporting the fair value of these assets and cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the BCH segment distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the segment's growth plans.

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Note 3

The carrying value for certain intangible assets and goodwill equals fair value, as such, any further deterioration in those assets' fair value would lead to a further impairment charge. Future performance different from the assumptions utilized in our quantitative analyses may result in additional changes in the fair value. We will continue to monitor and assess these assets for potential impairment should further impairment indicators arise, as applicable, and at least annually during our fourth quarter annual impairment testing.

In addition, due to the reprioritization of certain brands in the BCH segment and change in performance expectations for our impaired lifestyle brands previously recorded as indefinite-lived assets, we reclassified the remaining asset balance of $364.5 million to definite-lived assets with a useful life of 20 years as of April 3, 2016.    

NOTE 4 - ACCOUNTS RECEIVABLE FACTORING

We have multiple accounts receivable factoring arrangements with non-related third-party financial institutions (the “Factors”). Pursuant to the terms of the arrangements, we sell to the Factors certain of our accounts receivable balances on a non-recourse basis for credit approved accounts. An administrative fee ranging from 0.14% to 0.15% per invoice is charged on the gross amount of accounts receivables assigned to the Factors, plus interest is calculated at the applicable EUR LIBOR rate plus 70 basis points. The total amount factored and excluded from accounts receivable was $110.0 million and $106.7 million at April 2, 2016 and December 31, 2015, respectively.

NOTE 5 – INVENTORIES

Major components of inventory were as follows (in millions):

	April 2, 2016		December 31, 2015
Finished goods	$	506.1	$	483.4
Work in process	144.6		151.4
Raw materials	218.1		209.6
Total inventories	$	868.8	$	844.4

NOTE 6 – FAIR VALUE MEASUREMENTS

Fair value is the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable.

Level 1: Quoted prices for identical instruments in active markets.

Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets.

Level 3: Valuations derived from valuation techniques in which one or more significant inputs are not observable.

The following tables summarize the valuation of our financial instruments carried at fair value by the above pricing categories (in millions):

		Fair Value
	Fair Value Hierarchy	April 2, 2016		December 31, 2015
Measured at fair value on a recurring basis:
Assets:
Investment securities	Level 1	$	38.6	$	14.9
Foreign currency forward contracts	Level 2	$	9.4	$	4.8
Funds associated with Israeli post-employment benefits	Level 2	17.6		17.2
Total level 2 assets		$	27.0	$	22.0
Liabilities:
Interest rate swap agreements	Level 2	$	—	$	0.3
Foreign currency forward contracts	Level 2	3.4		3.9
Total level 2 liabilities		$	3.4	$	4.2
Contingent consideration	Level 3	$	48.0	$	17.9
Measured at fair value on a non-recurring basis:
Assets:
Goodwill*	Level 3	$	1,761.6	$	—
Indefinite-lived intangible assets	Level 3	1,082.0		1,031.8
Assets held for sale, net	Level 3	—		37.5
Total level 3 assets		$	2,843.6	$	1,069.3

*    Goodwill with a carrying amount of $1,955.2 million was written down to its implied fair value of $1,761.6 million, resulting in an impairment charge of $193.6 million, which was included in Impairment charges on the Condensed Consolidated Statements of Operations for the three months ended April 2, 2016.

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Note 6

The table below presents a reconciliation for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in millions):

	Three Months Ended
	April 2, 2016		March 28, 2015
Contingent Consideration
Beginning balance:	$	17.9	$	12.4
Net realized losses	0.3		—
Purchases or additions	29.5		—
Foreign currency effect	0.3		—
Ending balance:	$	48.0	$	12.4

Net realized losses in the table above were recorded in Administrative expense. There were no transfers between Level 1, 2, and 3 during the three months endedApril 2, 2016 and March 28, 2015. Our policy regarding the recording of transfers between levels is to record any such transfers at the end of the reporting period. See Note 7 for information on our investment securities. See Note 8 for a discussion of derivatives.

Israeli post-employment benefits represent amounts we have deposited in funds managed by financial institutions designated by management to cover post-employment benefits for our Israeli employees as required by Israeli law. The funds are recorded in Other non-current assets and values are determined using prices for recently traded financial instruments with similar underlying terms, as well as directly or indirectly observable inputs, such as interest rates and yield curves, that are observable at commonly quoted intervals.

Contingent consideration represents milestone payment obligations obtained through product acquisitions, which are valued using estimates based on probability-weighted outcomes, sensitivity analysis, and discount rates reflective of the risk involved. The estimates are updated quarterly and the liabilities are adjusted to fair value depending on a number of assumptions, including the competitive landscape and regulatory approvals that may impact the future sales of a product.

As of April 2, 2016 and December 31, 2015, our fixed rate long-term debt consisted of public bonds, a private placement note, and retail bonds. As of April 2, 2016, the public bonds and private placement note had a carrying value and fair value of $5.1 billion, based on quoted market prices (Level 1). As of December 31, 2015, the public bonds and private placement note had a carrying value of $3.9 billion and fair value of $3.8 billion, based on quoted market prices (Level 1). As of April 2, 2016, our retail bonds had a carrying value of $837.1 million (excluding a premium of $76.5 million) and a fair value of $905.5 million. As of December 31, 2015, our retail bonds had a carrying value of $798.3 million (excluding a premium of $82.5 million) and a fair value of $859.8 million. The fair value for both periods was based on interest rates offered for borrowings of a similar nature and remaining maturities (Level 2).

Certain assets are required to be recorded at fair value on a non-recurring basis even when events and circumstances indicate that the carrying value may not be recoverable. The non-recurring fair values included in the table above represent only those assets whose carrying values were adjusted to fair value as of the respective balance sheet dates. See Note 3 for a more detailed discussion of the impaired goodwill and indefinite-lived intangible assets and the valuation methods used. Note 9 for information on our assets and liabilities held for sale.

The carrying amounts of our other financial instruments, consisting of cash and cash equivalents, accounts receivable, accounts payable, short-term debt and variable rate long-term debt, approximate their fair value.

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Note 7

NOTE 7 – INVESTMENTS

Available for Sale Securities

Our available for sale securities are reported in Prepaid expenses and other current assets. Unrealized investment gains (losses) on available for sale securities were as follows (in millions):

	April 2, 2016			December 31, 2015
Equity securities, at cost less impairments	$	21.9		$	6.4
Gross unrealized gains	19.2			9.3
Gross unrealized losses	(2.5		)	(0.8		)
Estimated fair value of equity securities	$	38.6		$	14.9

The factors affecting the assessment of impairments include both general financial market conditions and factors specific to a particular company. The equity securities in a gross unrealized loss position at April 2, 2016 were in that position for less than 12 months. We have evaluated the near-term prospects of the equity securities in relation to the severity and duration of the unrealized impairments, and based on that evaluation, we have the ability and intent to hold the investments until a recovery of fair value.

Cost Method Investments

Our cost method investments totaled $7.1 million and $6.9 million at April 2, 2016 and December 31, 2015, respectively, and are included in Other non-current assets.

Equity Method Investments

Our equity method investments totaled $28.7 million and $45.5 million at April 2, 2016 and December 31, 2015, respectively, and are included in Other non-current assets. We recorded net losses of $2.4 million and $0.3 million during the three months endedApril 2, 2016 and March 28, 2015, respectively, for our proportionate share of the equity method investment earnings or losses. The losses were recorded in Other expense, net.

During the three months ended April 2, 2016, one of our equity method investments became publicly traded. As a result, we transferred the $15.5 million investment to available for sale and recorded an $8.7 million unrealized gain, net of tax, in OCI, as reflected in the table above.

NOTE 8 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We enter into certain derivative financial instruments, when available on a cost-effective basis, to mitigate our risk associated with changes in interest rates and foreign currency exchange rates as follows:

Interest rate risk management - We are exposed to the impact of interest rate changes through our cash investments and borrowings. We utilize a variety of strategies to manage the impact of changes in interest rates including using a mix of debt maturities along with both fixed-rate and variable-rate debt. In addition, we may enter into treasury-lock agreements and interest rate swap agreements on certain investing and borrowing transactions to manage our exposure to interest rate changes and our overall cost of borrowing.

Foreign currency exchange risk management - We conduct business in several major currencies other than the U.S. dollar and are subject to risks associated with changing foreign exchange rates. Our objective is to reduce cash flow volatility associated with foreign exchange rate changes on a consolidated basis to allow management to focus its attention on business operations. Accordingly, we enter into various contracts that change in value as foreign exchange rates change to protect the value of existing foreign currency assets and liabilities, commitments, and anticipated foreign currency sales and expenses.

All derivative instruments are managed on a consolidated basis to efficiently net exposures and thus take advantage of any natural offsets. Gains and losses related to the derivative instruments are expected to be offset

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Perrigo Company plc - Item 1

Note 8

largely by gains and losses on the original underlying asset or liability. We do not use derivative financial instruments for speculative purposes.

All of our designated derivatives were classified as cash flow hedges as of April 2, 2016 and December 31, 2015. Designated derivatives meet hedge accounting criteria, which means the fair value of the hedge is recorded in shareholders’ equity as a component of OCI, net of tax. The deferred gains and losses are recognized in income in the period in which the hedged item affects earnings. Any ineffective portion of the change in fair value of the derivative is immediately recognized in earnings and recorded in Other expense, net. All of our designated derivatives are assessed for hedge effectiveness quarterly.

We also have economic non-designated derivatives that do not meet hedge accounting criteria. These derivative instruments are adjusted to current market value at the end of each period through earnings. Gains or losses on these instruments are offset substantially by the remeasurement adjustment on the hedged item.    

Interest Rate Swaps and Treasury Locks

Interest rate swap agreements are contracts to exchange floating rate for fixed rate payments (or vice versa) over the life of the agreement without the exchange of the underlying notional amounts. The notional amounts of the interest rate swap agreements are used to measure interest to be paid or received and do not represent the amount of exposure to credit loss. The differential paid or received on the interest rate swap agreements is recognized as an adjustment to interest expense.

During the six months endedDecember 31, 2015, we entered into a forward interest rate swap to hedge against changes in the benchmark interest rate between the date the interest rate swap was entered into and the date of expected future debt issuance. The interest rate swap was designated as a cash flow hedge and had a notional amount totaling $200.0 million. The interest rate swap was settled upon the issuance of an aggregate $1.2 billion principal amount on March 7, 2016 for a cumulative after-tax loss of $7.0 million in OCI during the three months endedApril 2, 2016.

In connection with the Omega acquisition, we assumed a $20.0 million private placement note. We also assumed an interest rate swap agreement with a notional amount totaling $20.0 million that was in place to hedge the cross currency exchange differences between the U.S. dollar and the euro on the above-mentioned debt. On May 29, 2015, we repaid the loan and the interest rate swap. We also assumed €500.0 million ($544.5 million) of debt under Omega's revolving credit facility, as well as an interest rate swap agreement with a notional amount of €135.0 million ($147.0 million) that was in place to hedge the change in the floating rate on that credit facility. On April 8, 2015, we repaid the loan and terminated the interest rate swap. Because both interest rate swaps mentioned above were recorded at fair market value on the date of termination, no gain or loss was recorded. For more information on the acquired debt and termination, see Note 10.

Foreign Currency Derivatives

We enter into foreign currency forward contracts, both designated and non-designated, in order to manage the impact of foreign exchange fluctuations on expected future purchases and related payables denominated in a foreign currency, as well as to hedge the impact of foreign exchange fluctuations on expected future sales and related receivables denominated in a foreign currency. Both types of forward contracts have a maximum maturity date of 15 months. The total notional amount for these contracts was $611.4 million and $755.5 million as of April 2, 2016 and December 31, 2015, respectively.

In order to economically hedge the foreign currency exposure associated with the planned payment of the euro-denominated purchase price of Omega, we entered into non-designated forward contracts that matured during the three months ended March 28, 2015. We recorded losses of $259.8 million during the three months endedMarch 28, 2015 related to the settlement of the forward contracts in Other expense, net. The losses on the derivatives due to changes in the euro-to-U.S. dollar exchange rates were economically offset at closing in the final settlement of the euro-denominated Omega purchase price. Because these derivatives were economically hedging a future acquisition, the cash outflow associated with their settlement is shown as an investing activity on the Consolidated Statements of Cash Flows.

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Note 8

Effects of Derivatives on the Financial Statements

The below tables indicate the effects of all derivative instruments on the Condensed Consolidated Financial Statements. All amounts exclude income tax effects and are presented in millions.

The balance sheet location and gross fair value of our outstanding derivative instruments were as follows:

	Asset Derivatives
	Balance Sheet Location	Fair Value
		April 2, 2016		December 31, 2015
Designated derivatives:
Foreign currency forward contracts	Other current assets	$	4.5	$	3.8
Total designated derivatives		$	4.5	$	3.8
Non-designated derivatives:
Foreign currency forward contracts	Other current assets	$	4.9	$	1.0
Total non-designated derivatives		$	4.9	$	1.0

	Liability Derivatives
	Balance Sheet Location	Fair Value
		April 2, 2016		December 31, 2015
Designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.7	$	2.0
Interest rate swap agreements	Other non-current liabilities	—		0.3
Total designated derivatives		$	1.7	$	2.3
Non-designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.7	$	1.9
Total non-designated derivatives		$	1.7	$	1.9

The gains (losses) recognized in OCI for the effective portion of our designated cash flow hedges were as follows:

	Amount of Gain/(Loss) Recorded in OCI (Effective Portion)
	Three Months Ended
Designated Cash Flow Hedges	April 2, 2016			March 28, 2015
Interest rate swap agreements	$	(9.0	)	$	2.0
Foreign currency forward contracts	1.6			(3.8		)
	$	(7.4	)	$	(1.8	)

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Note 8

The gains (losses) reclassified from Accumulated Other Comprehensive Income ("AOCI") into earnings for the effective portion of our designated cash flow hedges were as follows:

		Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)
		Three Months Ended
Designated Cash Flow Hedges	Income Statement Location	April 2, 2016			March 28, 2015
Interest rate swap agreements	Interest expense, net	$	(0.5	)	$	0.8
Foreign currency forward contracts	Net sales	0.6			(0.1		)
	Cost of sales	0.3			(2.8		)
	Interest expense, net	(0.4		)	—
	Other expense, net	0.1			(0.4		)
		$	0.1		$	(2.5	)

The gains (losses) recognized against earnings for the ineffective portion of our designated cash flow hedges were as follows:

		Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)
		Three Months Ended
Designated Cash Flow Hedges	Income Statement Location	April 2, 2016			March 28, 2015
Interest rate swap agreements	Other expense, net	$	(0.1	)	$	—
Foreign currency forward contracts	Net sales	(0.1		)	—
	Cost of sales	0.1			(0.1		)
Total		$	(0.1	)	$	(0.1	)

The effects of our non-designated derivatives on the Condensed Consolidated Statements of Operations were as follows:

		Amount of Gain/(Loss) Recognized in Income
		Three Months Ended
Non-Designated Derivatives	Income Statement Location	April 2, 2016			March 28, 2015
Foreign currency forward contracts	Other expense, net	$	(6.9	)	$	(255.7	)
	Interest expense, net	0.1			(2.5		)
Total		$	(6.8	)	$	(258.2	)

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Note 9

NOTE 9 – ASSETS HELD FOR SALE

During the six months endedDecember 31, 2015, management committed to a plan to sell our U.S. Vitamins, Minerals, and Supplements ("VMS") and India Active Pharmaceutical Ingredients ("API") businesses. When a group of assets is classified as held for sale, the book value is evaluated and adjusted to the lower of its carrying amount or fair value less cost to sell. At December 31, 2015, we determined that the carrying value of the India API business exceeded the fair value less cost to sell, resulting in an impairment charge of $29.0 million.

Assets and liabilities associated with the U.S. VMS and India API held for sale businesses were classified as held for sale at April 2, 2016 and December 31, 2015. The assets held for sale were reported within Prepaid expenses and other current assets and liabilities held for sale were reported in Accrued liabilities. The amounts consisted of the following (in millions):

	April 2, 2016					December 31, 2015
	CHC		Other			CHC		Other
Assets held for sale
Current assets	$	56.8	$	8.7		$	55.1	$	13.6
Goodwill	8.2		10.9			13.0		14.5
Property, plant and equipment	18.9		33.7			18.8		37.4
Other assets	0.9		3.1			—		3.2
Less: impairment reserves	—		(28.2		)	—		(29.0		)
Total assets held for sale	$	84.8	$	28.2		$	86.9	$	39.7
Liabilities held for sale
Current liabilities	$	28.5	$	2.8		$	30.5	$	0.5
Other liabilities	—		1.8			—		1.7
Total liabilities held for sale	$	28.5	$	4.6		$	30.5	$	2.2

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Note 10

NOTE 10 – INDEBTEDNESS

Total borrowings outstanding are summarized as follows (in millions):

				April 2, 2016			December 31, 2015
Revolving credit agreements
	2015 Revolver			$	—		$	380.0
	2014 Revolver			—			300.0
	Total revolving credit agreements			—			680.0
Term loans
*	2014 Term loan due December 5, 2019			498.3			488.8
Notes and Bonds
	Coupon	Due
	1.300%	November 8, 2016	(2)	500.0			500.0
*	4.500%	May 23, 2017	(3)	205.0			195.5
*	5.125%	December 12, 2017	(3)	341.7			325.8
	2.300%	November 8, 2018	(2)	600.0			600.0
*	5.000%	May 23, 2019	(3)	136.7			130.3
	3.500%	March 15, 2021	(4)	500.0			—
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	153.7			146.7
	4.000%	November 15, 2023	(2)	800.0			800.0
	3.900%	December 15, 2024	(1)	700.0			700.0
	4.375%	March 15, 2026	(4)	700.0			—
	5.300%	November 15, 2043	(2)	400.0			400.0
	4.900%	December 15, 2044	(1)	400.0			400.0
	Total notes and bonds			5,937.1			4,698.3
Other financing				65.6			86.0
Unamortized premium (discount), net				58.0			73.4
Deferred financing fees				(37.1		)	(36.6		)
Total borrowings outstanding				6,521.9			5,989.9
	Current indebtedness			(619.2		)	(1,018.3		)
Total long-term debt less current portion				$	5,902.7		$	4,971.6

⁽¹⁾  Discussed below collectively as the "2014 Notes."

⁽²⁾  Discussed below collectively as the "2013 Notes."

⁽³⁾  Debt assumed from Omega.

⁽⁴⁾  Discussed below collectively as the "2016 Notes."

* Debt denominated in euros subject to fluctuations in the euro-to-U.S. dollar exchange rate.

We were in compliance with all covenants under our various debt agreements as of April 2, 2016 and December 31, 2015.

Revolving Credit Agreements

On December 9, 2015, our 100% owned finance subsidiary, Perrigo Finance Unlimited Company (formerly Perrigo Finance plc) ("Perrigo Finance"), entered into a $750.0 million revolving credit agreement (the "2015 Revolver"). On March 15, 2016, we used the proceeds of the long-term debt issuance described below under "2016 Notes" to repay the $750.0 million then outstanding under the 2015 Revolver and terminated the facility.

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Perrigo Company plc - Item 1

Note 10

On March 30, 2015, we assumed a revolving credit facility with €500.0 million ($544.5 million) outstanding from Omega. On April 8, 2015, the €500.0 million ($539.1 million) outstanding under the assumed revolving credit facility was repaid and the facility was terminated.

On December 5, 2014, Perrigo Finance entered into a $600.0 million revolving credit agreement, which we increased to $1.0 billion on March 30, 2015 (the "2014 Revolver"). On March 15, 2016, we used the proceeds of the long-term debt issuance described below under "2016 Notes" to repay the $435.0 million then outstanding under the 2014 Revolver. There were no borrowings outstanding under the 2014 Revolver as of April 2, 2016.

Term Loans

On December 5, 2014, Perrigo Finance entered into a term loan agreement consisting of a €500.0 million ($614.3 million) tranche, with the ability to draw an additional €300.0 million ($368.6 million) tranche, maturing December 5, 2019. During the three months endedApril 2, 2016, we made a $14.3 million scheduled principal payment on the euro-denominated term loan.

Notes and Bonds

2016 Notes

On March 7, 2016, Perrigo Finance issued $500.0 million in aggregate principal amount of 3.500% senior notes due 2021 and $700.0 million in aggregate principal amount of 4.375% senior notes due 2026 (together, the "2016 Notes") and received net proceeds of $1.2 billion after fees and market discount. Interest on the 2016 Notes is payable semiannually in arrears on March 15 and September 15 of each year, beginning September 15, 2016. The 2016 Notes are governed by a base indenture and a second supplemental indenture (collectively, the "2016 Indenture"). The 2016 Notes are fully and unconditionally guaranteed on a senior basis by Perrigo, and no other subsidiary of Perrigo guarantees the 2016 Notes. The proceeds were used to repay amounts borrowed under the 2015 Revolver and the 2014 Revolver, as mentioned above. There are no restrictions under the 2016 Notes on our ability to obtain funds from our subsidiaries. Perrigo Finance may redeem the 2016 Notes in whole or in part at any time for cash at the make-whole redemption prices described in the 2016 Indenture.

Notes and Bonds Assumed from Omega

In connection with the Omega acquisition, on March 30, 2015, we assumed:

• $20.0 million in aggregate principal amount of 6.19% senior notes due 2016, which was repaid on May 29, 2015 in full;

• €135.0 million ($147.0 million) in aggregate principal amount of 5.1045% senior notes due 2023 (the "2023 Notes");

• €300.0 million ($326.7 million) in aggregate principal amount of 5.125% retail bonds due 2017; €180.0 million ($196.0 million) in aggregate principal amount of 4.500% retail bonds due 2017; and €120.0 million ($130.7 million) in aggregate principal amount of 5.000% retail bonds due 2019 (collectively, the "Retail Bonds").

The fair value of the 2023 Notes and Retail Bondsexceeded par value by €93.6 million($101.9 million) on the date of the Omega acquisition. As a result, a fair value adjustment was recorded as part of the carrying value of the underlying debt and will be amortized as a reduction of interest expense over the remaining terms of the respective debt instruments. The adjustment does not affect cash interest payments.

2014 Notes

On December 2, 2014, Perrigo Finance issued $500.0 million in aggregate principal amount of 3.500% senior notes due 2021 (the "2021 Notes”), $700.0 million in aggregate principal amount of 3.900% senior notes due 2024 (the “2024 Notes”), and $400.0 million in aggregate principal amount of 4.900% senior notes due 2044 (the “2044 Notes” and, together with the 2021 Notes and the 2024 Notes, the “2014 Notes”) and received net proceeds of $1.6 billion after fees and market discount. Interest on the 2014 Notes is payable semiannually in arrears in June and December of each year, beginning in June 2015. The 2014 Notes are governed by a base indenture and a first

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Perrigo Company plc - Item 1

Note 10

supplemental indenture (collectively, the "2014 Indenture"). The 2014 Notes are fully and unconditionally guaranteed on a senior unsecured basis by Perrigo, and no other subsidiary of Perrigo guarantees the 2014 Notes. There are no restrictions under the 2014 Notes on our ability to obtain funds from our subsidiaries. Perrigo Finance may redeem the 2014 Notes in whole or in part at any time for cash at the make-whole redemption prices described in the 2014 Indenture.

2013 Notes

On November 8, 2013, Perrigo Company issued $500.0 million aggregate principal amount of its 1.300% senior notes due 2016 (the "1.300% 2016 Notes"), $600.0 million aggregate principal amount of its 2.300% senior notes due 2018 (the "2018 Notes"), $800.0 million aggregate principal amount of its 4.000% senior notes due 2023 (the "4.000% 2023 Notes") and $400.0 million aggregate principal amount of its 5.300% senior notes due 2043 (the "2043 Notes" and, together with the 1.300% 2016 Notes, the 2018 Notes and the 4.000% 2023 Notes, the "2013 Notes") in a private placement with registration rights. We received net proceeds of $2.3 billion from the issuance of the 2013 Notes after fees and market discount.

Interest on the 2013 Notes is payable semiannually in arrears in May and November of each year, beginning in May 2014. The 2013 Notes are governed by a base indenture and a first supplemental indenture (collectively, the "2013 Indenture"). The 2013 Notes are our unsecured and unsubordinated obligations, ranking equally in right of payment to all of our existing and future unsecured and unsubordinated indebtedness. The 2013 Notes are not entitled to mandatory redemption or sinking fund payments. We may redeem the 2013 Notes in whole or in part at any time for cash at the make-whole redemption prices described in the 2013 Indenture. The 2013 Notes were guaranteed on an unsubordinated, unsecured basis by the same entities that guaranteed our then-outstanding credit agreement until November 21, 2014, at which time the 2013 Indenture was amended to remove all guarantors.

Other Financing

Overdraft Facilities

On March 30, 2015, we assumed and repaid certain overdraft facilities totaling €51.4 million ($56.0 million) with the Omega acquisition. Our BCH segment continues to utilize the overdraft facilities to meet its short-term liquidity needs, and its balances fluctuate on a day-to-day basis. Borrowings make up the majority of the "Other financing" section in the table above. The balance outstanding under the facilities was $60.4 million and $82.9 million at April 2, 2016 and December 31, 2015, respectively.

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Note 11

NOTE 11 – EARNINGS PER SHARE AND SHAREHOLDERS' EQUITY

Earnings per Share

A reconciliation of the numerators and denominators used in the basic and diluted earnings per share ("EPS") calculation is as follows (in millions):

	Three Months Ended
	April 2, 2016			March 28, 2015
Numerator:
Net loss	$	(334.6	)	$	(94.9	)
Denominator:
Weighted average shares outstanding for basic EPS	143.2			140.8
Dilutive effect of share-based awards*	—			—
Weighted average shares outstanding for diluted EPS	143.2			140.8
Anti-dilutive share-based awards excluded from computation of diluted EPS	0.3			0.7

* In the period of a net loss, diluted shares equal basic shares.

Shareholders' Equity

Shares

We issued 79,000 and 35,000 shares related to the exercise and vesting of share-based compensation during the three months endedApril 2, 2016 and March 28, 2015, respectively.

Share Repurchases

In October 2015, the Board of Directors approved a share repurchase plan of up to $2.0 billion, of which $1.5 billion is still available to be repurchased through December 31, 2018. We did not repurchase any shares under the share repurchase plan during the three months endedApril 2, 2016.

NOTE 12 – ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Changes in our AOCI balances, net of tax were as follows (in millions):

	Foreign currency translation adjustments			Fair value of derivative financial instruments, net of tax			Fair value of investment securities, net of tax		Post-retirement and pension liability adjustments, net of tax			Total AOCI
Balance at December 31, 2015	$	(4.4	)	$	(14.2	)	$	6.3	$	(3.2	)	$	(15.5	)
OCI before reclassifications	150.9			(5.8		)	6.2		0.8			152.1
Amounts reclassified from AOCI	—			0.1			—		—			0.1
Other comprehensive income (loss)	150.9			(5.7		)	6.2		0.8			152.2
Balance at April 2, 2016	$	146.5		$	(19.9	)	$	12.5	$	(2.4	)	$	136.7

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Note 13

NOTE 13 – INCOME TAXES

The effective tax rate for the three months endedApril 2, 2016 was a benefit of 6.8% on a net loss reported in the period due mainly to the impact of the intangible asset and goodwill impairments described in Note 3. The effective tax rate for the three months endedMarch 28, 2015 was a benefit of 7.6% on a net loss reported in the period.

Our tax rate is subject to adjustment over the balance of the prior fiscal year ended due to, among other things: income tax rate changes by governments; the jurisdictions in which our profits are determined to be earned and taxed; changes in the valuation of our deferred tax assets and liabilities; adjustments to estimated taxes upon finalization of various tax returns; adjustments to our interpretation of transfer pricing standards; changes in available tax credits, grants and other incentives; changes in stock-based compensation expense; changes in tax laws or the interpretation of such tax laws (for example, proposals for fundamental U.S. international tax reform); changes in U.S. GAAP; expiration of or the inability to renew tax rulings or tax holiday incentives; and the repatriation of earnings with respect to which we have not previously provided for taxes.

Israel passed legislation in January 2016, effective immediately, reducing the tax rate from 26.5% to 25%. The impact on our effective tax rate was minimal.

The total liability for uncertain tax positions was $340.2 million and $334.7 million as of April 2, 2016 and December 31, 2015, respectively, before considering the federal tax benefit of certain state and local items.

We recognize interest and penalties related to uncertain tax positions as a component of income tax expense. The total amount accrued for interest and penalties in the liability for uncertain tax positions was $51.8 million and $52.1 million as of April 2, 2016 and December 31, 2015, respectively.

We file income tax returns in numerous jurisdictions and are therefore subject to audits by tax authorities. Our primary income tax jurisdictions are Ireland, the U.S., Israel, Belgium, France, and the U.K.

Although we believe that the tax estimates are reasonable and that we prepare our tax filings in accordance with all applicable tax laws, the final determination with respect to any tax audit and any related litigation could be materially different from estimates or from historical income tax provisions and accruals. The results of an audit or litigation could have a material effect on our operating results and/or cash flows in the periods for which that determination is made. In addition, future period earnings may be adversely impacted by litigation costs, settlements, penalties, and/or interest assessments.

The IRS audit of our fiscal years ended June 27, 2009 and June 26, 2010 had previously concluded with the issuance of a statutory notice of deficiency on August 27, 2014. While we had previously agreed on certain adjustments and made associated payments of $8.0 million, inclusive of interest in November 2014, the statutory notice of deficiency asserted various additional positions, including transfer pricing, relative to the same audit of fiscal years ended June 27, 2009 and June 26, 2010. The statutory notice asserted an incremental tax obligation of approximately $68.9 million, inclusive of interest and penalties. We disagree with the IRS’s positions asserted in the notice of deficiency. In January 2015, we paid this amount, a prerequisite to being able to contest the IRS’s positions in U.S. Federal court, and in June 2015, we filed a request for a refund. The IRS denied our request for a refund. We anticipate filing a complaint in federal district court claiming a refund for these amounts in the first quarter of 2017. The payment was recorded during the three months ended March 28, 2015 as a deferred charge on the balance sheet given our anticipated action to recover this amount. An unfavorable resolution of this matter could have a material impact on our consolidated financial statements in future periods.

We have ongoing audits in multiple jurisdictions for which tax returns are not yet settled. These jurisdictions include, but are not limited to, the United States and Belgium. The IRS is auditing our fiscal years ended June 25, 2011 and June 30, 2012, and may make adjustments consistent with their claims for the 2009 - 2010 audit period. During the three months ended April 2, 2016, the Belgium Tax Authority notified us that all Belgium locations will be audited for the years ending December 31, 2013 and December 31, 2014. At this time, we cannot predict the outcome of any audit or related litigation.

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Note 14

NOTE 14 – COMMITMENTS AND CONTINGENCIES

In addition to the discussions below, we have pending certain other legal actions and claims incurred in the normal course of business. We record accruals for such contingencies when it is probable that a liability will be incurred and the amount of the loss can be reasonably estimated. As of April 2, 2016, we have determined that the liabilities associated with certain litigation matters are probable and can be reasonably estimated. We have accrued for these matters and will continue to monitor each related legal issue and adjust accruals for new information and further development. Other than what is disclosed below, we do not expect the outcome of the litigation matters to which we are currently subject to, individually or in the aggregate, have a material adverse effect on our financial condition, results of operations, or cash flows.

Eltroxin

During October and November 2011, nine applications to certify a class action lawsuit were filed in various courts in Israel related to Eltroxin, a prescription thyroid medication manufactured by a third party and distributed in Israel by our subsidiary, Perrigo Israel Agencies Ltd. The respondents included our subsidiaries, Perrigo Israel Pharmaceuticals Ltd. and/or Perrigo Israel Agencies Ltd., the manufacturers of the product, and various healthcare providers who provide healthcare services as part of the compulsory healthcare system in Israel.

One of the applications was dismissed and the remaining eight applications were consolidated into one application. The applications arose from the 2011 launch of a reformulated version of Eltroxin in Israel. The consolidated application generally alleges that the respondents (a) failed to timely inform patients, pharmacists and physicians about the change in the formulation; and (b) failed to inform physicians about the need to monitor patients taking the new formulation in order to confirm patients were receiving the appropriate dose of the drug. As a result, claimants allege they incurred the following damages: (a) purchases of product that otherwise would not have been made by patients had they been aware of the reformulation; (b) adverse events to some patients resulting from an imbalance of thyroid functions that could have been avoided; and (c) harm resulting from the patients' lack of informed consent prior to the use of the reformulation.

Several hearings on whether or not to certify the consolidated application took place in December 2013 and January 2014. On May 17, 2015, the District Court certified the motion against Perrigo Israel Agencies Ltd. and dismissed it against the remaining respondents, including Perrigo Israel Pharmaceuticals Ltd.

On June 16, 2015, Perrigo submitted a motion for permission to appeal the decision to certify to the Israeli Supreme Court together with a motion to stay the proceedings of the class action until the motion for permission to appeal is adjudicated. Perrigo has filed its statement of defense to the underlying proceedings and the underlying proceedings have been stayed pending a decision on the motion to appeal. The hearing on Perrigo’s motion to appeal the decision to certify the class action is scheduled for July 11, 2016. At this stage, we cannot reasonably predict the outcome or the liability, if any, associated with these claims.

Tysabri^® Product Liability Lawsuits

Perrigo and collaborator Biogen Idec Inc. ("Biogen") are co-defendants in product liability lawsuits arising out of the occurrence of Progressive Multifocal Leukoencephalopathy, a serious brain infection, and serious adverse events, including deaths, which occurred in patients taking Tysabri^®. Perrigo and Biogen will each be responsible for 50% of losses and expenses arising out of any Tysabri^® product liability claims. While these lawsuits will be vigorously defended, management cannot predict how these cases will be resolved. Adverse results in one or more of these lawsuits could result in substantial judgments against us.

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Perrigo Company plc - Item 1

Note 15

NOTE 15 – RESTRUCTURING CHARGES

We periodically take action to reduce redundant expenses and improve operating efficiencies, typically in connection with business acquisitions. The following reflects our restructuring activity (in millions):

	Three Months Ended
	April 2, 2016			March 28, 2015
Beginning balance	$	20.7		$	3.2
Additional charges	5.4			1.1
Payments	(18.2		)	(0.7		)
Non-cash adjustments	5.1			—
Ending balance	$	13.0		$	3.6

Restructuring activity includes severance, lease exit costs, and asset impairments. The charges incurred during the three months endedApril 2, 2016 were primarily associated with actions we took to streamline our organization as announced on October 22, 2015 and did not materially impact any one reportable segment. There were no other material restructuring programs in any of the periods presented. All charges are recorded in Restructuring expense. The remaining $7.2 million liability for employee severance benefits will be paid within the next year, while cash expenditures related to the remaining $5.8 million liability for lease exit costs will be incurred over the remaining terms of the applicable leases.

NOTE 16 – SEGMENT INFORMATION

Our reporting segments are as follows:

• CHCis focused primarily on the global sale of OTC store brand products including cough, cold, allergy, and sinus, analgesic, gastrointestinal, smoking cessation, infant formula and food, VMS, animal health, and diagnostic products.

• BCHdevelops, manufactures, markets and distributes many well-known European OTC brands in the natural health and VMS, cough, cold and allergy, smoking cessation, personal care and derma-therapeutics, lifestyle, and anti-parasite categories.

• Rxdevelops, manufactures and markets a portfolio of generic and specialty pharmaceutical prescription drugs primarily for the U.S. and U.K. markets.

• Specialty Sciences is comprised primarily of royalties received from assets focused on the management of multiple sclerosis (Tysabri^®).

We also have an Other reporting segment that consists of our API business, which does not meet the quantitative threshold required to be a separately reportable segment. Our segments reflect the way in which our chief operating decision maker reviews our operating results and allocates resources.

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Note 16

The below tables show select financial measures by reporting segment (in millions):

	Three Months Ended							April 2, 2016
	April 2, 2016
	Net Sales		Operating Income (Loss)			Amortization of Intangibles		Total Assets
CHC	$	700.3	$	102.5		$	19.8	$	4,026.5
BCH	317.6		(482.7		)	35.4		6,238.2
Rx	256.7		87.4			29.5		3,384.5
Specialty Sciences	88.0		12.9			72.8		5,859.6
Other	20.6		5.4			0.5		217.4
Unallocated	—		(29.3		)	—		—
Total	$	1,383.2	$	(303.8	)	$	158.0	$	19,726.2

	Three Months Ended							December 31, 2015
	March 28, 2015
	Net Sales		Operating Income (Loss)			Amortization of Intangibles		Total Assets
CHC	$	684.9	$	104.3		$	16.2	$	4,007.8
BCH	—		—			—		6,324.0
Rx	251.6		100.0			18.3		3,015.5
Specialty Sciences	81.9		5.5			72.8		5,833.5
Other	30.7		10.5			0.5		213.1
Unallocated	—		(21.1		)	—		—
Total	$	1,049.1	$	199.2		$	107.8	$	19,393.9

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

EXECUTIVE OVERVIEW

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013. We 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.

We are a leading global over-the-counter ("OTC") consumer goods and specialty pharmaceutical company, offering patients and customers high quality products at affordable prices. From our beginning in 1887 as a packager of home remedies, we have grown to become the world's largest manufacturer of OTC healthcare products and supplier of infant formulas for the store brand market. We are also a leading provider of generic extended topical prescription products, and we receive royalties from sales of the multiple sclerosis drug Tysabri^®. We provide “Quality Affordable Healthcare Products^®” across a wide variety of product categories and geographies, primarily in North America, Europe, and Australia, as well as in other markets, including Israel, China, and Latin America.

             Our reporting segments are as follows:

• Consumer Healthcare ("CHC") is focused primarily on the global sale of OTC store brand products including cough, cold, allergy, and sinus, analgesic, gastrointestinal, smoking cessation, infant formula and food, Vitamins, Minerals and Supplements ("VMS"), animal health, and diagnostic products.

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Executive Overview

• Branded Consumer Healthcare("BCH") develops, manufactures, markets and distributes many well-known European OTC brands in the natural health and VMS, cough, cold and allergy, smoking cessation, personal care and derma-therapeutics, lifestyle, and anti-parasite categories.

• Prescription Pharmaceuticals("Rx") develops, manufactures and markets a portfolio of generic and specialty pharmaceutical prescription drugs primarily for the U.S. and U.K. markets.

• Specialty Sciences is comprised primarily of royalties received from assets focused on the management of multiple sclerosis (Tysabri^®).

We also have an "Other" segment comprised of our active pharmaceutical ingredients ("API") business, which develops, manufactures, and markets active API used worldwide by both generic and branded pharmaceutical companies. For results by segment, see "Segment Results" below and Item 1. Note 16.

Leadership Changes

On April 24, 2016, we named Laurie Brlas Chairman of the Board of Directors, promoted John T. Hendrickson, President, to Chief Executive Officer, and accepted the resignation of Joseph C. Papa as Chairman and Chief Executive Officer.

On April 27, 2016, Sharon Kochan's role as Executive Vice President and General Manager, International, was expanded to lead the BCH segment following the resignation of Marc Coucke as Executive Vice President and General Manager of the BCH segment.

Interim Impairment Testing

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of impairment associated with certain indefinite-lived intangible assets and goodwill acquired in conjunction with the Omega acquisition. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast.

The assessment for indefinite-lived intangible asset impairment utilized the excess earnings method to determine fair value and resulted in an impairment charge of $273.4 million for the three months ended April 2, 2016, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. The main assumptions supporting the fair value of these assets and cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the BCH segment distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the segment's growth plans.

The assessment for goodwill impairment indicated that a portion of the goodwill acquired in the Omega acquisition was impaired as the reporting unit's fair value did not exceed its carrying value. The main assumptions supporting the cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the reporting unit distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the reporting unit's growth plans. Based on our evaluation and initial estimates of the fair value of the reporting unit, we recorded an estimated impairment charge of $193.6 million for the three months ended April 2, 2016. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. We expect to finalize the fair value calculation during the second quarter of 2016, which could result in an adjustment to the estimated impairment charge. As of April 2, 2016, the implied fair value of the impaired goodwill is $1.8 billion.

Both the indefinite-lived intangible asset impairment and goodwill impairment were recorded within Impairment charges on the Condensed Consolidated Statements of Operations within our BCH segment. The carrying value for certain intangible assets and goodwill equals fair value, as such, any further deterioration in those

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Executive Overview

assets' fair value would lead to a further impairment charge. Future performance different from the assumptions utilized in our quantitative analyses may result in additional changes in the fair value. We will continue to monitor and assess these assets for potential impairment should further impairment indicators arise, as applicable, and at least annually during our fourth quarter annual impairment testing.

In addition, due to the reprioritization of certain brands in the BCH segment and change in performance expectations for our impaired lifestyle brands previously recorded as indefinite-lived assets, we reclassified the remaining asset balance of $364.5 million to definite-lived assets with a useful life of 20 years as of April 3, 2016.

See Item 1. Note 3 for more information.

Q1 2016 Highlights

• Consistent with previously announced actions, we continued leveraging the strength of our global platform by adding a number of positions and processes to our Dublin headquarters across a range of corporate functions, including supply chain/global operations, procurement, enterprise risk management, corporate finance, and information technology;

• Continued restructuring primarily associated with actions we took to streamline our organization as announced on October 22, 2015;

• Issued $1.2 billion of senior notes and repaid borrowings under revolving credit facilities;

• Completed acquisition of a generic Retin-A^® portfolio, further enhancing our Rx extended topicals strategy; and

• Completed the acquisition of two development-stage specialty Rx products to further invest in our specialty Rx portfolio.

RESULTS OF OPERATIONS

CONSOLIDATED

Recent Trends and Developments

• We have experienced a recent reduction in pricing expectations in our U.S. businesses from historical patterns, in particular in our Rx segment due to industry and competitive pressures in the sector. Softness in pricing is attributed to various factors, including increased focus from customers to capture supply chain productivity savings and low raw material commodity pricing, competition in specific product categories, and consolidation of certain customers in the Rx segment. We expect this softness to continue to impact us through the remainder of 2016.

• Previously anticipated new product sales in 2016 are forecasted to be lower due primarily to changes in our expectations to achieve regulatory approval for certain new products and modified market share penetration assumptions and timing for new products in Europe.

• In addition to lower forecasted new products sales, our expectations for the BCH segment have been impacted by market dynamics in the lifestyle and natural health/VMS categories. The BCH segment has established a brand prioritization strategy to address these market dynamics with an objective to balance the cost of advertising and promotion investments with expected contributions from category sales.

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Consolidated

Consolidated Results

	Three Months Ended						% Change
($ in millions)	March 28, 2015			April 2, 2016
Net sales	$	1,049.1		$	1,383.2		32	%
Gross profit	$	378.8		$	522.9		38	%
Gross profit %	36.1		%	37.8		%
Operating expenses	$	179.6		$	826.7		360	%
Operating expenses %	17.1		%	59.8		%
Operating income (loss)	$	199.2		$	(303.8	)	(253	)%
Operating income (loss) %	19.0		%	(22.0		)%
Interest and other, net	$	301.9		$	55.4		(82	)%
Income tax benefit	$	(7.8	)	$	(24.6	)	(215	)%
Net loss	$	(94.9	)	$	(334.6	)	(252	)%

The most significant change in our consolidated year-over-year results is due to the addition of Omega Pharma Invest n.v. ("Omega") in our operating results for the three months endedApril 2, 2016. Omega was acquired on March 30, 2015. In addition, the net loss for the three months endedApril 2, 2016 included impairment charges totaling $467.0 million, as described above under "Interim Impairment Testing" and in Item 1. Note 3, while the net loss for the prior year period included a $259.8 million loss on derivatives we used to economically hedge fluctuations in the euro-denominated purchase price of the Omega acquisition as described in Item 1. Note 8. Further details and analysis of our financial results for the three months endedApril 2, 2016 and March 28, 2015 are provided below by reporting segment and line item.

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CHC

CONSUMER HEALTHCARE

Recent Trends and Developments

• We are pursuing the sale of our U.S. VMS business and expect the sale to take place in the second quarter of 2016. As of April 2, 2016, the net assets of our U.S. VMS business were classified as "held for sale" as discussed in Item 1. Note 9. Sales attributable to the U.S. VMS business totaled $47.1 million and $37.5 million for the three months ended April 2, 2016 and March 28, 2015, respectively.

• We have experienced a recent reduction in pricing expectations in our CHC segment primarily attributable to various factors including, increased focus from customers to capture supply chain productivity savings and low raw material commodity pricing, and competition in specific product categories. We expect this softness to continue to impact us through the remainder of 2016.

Segment Results

	Three Months Ended
($ in millions)	March 28, 2015			April 2, 2016
Net sales	$	684.9		$	700.3
Gross profit	$	211.9		$	213.9
Gross profit %	30.9		%	30.5		%
Operating income	$	104.3		$	102.5
Operating income %	15.2		%	14.6		%

Three Months EndedApril 2, 2016 vs. Three Months EndedMarch 28, 2015

Net sales increased $15.4 million, or 2%, over the prior year period due primarily to:

• New product sales of $30.6 million related primarily to infant formula and food products;

• Incremental net sales of $12.9 million from acquisitions (primarily the Gelcaps Exportadora de Mexico, S.A. de C.V. ("Gelcaps") and ScarAway^® acquisitions); and

• Increased sales volumes of existing products totaling $17.0 million due primarily to strong performance in our infant formula and smoking cessation categories, offset partially by weaker sales in our cough/cold and analgesics categories due to a mild cold and flu season; offset partially by

• Discontinued products of $32.0 million due primarily to a label refresh within the infant formula category; and

• Unfavorable foreign currency movement of $6.5 million.

Operating income decreased$1.8 million, or 2%, as a result of:

• An increase of $2.0 million in gross profit due to:

• Increased new product sales and favorable product mix; and

• Improved efficiencies in manufacturing facilities; more than offset by

• An increase of $3.8 million in operating expenses due to:

• An increase in restructuring expense related to strategic organizational enhancements; and

• Increased selling and administrative expenses related to the Gelcaps and ScarAway^® acquisitions.

Gross profit as a percent of sales decreased slightly over prior year due to increased amortization expense and pricing pressures.

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Perrigo Company plc - Item 2

BCH

BRANDED CONSUMER HEALTHCARE

The BCH segment was created on March 30, 2015 as a result of the Omega acquisition, thus comparative prior period data is not available.

Recent Trends and Developments

• We have experienced a recent reduction in our expectations for the BCH segment due to market dynamics in the lifestyle and natural health/VMS categories. The BCH segment has established a brand prioritization strategy to address these market dynamics with an objective to balance the cost of advertising and promotion investments with expected contributions from category sales.

• Previously anticipated new product sales in 2016 are forecasted to be lower due primarily to changes in our expectations to achieve regulatory approval for certain new products and modified market share penetration assumptions and timing for new products in Europe.

• During the quarter, we made significant progress on our previously announced restructuring plans to right-size the business due to the impact of market dynamics impacting sales volumes. In addition, we made several strategic leadership changes both during the quarter and subsequent to quarter-end.

Segment Results

	Three Months Ended
($ in millions)	April 2, 2016
Net sales	$	317.6
Gross profit	$	156.6
Gross profit %	49.3		%
Operating loss	$	(482.7	)
Operating loss %	(152.0		)%

BCH sales were led by new product sales of $31.2 million and $37.6 million of sales attributable to acquisitions (primarily Naturwohl Pharma GmbH and the GlaxoSmithKline OTC brands). Sales were also impacted by strong Top 20 brand sales primarily in the cough/cold and allergy category, despite a mild cough/cold season in Europe, offset partially by low OTC distribution sales.

Operating expenses included selling, general and administrative expense of $154.8 million (of which $27.1 million related to amortization expense on acquired intangible assets), R&D expense of $8.6 million, distribution expense of $6.7 million, and restructuring expense of $2.2 million. Selling expense as a percent of net sales of the BCH segment was significantly higher for the BCH segment than it was for our other business segments due to advertising and promotional expenses that are unique to the BCH segment, which totaled $59.1 million during the three months endedApril 2, 2016. While we made seasonally high investments in advertising and promotional expense in the quarter, we employed cost control measures to partially mitigate our lower forecasted sales and operating income. Advertising and promotional expense is typically seasonally higher in the first half of the calendar year than in the second half of the year.

Operating expenses also included $467.0 million of intangible asset and goodwill impairment charges recorded in connection with the interim impairment testing described in the above section "Interim Impairment Testing". See Item 1. Note 3 for more information.

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Perrigo Company plc - Item 2

Rx

PRESCRIPTION PHARMACEUTICALS

Recent Trends and Developments

• On January 22, 2016, we acquired a portfolio of generic dosage forms and strengths of Retin-A^® (tretinoin), a topical prescription acne treatment, from Matawan Pharmaceuticals, LLC, for $416.4 million in cash ("Tretinoin Products").

• On March 1, 2016, we completed the acquisition of two development-stage specialty Rx products to further invest in our specialty Rx portfolio.

• We have experienced a recent reduction in pricing expectations in our Rx segment due to industry and competitive pressures in the sector. Softness in pricing is attributed to various factors including increased focus from customers to capture supply chain productivity savings and low raw material commodity pricing, competition in specific products, and consolidation of certain customers. We expect this softness to continue to impact us through the remainder of 2016.

Segment Results

	Three Months Ended
($ in millions)	March 28, 2015			April 2, 2016
Net sales	$	251.6		$	256.7
Gross profit	$	141.7		$	127.4
Gross profit %	56.3		%	49.6		%
Operating income	$	100.0		$	87.4
Operating income %	39.7		%	34.0		%

Three Months EndedApril 2, 2016 vs. Three Months EndedMarch 28, 2015

Net sales increased $5.1 million, or 2%, due primarily to:

• Sales attributable to the Entocort^® and Tretinoin Products acquisitions totaling $45.6 million; and

• New product sales of $11.2 million; offset partially by

• Decreased sales of existing products of $50.1 million due to declined sales volume of certain products, pricing pressure across extended topical products, and the loss of the exclusivity period for a key extended topical product.

Segment operating income decreased$12.6 million, or 13%, as a result of:

• A decrease of $1.7 million in operating expenses; more than offset by

• A decrease of $14.3 million in gross profit due primarily to increased amortization expense from the Entocort^® and Tretinoin Products acquisitions as well as the pricing pressure noted above, offset partially by a gain on the sale of an intangible asset.

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Perrigo Company plc - Item 2

Specialty Sciences

SPECIALTY SCIENCES

In February 2016, a competitor's pipeline product, Roche's Ocrelizumab, received “Breakthrough Therapy Designation in Primary Progressive Multiple Sclerosis” from the FDA and could potentially be approved in 2017. The product would compete with Tysabri^® and could have a significant impact on the royalty we receive. We will continue to monitor the progress of the potential competing product over the next year.

Segment Results

	Three Months Ended
($ in millions)	March 28, 2015			April 2, 2016
Net sales	$	81.9		$	88.0
Gross profit	$	9.3		$	15.2
Gross profit %	11.4		%	17.3		%
Operating income	$	5.5		$	12.9
Operating income %	6.7		%	14.7		%

Three Months EndedApril 2, 2016 vs. Three Months EndedMarch 28, 2015

Net sales increased $6.1 million due to an increase in royalties received from Biogen Idec Inc.'s sales of Tysabri^®. Operating income increased$7.4 million due to the increased royalties as well a $1.6 million reduction in operating expenses.

OTHER

Recent Trends and Developments

We are pursuing the sale of our API business based in India and expect the sale to take place during 2016. At April 2, 2016, the net assets of our India API business were classified as "held for sale" as discussed in Item 1. Note 9.

Segment Results

	Three Months Ended
($ in millions)	March 28, 2015			April 2, 2016
Net sales	$	30.7		$	20.6
Gross profit	$	15.8		$	9.8
Gross profit %	51.5		%	47.9		%
Operating income	$	10.5		$	5.4
Operating income %	34.1		%	26.3		%

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Perrigo Company plc - Item 2

Other

Three Months EndedApril 2, 2016 vs. Three Months EndedMarch 28, 2015

Net sales decreased $10.1 million due primarily to competition on certain products. Operating income decreased$5.1 million due primarily to a $6.0 million decrease in gross profit, offset partially by a $0.9 million reduction in operating expenses.

Unallocated Expenses

Unallocated expenses are comprised of certain corporate services not allocated to the segments and are recorded in operating income. Unallocated expenses increased from $21.1 million for the three months endedMarch 28, 2015 to $29.3 million for the three months endedApril 2, 2016 due primarily to increased share-based compensation expense and expenses incurred in connection with integration-related activities.

Interest and Other (Consolidated)

Interest Expense, Net

Interest expense, net for the three months endedApril 2, 2016 was $51.2 million, compared to $43.3 million for the three months endedMarch 28, 2015. The increase was due to the interest incurred on the debt assumed in the Omega acquisition, borrowings on our revolving credit agreements during the three months endedApril 2, 2016, and the issuance of $1.2 billion of senior notes on March 7, 2016. See the "Borrowings and Capital Resources" section below and Item 1. Note 10 for more information.

Other Expense, Net

Other expense, net, was $3.8 millionduring the three months endedApril 2, 2016, compared to $258.6 million during the three months endedMarch 28, 2015. The decrease was due to the absence of the $259.8 million loss we incurred in the prior year period on the derivatives we used to economically hedge fluctuations in the euro-denominated purchase price of the Omega acquisition. The losses on the derivatives due to the changes in the EUR/USD exchange rate prior to their settlement economically offset the final settlement of the euro-denominated Omega purchase price paid on March 30, 2015.

Income Taxes (Consolidated)

The effective tax rate for the three months endedApril 2, 2016 was a benefit of 6.8% on a net loss reported in the period due mainly to the impact of the intangible asset and goodwill impairments described above under "Interim Impairment Testing." The effective tax rate for the three months endedMarch 28, 2015 was a benefit of 7.6% on a net loss reported in the period.

Our tax rate is subject to adjustment over the balance of the prior fiscal year ended due to, among other things: income tax rate changes by governments; the jurisdictions in which our profits are determined to be earned and taxed; changes in the valuation of our deferred tax assets and liabilities; adjustments to estimated taxes upon finalization of various tax returns; adjustments to our interpretation of transfer pricing standards; changes in available tax credits, grants and other incentives; changes in stock-based compensation expense; changes in tax laws or the interpretation of such tax laws (for example, proposals for fundamental U.S. international tax reform); changes in U.S. GAAP; expiration of or the inability to renew tax rulings or tax holiday incentives; and the repatriation of earnings with respect to which we have not previously provided for taxes.

Although we believe that the tax estimates are reasonable and that we prepare our tax filings in accordance with all applicable tax laws, the final determination with respect to any tax audit and any related litigation could be materially different from estimates or from historical income tax provisions and accruals. The results of an audit or litigation could have a material effect on our operating results and/or cash flows in the periods for which that determination is made. In addition, future period earnings may be adversely impacted by litigation costs, settlements, penalties, and/or interest assessments.

The IRS audit of our fiscal years ended June 27, 2009 and June 26, 2010 had previously concluded with the issuance of a statutory notice of deficiency on August 27, 2014. While we had previously agreed on certain

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Perrigo Company plc - Item 2

Unallocated, Interest, Other, and Taxes

adjustments and made associated payments of $8.0 million, inclusive of interest in November 2014, the statutory notice of deficiency asserted various additional positions, including transfer pricing, relative to the same audit of fiscal years ended June 27, 2009 and June 26, 2010. The statutory notice asserted an incremental tax obligation of approximately $68.9 million, inclusive of interest and penalties. We disagree with the IRS’s positions asserted in the notice of deficiency. In January 2015, we paid this amount, a prerequisite to being able to contest the IRS’s positions in U.S. Federal court, and in June 2015, we filed a request for a refund. The IRS denied our request for a refund. We anticipate filing a complaint in federal district court claiming a refund for these amounts in the first quarter of 2017. The payment was recorded during the three months ended March 28, 2015 as a deferred charge on the balance sheet given our anticipated action to recover this amount. An unfavorable resolution of this matter could have a material impact on our consolidated financial statements in future periods.

We have ongoing audits in multiple jurisdictions for which tax returns are not yet settled. These jurisdictions include, but are not limited to, the United States and Belgium. The IRS is auditing our fiscal years ended June 25, 2011 and June 30, 2012, and may make adjustments consistent with their claims for the 2009 - 2010 audit period. During the three months ended April 2, 2016, the Belgium Tax Authority notified us that all Belgium locations will be audited for the years ending December 31, 2013 and December 31, 2014. At this time, we cannot predict the outcome of any audit or related litigation.

FINANCIAL CONDITION, LIQUIDITY, AND CAPITAL RESOURCES

Cash and Cash Equivalents

*Working capital represents current assets less current liabilities, excluding cash and cash equivalents, and current indebtedness.

Cash, cash equivalents, cash flows from operations, and borrowings available under our credit facilities are expected to be sufficient to finance our known and/or foreseeable liquidity and capital expenditures. Although our lenders have made commitments to make funds available to us in a timely fashion under our revolving credit agreements and overdraft facilities, if economic conditions worsen or new information becomes publicly available impacting the institutions’ credit rating or capital ratios, these lenders may be unable or unwilling to lend money pursuant to our existing credit facilities.

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Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

Operating Activities

We generated $170.3 million from operating activities during the three months endedApril 2, 2016, a $97.7 million decrease over the comparable prior year period due primarily to:

• A decrease in net earnings after adjusting for $94.9 million of non-cash items such as impairment charges and depreciation and amortization;

• A net increase in cash used for customer-related programs of $41.9 million due primarily to the increased pricing pressure we are experiencing in the Rx segment;

• A net increase in cash used for payroll and related taxes of $36.4 million due primarily to severance payments related to the restructuring activities and the addition of Omega operations in the current year period;

• A net decrease in cash from changes in accounts receivable of $16.4 million, inventory of $16.9 million, and accounts payable of $17.7 million, due primarily to the addition of Omega operations in the current year period; offset partially by

• A net decrease in cash used for accrued income taxes of $150.7 million due primarily to the prior year period including a $68.9 million incremental tax payment made in connection with the contested IRS audit described above under "Income Taxes".

In addition, our operating cash flow for the current year period was unfavorably impacted by actions we took to establish a more normalized cash flow pattern within our BCH segment. Generally our BCH segment has seasonally stronger sales and cash flow inflows in the second and fourth quarters and stronger cash outflows in the first and third quarters. In the past, accounts payable terms with suppliers were structured to take account of this seasonality. In order to establish a more sustainable cash flow pattern during the year, we changed these payment structures during the three months ended April 2, 2016, which had a one-time unfavorable impact on operating cash flow in the quarter.

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Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

Investing Activities

Cash used for investing activities totaled $452.1 million for the three months endedApril 2, 2016, an increase of $118.1 million over the comparable prior year period. The increase in cash used was due primarily to the Tretinoin Products acquisition in the current year, which used $416.4 million in cash. In the comparable prior year period, cash used for investing activities consisted primarily of a $298.1 million outflow related to the cash settlement of non-designated foreign currency derivatives we used to hedge the euro-denominated Omega purchase price.

Financing Activities

Cash generated from financing activities totaled $449.0 million for the three months endedApril 2, 2016, compared to cash used for financing activities of $31.6 million for the comparable prior year period. The primary contributor to the cash generation in the current year period was the borrowing of $1.2 billion of long-term debt. This was offset in part by net repayments on our revolving credit agreements and other short-term financing of $704.3 million. For more information see "Borrowings and Capital Resources" below.

The declaration and payment of dividends, if any, is subject to the discretion of our Board of Directors and will depend on our earnings, financial condition, availability of distributable reserves, capital and surplus requirements, and other factors our Board of Directors may consider relevant.

In October 2015, the Board of Directors approved a share repurchase plan of up to $2.0 billion, of which $1.5 billion is still available to be repurchased through December 31, 2018. We did not repurchase any shares under the share repurchase plan during the three months endedApril 2, 2016. The timing and amount of future repurchases, if any, will depend upon several factors, including market and business conditions, the trading price of our ordinary shares, available cash flow, and other investment opportunities.

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Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

Borrowings and Capital Resources

Overdraft Facilities

Our BCH segment uses overdraft facilities in its day-to-day operations. The balance outstanding under the facilities was $60.4 million and $82.9 million at April 2, 2016 and December 31, 2015, respectively.

Accounts Receivable Factoring

We have multiple accounts receivable factoring arrangements with non-related third-party financial institutions (the “Factors”). Pursuant to the terms of the arrangements, we sell to the Factors certain of our accounts receivable balances on a non-recourse basis for credit approved accounts. An administrative fee ranging from 0.14% to 0.15% per invoice is charged on the gross amount of accounts receivables assigned to the Factors, plus interest is calculated at the applicable EUR LIBOR rate plus 70 basis points. The total amount factored and excluded from accounts receivable was $110.0 million and $106.7 million at April 2, 2016 and December 31, 2015, respectively.

Revolving Credit Agreements

On December 9, 2015, our 100% owned finance subsidiary, Perrigo Finance Unlimited Company (formerly Perrigo Finance plc) ("Perrigo Finance"), entered into a $750.0 million revolving credit agreement (the "2015 Revolver"). At December 31, 2015, $380.0 million was outstanding under the 2015 Revolver. On March 15, 2016, we used the proceeds of the debt issuance described below under "Long-Term Debt" to repay the $750.0 million then outstanding under the 2015 Revolver and terminated the facility.

On December 5, 2014, Perrigo Finance entered into a $600.0 million revolving credit agreement, which we increased to $1.0 billion on March 30, 2015 (the "2014 Revolver"). At December 31, 2015, $300.0 million was outstanding under the 2014 Revolver. On March 15, 2016, we used the proceeds of the debt issuance described below under "Long-Term Debt" to repay the $435.0 million then outstanding under the 2014 Revolver. There were no borrowings outstanding under the 2014 Revolver as of April 2, 2016.

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Financial Condition, Liquidity and Capital Resources

Long-term Debt

On March 7, 2016, Perrigo Finance issued $500.0 million in aggregate principal amount of 3.500% senior notes due 2021 and $700.0 million in aggregate principal amount of 4.375% senior notes due 2026 (together, the "2016 Notes") and received net proceeds of $1.2 billion after fees and market discount, which were used to repay the amounts outstanding under the 2015 Revolver and 2014 Revolver mentioned above.

We had $5.9 billion and $4.7 billion outstanding under our notes and bonds, and $498.3 million and $488.8 million outstanding under our term loan, as of April 2, 2016 and December 31, 2015, respectively. We expect to repay our $500.0 million note maturing in November 2016 out of our cash, cash equivalents, cash flows from operations, and/or borrowings under our credit facilities.

We were in compliance with all covenants under our various debt agreements as of April 2, 2016.See Item 1. Note 10 for more information on all of the above debt facilities.

Credit Ratings

Our credit ratings on April 2, 2016 were Baa3 (stable) and BBB (outlook negative) by Moody's Investors Service and Standard and Poor's ("S&P") Rating Services, respectively. On April 26, 2016, S&P lowered our credit rating to BBB- (stable).

Credit rating agencies review their ratings periodically and, therefore, the credit rating assigned to us by each agency may be subject to revision at any time. Accordingly, we are not able to predict whether current credit ratings will remain as disclosed above. Factors that can affect our credit ratings include changes in operating performance, the economic environment, our financial position, and changes in business strategy. If changes in our credit ratings were to occur, they could impact, among other things, future borrowing costs, access to capital markets, and vendor financing terms.

Contractual Obligations and Commitments

Other than the obligations related to the changes to our debt structure in relation to the 2016 Notes, as discussed in Note 10 of the Notes to the Condensed Consolidated Financial Statements, there were no material changes in contractual obligations during the three months ended April 2, 2016 from those provided in our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015. See below for a revised schedule of our enforceable and legally binding obligations as of April 2, 2016 related to our short and long-term debt arrangements.

	Payment Due by Period (in millions)
	2016(1)		2017 - 2018		2019 - 2020		After 2020		Total
Short and long-term debt(2)	$	783.7	$	1,698.5	$	822.5	$	5,512.3	$	8,817.0

⁽¹⁾Reflects remaining nine months of 2016.

⁽²⁾  Short and long-term debt includes interest payments, which were calculated using the effective interest rate at April 2, 2016.

ITEM 3.        QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes to our quantitative or qualitative disclosures found in Item 7A, "Quantitative and Qualitative Disclosures about Market Risk," of our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015.

ITEM 4.        CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) of the Exchange Act) as of April 2, 2016. Based upon that evaluation, our Chief Executive Officer and

42

Perrigo Company plc - Item 4

Controls and Procedures

Chief Financial Officer have concluded that our disclosure controls and procedures were not effective as of April 2, 2016 because of the material weakness in our internal control over financial reporting described below.

All systems of internal control, no matter how well designed, have inherent limitations. Therefore, even those systems deemed to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim consolidated financial statements will not be prevented or detected on a timely basis.

Evaluation of Disclosure Controls and Procedures

We conducted an evaluation of the effectiveness of our internal control over financial reporting based upon the framework established in the 2013 Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

Management has determined that we did not design and maintain effective management review controls that operated at a sufficient level of precision to ensure interim income taxes are properly recorded and disclosed in our consolidated financial statements in connection with the recording of indefinite-lived intangible asset impairment and estimated goodwill impairment. These control deficiencies resulted in a material misstatement in income taxes in the preliminary financial statements for the quarter ended April 2, 2016. The material misstatement in interim income taxes was corrected prior to the filing of this report. These control deficiencies did not result in a misstatement of the consolidated financial statements for the transition period from June 28, 2015 to December 31, 2015, and would have no effect on the accounting for income taxes for the fiscal year ending December 31, 2016. However, these control deficiencies created a reasonable possibility that a material misstatement to the interim consolidated financial statements would not be prevented or detected on a timely basis. Accordingly, management concluded that these control deficiencies represent a material weakness.

Plan for Remediation of Material Weakness

To remediate the material weakness in internal control over financial reporting described above, we plan, with oversight from the Audit Committee, to:

• Review the processes and controls in place to measure and record income taxes to enhance the efficiency and effectiveness of the design and operation of those controls;

• Enhance monitoring activities related to income taxes;

• Evaluate and enhance the level of precision in the management review controls related to income taxes;

• Test and evaluate the design and operating effectiveness of the control procedures; and

• Assess the effectiveness of the remediation plan.

The remediation actions are expected to be implemented in the second quarter of 2016. Until the remediation actions are fully implemented and the operational effectiveness of related internal controls is validated through testing, the material weakness described above will continue to exist. We are committed to achieving and maintaining a strong internal control environment and believe the remediation measures will strengthen our internal control over financial reporting and remediate the material weakness identified. We will continue to monitor the effectiveness of these remediation measures and will make any changes and take such other actions that we deem appropriate given the circumstances.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting during the three months ended April 2, 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

43

Perrigo Company plc - Part II - Other Information

PART II.     OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

Refer to Part I, Item 1. Note 14 to the Condensed Consolidated Financial Statements.

ITEM 1A.    RISK FACTORS

Our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015 includes a detailed discussion of our risk factors. At the time of this filing, there have been no material changes to the risk factors that were included in the Form 10-KT other than those described below.

We are dependent on the services of certain key executive and scientific employees. We recently replaced both our chief executive officer and the general manager of our BCH segment. Our inability to successfully manage the transition with respect to these key executives, or the failure to attract and retain other key executive and scientific employees, may have a material adverse impact on our results of operations.

As previously disclosed in the "Risk Factors" section of our recent Form 10-KT, we are dependent on the services of certain key employees, and our future success will depend in large part upon our ability to attract and retain highly skilled employees. In particular, we recently announced that our former Chairman and Chief Executive Officer, Joseph C. Papa, resigned from the Company to work for Valeant Pharmaceuticals International, Inc. and that John T. Hendrickson, formerly our President, was appointed to serve as our new Chief Executive Officer. In addition, we recently announced that the former Executive Vice President and General Manager of our BCH segment, Marc Coucke, resigned from the Company and that our current Executive Vice president and General Manager, International, Sharon Kochan, would undertake expanded responsibilities that include providing leadership and strategic direction to our BCH segment. If this management transition is not successful, or if we are unable to attract or retain other key qualified employees, our future operating results may be adversely impacted.

Publishing earnings guidance subjects us to risks, including increased stock volatility that could lead to potential lawsuits by investors.

Because we publish earnings guidance, we are subject to a number of risks. For a variety of reasons discussed under “Cautionary Note Regarding Forward-Looking Statements”, this Item 1A, and Item 1A of our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015, actual results may vary from the guidance we provide investors from time to time, such that our stock price may decline following, among other things, any earnings releases or guidance that do not meet market expectations. 

On February 18, 2016, we announced our results for the fourth quarter and calendar year ended December 31, 2015, as well as our updated guidance for calendar year 2016, and on April 25, 2016, we announced our preliminary financial results for the first quarter ended April 2, 2016, as well as our updated guidance for calendar year 2016. Our stock price declined following each such announcement, resulting in a decrease in our market capitalization. It has become increasingly commonplace for investors to file lawsuits against companies following a rapid decrease in market capitalization. Although we have not received notice of any claim or lawsuit, and would vigorously defend the Company against any such claim or lawsuit, no assurance can be made that such a claim or lawsuit will not be brought in the future. These types of lawsuits can be costly and divert management attention and other resources away from our business, regardless of their merits, and could result in adverse settlements or judgments.

We may not be able to improve operating results in our business segments.

• We have experienced a recent reduction in pricing expectations in our U.S. businesses from historical patterns, in particular in our Rx segment due to industry and competitive pressures in the sector. Softness in pricing is attributed to various factors including increased focus from customers to capture supply chain productivity savings and low raw material commodity pricing, competition in specific product categories, and consolidation of certain customers in the Rx segment. We expect this softness to continue to impact us through calendar 2016.

44

Perrigo Company plc - Item 1A

Risk Factors

• Previously anticipated new product sales in 2016 are forecasted to be lower than previously expected due primarily to changes in our expectations to achieve regulatory approval for certain new products and modified market share penetration assumptions and timing for new products in Europe.

• We have experienced a recent reduction in our expectations for the BCH segment due to market dynamics in the lifestyle and natural health/VMS categories. The BCH segment has established a brand prioritization strategy to address these market dynamics with an objective to balance the cost of advertising and promotion investments with expected contributions from category sales.

There can be no assurance that we will not continue to experience challenges related to our segments, and these challenges could have a material impact on our business, cash flows, and results of operations, result in impairment charges and the market value of our ordinary shares and/or debt securitiesmay decline.

We have acquired significant intangible assets and goodwill that could become impaired or subject us to losses and may result in an adverse impact on our results of operations.

We have recorded significant intangible assets and goodwill on our balance sheet as a result of previous acquisitions, which could become impaired and lead to material charges in the future. We regularly review our intangible assets and goodwill for impairment. Goodwill and indefinite-lived intangible assets are subject to impairment review on an annual basis and whenever impairment indicators are present.

During our impairment testing for the transition period of June 28, 2015 to December 31, 2015, we identified an impairment of certain indefinite-lived intangible assets purchased in conjunction with the Omega acquisition based on management’s expectations of the prospects for future revenues, profits, and cash flows associated with these assets. The assessment resulted in an impairment charge of $185.1 million within our BCH segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. See our Transition Report on Form 10-KT filed February 25, 2016 for a further discussion of this impairment charge.

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of impairment associated with certain indefinite-lived intangible assets acquired in conjunction with the Omega acquisition. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast. The assessment utilized the excess earnings method to determine fair value and resulted in an impairment charge of $273.4 million in Impairment charges on the Condensed Consolidated Statements of Operations within our BCH segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. The main assumptions supporting the fair value of these assets and cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the BCH segment distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the segment's growth plans.

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of goodwill impairment in our BCH - rest of world (“BCH - ROW”) reporting unit, which comprises primarily of operations attributable to the Omega acquisition in all geographic regions except for Belgium. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast. In step one of the goodwill impairment testing, the fair value of the BCH - ROW reporting unit did not exceed its carrying value. The fair value of the reporting unit was determined using a discounted cash flow technique. The main assumptions supporting the cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the reporting unit distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the reporting unit's growth plans.

The second step of the test requires that we determine the fair value of the BCH - ROW reporting unit’s goodwill, which involves determining the value of the reporting unit’s assets and liabilities. Based on our evaluation and initial estimates of the fair values of the assets and liabilities and the deficit of the fair value when compared to the related book value, we recorded an estimated impairment charge of $193.6 million in Impairment charges on the

45

Perrigo Company plc - Item 1A

Risk Factors

Condensed Consolidated Statements of Operations for the three months ended April 2, 2016. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. We expect to finalize the fair value calculation during the second quarter of 2016, which could result in an adjustment to the estimated impairment charge. As of April 2, 2016, the implied fair value of the impaired goodwill is $1.8 billion.

While no impairment charges were recorded as a result of the goodwill impairment testing for the transition period of June 28, 2015 to December 31, 2015, our Specialty Sciences reporting unit's fair value exceeded the carrying value by less than 10%. Management evaluated the primary source of cash flow in this segment, the Tysabri^® royalty stream, based on a combination of factors including independent external research, information provided from our royalty partner, and internal estimates. Based on this information, management’s assessment of future cash flow from this royalty stream has been reduced primarily due to anticipated new competitors entering the market and unfavorable currency exchange effects. In February 2016, a competitor's pipeline product, Roche's Ocrelizumab, received “Breakthrough Therapy Designation in Primary Progressive Multiple Sclerosis” from the FDA and could potentially be approved in 2017. The product would compete with Tysabri^® and could have a significant impact on the royalty we receive. We will continue to monitor the progress of the potential competing product and assess the reporting unit for potential impairment should impairment indicators arise and at least annually as applicable.

We perform an impairment analysis on intangible assets subject to amortization when there is an indication that the carrying amount of any individual asset may not be recoverable. Any significant change in market conditions, estimates or judgments used to determine expected future cash flows that indicates a reduction in carrying value may give rise to impairment in the period that the change becomes known. The carrying value for certain intangible assets and goodwill equals fair value, as such, any further deterioration in those assets' fair value would lead to a further impairment charge. Future performance different from the assumptions utilized in our quantitative analyses may result in additional changes in the fair value. We will continue to monitor and assess these assets for potential impairment should further impairment indicators arise, as applicable, and at least annually during our fourth quarter annual impairment testing.

See Item 1. Note 3 for more information on the above impairment charges.

We identified a material weakness in our internal controls over financial reporting; failure to remediate the material weakness could negatively impact our business and the price of our ordinary shares.

We concluded that a material weakness existed in our internal controls over financial reporting, as more particularly described under Item 4. “Controls and Procedures.” More specifically, we did not design and maintain effective management review controls that operated at a sufficient level of precision to ensure interim income taxes are properly recorded and disclosed in our consolidated financial statements in connection with the recording of indefinite-lived intangible asset impairment and estimated goodwill impairment for the three months ended April 2, 2016. In response to the identified material weakness, and with oversight from our Audit Committee, we are focused on improving our internal controls over financial reporting and remedying the identified material weakness.

We will take the following actions to improve the design and operating effectiveness of our internal control in order to remediate this material weakness:

• Review the processes and controls in place to measure and record income taxes to enhance the efficiency and effectiveness of the design and operation of those controls;

• Enhance monitoring activities related to income taxes;

• Evaluate and enhance the level of precision in the management review controls related to income taxes;

• Test and evaluate the design and operating effectiveness of the control procedures; and

• Assess the effectiveness of the remediation plan.

We expect to implement the remediation actions in the second quarter of 2016. Until the remediation actions are fully implemented and the operational effectiveness of related internal controls is validated through testing, the material weakness described above will continue to exist. We cannot assure you that we will be able to remediate this material weakness on a timely basis or at all. Failure to remediate this material weakness or

46

Perrigo Company plc - Item 1A

Risk Factors

difficulties encountered during implementation of these remediation efforts could result in material misstatements in or a future restatement of our financial statements, a failure to meet our reporting obligations, or the loss of investor confidence in our reported financial information, any of which could negatively impact our business and the price of our ordinary shares.

ITEM 5.     OTHER INFORMATION

Joseph C. Papa and Perrigo Company, a Michigan corporation and a wholly owned subsidiary of the Company (“Perrigo Michigan”), entered into Amendment No. 4, effective as of May 6, 2016, to that certain Employment Agreement between Mr. Papa and Perrigo Michigan, effective as of October 9, 2006, as amended by Amendment No. 1 effective as of November 12, 2015, Amendment No. 2 effective as of October 22, 2015, and Amendment No. 3 effective as of April 24, 2016. The sole purpose of Amendment No. 4 is to correct a typographical error contained in Amendment No. 3. A copy of Amendment No. 4 is filed with this report as Exhibit 10.5.

47

Perrigo Company plc - Part II - Item 6

Exhibits

ITEM 6.    EXHIBITS

Exhibit Number	Description
3.1	Certificate of Incorporation of Perrigo Company plc (formerly known as Perrigo Company Limited) (incorporated by reference from Exhibit 4.1 to our Registration Statement on Form S-8 filed December 19, 2013).
3.2	Memorandum and Articles of Association of Perrigo Company plc, as amended (incorporated by reference from Exhibit 3.2 to our Transition Report on Form 10-KT filed on February 25, 2016).
4.1	Supplemental Indenture No. 2, dated as of March 10, 2016, among Perrigo Finance Unlimited Company, Perrigo Company plc and Wells Fargo Bank, National Association, as trustee (incorporated by reference from Exhibit 4.1 to our Current Report on Form 8-K filed on March 10, 2016).
4.2	Form of Global Note representing the 2021 Notes (included in Exhibit 4.1).
4.3	Form of Global Note representing the 2026 Notes (included in Exhibit 4.1).
10.1	Amendment to the Revolving Credit Agreement, dated February 26, 2016, by and among Perrigo Finance Unlimited Company, formerly known as Perrigo Finance plc, Perrigo Company plc, JPMorgan Chase Bank, N.A., Barclays Bank PLC, and the other lenders party thereto, dated as of December 5, 2014 (filed herewith).
10.2	Amendment to the Term Loan Credit Agreement, dated February 26, 2016, by and among Perrigo Finance Unlimited Company, formerly known as Perrigo Finance plc, Perrigo Company plc, JPMorgan Chase Bank, N.A., Barclays Bank PLC, and the other lenders party thereto, dated as of December 5, 2014 (filed herewith).
10.3	Amendment to the Revolving Credit Agreement, dated February 26, 2016, by and among the Company, Perrigo Finance Unlimited Company, HSBC Bank USA, N.A., Bank of America, N.A. and Morgan Stanley Senior Funding, Inc., and the other lenders party thereto, dated as of December 9, 2015 (filed herewith).
10.4	Amendment No. 3, effective as of April 24, 2016, to the Employment Agreement, effective as of October 9, 2006, by and between Perrigo Company and Joseph C. Papa, incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 25, 2016 (File No. 001-36353).
10.5	Amendment No. 4, effective as of May 6, 2016, to the Employment Agreement, effective as of October 9, 2006, by and between Perrigo Company and Joseph C. Papa (filed herewith).
10.6	First Amendment and Consent to Note Purchase Agreement, between Omega Pharma N.V. and the Prudential Insurance Company of America, dated October 7, 2011, in connection with the Note Purchase Agreement, dated May 19, 2011, with respect to the issuance and sale of EUR 135,043,889 aggregate principal amount of Omega’s 5.1045% senior notes due 2023 (filed herewith).
10.7	Waiver to Note Purchase Agreement, between Omega Pharma N.V. and the Prudential Insurance Company of America, dated May 16, 2016, in connection with the Note Purchase Agreement, dated May 19, 2011 (as amended by the First Amendment and Consent to the Note Purchase Agreement, dated as of October 7, 2011), with respect to the issuance and sale of EUR 135,043,889 aggregate principal amount of Omega’s 5.1045% senior notes due 2023 (filed herewith).
31.1	Rule 13a-14(a) Certification by John T. Hendrickson, Chief Executive Officer (filed herewith).
31.2	Rule 13a-14(a) Certification by Judy L. Brown, Executive Vice President, Business Operations and 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.
101.SCH	XBRL Taxonomy Extension Schema Document.

48

Perrigo Company plc - Part II - Item 6

Exhibits

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.

49

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 thereunto duly authorized.

		PERRIGO COMPANY PLC
		(Registrant)
Date:	May 16, 2016	By: /s/ John T. Hendrickson
		John T. Hendrickson
		Chief Executive Officer
		(Principal Executive Officer)
Date:	May 16, 2016	By: /s/ Judy L. Brown
		Judy L. Brown
		Executive Vice President, Business Operations and Chief Financial Officer
		(Principal Accounting and Financial Officer)

50

EX-10.1

Exhibit 10.1

EXECUTION VERSION

This AMENDMENT (this “Amendment”), dated as of February 26, 2016 and entered into by and among Perrigo Finance Unlimited Company (formerly Perrigo Finance PLC), a public unlimited company organized under the laws of Ireland (the “Revolving Borrower”), Perrigo Company PLC, a public limited company organized under the laws of Ireland (the “Company”), certain Lenders listed on the signature pages hereto (the “Consenting Lenders”), and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), amends that certain Revolving Credit Agreement, dated as of December 5, 2014 (as amended, restated, supplemented, waived or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”), by and among the Revolving Borrower, the Company, the lenders party thereto, the Administrative Agent and the other agents party thereto.

W I T N E S S E T H :

WHEREAS, the Revolving Borrower has requested that the Credit Agreement be amended as set forth herein;

WHEREAS, by signing this Amendment, the Required Lenders have consented to this Amendment and the amendments to the Credit Agreement described in Section 2 below;

NOW, THEREFORE, in consideration of the premises contained herein, the parties hereto agree as follows:

1.Defined Terms; References. Except as otherwise defined in this Amendment, terms defined in the Credit Agreement are used herein (including the recitals hereto) as defined therein. On and after the Amendment Effective Date (as defined below), each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Amendment.

2.Amendment. The Administrative Agent and each Consenting Lender (in the aggregate representing Required Lenders) hereby consents to the following amendments to the Credit Agreement:

(a) add the following definitions in alphabetical order to Section 1.01 thereof:

“Bail-In Action” means the exercise of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority in respect of any liability of an EEA Financial Institution.

“Bail-In Legislation” means with respect to any EEA Member Country implementing Article 55 of Directive 2014/59/EU of the European Parliament and of the Council of the European Union, the implementing law for such EEA Member Country from time to time which is described in the EU Bail-In Legislation Schedule.

“EEA Financial Institution” means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent.

“EEA Member Country” means any of the member states of the European Union, Iceland, Liechtenstein and Norway.

“EEA Resolution Authority” means any public administrative authority or any person entrusted with public administrative authority of any EEA Member Country (including any delegee) having responsibility for the resolution of any EEA Financial Institution.

“EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time.

“NYFRB” means the Federal Reserve Bank of New York.

“NYFRB Rate” means, for any day, the greater of (a) the Federal Funds Effective Rate in effect on such day and (b) the Overnight Bank Funding Rate in effect on such day (or for any day that is not a Business Day, for the immediately preceding Business Day); provided that if none of such rates are published for any day that is a Business Day, the term “NYFRB Rate” means the rate for a federal funds transaction quoted at 11:00 a.m. on such day received to the Administrative Agent from a Federal funds broker of recognized standing selected by it; provided, further, that if any of the aforesaid rates shall be less than zero, such rate shall be deemed to be zero for purposes of this Agreement.

“Overnight Bank Funding Rate” means, for any day, the rate comprised of both overnight federal funds and overnight Eurodollar borrowings by U.S.-managed banking offices of depository institutions (as such composite rate shall be determined by the NYFRB as set forth on its public website from time to time) and published on the next succeeding Business Day by the NYFRB as an overnight bank funding rate (from and after such date as the NYFRB shall commence to publish such composite rate).

“Write-Down and Conversion Powers” means with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule.

(b) amend and restate of the definition of “Alternate Base Rate” or “ABR” in Section 1.01 thereof in its entirety as follows:

““Alternate Base Rate” or “ABR” means, for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1% and (c) the Adjusted One Month LIBOR Rate. Any change in the Alternate Base Rate due to a change in the Prime Rate, the NYFRB Rate or the Adjusted One Month LIBOR Rate shall be effective from and including the effective date of such change in the Prime Rate, the NYFRB Rate or the Adjusted One Month LIBOR Rate, respectively.”

(c) amend and restate clause (d) of the definition of “Defaulting Lender” in Section 1.01 thereof (but, for the avoidance of doubt, not the proviso immediately thereafter) in its entirety as follows:

“(d) has, or has a direct or indirect parent company that has, (i) become insolvent or the subject of (x) a Bankruptcy Event or (y) a Bail-In Action, or (ii) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or assets, including the Federal Deposit Insurance Corporation or any other state or federal regulatory authority acting in such a capacity;”

(d) amend and restate the definition of “Federal Funds Effective Rate” in Section 1.01 thereof in its entirety as follows:

““Federal Funds Effective Rate” means, for any day, the rate calculated by the NYFRB based on such day’s federal funds transactions by depositary institutions (as determined in such manner as the NYFRB shall set forth on its public website from time to time) and published on the next succeeding Business Day by the NYFRB as the federal funds effective rate.”

(e) add the following Sections 2.04(d) and (e):

“(d)    Any Swingline Lender may be replaced at any time by written agreement among the Revolving Borrower, the Administrative Agent, such Swingline Lender and the successor Swingline Lender. The Administrative Agent shall notify the Lenders of any such replacement of a Swingline Lender. At the time any such replacement shall become effective, the Revolving Borrower shall pay all unpaid interest accrued for the account of the replaced Swingline Lender pursuant to Section 2.12(a). From and after the effective date of any such replacement, (x) the successor Swingline Lender shall have all the rights and obligations of the replaced Swingline Lender under this Agreement with respect to Swingline Loans made thereafter and (y) references herein to the term “Swingline Lender” shall be deemed to refer to such successor or to any previous Swingline Lender, or to such successor and all previous Swingline Lenders,

as the context shall require. After the replacement of the Swingline Lender hereunder, the replaced Swingline Lender shall remain a party hereto and shall continue to have all the rights and obligations of the Swingline Lender under this Agreement with respect to Swingline Loans made by it prior to its replacement, but shall not be required to make additional Swingline Loans.

(e)    Subject to the appointment and acceptance of a successor Swingline Lender, any Swingline Lender may resign as a Swingline Lender at any time upon thirty days’ prior written notice to the Administrative Agent, the Revolving Borrower and the Lenders, in which case, such Swingline Lender shall be replaced in accordance with Section 2.04(d) above.”

(f) add the following at the end of Section 2.05(i) thereof:

“Subject to the appointment and acceptance of a successor Issuing Bank, any Issuing Bank may resign as an Issuing Bank at any time upon thirty days’ prior written notice to the Administrative Agent, the Revolving Borrower and the Lenders, in which case, such Issuing Bank shall be replaced in accordance with this Section 2.05(i);”

(g) add the following to the end of Section 2.20(c)(i):

“provided, that subject to Section 9.18, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation;”

(h) add the following Section 3.14:

“SECTION 3.14 EEA Financial Institutions. No Loan Party is an EEA Financial Institution.”

(i) amend and restate the final paragraph of Section 6.10 thereof in its entirety as follows:

“On and at any time after the Acquisition Closing Date, (i) beginning with the first full Fiscal Quarter after the Acquisition Closing Date, the Company will not permit the Leverage Ratio to exceed 5.25 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (ii) beginning with the Fiscal Quarter ended on or about September 30, 2015, the Company will not permit the Leverage Ratio to exceed 4.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (iii) beginning with the Fiscal Quarter ended on or about March 31, 2016, the Company will not permit the Leverage Ratio to exceed 4.75 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (iv) beginning with the Fiscal Quarter ended on or about September 30, 2016, the Company will not permit the Leverage Ratio to exceed 4.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (v) beginning with the Fiscal Quarter ended on or about March 31, 2017, the Company will not permit the Leverage Ratio to exceed 4.0 to 1.0 as of the last day of any such Fiscal Quarter of the Company, and (vi) beginning with the Fiscal Quarter ended on or about June 30, 2017, the Company will not permit the Leverage Ratio to exceed 3.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company; provided that with respect to clause (vi), during the four Fiscal Quarters after a Fiscal Quarter in which a Qualified Acquisition has occurred, such limit will be increased so that the Company will not permit the Leverage Ratio to exceed 4.0 to 1.0 as of the last day of any such Fiscal Quarter of the Company.”

(j) add the following Section 9.18:

“SECTION 9.18. Acknowledgment and Consent to Bail-In of EEA Financial Institutions.

Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Lender or Issuing Bank that is an EEA Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of an EEA Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

(a)the application of any Write-Down and Conversion Powers by an EEA Resolution Authority to any such liabilities arising hereunder which may be payable to it by any Lender or Issuing Bank that is an EEA Financial Institution; and

(b)the effects of any Bail-in Action on any such liability, including, if applicable:

(i)a reduction in full or in part or cancellation of any such liability;

(ii)a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such EEA Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or

(iii)the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any EEA Resolution Authority.”

3.Representations and Warranties; Loan Document. Each of the Revolving Borrower and the Company hereby represents and warrants that as of the date hereof (a) the representations and warranties of the Loan Parties set forth in the Loan Documents are true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of such date, with the same effect as if made on and as of such date (other than those representations and warranties that by their terms expressly relate to an earlier date, in which case such representations and warranties were true and correct in all material respects as of such earlier date) and (b) no Default or Event of Default has occurred and is continuing. This Amendment is a “Loan Document,” as defined in the Credit Agreement.

4.Conditions. The amendments contained in Section 2 of this Amendment shall become effective on the date (the “Amendment Effective Date”) on which each of the following conditions shall have been satisfied:

(a)The Administrative Agent shall have received counterparts of this Amendment duly executed and delivered by the Revolving Borrower, the Company, Consenting Lenders constituting the Required Lenders and the Administrative Agent.

(b)The representations and warranties of each Loan Party set forth in Section 3 above are true and correct on and as of the Amendment Effective Date.

(c)The Revolving Borrower shall have paid all fees required to be paid on the Amendment Effective Date (including the Consent Fees (as defined below)) and all expenses for which invoices have been presented on or prior to the Amendment Effective Date, including reasonable legal fees and disbursements of counsel to the Administrative Agent and the Lenders.

5.Consent Fees. The Revolving Borrower agrees to pay, or cause to be paid, to the Administrative Agent, for the account of each Consenting Lender, a consent fee equal to 0.025% of the sum of (i) the aggregate amount of the Revolving Credit Exposure of such Lender and (ii) the aggregate amount of unused Commitments of such Lender under the Credit Agreement (the “Consent Fees”).

6.Continuing Effect; No Other Amendments; Reaffirmation. Except as expressly provided herein, all of the terms and provisions of the Credit Agreement are and shall remain in full force and effect. The amendments provided for herein are limited to the specific subsections of the Credit Agreement specified herein and shall not constitute an amendment of, or an indication of the Administrative Agent’s or the Lenders’ willingness to amend any other provisions of the Credit Agreement. Each of the Revolving Borrower and the Company hereby acknowledges and agrees that, after giving effect to this Amendment, except as expressly set forth in this Amendment, all of its respective obligations and liabilities under the Loan Documents (including, without limitation, the Guaranty executed by the Company) to which it is a party are reaffirmed, and remain in full force and effect. The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of any Agent or Lender under, the Credit Agreement or any of the other Loan Documents.

7.Expenses. The Revolving Borrower agrees to pay and reimburse the Administrative Agent for all its reasonable costs and out-of-pocket expenses incurred in connection with the preparation and delivery of this

Amendment, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent.

8.Headings.    Section headings herein and in the Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Amendment or any Loan Document.

9.Counterparts. This Amendment may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Amendment by email or facsimile transmission or other electronic means shall be effective as delivery of a manually executed counterpart of this Agreement.

10.GOVERNING LAW. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK. SECTIONS 9.09 AND 9.10 OF THE CREDIT AGREEMENT ARE INCORPORATED BY REFERENCE HEREIN MUTATIS MUTANDIS.

[remainder of page intentionally left blank]

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective authorized officers as of the day and year first above written.

PERRIGO FINANCE UNLIMITED COMPANY, as the Revolving Borrower
By:
	/s/ Louis K. Cherico
	Name: Louis K. Cherico
	Title: Treasurer

Perrigo Company PLC, as the Company
By:
	/s/ Judy L. Brown
	Name: Judy L. Brown
	Title: Chief Financial Officer

[Perrigo JPM Revolver Amendment]

JPMORGAN CHASE BANK, N.A., as Administrative Agent
By:
	/s/ Krys Szremski
	Name: Krys Szremski
	Title: Executive Director

[Perrigo JPM Revolver Amendment]

JPMORGAN CHASE BANK, N.A., as Lender
By:
	/s/ Krys Szremski
	Name: Krys Szremski
	Title: Executive Director

[Perrigo JPM Revolver Amendment]

BARCLAYS BANK PLC, as Lender
By:
	/s/ Ronnie Glenn
	Name: RONNIE GLENN
	Title: VICE PRESIDENT

[Perrigo JPM Revolver Amendment]

BANK OF AMERICA, N.A., as Lender
By:
	/s/ Joseph L. Corah
	Name: Joseph L. Corah
	Title: Director

If a second signature is necessary:
[____], as Lender
By:
	Name:
	Title:

[Perrigo JPM Revolver Amendment]

Wells Fargo Bank National ASsociation, as Lender
By:
	/s/ Kirk Tesch
	Name: Kirk Tesch
	Title: Managing Director

[Perrigo JPM Revolver Amendment]

HSBC Bank USA, NA, as Lender
By:
	/s/ Andrew Bicker
	Name: Andrew Bicker
	Title: Senior Vice President

[Perrigo JPM Revolver Amendment]

Credit Suisse AG, Cayman Islands Branch, as Lender
By:
	/s/ Christopher Day
	Name: Christopher Day
	Title: Authorized Signatory

If a second signature is necessary:
Credit Suisse AG, Cayman Islands Branch, as Lender
By:
	/s/ Karim Rahimtoola
	Name: Karim Rahimtoola
	Title: Authorized Signatory

[Perrigo JPM Revolver Amendment]

CitiBank, N.A., as Lender
By:
	/s/ Laura Fogarty
	Name: Laura Fogarty
	Title: Vice President

[Perrigo JPM Revolver Amendment]

Citizens Bank, N.A., as Lender
By:
	/s/ Darran Wee
	Name: Darran Wee
	Title: Senior Vice President

[Perrigo JPM Revolver Amendment]

Mizuho Bank, LTD., as Lender
By:
	/s/ Bertram H. Tang
	Name: Bertram H. Tang
	Title: Authorized Signatory

[Perrigo JPM Revolver Amendment]

PNC Bank, National Association, as Lender
By:
	/s/ Joshua A. Droppers
	Name: Joshua A. Droppers
	Title: Assistant Vice President

[Perrigo JPM Revolver Amendment]

U.S. Bank National Association, as Lender
By:
	/s/ Jeffrey S. Johnson
	Name: Jeffrey S. Johnson
	Title: Senior Vice President

[Perrigo JPM Revolver Amendment]

Sumitomo Mitsui Banking Corporation, as Lender
By:
	/s/ David W. Kee
	Name: David W. Kee
	Title: Managing Director

[Perrigo JPM Revolver Amendment]

Fifth Third Bank, as Lender
By:
	/s/ Nathaniel E. Sher
	Name: Nathaniel E. Sher
	Title: Vice President

If a second signature is necessary:
[____], as Lender
By:
	Name:
	Title:

[Perrigo JPM Revolver Amendment]

Bank Hapoalim B.M. as Lender
By:
	/s/ David Fishler
	Name: David Fishler
	Title: Senior Vice President Commercial Real Estate

By:
	/s/ Tal Shpaizer
	Name: Tal Shpaizer
	Title: Vice President Israeli Business Group

[Perrigo JPM Revolver Amendment]

THE NORTHERN TRUST COMPANY, as Lender
By:
	/s/ Wicks Barkhausen
	Name: Wicks Barkhausen
	Title: Vice President

If a second signature is necessary:
[____], as Lender
By:
	Name:
	Title:

[Perrigo JPM Revolver Amendment]

Morgan Stanley Bank, N.A., as Lender
By:
	/s/ Alice Lee
	Name: Alice Lee
	Title: Authorized Signatory

[Perrigo JPM Revolver Amendment]

BNP Paribas, as Lender
By:
	/s/ Michael Pearce
	Name: Michael Pearce
	Title: Managing Director

By:
/s/ Michael Hoffman
	Name: Michael Hoffman
	Title: Vice President

[Perrigo JPM Revolver Amendment]

ING Bank N.V., Dublin Branch, as Lender
By:
	/s/ Cormac Langford
	Name: Cormac Langford
	Title: Vice President

By:
/s/ Sean Hassett
	Name: Sean Hassett
	Title: Director

Perrigo JPM Revolver Amendment]

EX-10.2

EXHIBIT 10.2

EXECUTION VERSION

This AMENDMENT (this “Amendment”), dated as of February 26, 2016 and entered into by and among Perrigo Finance Unlimited Company (formerly Perrigo Finance PLC), a public unlimited company organized under the laws of Ireland, Perrigo Company PLC, a public limited company organized under the laws of Ireland (together with Perrigo Finance Unlimited Company, the “Term Facility Borrowers”), certain Lenders listed on the signature pages hereto (the “Consenting Lenders”), and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), amends that certain Term Loan Credit Agreement, dated as of December 5, 2014 (as amended, restated, supplemented, waived or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”), by and among the Term Facility Borrowers, the lenders party thereto, the Administrative Agent and the other agents party thereto.

W I T N E S S E T H :

WHEREAS, each Term Facility Borrower has requested that the Credit Agreement be amended as set forth herein;

WHEREAS, by signing this Amendment, the Required Lenders have consented to this Amendment and the amendments to the Credit Agreement described in Section 2 below;

NOW, THEREFORE, in consideration of the premises contained herein, the parties hereto agree as follows:

1.Defined Terms; References. Except as otherwise defined in this Amendment, terms defined in the Credit Agreement are used herein (including the recitals hereto) as defined therein. On and after the Amendment Effective Date (as defined below), each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Amendment.

2.Amendment. The Administrative Agent and each Consenting Lender (in the aggregate representing Required Lenders) hereby consents to the following amendments to the Credit Agreement:

(a) add the following definitions in alphabetical order to Section 1.01 thereof:

“Bail-In Action” means the exercise of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority in respect of any liability of an EEA Financial Institution.

“Bail-In Legislation” means with respect to any EEA Member Country implementing Article 55 of Directive 2014/59/EU of the European Parliament and of the Council of the European Union, the implementing law for such EEA Member Country from time to time which is described in the EU Bail-In Legislation Schedule.

“EEA Financial Institution” means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent.

“EEA Member Country” means any of the member states of the European Union, Iceland, Liechtenstein and Norway.

“EEA Resolution Authority” means any public administrative authority or any person entrusted with public administrative authority of any EEA Member Country (including any delegee) having responsibility for the resolution of any EEA Financial Institution.

“EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time.

“NYFRB” means the Federal Reserve Bank of New York.

“NYFRB Rate” means, for any day, the greater of (a) the Federal Funds Effective Rate in effect on such day and (b) the Overnight Bank Funding Rate in effect on such day (or for any day that is not a Business Day, for the immediately preceding Business Day); provided that if none of such rates are published for any day that is a Business Day, the term “NYFRB Rate” means the rate for a federal funds transaction quoted at 11:00 a.m. on such day received to the Administrative Agent from a Federal funds broker of recognized standing selected by it; provided, further, that if any of the aforesaid rates shall be less than zero, such rate shall be deemed to be zero for purposes of this Agreement.

“Overnight Bank Funding Rate” means, for any day, the rate comprised of both overnight federal funds and overnight Eurodollar borrowings by U.S.-managed banking offices of depository institutions (as such composite rate shall be determined by the NYFRB as set forth on its public website from time to time) and published on the next succeeding Business Day by the NYFRB as an overnight bank funding rate (from and after such date as the NYFRB shall commence to publish such composite rate).

“Write-Down and Conversion Powers” means with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule.

(b) amend and restate of the definition of “Alternate Base Rate” or “ABR” in Section 1.01 thereof in its entirety as follows:

““Alternate Base Rate” or “ABR” means, for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1% and (c) the Adjusted One Month LIBOR Rate. Any change in the Alternate Base Rate due to a change in the Prime Rate, the NYFRB Rate or the Adjusted One Month LIBOR Rate shall be effective from and including the effective date of such change in the Prime Rate, the NYFRB Rate or the Adjusted One Month LIBOR Rate, respectively.”

(c) amend and restate clause (d) of the definition of “Defaulting Lender” in Section 1.01 thereof (but, for the avoidance of doubt, not the proviso immediately thereafter) in its entirety as follows:

“(d) has, or has a direct or indirect parent company that has, (i) become insolvent or the subject of (x) a Bankruptcy Event or (y) a Bail-In Action, or (ii) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or assets, including the Federal Deposit Insurance Corporation or any other state or federal regulatory authority acting in such a capacity;”

(d) amend and restate the definition of “Federal Funds Effective Rate” in Section 1.01 thereof in its entirety as follows:

““Federal Funds Effective Rate” means, for any day, the rate calculated by the NYFRB based on such day’s federal funds transactions by depositary institutions (as determined in such manner as the NYFRB shall set forth on its public website from time to time) and published on the next succeeding Business Day by the NYFRB as the federal funds effective rate.”

(e) add the following Section 3.14:

“SECTION 3.14 EEA Financial Institutions. No Loan Party is an EEA Financial Institution.”

(f) amend and restate the final paragraph of Section 6.10 thereof in its entirety as follows:

“On and at any time after the Acquisition Closing Date, (i) beginning with the first full Fiscal Quarter after the Acquisition Closing Date, the Company will not permit the Leverage Ratio to exceed 5.25 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (ii) beginning with the Fiscal Quarter

ended on or about September 30, 2015, the Company will not permit the Leverage Ratio to exceed 4.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (iii) beginning with the Fiscal Quarter ended on or about March 31, 2016, the Company will not permit the Leverage Ratio to exceed 4.75 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (iv) beginning with the Fiscal Quarter ended on or about September 30, 2016, the Company will not permit the Leverage Ratio to exceed 4.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (v) beginning with the Fiscal Quarter ended on or about March 31, 2017, the Company will not permit the Leverage Ratio to exceed 4.0 to 1.0 as of the last day of any such Fiscal Quarter of the Company, and (vi) beginning with the Fiscal Quarter ended on or about June 30, 2017, the Company will not permit the Leverage Ratio to exceed 3.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company; provided that with respect to clause (vi), during the four Fiscal Quarters after a Fiscal Quarter in which a Qualified Acquisition has occurred, such limit will be increased so that the Company will not permit the Leverage Ratio to exceed 4.0 to 1.0 as of the last day of any such Fiscal Quarter of the Company.”

(g) add the following Section 9.18:

“SECTION 9.18. Acknowledgment and Consent to Bail-In of EEA Financial Institutions.

Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Lender that is an EEA Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of an EEA Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

(a)the application of any Write-Down and Conversion Powers by an EEA Resolution Authority to any such liabilities arising hereunder which may be payable to it by any Lender that is an EEA Financial Institution; and

(b)the effects of any Bail-in Action on any such liability, including, if applicable:

(i)a reduction in full or in part or cancellation of any such liability;

(ii)a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such EEA Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or

(iii)the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any EEA Resolution Authority.”

3.Representations and Warranties; Loan Document. Each Term Facility Borrower hereby represents and warrants that as of the date hereof (a) the representations and warranties of the Loan Parties set forth in the Loan Documents are true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of such date, with the same effect as if made on and as of such date (other than those representations and warranties that by their terms expressly relate to an earlier date, in which case such representations and warranties were true and correct in all material respects as of such earlier date) and (b) no Default or Event of Default has occurred and is continuing. This Amendment is a “Loan Document,” as defined in the Credit Agreement.

4.Conditions. The amendments contained in Section 2 of this Amendment shall become effective on the date (the “Amendment Effective Date”) on which each of the following conditions shall have been satisfied:

(a)The Administrative Agent shall have received counterparts of this Amendment duly executed and delivered by each Term Facility Borrower, Consenting Lenders constituting the Required Lenders and the Administrative Agent.

(b)The representations and warranties of each Loan Party set forth in Section 3 above are true and correct on and as of the Amendment Effective Date.

(c)Each Term Facility Borrower shall have paid all fees required to be paid on the Amendment Effective Date (including the Consent Fees (as defined below)) and all expenses for which invoices have been

presented on or prior to the Amendment Effective Date, including reasonable legal fees and disbursements of counsel to the Administrative Agent and the Lenders.

5.Consent Fees. Each Term Facility Borrower agrees to pay, or cause to be paid, to the Administrative Agent, for the account of each Consenting Lender, a consent fee equal to 0.025% of the sum of the aggregate amount of outstanding Loans of such Lender (the “Consent Fees”).

6.Continuing Effect; No Other Amendments; Reaffirmation. Except as expressly provided herein, all of the terms and provisions of the Credit Agreement are and shall remain in full force and effect. The amendments provided for herein are limited to the specific subsections of the Credit Agreement specified herein and shall not constitute an amendment of, or an indication of the Administrative Agent’s or the Lenders’ willingness to amend any other provisions of the Credit Agreement. Each Term Facility Borrower hereby acknowledges and agrees that, after giving effect to this Amendment, except as expressly set forth in this Amendment, all of its respective obligations and liabilities under the Loan Documents (including, without limitation, the Guaranty executed by Perrigo Company PLC) to which it is a party are reaffirmed, and remain in full force and effect. The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of any Agent or Lender under, the Credit Agreement or any of the other Loan Documents.

7.Expenses. Each of the Term Facility Borrowers agrees to pay and reimburse the Administrative Agent for all its reasonable costs and out-of-pocket expenses incurred in connection with the preparation and delivery of this Amendment, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent.

8.Headings.    Section headings herein and in the Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Amendment or any Loan Document.

9.Counterparts. This Amendment may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Amendment by email or facsimile transmission or other electronic means shall be effective as delivery of a manually executed counterpart of this Agreement.

10.GOVERNING LAW. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK. SECTIONS 9.09 AND 9.10 OF THE CREDIT AGREEMENT ARE INCORPORATED BY REFERENCE HEREIN MUTATIS MUTANDIS.

[remainder of page intentionally left blank]

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective authorized officers as of the day and year first above written.

PERRIGO FINANCE UNLIMITED COMPANY, as Term Facility Borrower
By:
	/s/ Louis K. Cherico
	Name: Louis K. Cherico
	Title: Treasurer

Perrigo Company PLC, as Term Facility Borrower
By:
	/s/ Judy L. Brown
	Name: Judy L. Brown
	Title: Chief Financial Officer

[Signature Page - Term Amendment]

JPMORGAN CHASE BANK, N.A., as Administrative Agent
By:
	/s/ Krys Szremski
	Name: Krys Szremski
	Title: Executive Director

[Signature Page - Term Amendment]

JPMORGAN Chase Bank, N.A., as Lender
By:
	/s/ Krys Szremski
	Name: Krys Szremski
	Title: Executive Director

[Signature Page - Term Amendment]

Fifth Third Bank, as Lender
By:
	/s/ Nathaniel E. Sher
	Name: Nathaniel E. Sher
	Title: Vice President

If a second signature is necessary:
[____], as Lender
By:
	Name:
	Title:

[Perrigo Term Amendment]

BARCLAYS BANK PLC, as Lender
By:
	/s/ Ronnie Glenn
	Name: RONNIE GLENN
	Title: VICE PRESIDENT

[Signature Page - Term Amendment]

BANK OF AMERICA, N.A., as Lender
By:
	/s/ Joseph L. Corah
	Name: Joseph L. Corah
	Title: Director

If a second signature is necessary:
[____], as Lender
By:
	Name:
	Title:

[Perrigo Term Amendment]

CitiBank, N.A., as Lender
By:
	/s/ Laura Fogarty
	Name: Laura Fogarty
	Title: Vice President

[Perrigo Term Amendment]

HSBC Bank USA, NA, as Lender
By:
	/s/ Andrew Bicker
	Name: Andrew Bicker
	Title: Senior Vice President

[Perrigo Term Amendment]

Wells Fargo Bank National ASsociation, as Lender
By:
	/s/ Kirk Tesch
	Name: Kirk Tesch
	Title: Managing Director

[Perrigo Term Amendment]

Mizuho Bank, LTD., as Lender
By:
	/s/ Bertram H. Tang
	Name: Bertram H. Tang
	Title: Authorized Signatory

[Perrigo Term Amendment]

Citizens Bank, N.A., as Lender
By:
	/s/ Darran Wee
	Name: Darran Wee
	Title: Senior Vice President

[Perrigo Term Amendment]

ING Belgium NV/SA, as Lender
By:
	Name: Michael Verstraeten
	Title: Managing Director

By:
	/s/ Sébastien D’Hondt
	Name: Sébastien D’Hondt
	Title: Managing Director

[Perrigo Term Amendment]

U.S. Bank National Association, as Lender
By:
	/s/ Jeffrey S. Johnson
	Name: Jeffrey S. Johnson
	Title: Senior Vice President

[Perrigo Term Amendment]

PNC Bank, National Association, as Lender
By:
	/s/ Joshua A. Droppers
	Name: Joshua A. Droppers
	Title: Assistant Vice President

[Perrigo Term Amendment]

Sumitomo Mitsui Banking Corporation, as Lender
By:
	/s/ David W. Kee
	Name: David W. Kee
	Title: Managing Director

[Perrigo Term Amendment]

BNP Paribas, as Lender
By:
	/s/ Michael Pearce
	Name: Michael Pearce
	Title: Managing Director

By:
	/s/ Michael Hoffman
	Name: Michael Hoffman
	Title: Vice President

[Perrigo Term Amendment]

By:
	/s/ David Fishler
	Name: David Fishler
	Title: Senior Vice President Commercial Real Estate

By:
	/s/ Tal Shpaizer
	Name: Tal Shpaizer
	Title: Vice President Israeli Business Group

[Perrigo Term Amendment]

Credit Suisse AG, Cayman Islands Branch, as Lender
By:
	/s/ Christopher Day
	Name: Christopher Day
	Title: Authorized Signatory

If a second signature is necessary:
Credit Suisse AG, Cayman Islands Branch, as Lender
By:
	/s/ Karim Rahimtoola
	Name: Karim Rahimtoola
	Title: Authorized Signatory

[Signature Page - Term Amendment]

THE NORTHERN TRUST COMPANY, as Lender
By:
	/s/ Wicks Barkhausen
	Name: Wicks Barkhausen
	Title: Vice President

If a second signature is necessary:
[____], as Lender
By:
	Name:
	Title:

[Signature Page - Term Amendment]

EX-10.3

EXHIBIT 10.3

EXECUTION VERSION

This AMENDMENT (this “Amendment”), dated as of February 26, 2016 and entered into by and among Perrigo Finance Unlimited Company (formerly Perrigo Finance PLC), a public unlimited company organized under the laws of Ireland (the “Revolving Borrower”), Perrigo Company PLC, a public limited company organized under the laws of Ireland (the “Company”), certain Lenders listed on the signature pages hereto (the “Consenting Lenders”), and HSBC Bank USA, N.A., as administrative agent (in such capacity, the “Administrative Agent”), amends that certain Revolving Credit Agreement, dated as of December 9, 2015 (as amended, restated, supplemented, waived or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”), by and among the Revolving Borrower, the Company, the lenders party thereto, the Administrative Agent and the other agents party thereto.

W I T N E S S E T H:

WHEREAS, the Revolving Borrower has requested that the Credit Agreement be amended as set forth herein;

WHEREAS, by signing this Amendment, the Required Lenders have consented to this Amendment and the amendments to the Credit Agreement described in Section 2 below;

NOW, THEREFORE, in consideration of the premises contained herein, the parties hereto agree as follows:

1.Defined Terms; References. Except as otherwise defined in this Amendment, terms defined in the Credit Agreement are used herein (including the recitals hereto) as defined therein. On and after the Amendment Effective Date (as defined below), each reference in the Credit Agreement to “this Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall mean and be a reference to the Credit Agreement, as amended by this Amendment.

2.Amendment. The Administrative Agent and each Consenting Lender (in the aggregate representing Required Lenders) hereby consents to the following amendments to the Credit Agreement:

(a) add the following definitions in alphabetical order to Section 1.01 thereof:

“Bail-In Action” means the exercise of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority in respect of any liability of an EEA Financial Institution.

“Bail-In Legislation” means with respect to any EEA Member Country implementing Article 55 of Directive 2014/59/EU of the European Parliament and of the Council of the European Union, the implementing law for such EEA Member Country from time to time which is described in the EU Bail-In Legislation Schedule.

“EEA Financial Institution” means (a) any credit institution or investment firm established in any EEA Member Country which is subject to the supervision of an EEA Resolution Authority, (b) any entity established in an EEA Member Country which is a parent of an institution described in clause (a) of this definition, or (c) any financial institution established in an EEA Member Country which is a subsidiary of an institution described in clauses (a) or (b) of this definition and is subject to consolidated supervision with its parent.

“EEA Member Country” means any of the member states of the European Union, Iceland, Liechtenstein and Norway.

“EEA Resolution Authority” means any public administrative authority or any person entrusted with public administrative authority of any EEA Member Country (including any delegee) having responsibility for the resolution of any EEA Financial Institution.

“EU Bail-In Legislation Schedule” means the EU Bail-In Legislation Schedule published by the Loan Market Association (or any successor person), as in effect from time to time.

“NYFRB” means the Federal Reserve Bank of New York.

“NYFRB Rate” means, for any day, the greater of (a) the Federal Funds Effective Rate in effect on such day and (b) the Overnight Bank Funding Rate in effect on such day (or for any day that is not a Business Day, for the immediately preceding Business Day); provided that if none of such rates are published for any day that is a Business Day, the term “NYFRB Rate” means the rate for a federal funds transaction quoted at 11:00 a.m. on such day received to the Administrative Agent from a Federal funds broker of recognized standing selected by it; provided, further, that if any of the aforesaid rates shall be less than zero, such rate shall be deemed to be zero for purposes of this Agreement.

“Overnight Bank Funding Rate” means, for any day, the rate comprised of both overnight federal funds and overnight Eurodollar borrowings by U.S.-managed banking offices of depository institutions (as such composite rate shall be determined by the NYFRB as set forth on its public website from time to time) and published on the next succeeding Business Day by the NYFRB as an overnight bank funding rate (from and after such date as the NYFRB shall commence to publish such composite rate).

“Write-Down and Conversion Powers” means with respect to any EEA Resolution Authority, the write-down and conversion powers of such EEA Resolution Authority from time to time under the Bail-In Legislation for the applicable EEA Member Country, which write-down and conversion powers are described in the EU Bail-In Legislation Schedule.

(b) amend and restate of the definition of “Alternate Base Rate” or “ABR” in Section 1.01 thereof in its entirety as follows:

““Alternate Base Rate” or “ABR” means, for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1% and (c) the Adjusted One Month LIBOR Rate. Any change in the Alternate Base Rate due to a change in the Prime Rate, the NYFRB Rate or the Adjusted One Month LIBOR Rate shall be effective from and including the effective date of such change in the Prime Rate, the NYFRB Rate or the Adjusted One Month LIBOR Rate, respectively.”

(c) amend and restate clause (d) of the definition of “Defaulting Lender” in Section 1.01 thereof (but, for the avoidance of doubt, not the proviso immediately thereafter) in its entirety as follows:

“(d) has, or has a direct or indirect parent company that has, (i) become insolvent or the subject of (x) a Bankruptcy Event or (y) a Bail-In Action, or (ii) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or assets, including the Federal Deposit Insurance Corporation or any other state or federal regulatory authority acting in such a capacity;”

(d) amend and restate the definition of “Federal Funds Effective Rate” in Section 1.01 thereof in its entirety as follows:

““Federal Funds Effective Rate” means, for any day, the rate calculated by the NYFRB based on such day’s federal funds transactions by depositary institutions (as determined in such manner as the NYFRB shall set forth on its public website from time to time) and published on the next succeeding Business Day by the NYFRB as the federal funds effective rate.”

(e) add the following Sections 2.04(d) and (e):

“(d)    Any Swingline Lender may be replaced at any time by written agreement among the Revolving Borrower, the Administrative Agent, such Swingline Lender and the successor Swingline Lender. The Administrative Agent shall notify the Lenders of any such replacement of a Swingline Lender. At the time any such replacement shall become effective, the Revolving Borrower shall pay all unpaid interest accrued for the account of the replaced Swingline Lender pursuant to Section 2.12(a). From and after the effective date of any such replacement, (x) the successor Swingline Lender shall have all the rights and obligations of the replaced Swingline Lender under this Agreement with respect to Swingline Loans made thereafter and (y) references herein to the term “Swingline Lender” shall be deemed to refer to such successor or to any previous Swingline Lender, or to such successor and all previous Swingline Lenders,

as the context shall require. After the replacement of the Swingline Lender hereunder, the replaced Swingline Lender shall remain a party hereto and shall continue to have all the rights and obligations of the Swingline Lender under this Agreement with respect to Swingline Loans made by it prior to its replacement, but shall not be required to make additional Swingline Loans.

(e)    Subject to the appointment and acceptance of a successor Swingline Lender, any Swingline Lender may resign as a Swingline Lender at any time upon thirty days’ prior written notice to the Administrative Agent, the Revolving Borrower and the Lenders, in which case, such Swingline Lender shall be replaced in accordance with Section 2.04(d) above.”

(f) add the following at the end of Section 2.05(i) thereof:

Subject to the appointment and acceptance of a successor Issuing Bank, any Issuing Bank may resign as an Issuing Bank at any time upon thirty days’ prior written notice to the Administrative Agent, the Revolving Borrower and the Lenders, in which case, such Issuing Bank shall be replaced in accordance with this Section 2.05(i).

(g) add the following to the end of Section 2.20(c)(i):

“provided, that subject to Section 9.18, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation;”

(h) add the following Section 3.14:

“SECTION 3.14 EEA Financial Institutions. No Loan Party is an EEA Financial Institution.”

(i) amend and restate the final paragraph of Section 6.10 thereof in its entirety as follows:

“On and at any time after the Effective Date, (i) beginning with the Fiscal Quarter ended on or about December 31, 2015, the Company will not permit the Leverage Ratio to exceed 4.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (ii) beginning with the Fiscal Quarter ended on or about March 31, 2016, the Company will not permit the Leverage Ratio to exceed 4.75 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (iii) beginning with the Fiscal Quarter ended on or about September 30, 2016, the Company will not permit the Leverage Ratio to exceed 4.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company, (iv) beginning with the Fiscal Quarter ended on or about March 31, 2017, the Company will not permit the Leverage Ratio to exceed 4.0 to 1.0 as of the last day of any such Fiscal Quarter of the Company, and (v) beginning with the Fiscal Quarter ended on or about June 30, 2017, the Company will not permit the Leverage Ratio to exceed 3.50 to 1.0 as of the last day of any such Fiscal Quarter of the Company; provided that with respect to clause (v), during the four Fiscal Quarters after a Fiscal Quarter in which a Qualified Acquisition has occurred, such limit will be increased so that the Company will not permit the Leverage Ratio to exceed 4.0 to 1.0 as of the last day of any such Fiscal Quarter of the Company.”

(j) add the following Section 9.18:

“SECTION 9.18. Acknowledgment and Consent to Bail-In of EEA Financial Institutions.

Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Lender or Issuing Bank that is an EEA Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of an EEA Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by:

(a)the application of any Write-Down and Conversion Powers by an EEA Resolution Authority to any such liabilities arising hereunder which may be payable to it by any Lender or Issuing Bank that is an EEA Financial Institution; and

(b)the effects of any Bail-in Action on any such liability, including, if applicable:

(i)a reduction in full or in part or cancellation of any such liability;

(ii)a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such EEA Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or

(iii)the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any EEA Resolution Authority.”

3.Representations and Warranties; Loan Document. Each of the Revolving Borrower and the Company hereby represents and warrants that as of the date hereof (a) the representations and warranties of the Loan Parties set forth in the Loan Documents are true and correct in all material respects (except that any representation or warranty which is already qualified as to materiality or by reference to Material Adverse Effect is true and correct in all respects) on and as of such date, with the same effect as if made on and as of such date (other than those representations and warranties that by their terms expressly relate to an earlier date, in which case such representations and warranties were true and correct in all material respects as of such earlier date) and (b) no Default or Event of Default has occurred and is continuing. This Amendment is a “Loan Document,” as defined in the Credit Agreement.

4.Conditions. The amendments contained in Section 2 of this Amendment shall become effective on the date (the “Amendment Effective Date”) on which each of the following conditions shall have been satisfied:

(a)The Administrative Agent shall have received counterparts of this Amendment duly executed and delivered by the Revolving Borrower, the Company, Consenting Lenders constituting the Required Lenders and the Administrative Agent.

(b)The representations and warranties of each Loan Party set forth in Section 3 above are true and correct on and as of the Amendment Effective Date.

(c)The Revolving Borrower shall have paid all fees required to be paid on the Amendment Effective Date (including the Consent Fees (as defined below)) and all expenses for which invoices have been presented on or prior to the Amendment Effective Date, including reasonable legal fees and disbursements of counsel to the Administrative Agent and the Lenders.

5.Consent Fees. The Revolving Borrower agrees to pay, or cause to be paid, to the Administrative Agent, for the account of each Consenting Lender, a consent fee equal to 0.025% of the sum of (i) the aggregate amount of the Revolving Credit Exposure of such Lender and (ii) the aggregate amount of unused Commitments of such Lender under the Credit Agreement (the “Consent Fees”).

6.Continuing Effect; No Other Amendments; Reaffirmation. Except as expressly provided herein, all of the terms and provisions of the Credit Agreement are and shall remain in full force and effect. The amendments provided for herein are limited to the specific subsections of the Credit Agreement specified herein and shall not constitute an amendment of, or an indication of the Administrative Agent’s or the Lenders’ willingness to amend any other provisions of the Credit Agreement. Each of the Revolving Borrower and the Company hereby acknowledges and agrees that, after giving effect to this Amendment, except as expressly set forth in this Amendment, all of its respective obligations and liabilities under the Loan Documents (including, without limitation, the Guaranty executed by the Company) to which it is a party are reaffirmed, and remain in full force and effect. The execution, delivery and performance of this Amendment shall not constitute a waiver of any provision of, or operate as a waiver of any right, power or remedy of any Agent or Lender under, the Credit Agreement or any of the other Loan Documents.

7.Expenses. The Revolving Borrower agrees to pay and reimburse the Administrative Agent for all its reasonable costs and out-of-pocket expenses incurred in connection with the preparation and delivery of this Amendment, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent.

8.Headings. Section headings herein and in the Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Amendment or any Loan Document.

9.Counterparts. This Amendment may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Amendment by email or facsimile transmission or other electronic means shall be effective as delivery of a manually executed counterpart of this Agreement.

10.GOVERNING LAW. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK. SECTIONS 9.09 AND 9.10 OF THE CREDIT AGREEMENT ARE INCORPORATED BY REFERENCE HEREIN MUTATIS MUTANDIS.

[remainder of page intentionally left blank]

[

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective authorized officers as of the day and year first above written.

PERRIGO FINANCE UNLIMITED COMPANY, as the Revolving Borrower
By:
	/s/ Louis K. Cherico
	Name: Louis K. Cherico
	Title: Treasurer

Perrigo Company PLC, as the Company
By:
	/s/ Judy L. Brown
	Name: Judy L. Brown
	Title: Chief Financial Officer

[Perrigo HSBC Revolver Amendment]

HSBC BANK USA, N.A., as a Lender and as Administrative Agent
By:
	/s/ Andrew Bicker
	Name: Andrew Bicker
	Title: Senior Vice President

[Perrigo HSBC Revolver Amendment]

BANK OF AMERICA, N.A., as Lender
By:
	/s/ Joseph L. Corah
	Name: Joseph L. Corah
	Title: Director

[Perrigo HSBC Revolver Amendment]

MORGAN STANLEY BANK, N.A., as Lender
By:
	/s/ Alice Lee
	Name: Alice Lee
	Title: Authorized Signatory

[Perrigo HSBC Revolver Amendment]

EX-10.5

Exhibit 10.5

AMENDMENT NO. 4

TO

EMPLOYMENT AGREEMENT

The Employment Agreement made and entered into effective October 9, 2006, by and between Perrigo Company, a Michigan corporation (the “Company”) and Joseph C. Papa (the “Executive”), as amended by Amendment No. 1 effective as of November 12, 2015, Amendment No. 2 effective as of October 22, 2015 and Amendment No. 3 (“Amendment No. 3”) effective as of April 24, 2016 (collectively the “Agreement”) is hereby further amended by this Amendment No. 4 effective as of May 6, 2016.

WHEREAS, the Company and the Executive entered into Amendment No. 3 effective as of April 24, 2016 in recognition of Executive’s desire to terminate his employment with the Company and his service as a member and Chair of its Board of Directors; and

WHEREAS, the Company and the Executive desire to correct a typographical error in Amendment No. 3.

NOW, THEREFORE, for good and valuable consideration, the receipt of which is acknowledged, the Executive and the Company agree as follows:

1.Clause (C) of the first sentence of Paragraph 6(c)(ii) of the Agreement (“Non-Compete”) is amended by substituting the phrase “does not exceed” for the word “exceeds” therein. For the avoidance of doubt, Clause (C) now reads as follows:

“(C) any product that is under development by Valeant as of April 24, 2016, provided that, if such product is covered under ¶ 6(c)(i) (a “New Competitive Product”), the aggregate revenue in any 12 month period during the Non-Compete Period from all New Competitive Products does not exceed $25 million,”

2.Except as expressly provided herein, the Agreement shall remain unaltered and of full force and effect.

IN WITNESS WHEREOF, this Amendment to the Employment Agreement has been duly executed by the parties as of the date written above.

EXECUTIVE	PERRIGO COMPANY
By: _/s/ Joseph C. Papa________________	By: _/s/ Ellen R. Hoffing_______________
Joseph C. Papa	Ellen R. Hoffing

EX-10.6

Exhibit 10.6

FIRST AMENDMENT AND CONSENT TO NOTE PURCHASE AGREEMENT

This First Amendment and Consent dated as of October 7, 2011 (this “First Amendment”) to the Note Purchase Agreement (as defined below) is between Omega Pharma N.V., a company incorporated with limited liability in Belgium (the “Company”), and each of the institutions which is a signatory to this First Amendment (collectively, the “Noteholders”).

RECITALS:

A.The Company and each of the Noteholders have heretofore entered into the Note Purchase Agreement dated as of May 19, 2011 (the “Note Purchase Agreement”). The Company has heretofore issued an aggregate principal amount of €135,043,889 5.1045% Guaranteed Senior Notes, due July 28, 2023 (the “Notes”) pursuant to the Note Purchase Agreement. The Noteholders are the holders of I00% of the outstanding principal amount of the Notes.

B.The Company and the Noteholders now desire to amend certain provisions the Note Purchase Agreement in the respects, but only in the respects, hereinafter set forth.

C.Capitalized terms used herein shall have the respective meanings ascribed thereto in the Note Purchase Agreement unless herein defined or the context shall otherwise require.

D.All requirements of law have been fully complied with and all other acts and things necessary to make this First Amendment a valid, legal and binding instrument according to its terms for the purposes herein expressed have been done or performed.

NOW, THEREFORE, upon the full and complete satisfaction of the conditions precedent to the effectiveness of this First Amendment set forth in Section 5.1 hereof, and in consideration of good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Company and the Noteholders do hereby agree as follows:

SECTION 1. AMENDMENTS.

1.1    The following shall be added as a new Section 9.11 of the Note Purchase Agreement:

“9.11. Leverage Fee.

Subject to the completion of the Going-Private Transaction and only then with respect to the third semi-annual reporting period immediately following the final settlement date of the Going-Private Transaction and for each semi-annual reporting period thereafter, in addition to interest accruing on the Notes, the Company agrees to pay to the holders of the Notes, with respect to each such semi-annual reporting period for which the Leverage Ratio as of the last day of such semi-annual reporting period is equal to or greater than 3.00 to 1.00, a fee (the “Leverage Fee”). The Leverage Fee payable with respect to each Note shall be an amount equal to (a) the product obtained by multiplying (i) 0.0050 times (ii) the Weighted Average (as defined below) of the principal balance of such Note during the semi-annual reporting period to which the Leverage Fee relates and (b) dividing the product thus obtained by two. The Leverage Fee shall be payable in arrears on the

earlier of (a) the day the financial statements for such semi-annual (or annual) reporting period are required to be delivered pursuant to Section 7.1(a) or, if the applicable semi-annual reporting period is the last semi-annual reporting period in a financial year, Section 7.1(b), provided that, for the purposes of this Section 9.11, if such financial statements have not been so delivered by such date, the Leverage Ratio as of the last day of such semi-annual reporting period shall be deemed to be 3.50 to 1.00, or (b) the day such semi-annual (or annual) financial statements are delivered. The Company agrees to give the holders of the Notes 10 days advance written notice of any payment of any Leverage Fee. Payment of the Leverage Fee shall be made pursuant to the terms of Section 14.

In connection with the Going-Private Transaction, the Noteholders shall waive the Leverage Fee, if any, due and payable to the Noteholders pursuant to this Section 9.11 solely with respect to the two semi-annual reporting periods immediately following the final settlement date of the Going-Private Transaction. For the avoidance of doubt, no Leverage Fee shall be payable if the Company does not complete the Going-Private Transaction.

The payment of any Leverage Fee shall not constitute a waiver of any Default or Event of Default, including, without limitation, any Default or Event of Default under Section 10.4. The consequences for the failure to pay the Leverage Fee when due shall be governed by Section 11(b) hereof, treating the Leverage Fee, for such purposes and for the purpose of determining the amount payable upon acceleration of the Notes, as interest.

As used in this Section 9.11, “Weighted Average” shall mean, with respect to any Note, during any semi-annual reporting period of the Company, an amount determined by adding together the daily outstanding principal balance of such Note during such semi-annual reporting period and dividing the amount thus obtained by the total number of days in such semi-annual reporting period.”

1.2    Section 10.4 of the Note Purchase Agreement shall be and is hereby amended in its entirety to read as follows:

“(a)The Company will not permit the ratio of Consolidated Net Debt to Consolidated EBITDA to exceed 3.50 to 1.00, as determined on a Rolling Twelve Month basis as of each Year-End Date and Half Year-End Date, provided that the Going-Private Transaction has been completed. If the Going-Private Transaction has not been completed, the Company will not permit the ratio of Consolidated Net Debt to Consolidated EBITDA to exceed 3.25 to 1.00, as determined on a Rolling Twelve Month basis as of each Year-End Date and Half Year-End Date, and for the avoidance of doubt, no Leverage Fee shall he payable.”

1.3    The following shall be added as a new definition in alphabetical order to Schedule B of the Note Purchase Agreement:

“Going-Private Transaction” means the acquisition of a majority of the shares of the Company by Couckinvest in connection with the de-listing of the Company from the Belgian Stock Exchange.

“Leverage Fee” shall have the meaning specified in Section 9.11.

“Weighted Average” shall have the meaning specified in Section 9.11.”

SECTION 2. CONSENT.

2.1    Upon and by virtue of this First Amendment becoming effective as herein contemplated, the Noteholders hereby consent to the Going-Private Transaction, which may constitute a Change of Control under Section 8.9 of the Note Purchase Agreement, and the Noteholders hereby agree that the Company shall not be required to comply with Section 8.9(a) of the Note Purchase Agreement solely with respect to the Going-Private Transaction, provided that the Going-Private Transaction occurs prior to August 31, 2013. The Company understands and agrees that the consent contained in this Section 2.1 pertains only to the circumstances herein described and to the extent so described and not to any other Change of Control or other matters arising in connection with the Note Purchase Agreement or to any rights which the Noteholders have arising by virtue of any such other actions or matters.

SECTION 3. AGREEMENTS.

3.1    In consideration of the agreement of the Noteholders to consent to the Company’s Going-Private Transaction as set forth in Section 2.1 hereof and to consent to amend the Note Purchase Agreement in the respects set forth in Section 1 hereof, the Company and the Noteholders agree that the Company shall pay the Noteholders as a group a waiver fee of €10,000 in the aggregate due upon this First Amendment becoming effective as herein contemplated and, if the Going-Private Transaction is completed, an additional fee of €10,000 in the aggregate promptly upon completion of such transaction.

SECTION 4. REPRESENTATIONS AND WARRANTIES OF ME COMPANY.

4.1    To induce the Noteholders to execute and deliver this First Amendment (which representations shall survive the execution and delivery of this First Amendment), the Company represents and warrants to the Noteholders that:

(a)this First Amendment has been duly authorized, executed and delivered by it and this First Amendment constitutes the legal, valid and binding obligation of the Company enforceable against it in accordance with its terms, except as such enforcement may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors’ rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law) and subject to the qualifications as to matters of law relating to enforceability expressed in the legal opinions delivered pursuant to Section 4.4 of the Note Purchase Agreement;

(b)the Note Purchase Agreement, as amended by this First Amendment, constitutes the legal, valid and binding obligation of the Company enforceable against it in accordance with their respective terms, except as such enforcement may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors’ rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law) and subject to the qualifications as to matters of law relating to enforceability expressed in the legal opinions delivered pursuant to Section 4.4 of the Note Purchase Agreement;

(c)the execution, delivery and performance by the Company of this First Amendment (i) has been duly authorized by all requisite corporate action and, if required, shareholder action, (ii) does not require the consent or approval of any governmental or regulatory body or agency, and (iii) will not (A) violate (1) any provision of law, statute, rule or regulation or its certificate of incorporation or bylaws, (2) any order of any court or any rule, regulation or order of any other agency or government binding upon it, or (3) any provision of any material indenture, agreement or other instrument to which it is a party or by which its properties or assets are or may be bound, including, without limitation, the Bank Facility and the 2004 Note Facility, or (B) result in a breach or constitute (alone or with due notice or lapse of time or both) a default under any indenture, agreement or other instrument referred to in clause (iii)(A)(3) of this Section 4.1(c);

(d)as of the date hereof and after giving effect to this First Amendment, no Default or Event of Default has occurred which is continuing; and

(e)all the representations and warranties contained in Section 5 of the Note Purchase Agreement are true and correct in all material respects with the same force and effect as if made by the Company on and as of the date hereof.

SECTION 5. CONDITIONS TO EFFECTIVENESS OF THIS FIRST AMENDMENT.

5.1    This First Amendment shall not become effective until, and shall become effective when, each and every one of the following conditions shall have been satisfied:

(a)executed counterparts of this First Amendment, duly executed by the Company and the Noteholders, shall have been delivered to the Noteholders;

(b)the Noteholders shall have received evidence satisfactory to them that the Bank Facility has been amended in a manner satisfactory to the Noteholders;

(c)the representations and warranties of the Company set forth in Section 4 hereof are true and correct on and with respect to the date hereof; and

Upon receipt of all of the foregoing, this First Amendment shall become effective.

SECTION 6. PAYMENT OF NOTEHOLDERS’ FEES AND EXPENSES.

6.1    The Company hereby confirms its obligations under the Note Purchase Agreement, whether or not the transactions hereby contemplated are consummated, to pay upon demand all reasonable out-of-pocket fees and expenses, including attorneys’ fees and expenses, incurred by

any Noteholder in connection with this letter agreement or the transactions contemplated hereby, in enforcing any rights under this letter, or in responding to any subpoena or other legal process or informal investigative demand issued in connection with this letter or the transactions contemplated hereby.

SECTION 7. MISCELLANEOUS.

7.1    This First Amendment shall be construed in connection with and as part of the Note Purchase Agreement, and except as modified and expressly amended by this First Amendment, all terms, conditions and covenants contained in the Note Purchase Agreement and the Notes are hereby ratified and shall be and remain in full force and effect.

7.2    Any and all notices, requests, certificates and other instruments executed and delivered after the execution and delivery of this First Amendment may refer to the Note Purchase Agreement without making specific reference to this First Amendment but nevertheless all such references shall include this First Amendment unless the context otherwise requires.

7.3    The descriptive headings of the various Sections or parts of this First Amendment arc for convenience only and shall not affect the meaning or construction of any of the provisions hereof.

7.4    This First Amendment shall be governed by and construed in accordance with the law of the State of New York.

7.5    The execution hereof by you shall constitute a contract between us for the uses and purposes hereinabove set forth, and this First Amendment may be executed in any number of counterparts, each executed counterpart constituting an original, but all together only one agreement.

		OMEGA PHARMA N.V.
		By:	/s/ Barbara De Saedeleer
			Title: CFO
ACCEPTED AND AGREED TO:
THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
By:	/s/ [Illegible]
	Title: Vice President

EX-10.7

Exhibit 10.7

WAIVER TO NOTE PURCHASE AGREEMENT

This WAIVER TO NOTE PURCHASE AGREEMENT dated as of May 16, 2016 (this “Waiver”) to the Note Purchase Agreement (as defined below) is between Omega Pharma N.V., a company incorporated with limited liability in Belgium (the “Company”), and each of the institutions which is a signatory to this Waiver (collectively, the “Noteholders”).

R E C I T A L S:

A.The Company and each of the Noteholders have heretofore entered into the Note Purchase Agreement dated May 19, 2011 (as amended by the First Amendment and Consent to Note Purchase Agreement, dated as of October 7, 2011, the “Note Purchase Agreement”). The Company has heretofore issued an aggregate principal amount of €135,043,889 5.1045% Guaranteed Senior Notes, due July 28, 2023 (the “Notes”) pursuant to the Note Purchase Agreement. The Noteholders are the holders of 100% of the outstanding principal amount of the Notes.

B.The Company delivered an Officer’s Compliance Certificate on April 27, 2016 in respect of the four fiscal quarter period ended December 31, 2015 (the “Compliance Certificate”; attached hereto as Exhibit A), which Compliance Certificate certified that the ratio of Consolidated Net Debt to Consolidated EBITDA (the “Leverage Ratio”) for Year-End Date ending December 31, 2015 was 3.34 to 1.00 which demonstrated compliance with the financial covenant set forth in Section 10.4(a) of the Note Purchase Agreement which prohibits the Company from allowing the Leverage Ratio to exceed 3.50 to 1.00.

C.Enclosed with the Compliance Certificate, the Company delivered, in accordance with Section 7.1 of the Note Purchase, the Company’s financial statements for year ended December 31, 2015 (the “2015 IFRS Financial Statements”), which 2015 IFRS Financial Statements contained the financial information used to calculate the Leverage Ratio as described above.

D.The Company intends to restate the 2015 IFRS Financial Statements (the “Restatement”; and Omega Pharma N.V.’s 2015 IFRS Financial Statements after taking into effect the Restatement, the “Restated 2015 IFRS Financial Statements”) and, as a result of the Restatement, the Leverage Ratio for Year-End Date ending December 31, 2015 (the “Revised 2015 Leverage Ratio”) may increase to a ratio not to exceed 3.60 to 1.00.

E.The Company has requested and the Noteholders have so agreed to waive, effective as of December 31, 2015, the Events of Default (the “Specified Events of Default”) which occurred or may occur as a result of the Restatement: (i) under Section 11(c) of the Note Purchase Agreement as a result of the Company’s failure to comply with Section 10.4(a) of the Note Purchase Agreement for the Year-End Date ending December 31, 2015, (ii) under Section 11(d) of the Note Purchase Agreement as a result of the failure to provide the annual financial statements and accompanying compliance certificate as and when required under Section 7.1(b) of the Note Purchase Agreement for the December 31, 2015 Year-End Date and (iii) under Section 11(e) of the Note Purchase Agreement as a result of the material misrepresentations contained in the 2015 IFRS Financial Statements and the Compliance Certificate related to the Leverage Ratio of the Company for the December 31, 2015 Year-End Date.

F.Capitalized terms used herein shall have the respective meanings ascribed thereto in the Note Purchase Agreement unless herein defined or the context shall otherwise require.

G.All requirements of law have been fully complied with and all other acts and things necessary to make this Waiver a valid, legal and binding instrument according to its terms for the purposes herein expressed have been done or performed.

NOW, THEREFORE, upon the full and complete satisfaction of the conditions precedent to the effectiveness of this Waiver set forth in Section 4 hereof, and in consideration of good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Company and the Noteholders do hereby agree in accordance with Section 17 of the Note Purchase Agreement as follows:

SECTION 1.    WAIVER.

Subject to the terms and conditions set forth in Section 4 of this Waiver, the Noteholders hereby waive, effective as of December 31, 2015, (a) any Specified Event of Default described in clause (i) of paragraph E of the recitals hereto which may occur as a result of the Restatement and the Revised 2015 Leverage Ratio and (b) the Specified Events of Default described in clauses (ii) and (iii) of paragraph E of the recitals hereto. This is a limited waiver and shall not be deemed to constitute a waiver of any other Default or Event of Default or any future breach or violation of the Note Purchase Agreement or the Notes. Except as expressly provided herein, the foregoing waiver shall not constitute (a) a modification or alteration of the terms, conditions or covenants of the Note Purchase Agreement or any document entered into in connection therewith, or (b) a waiver, release or limitation upon the exercise by the Noteholders of any of their rights, legal or equitable, hereunder or under the Note Purchase Agreement. Except as set forth above, each Noteholder reserves any and all rights and remedies which it has had, has or may have under the Note Purchase Agreement and/or the Notes.

The waiver and agreements set forth in this Section 1 is effective solely for the purposes set forth herein and shall not be deemed to (other than in respect of the Specified Events of Default) (w) waive, release, modify or limit the Company’s obligations to otherwise comply with all terms and conditions of the Note Purchase Agreement, (x) waive any other existing or future Default or Event of Default, (y) create a course of dealing or constitute a consent to any future amendment, waiver or consent, or (z), prejudice any right or rights that the Noteholders may have presently or in the future under or in connection with the Note Purchase Agreement (all of which rights and remedies are expressly reserved), except as expressly provided herein.

The waivers provided in this Section 1 shall cease to be effective, and such Specified Events of Default shall be reinstated and be deemed to be continuing, unless (a) the Company provides Restated 2015 IFRS Financial Statements and accompanying Revised Compliance Certificate (defined below) on or before May 25, 2016, (b) the ratio of Consolidated Net Debt to Consolidated EBITDA determined for the Rolling Twelve Months ended December 31, 2015 does not exceed 3.60 to 1.00 and (c) the Subsidiary Guarantors shall have executed and delivered to the Noteholders the Subsidiary Guarantor Acknowledgement in the form of Exhibit B attached hereto on or before May 25, 2016.

SECTION 2.    AGREEMENTS.

2.1    The Company agrees to deliver to the Noteholders (a) a revised compliance certificate (the “Revised Compliance Certificate”) setting forth the information required to calculate the Revised 2015 Leverage Ratio and (b) the Restated 2015 IFRS Financial Statements, in each case, promptly after the date hereof, but in no event no later than May 25, 2016.

SECTION 3.    REPRESENTATIONS AND WARRANTIES OF THE COMPANY.

To induce the Noteholders to execute and deliver this Waiver (which representations shall survive the execution and delivery of this Waiver), the Company represents and warrants to the Noteholders that:

(a)this Waiver has been duly authorized, executed and delivered by the Company and this Waiver constitutes the legal, valid and binding obligation of the Company enforceable against it in accordance with its terms, except as such enforcement may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors' rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law);

(b)the Note Purchase Agreement constitutes the legal, valid and binding obligation of the Company enforceable against it in accordance with their respective terms, except as such enforcement may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors' rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law);

(c)the execution, delivery and performance by the Company of this Waiver (i) has been duly authorized by all requisite corporate action and, if required, shareholder action, (ii) does not require the consent or approval of any governmental or regulatory body or agency, and (iii) will not (A) violate (1) any provision of law, statute, rule or regulation or its certificate of incorporation or bylaws, (2) any order of any court or any rule, regulation or order of any other agency or government binding upon it, or (3) any provision of any indenture, agreement or other instrument to which it is a party or by which its properties or assets are or may be bound, or (B) result in a breach or constitute (alone or with due notice or lapse of time or both) a default under any indenture, agreement or other instrument;

(d)as of the date hereof and after giving effect to this Waiver (other than the Specified Events of Default), no Default or Event of Default has occurred which is continuing;

(e)no consideration or remuneration has been paid or will be paid to any agent or any lender under any Principal Credit Facility as an inducement to enter into any amendment, consent or waiver in respect thereof; and

(f)all the representations and warranties contained in Section 5 of the Note Purchase Agreement (other than any representations and warranties related to the Specified Events of Default) are true and correct in all material respects with the same force and effect as if made by the Company on and as of the date hereof, except to the extent such representations and warranties expressly relate to earlier dates, in which case they shall be true and correct in all material respects as of such earlier date.

SECTION 4.    CONDITIONS TO EFFECTIVENESS OF THE WAIVERS.

The waivers set forth in Section 1 shall not become effective until, and shall become effective when, each and every one of the following conditions shall have been satisfied:

(a)    executed counterparts of this Waiver, duly executed by the Company and the Noteholders, shall have been delivered to the Noteholders; and

(b)    the representations and warranties of the Company set forth in Section 3 hereof are true and correct on and with respect to the date hereof.

Upon satisfaction of all of the foregoing and subject to the last paragraph of Section 1, the waivers set forth in Section 1 shall become effective.

SECTION 5.    PAYMENT OF NOTEHOLDERS' FEES AND EXPENSES.

The Company hereby confirms its obligations under the Note Purchase Agreement, whether or not the agreements hereby contemplated are consummated, to pay upon demand all reasonable out-of-pocket fees and expenses, including attorneys' fees and expenses, incurred by any Noteholder in connection with this Waiver or the transactions contemplated hereby, in enforcing any rights under this Waiver,, or in responding to any subpoena or other legal process or informal investigative demand issued in connection with this Waiver or the transactions contemplated hereby.

SECTION 6.    MISCELLANEOUS.

6.1.    This Waiver shall be construed in connection with and as part of the Note Purchase Agreement, and except as modified and expressly amended by this Waiver, all terms, conditions and covenants contained in the Note Purchase Agreement and the Notes are hereby ratified and shall be and remain in full force and effect.

6.2.    The descriptive headings of the various Sections or parts of this Waiver are for convenience only and shall not affect the meaning or construction of any of the provisions hereof.

6.3.    THIS WAIVER SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, AND THE RIGHTS OF THE PARTIES SHALL BE GOVERNED BY, THE LAW OF THE STATE OF NEW YORK EXCLUDING CHOICE-OF-LAW PRINCIPLES OF THE LAW OF SUCH STATE THAT WOULD PERMIT THE APPLICATION OF THE LAWS OF A JURISDICTION OTHER THAN SUCH STATE.

6.4.    TIME IS OF THE ESSENCE WITH RESPECT TO ALL CONDITIONS, AGREEMENTS OR OTHER PROVISIONS HEREIN.

6.5.    The execution hereof by you shall constitute a contract between us for the uses and purposes hereinabove set forth, and this Waiver may be executed in any number of counterparts, each executed counterpart constituting an original, but all together only one agreement.

OMEGA PHARMA N.V.
By:	/S/ John S. Hendrickson
	Name: John S. Hendrickson
	Title: Director
By:	/S/ Judy L. Brown
	Name: Judy L. Brown
	Title: Director

ACCEPTED AND AGREED TO:
NOTEHOLDERS
THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
By:	/S/ Gordon Anthony Coletta
	Name: Gordon Anthony Coletta
	Title: Vice President

Exhibit A

[See attached]

OFFICER'S COMPLIANCE CERTIFICATE – 31 DECEMBER 2015

To:    The Note Purchasers as set out in Schedule A,of the Note Purchase Agreement Dated 19 May 2011 relating to Omega Pharma N.V.'s € 135,043,889 Senior Notes.

I, Patrick O’Sullivan, being the Chief Financial Officer of Omega Pharma N.V., a company incorporated with limited liability in Belgium (the Company), refer to a note purchase agreement entered into between (1) the Company and (2) each of the purchasers party thereto (the Note Purchasers) pursuant to which the Company issued to the Note Purchasers the 5.1045% Guaranteed Senior Notes due 28 July 2023, upon the terms and conditions set out therein (the Note Purchase Agreement).

Terms and expressions defined in the Note Purchase Agreement shall bear the same meanings in this Certificate.

Enclosed herewith you will find those financial statements as at and for the year ended 31 December 2015 as required pursuant to Section 7.2 of the Note Purchase Agreement. Further, you will find that information (including calculations) required in order to establish whether the Company was in compliance with the financial covenants set forth in Sections 10.3 through 10.7 of the Note Purchase Agreement, inclusive, during the period covered by the statements being furnished.

Being duly authorised by the Company, I hereby certify on behalf of the Company that I have reviewed the terms of the Note Purchase Agreement and have made, or caused to be made, under my supervision, a review of the transactions and conditions of the Company and its Subsidiaries from the beginning of the period covered by the statements attached hereto to the date of this certificate and that such review has not disclosed the existence during such period of any condition or event that constitutes a Default or an Event of Default, except those that have been disclosed to the holders and cured or waived.

IN WITNESS WHEREOF, I have hereunto signed my name.

Dated as of 27 April 2016

	/S/ Patrick O'Sullivan
Name:	Patrick O'Sullivan
Title:	Chief Financial Officer

COMPLIANCE WITH THE FINANCIAL COVENANTS SET FORTH IN SECTIONS 10.3 THROUGH 10.7

Clause 10.3 Sales of Assets : In compliance

Clause 10.4. Leverage Ratio states: "The Company will not permit the ratio of Consolidated Net Debt to Consolidated EBITDA to exceed 3.50 to 1.00"

Consolidated Net Debt was EUR 793,494,000 and Consolidated (annualized) EBITDA was EUR 237,588,000; therefore the ratio of Consolidated Net Debt to Consolidated EBITDA was 3.34 to 1.

Calculation:

Consolidated Net Debt = Total Indebtedness –Cash and Cash Equivalents

Details on consolidated net debt:    

LT Debt	742,589,000
LT Derivative financial instruments	—
ST Debt	76,780,000
ST Derivative financial instruments	—
Total debt IFRS	819,368,000
Valuation Notes	—
MTM Hedges	(377,000	)
Total debt BE GAAP	819,745,000
Cash and cash equivalents	26,251,000
NET DEBT	793,494,000
Details on consolidated EBITDA:
EBITDA S1 2015	116,097,000
EBITDA S2 2015	101,931,000
Adjustment Acquisitions	19,560,000
Annualized Consolidated EBITDA =	EUR 237,588,000

Clause 10.5. Interest Coverage Ratio states. "The Company will not permit the ratio of Consolidate EBITDA to Consolidated Net Interest Expense to be less than 3.00 to 1.00."

Interest Cover was 6.81 to 1

Calculation :

Consolidated net interest expense = EUR 32,012,000

Consolidated EBITDA = EUR 218,028,000

Clause 10.6. Limitation on Priority Debt stales: "Indebtedness of Subsidiaries not otherwise permitted by foregoing clauses (a) through (h) should not exceed prior to July 28, 2009 EUR 20,000,000 and afterwards EUR 40,000,000":

In Compliance

Clause 10.7. Limitation on Liens: In compliance

No liens other than those permitted by Section 10.7 (a) through (g). There are no remaining permitted liens from Schedule 10.7.

Dated as of 27 April 2016

	/S/ Patrick O'Sullivan
Name:	Patrick O'Sullivan
Title:	Chief Financial Officer

Exhibit B

SUBSIDIARY GUARANTOR ACKNOWLEDGEMENT

As of May 16, 2016

Each of the undersigned Subsidiary Guarantors hereby acknowledges and agrees to the terms of the Waiver to Note Purchase Agreement, dated as of May 16, 2016 (the “Waiver”), waiving certain terms of that Note Purchase Agreement, dated May 19, 2011, as amended by that certain First Amendment and Consent to Note Purchase Agreement dated as of October 7, 2011 (as so amended, the “Note Purchase Agreement”), among Omega Pharma N.V. and the noteholders party thereto. Each of the Subsidiary Guarantor confirms that, upon the effectiveness of the Waiver, each Subsidiary Guarantee Agreement shall remain in full force and effect and be the legal, valid and binding obligation of such Subsidiary Guarantor party thereto against it in accordance with its terms, except as such enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws or equitable principles relating to or limiting creditors' rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law). Each Subsidiary Guarantor hereby further confirms that, upon the effectiveness of the Waiver, each Subsidiary Guarantee Agreement shall continue to guaranty and secure all of the Guaranteed Obligations (as defined therein).

OMEGA PHARMA BELGIUM N.V.

By:

Name:

Title:

CHEFARO NEDERLAND B.V.

By:

Name:

Title:

OMEGA PHARMA HOLDING NEDERLAND B.V.

By:

Name:

Title:

OMEGA PHARMA ESPAÑA S.A.

By:

Name:

Title:

CHEFARO PHARMA ITALIA SRL

By:

Name:

Title:

ACO HUD AB

By:

Name:

Title:

DEUTSCHE CHEFARO GMBH

By:

Name:

Title:

WARTNER EUROPE B.V.

By:

Name:

Title:

DAMIANUS B.V.

By:

Name:

Title:

MEDGENIX BENELUX N.V.

By:

Name:

Title:

BIOVER NV

By:

Name:

Title:

ACO HUD NORDIC AB

By:

Name:

Title:

RICHARD BITTNER AG

By:

Name:

Title:

EX-31.1

Exhibit 31.1

CERTIFICATION

I, John T. Hendrickson, certify that:

1. I have reviewed this report on Form 10-Q of Perrigo Company plc;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 16, 2016

/s/ John T. Hendrickson

John T. Hendrickson

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Judy L. Brown, certify that:

1. I have reviewed this report on Form 10-Q of Perrigo Company plc;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 16, 2016

/s/ Judy L. Brown

Judy L. Brown

Executive Vice President, Business Operations and Chief Financial Officer

EX-32

Exhibit 32

The following statement is being made to the Securities and Exchange Commission solely for the purposes of Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), which carries with it certain criminal penalties in the event of a knowing or willful misrepresentation.

Securities and Exchange Commission

450 Fifth Street NW

Washington, D.C. 20549

Re: Perrigo Company plc

Ladies and Gentlemen:

In accordance with the requirements of Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), each of the undersigned hereby certifies that:

(i) this Quarterly Report on Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

(ii) the information contained in this report fairly presents, in all material respects, the financial condition and results of operations of Perrigo Company plc.

Date:	May 16, 2016	/s/ John T. Hendrickson
		John T. Hendrickson
		Chief Executive Officer
		(Principal Executive Officer)
Date:	May 16, 2016	/s/ Judy L. Brown
		Judy L. Brown
		Executive Vice President, Business Operations and Chief Financial Officer
		(Principal Accounting and Financial Officer)

XML

Document and Entity Information Document - shares	3 Months Ended
	Apr. 02, 2016	May. 06, 2016
Document and Entity Information [Abstract]
Entity registrant name	PERRIGO CO PLC
Entity central index key	0001585364
Current calendar year end date	--12-31
Entity filer category	Large Accelerated Filer
Document type	10-Q
Document period end date	Apr. 02, 2016
Document calendar year focus	2016
Document calendar period focus	Q1
Amendment flag	false
Entity common stock, shares outstanding		143,222,633

XML

Consolidated Statements of Income - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015
Net sales	$ 1,383.2	$ 1,049.1
Cost of sales	860.3	670.3
Gross profit	522.9	378.8
Operating expenses
Distribution	21.8	14.7
Research and development	45.3	35.4
Selling	180.8	48.8
Administration	106.4	79.6
Impairment charges	467.0	0.0
Restructuring	5.4	1.1
Total operating expenses	826.7	179.6
Operating income (loss)	(303.8)	199.2
Interest expense, net	51.2	43.3
Other expense, net	3.8	258.6
Loss on extinguishment of debt	(0.4)	0.0
Loss before Income Taxes	(359.2)	(102.7)
Income tax benefit	(24.6)	(7.8)
Net loss	$ (334.6)	$ (94.9)
Loss Per Share [Abstract]
Basic loss per share	$ (2.34)	$ (0.67)
Diluted loss per share	$ (2.34)	$ (0.67)
Weighted average shares outstanding
Basic	143.2	140.8
Diluted	143.2	140.8
Dividends declared per share	$ 0.145	$ 0.125

XML

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015
Net loss	$ (334.6)	$ (94.9)
Other Comprehensive Income (loss):
Foreign currency translation adjustments	150.9	(27.9)
Change in fair value of derivative financial instruments, net of tax	(5.7)	0.8
Change in fair value of investment securities, net of tax	6.2	1.2
Change in post-retirement and pension liability adjustments, net of tax	0.8	(0.4)
Other comprehensive income (loss), net of tax	152.2	(26.3)
Comprehensive loss	$ (182.4)	$ (121.2)

XML

Consolidated Balance Sheets - USD ($) shares in Millions, $ in Millions	Apr. 02, 2016	Dec. 31, 2015
Assets
Cash and cash equivalents	$ 588.9	$ 417.8
Accounts receivable, net, current	1,184.2	1,193.1
Inventories	868.8	844.4
Prepaid expenses and other current assets	332.6	289.1
Total current assets	2,974.5	2,744.4
Property and equipment, net	896.3	886.2
Goodwill and other indefinite-lived intangible assets	7,033.0	7,281.2
Other intangible assets, net	8,519.1	8,190.5
Non-current deferred income taxes	78.0	54.6
Other non-current assets	225.3	237.0
Total non-current assets	16,751.7	16,649.5
Total assets	19,726.2	19,393.9
Liabilities and Shareholders' Equity
Accounts payable	559.9	554.9
Payroll and related taxes	92.2	125.3
Accrued customer programs	331.0	398.0
Accrued liabilities	307.5	308.4
Accrued income taxes	179.4	85.2
Current indebtness	619.2	1,018.3
Total current liabilities	2,089.2	2,490.1
Long-term debt, less current portion	5,902.7	4,971.6
Non-current deferred income taxes	1,487.0	1,563.7
Other non-current liabilities	400.6	332.4
Total non-current liabilities	7,790.3	6,867.7
Total liabilities	9,879.5	9,357.8
Commitments and contingencies disclosure [Abstract]
Preferred shares, $0.0001 par value, 10 million shares authorized	0.0	0.0
Common shares, €0.0001 par value, 10 billion shares authorized	8,160.8	8,144.6
Accumulated other comprehensive income	136.7	(15.5)
Retained earnings	1,549.8	1,907.6
Total controlling interest	9,847.3	10,036.7
Noncontrolling interest	(0.6)	(0.6)
Total shareholders' equity	9,846.7	10,036.1
Total liabilities and shareholders' equity	$ 19,726.2	$ 19,393.9
Supplemental Disclosures of Balance Sheet Information
Preferred shares, issued and outstanding	0.0	0.0
Ordinary shares, issued and outstanding	143.2	143.1

XML

Consolidated Balance Sheets (Parenthetical) shares in Millions, $ in Millions	Apr. 02, 2016 € / shares	Apr. 02, 2016 USD ($) $ / shares shares	Dec. 31, 2015 € / shares	Dec. 31, 2015 USD ($) $ / shares shares
Shareholders' Equity
Preferred shares, par value | $ / shares		$ 0.0001		$ 0.0001
Preferred shares, authorized		10.0		10.0
Ordinary shares, par value | € / shares	€ 0.001		€ 0.001
Ordinary shares, authorized		10,000.0		10,000.0
Preferred shares outstanding		0.0		0.0
Ordinary shares, outstanding		143.2		143.1
Allowance for Doubtful Accounts Receivable | $		$ 3.4		$ 3.0
Commitments and Contingencies | $		$ 0.0		$ 0.0

XML

Consolidated Statements of Cash Flows - USD ($)
$ in Millions

3 Months Ended

Apr. 02, 2016

Mar. 28, 2015

Cash Flows From (For) Operating Activities

Net loss

$ (334.6)

$ (94.9)

Adjustments to derive cash flows

Depreciation and amortization

182.5

127.7

Loss on acquisition-related foreign currency derivatives

0.0

298.1

Share-based Compensation

13.8

7.5

Impairment charges

467.0

0.0

Loss on extinguishment of debt

(0.4)

0.0

Non-cash restructuring charges

5.4

1.1

Deferred income taxes

(138.0)

(46.3)

Other non-cash adjustments

1.6

(0.2)

Subtotal

198.1

293.0

Increase (decrease) in cash due to

Accounts receivable

23.0

39.4

Inventories

(14.8)

2.1

Accounts payable

0.3

18.0

Payroll and related taxes

(37.4)

(1.0)

Accrued customer programs

(69.7)

(27.8)

Accrued liabilities

(3.4)

(2.5)

Accrued income taxes

99.5

(51.2)

Other

(25.3)

(2.0)

Subtotal

(27.8)

(25.0)

Net cash from (for) operating activities

170.3

268.0

Cash Flows (For) From Investing Activities

Acquisitions of business, net of cash acquired

(416.4)

(4.0)

Additions to property and equipment

(34.7)

(31.9)

Settlement of acquisition-related foreign currency derivatives

0.0

(298.1)

Other investing

1.0

0.0

Net cash from (for) investing activities

(452.1)

(334.0)

Cash Flows (For) From Financing Activities

Issuance of ling-term debt

1,190.3

0.0

Payments on long-term debt

(14.3)

(13.6)

Borrowings (repayments) of revolving credit agreements and other financing, net

$ (704.3)

3.4

Goodwill and Other Intangible Assets [Text Block]

GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

Changes in the carrying amount of goodwill, by reportable segment, were as follows (in millions):

Reporting Segments:	December 31, 2015		Business acquisitions		Impairments			Changes in assets held for sale		Currency translation adjustment			April 2, 2016
CHC	$	1,890.0	$	—	$	—		$	4.8	$	(1.3	)	$	1,893.5
BCH	1,980.5		—		(193.6		)	—		100.7			1,887.6
Rx	1,222.2		2.2		—			—		(2.7		)	1,221.7
Specialty Sciences	200.7		—		—			—		—			200.7
Other	71.5		—		—			3.7		2.5			77.7
Total goodwill	$	5,364.9	$	2.2	$	(193.6	)	$	8.5	$	99.2		$	5,281.2

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of goodwill impairment in our BCH - rest of world (“BCH - ROW”) reporting unit, which comprises primarily of operations attributable to the Omega acquisition in all geographic regions except for Belgium. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast. In step one of the goodwill impairment testing, the fair value of the BCH - ROW reporting unit did not exceed its carrying value. The fair value of the reporting unit was determined using a discounted cash flow technique. The main assumptions supporting the cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the reporting unit distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the reporting unit's growth plans.

The second step of the test requires that we determine the fair value of the BCH - ROW reporting unit’s goodwill, which involves determining the value of the reporting unit’s assets and liabilities. Based on our evaluation and initial estimates of the fair values of the assets and liabilities and the deficit of the fair value when compared to the related book value, we recorded an estimated impairment charge of $193.6 million in Impairment charges on the Condensed Consolidated Statements of Operations for the three months ended April 2, 2016. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. We expect to finalize the fair value calculation during the second quarter of 2016, which could result in an adjustment to the estimated impairment charge. As of April 2, 2016, the implied fair value of the impaired goodwill is $1.8 billion.

While no impairment charges were recorded as a result of the goodwill impairment testing for the transition period of June 28, 2015 to December 31, 2015, our Specialty Sciences reporting unit's fair value exceeded the carrying value by less than 10%. Management evaluated the primary source of cash flow in this segment, the Tysabri^® royalty stream, based on a combination of factors including independent external research, information provided from our royalty partner, and internal estimates. Based on this information, management’s assessment of future cash flow from this royalty stream has been reduced primarily due to anticipated new competitors entering the market and unfavorable currency exchange effects. Future performance different from the assumptions utilized in our quantitative analysis may further reduce the fair value of the reporting unit, which may result in the fair value no longer exceeding the carrying value. In February 2016, a competitor's pipeline product, Roche's Ocrelizumab, received “Breakthrough Therapy Designation in Primary Progressive Multiple Sclerosis” from the FDA and could potentially be approved in 2017. The product would compete with Tysabri^® and could have a significant impact on the royalty we receive. We will continue to monitor the progress of the potential competing product and assess the reporting unit for potential impairment should impairment indicators arise and at least annually as applicable.

Intangible Assets

Other intangible assets and related accumulated amortization consisted of the following (in millions):

	April 2, 2016				December 31, 2015
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	6,054.8	$	749.8	$	6,053.4	$	667.2
Developed product technology, formulations, and product rights	1,795.7		462.3		1,383.5		426.0
Customer relationships and distribution networks	1,573.2		229.0		1,520.7		193.0
Trademarks, trade names, and brands	563.6		31.2		539.4		22.8
Non-compete agreements	17.6		13.5		15.2		12.7
Total definite-lived intangibles	$	10,004.9	$	1,485.8	$	9,512.2	$	1,321.7
Indefinite-lived intangibles:
Trademarks, trade names, and brands*	$	1,682.3	$	—	$	1,868.1	$	—
In-process research and development	69.5		—		48.2		—
Total indefinite-lived intangibles	1,751.8		—		1,916.3		—
Total other intangible assets	$	11,756.7	$	1,485.8	$	11,428.5	$	1,321.7

*    Includes impairment charges of $273.4 million and $185.1 million at April 2, 2016 and December 31, 2015, respectively, as described further below.

Certain intangible assets are denominated in currencies other than the U.S. dollar; therefore, their gross and net carrying values are subject to foreign currency movements.

We recorded amortization expense of $158.0 million and $107.8 million for the three months endedApril 2, 2016 and March 28, 2015, respectively. The increase in amortization expense was due primarily to the incremental amortization expense incurred on the definite-lived intangible assets acquired from Omega.

During our impairment testing for the transition period of June 28, 2015 to December 31, 2015, we identified an impairment of certain indefinite-lived intangible assets purchased in conjunction with the Omega acquisition based on management’s expectations of the prospects for future revenues, profits, and cash flows associated with these assets. The assessment resulted in an impairment charge of $185.1 million within our BCH segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. See our Transition Report on Form 10-KT filed on February 25, 2016 for a further discussion of this impairment charge.

In connection with the preparation of our financial statements for the three month period ended April 2, 2016, we identified indicators of impairment associated with certain indefinite-lived intangible assets acquired in conjunction with the Omega acquisition. The primary impairment indicators included the decline in our 2016 performance expectations and a reduction in our long range revenue growth forecast. The assessment utilized the excess earnings method to determine fair value and resulted in an impairment charge of $273.4 million in Impairment charges on the Condensed Consolidated Statements of Operations within our BCH segment, which represented the difference between the carrying amount of the intangible assets and their estimated fair value. The change in fair value from previous estimates was due primarily to the changes in the current market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions are being more focused to maximize the potential of all brands in the segment's portfolio. The main assumptions supporting the fair value of these assets and cash flow projections assume revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the BCH segment distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the segment's growth plans.

The carrying value for certain intangible assets and goodwill equals fair value, as such, any further deterioration in those assets' fair value would lead to a further impairment charge. Future performance different from the assumptions utilized in our quantitative analyses may result in additional changes in the fair value. We will continue to monitor and assess these assets for potential impairment should further impairment indicators arise, as applicable, and at least annually during our fourth quarter annual impairment testing.

In addition, due to the reprioritization of certain brands in the BCH segment and change in performance expectations for our impaired lifestyle brands previously recorded as indefinite-lived assets, we reclassified the remaining asset balance of $364.5 million to definite-lived assets with a useful life of 20 years as of April 3, 2016.

Deferred financing fees

$ 1.5

3.3

Issuance of ordinary shares

3.1

1.2

Repurchase of ordinary shares

0.0

(0.1)

Cash dividends

(20.8)

(17.6)

Other Financing

(3.5)

(1.6)

Net cash from (for) financing activities

449.0

(31.6)

Effect of exchange rate changes on cash

3.9

(68.1)

Net increase (decrease) in cash and cash equivalents

171.1

(165.7)

Cash and cash equivalents, beginning of period

417.8

3,596.1

Cash and cash equivalents, end of period

588.9

3,430.4

Cash paid/received during the period for:

Interest paid

11.9

5.2

Interest received

0.4

0.2

Income taxes paid

34.5

92.2

Income taxes refunded

$ 0.2

$ 1.6

XML

Summary of Significant Accounting Policies

3 Months Ended

Apr. 02, 2016

Accounting Policies [Abstract]

Summary of Significant Accounting Policies and Change in Accounting Principles [Text Block]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.     General Information

The Company

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013. We 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. We are a leading global over-the-counter ("OTC") consumer goods and specialty pharmaceutical company, offering patients and customers high quality products at affordable prices. From our beginning in 1887 as a packager of home remedies, we have grown to become the world's largest manufacturer of OTC healthcare products and supplier of infant formulas for the store brand market. We are also a leading provider of generic extended topical prescription products, and we receive royalties from sales of the multiple sclerosis drug Tysabri^®. We provide “Quality Affordable Healthcare Products^®” across a wide variety of product categories and geographies, primarily in North America, Europe, and Australia, as well as in other markets, including Israel, China, and Latin America.

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and footnotes included in our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015. In the opinion of management, all adjustments (consisting of normal recurring accruals and other adjustments) considered necessary for a fair presentation have been included. The Condensed Consolidated Financial Statements include our accounts and the accounts of all majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Our fiscal year previously consisted of a 52- or 53-week year ending on or around June 30 of each year with each quarter ending on the Saturday closest to each calendar quarter end. Beginning on January 1, 2016, we changed our fiscal year to begin on January 1 and end on December 31 of each year. We will continue to cut off our quarterly accounting periods on the Saturday closest to the end of the calendar quarter, with the fourth quarter ending on December 31 of each year.

During the three months ended April 2, 2016, we identified certain errors in our consolidated financial statements for the transition period of June 28, 2015 to December 31, 2015, primarily related to the accrual estimates associated with product returns and tax related items in our BCH segment. These errors were corrected during the three months ended April 2, 2016 by increasing the consolidated operating loss by $14.5 million, which when combined with tax-related items increased the consolidated net loss by $13.7 million within the Condensed Consolidated Statements of Operations. We concluded that these errors were not material to the consolidated financial statements for the transition period of June 28, 2015 to December 31, 2015 and are not expected to be material to the consolidated financial statements for the year ended December 31, 2016.

b.     Recent Accounting Standard Pronouncements

Below are recent accounting standard updates that we are still assessing to determine the effect on our consolidated financial statements. We do not believe that any other recently issued accounting standards could have a material effect on our consolidated financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances.

Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
Improvements to Employee Share-Based Payment Accounting	This guidance is intended to simplify several aspects of the accounting for share-based payment award transactions. It will require all income tax effects of awards to be recorded through the income statement when they vest or settle as opposed to certain amounts being recorded in additional paid-in capital. An entity will also have to elect whether to account for forfeitures as they occur or by estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change (as currently required). The guidance will also increase the amount an employer can withhold to cover income taxes on awards. Early adoption is permitted.	January 1, 2017	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.
Revenue from Contracts with Customers	The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: identify the contract(s) with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when (or as) the entity satisfies a performance obligation. This guidance allows for two adoption methods, full retrospective approach or modified retrospective approach. Early adoption is not permitted.	January 1, 2018	We are currently evaluating the possible adoption methodologies and the implications of adoption on our consolidated financial statements.
Leases	This guidance was issued to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. For leases with a term of 12 months or less, lessees are permitted to make an election to not recognize right-of-use assets and lease liabilities. Upon adoption, lessees will apply the new standard as of the beginning of the earliest comparative period presented in the financial statements, however lessees will be able to exclude leases that expire as of the implementation date. Early adoption is permitted.	January 1, 2019	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.

XML

Business Acquisitions (Notes)

3 Months Ended

Apr. 02, 2016

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

ACQUISITIONS

All of the below acquisitions have been accounted for under the acquisition method of accounting based on our analysis of the acquired inputs and processes, and the related assets acquired and liabilities assumed were recorded at fair value as of the acquisition date.

Fair value estimates are based on a complex series of judgments about future events and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets and liabilities assumed, as well as asset lives, can materially impact our results of operations. For those acquisitions for which the purchase price allocation is preliminary, we will continue to refine the allocation during the measurement period. As we obtain the information to finalize our purchase accounting assessments, it is reasonably possible that there will be changes in the valuation of assets acquired and liabilities assumed that may have a material impact on our results of operations and financial position.

The effects of all of the acquisitions described below were included in the Condensed Consolidated Financial Statements prospectively from the date of each acquisition. Unless otherwise indicated, acquisition costs incurred were immaterial and were recorded in Administration expense.

Current Year Acquisitions

Tretinoin Product Portfolio

OnJanuary 22, 2016, we acquired a portfolio of generic dosage forms and strengths ofRetin-A^® (tretinoin), a topical prescription acne treatment, from Matawan Pharmaceuticals, LLC, for $416.4 million in cash ("Tretinoin Products"), which further expanded our extended topicals portfolio. We were the authorized generic distributor of these products from 2005 to 2013. Operating results attributable to the acquisition are included within our Prescription Pharmaceuticals ("Rx") segment. The generic product rights were valued using the multi-period excess earnings method and assigned a 20-year useful life. The non-compete agreements were valued using the lost income method and assigned a five-year useful life. The goodwill acquired is deductible for tax purposes.

Development-Stage Rx Products

In May 2015, we entered into an agreement with a clinical stage biotechnology company for two specialty pharmaceutical products in development ("Development-Stage Rx Products"). We paid $18.0 million for an option to acquire the two products, which was recorded in research and development expense. On March 1, 2016, to further invest in our specialty Rx portfolio, we exercised the option for both products, which requires us to make contingent payments if we obtain regulatory approval and achieve certain sales milestones. We will also be obligated to make certain royalty payments over periods ranging from seven to ten years from the launch of each product. 

We accounted for the option exercise as a business acquisition within our Rx segment, recording in-process research and development assets ("IPR&D"), goodwill, and contingent consideration on the balance sheet. The IPR&D was valued using the multi-period excess earnings method and has an indefinite useful life until such time as the research is completed (at which time it becomes a definite-lived intangible asset), or is determined to have no future use (at which time it is impaired). The contingent consideration is an estimate of the future milestone payments and royalties based on probability-weighted outcomes, sensitivity analysis, and discount rates reflective of the risk involved. The preliminary amount of contingent consideration recognized as of the acquisition date was $29.5 million and is recorded in Other non-current liabilities. The amount is subject to change as the valuation assumptions are refined over the measurement period. Once the purchase accounting has been finalized, the contingent consideration will continue to be updated quarterly to adjust the liability to fair value depending on a number of assumptions, including the competitive landscape and regulatory approvals that may impact future sales of the products. Any change in the liability after the purchase accounting is finalized will be recorded in Administration expense. The goodwill acquired is deductible for tax purposes.

Purchase Price Allocation of Current Year Acquisitions

The purchase accounting allocation for the acquisitions of the Tretinoin Products and Development-Stage Rx Products is preliminaryand isbased on the valuation information, estimates, and assumptions available at April 2, 2016. The Tretinoin Products intangible assets and the Development-Stage Rx Products contingent consideration have not yet been finalized as we are still evaluating the valuation assumptions. As we finalize the fair value estimates for these items, additional purchase price adjustments may be recorded during the measurement period to these line items as well as goodwill.

The below table indicates the purchase price allocation for the above-mentioned acquisitions as of April 2, 2016 (in millions):

	Tretinoin Products*		Development-Stage Rx Products*
Purchase price paid	$	416.4	$	—
Contingent consideration	—		29.5
Total purchase consideration	$	416.4	$	29.5
Assets acquired:
Inventories	$	1.4	$	—
Goodwill	1.7		0.5
Definite-lived intangibles:
Developed product technology, formulations, and product rights	411.0		—
Non-compete agreements	2.3		—
Indefinite-lived intangibles:
In-process research and development	—		29.0
Total intangible assets	413.3		29.0
Total assets	$	416.4	$	29.5

*    Opening balance sheet is preliminary

Prior Year Acquisitions

Entocort^® 

On December 15, 2015, we completed our acquisition of Entocort^® (budesonide) capsules, as well as the authorized generic capsules, for sale within the U.S., from AstraZeneca plc for $380.2 million in cash. Entocort^® is a gastroenterology medicine for patients with mild to moderate Crohn's disease and the acquisition complemented our Rx portfolio. Operating results attributable to the acquisition are included within our Rx segment. The intangible assets included the branded and authorized generic product rights with useful lives of 10 and 15 years, respectively. The intangible assets were valued with the multi-period excess earnings method.

Naturwohl Pharma GmbH

On September 15, 2015, we completed our acquisition of 100% of Naturwohl Pharma GmbH ("Naturwohl"), a Munich, Germany-based nutritional business known for its leading German dietary supplement brand, Yokebe^®. The acquisition built on our Branded Consumer Healthcare ("BCH") segment's leading OTC product portfolio and European commercial infrastructure. The assets were purchased through an all-cash transaction valued at €133.5 million ($150.4 million). Operating results attributable to Naturwohl are included in the BCH segment. The intangible assets acquired included a trademark with a 20-year useful life, customer relationships with a 15-year useful life, non-compete agreements with a three-year useful life, and a licensing agreement with a three-year useful life. We utilized the relief from royalty method for valuing the trademark, the multi-period excess earnings method for valuing the customer relationships, and the lost income method for valuing the non-compete agreements and the licensing agreement. The goodwill acquired is not deductible for tax purposes.

ScarAway^® 

On August 28, 2015, we completed our acquisition of ScarAway^®, a leading U.S. OTC scar management brand portfolio comprised of five products, from Enaltus, LLC, for $26.7 million in cash. This acquisition served as our entry into the niche branded OTC business in the U.S. Operating results attributable to ScarAway^® are included in the Consumer Healthcare ("CHC") segment. The intangible assets acquired included a trademark with a 25-year useful life, non-compete agreements with a four-year useful life, developed product technology with an eight-year useful life, and customer relationships with a 15-year useful life. We utilized the relief from royalty method for valuing the trademark and developed product technology, the multi-period excess earnings method for valuing the customer relationships, and the lost income method for valuing the non-compete agreements. The goodwill acquired is deductible for tax purposes.

GlaxoSmithKlineConsumer Healthcare Product Portfolio

On August 28, 2015, we completed our acquisition of a portfolio of well-established OTC brands from GlaxoSmithKline Consumer Healthcare (“GSK Products”). This acquisition further leveraged our European market share and expanded our product offerings. The assets were purchased through an all-cash transaction valued at €200.0 million ($223.6 million). Operating results attributable to the acquired GSK Products are included primarily in the BCH segment. The intangible assets acquired included trademarks with a 20-year useful life and customer relationships with a 15-year useful life. We utilized the relief from royalty method for valuing the trademarks and the multi-period excess earnings method for valuing the customer relationships. The goodwill acquired is deductible for tax purposes and recorded primarily in the BCH segment.

Gelcaps Exportadora de Mexico, S.A. de C.V.

On May 12, 2015, we completed our acquisition of 100% of Gelcaps Exportadora de Mexico, S.A. de C.V. ("Gelcaps"), the Mexican operations of Durham, North Carolina-based Patheon Inc., for $37.9 million in cash. The acquisition added softgel manufacturing technology to our supply chain capabilities and broadened our presence, product portfolio, and customer network in Mexico. Operating results attributable to Gelcaps are included in the CHC segment. The intangible assets acquired included a trademark with a 25-year useful life and customer relationships with a 20-year useful life. We utilized the relief from royalty method for valuing the trademark and the multi-period excess earnings method for valuing the customer relationships.

Based on valuation estimates utilizing the comparative sales method, a step-up in the value of inventory of $0.6 million was recorded in the opening balance sheet, which was charged to cost of goods sold during the three months ended June 27, 2015. In addition, property, plant and equipment were written up by $0.9 million to their estimated fair market value based on a valuation method that included both the cost and market approaches. This additional step-up in value is being depreciated over the estimated remaining useful lives of the assets. The goodwill recorded is not deductible for tax purposes.

Omega Pharma Invest N.V.

On March 30, 2015, we completed our acquisition of Omega Pharma Invest N.V. ("Omega"), a limited liability company incorporated under the laws of Belgium. Omega was a leading European OTC company and is providing us several key benefits, including advancing our growth strategy outside the U.S. by providing access across a larger global platform with critical mass in key European countries, establishing commercial infrastructure in the high barrier-to-entry European OTC marketplace, strengthening our product portfolio while enhancing scale and distribution, and expanding our international management capabilities.

We purchased95.77% of the issued and outstanding share capital of Omega (685,348,257 shares) from Alychlo N.V. (“Alychlo”) and Holdco I BE N.V. (together with Alychlo, the “Sellers”), limited liability companies incorporated under the laws of Belgium, under the terms of the Share Purchase Agreement dated November 6, 2014 (the "Share Purchase Agreement"). Omega holds the remaining 30,243,983 shares as treasury shares.

The acquisition was a cash and stock transaction made up of the following consideration (in millions except per share data):

Perrigo ordinary shares issued	5.4
Perrigo share price at transaction close on March 30, 2015	$	167.64
Total value of Perrigo ordinary shares issued	$	904.9
Cash consideration	2,078.3
Total consideration	$	2,983.2

The cash consideration shown in the above table was financed by a combination of debt and equity. We issued $1.6 billion of debt as described in Note 10, and issued 6.8 million ordinary shares, which raised $999.3 million net of issuance costs.

The Sellers agreed to indemnify us for certain potential future losses. The Sellers’ indemnification and other obligations to us under the Share Purchase Agreement are secured up to €248.0 million ($277.0 million). Under the terms of the Share Purchase Agreement, Alychlo and its affiliates are subject to a three-year non-compete in Europe, and the Sellers are subject to a two-year non-solicit, in each case subject to certain exceptions. The Share Purchase Agreement contains other customary representations, warranties, and covenants of the parties thereto.

The operating results attributable to Omega are included in the BCH segment. We incurred general transaction costs (legal, banking and other professional fees), financing fees, and debt extinguishment charges in connection with the Omega acquisition. The amounts recorded were not allocated to a reporting segment. The table below details the acquisition costs, as well as losses on hedging activities associated with the acquisition purchase price, and where they were recorded for the three months ended March 28, 2015 (in millions):

	Three months ended
Line item	March 28, 2015
Administration	$	2.0
Interest expense, net	18.7
Other expense, net	258.2
Total acquisition-related costs	$	278.9

See Note 8 for further details on losses on Omega-related hedging activities shown above in Other expense, net, and Note 10 for details on the loss on extinguishment of debt.

We acquired the following intangible assets: indefinite-lived brands, a definite-lived trade name with an eight-year useful life, definite-lived brands with a 22-year useful life, a distribution network with a 21-year useful life, and developed product technology with useful lives ranging from fourto 13 years. We also recorded goodwill, which is not deductible for tax purposes and represents the value we assigned to the expected synergies described above, in our BCH segment. We utilized the multi-period excess earnings method for the indefinite-lived brands, the definite-lived brands, and distribution network. We utilized the relief from royalty method for the developed product technology and definite-lived trade name.

Based on valuation estimates utilizing the comparative sales method, a step-up in the value of inventory of $15.1 million was recorded in the opening balance sheet and was charged to cost of goods sold during the three months ended June 27, 2015. In addition, property, plant and equipment were written up $41.5 million to their estimated fair market value based on a valuation method that included both the cost and market approaches. This additional step-up in value is being depreciated over the estimated remaining useful lives of the assets. Additionally, the fair value of the debt assumedon the date of acquisition exceeded par value by $101.9 million, which was recorded as part of the carrying value of the underlying debt and will be amortized as a reduction of interest expense over the remaining terms of the respective debt instruments. For more information on the debt we assumed from Omega and our subsequent payments on the debt, see Note 10.

Purchase Price Allocation of Prior Year Acquisitions

The purchase accounting allocations for the Entocort^® and GSK Products acquisitions were finalized during the three months endedApril 2, 2016. Changes to the allocations were due to adjustments to the intangible asset assumptions. The purchase accounting for all other prior year acquisitions was final as of December 31, 2015. The below table indicates the purchase price allocation for acquisitions completed during theyear endedDecember 31, 2015(in millions):

	Entocort®		Naturwohl		ScarAway®		GSK Products		Gelcaps		Omega		All Other(1)
Purchase price paid	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	15.3
Contingent consideration	—		—		—		—		—		—		13.9
Total purchase consideration	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	29.2
Assets acquired:
Cash and cash equivalents	$	—	$	4.6	$	—	$	—	$	4.6	$	14.7	$	—
Accounts receivable	—		3.3		—		—		7.3		260.1		—
Inventories	0.2		1.5		1.0		—		7.2		202.5		—
Prepaid expenses and other current assets	—		—		—		—		2.1		39.2		—
Property and equipment	—		—		—		—		6.0		130.8		—
Goodwill	—		61.0		3.5		32.6		6.0		1,900.4		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		21.4		—		—		—		—		—
Developed product technology, formulations, and product rights	380.0		—		0.5		—		—		27.2		—
Customer relationships and distribution networks	—		25.9		9.8		61.5		6.6		1,056.3		—
Trademarks, trade names, and brands	—		64.2		11.4		129.5		—		287.5		—
Non-compete agreements	—		0.3		0.5		—		—		—		—
Indefinite-lived intangibles:
Trademarks, trade names, and brands	—		—		—		—		4.4		2,003.8		—
In-process research and development	—		—		—		—		—		—		29.2
Total intangible assets	380.0		111.8		22.2		191.0		11.0		3,374.8		29.2
Other non-current assets	—		—		—		—		0.4		2.4		—
Total assets	380.2		182.2		26.7		223.6		44.6		5,924.9		29.2
Liabilities assumed:
Accounts payable	—		2.8		—		—		3.3		243.1		—
Short-term debt	—		—		—		—		—		24.6		—
Accrued liabilities	—		1.6		—		—		1.6		43.9		—
Payroll and related taxes	—		—		—		—		—		51.3		—
Accrued customer programs	—		—		—		—		—		39.8		—
Long-term debt	—		—		—		—		—		1,471.0		—
Net deferred income tax liabilities	—		27.4		—		—		1.4		1,014.5		—
Other non-current liabilities	—		—		—		—		0.4		53.5		—
Total liabilities	—		31.8		—		—		6.7		2,941.7		—
Net assets acquired	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	29.2

⁽¹⁾  Consists of eight product acquisitions in our CHC, BCH and Rx segments.

Actual and Unaudited Pro Forma Impact of Acquisitions

Our Condensed Consolidated Financial Statements include operating results from the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions (included in "All Other" in the above table) from the date of each acquisition through April 2, 2016. Net sales and operating income attributable to the Tretinoin Products acquisition included in our financial statements for the three months endedApril 2, 2016 totaled $15.9 million and $11.4 million, respectively.

The following unaudited pro forma information gives effect to the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions, as if the acquisitions had occurred on the first day of the three months endedMarch 28, 2015 and had been included in our Results of Operations for all periods presented thereafter (in millions):

	Three Months Ended
(Unaudited)	April 2, 2016			March 28, 2015
Net sales	$	1,386.5		$	1,377.3
Net loss	$	(333.1	)	$	(75.4	)

The historical consolidated financial information of Perrigo, and the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions, has been adjusted in the pro forma information to give effect to pro forma events that are (1) directly attributable to the transactions, (2) factually supportable and (3) expected to have a continuing impact on combined results. In order to reflect the occurrence of the acquisitions on the first day of the three months endedMarch 28, 2015 as required, the unaudited pro forma results include adjustments to reflect the incremental amortization expense to be incurred based on the current values of each acquisition's identifiable intangible and tangible assets, along with the reclassification of acquisition-related costs from the three months endedApril 2, 2016 to the three months endedMarch 28, 2015. The unaudited pro forma results do not reflect future events that have occurred or may occur after the acquisitions.

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Accounts Receivable Factoring (Notes)

3 Months Ended

Apr. 02, 2016

Accounts Receivable Factoring [Abstract]

Transfers and servicing of financial assets [Text Block]

ACCOUNTS RECEIVABLE FACTORING

We have multiple accounts receivable factoring arrangements with non-related third-party financial institutions (the “Factors”). Pursuant to the terms of the arrangements, we sell to the Factors certain of our accounts receivable balances on a non-recourse basis for credit approved accounts. An administrative fee ranging from 0.14% to 0.15% per invoice is charged on the gross amount of accounts receivables assigned to the Factors, plus interest is calculated at the applicable EUR LIBOR rate plus 70 basis points. The total amount factored and excluded from accounts receivable was $110.0 million and $106.7 million at April 2, 2016 and December 31, 2015, respectively.

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Inventories (Notes)

3 Months Ended

Apr. 02, 2016

Inventory Disclosure [Abstract]

Inventory Disclosure [Text Block]

INVENTORIES

Major components of inventory were as follows (in millions):

	April 2, 2016		December 31, 2015
Finished goods	$	506.1	$	483.4
Work in process	144.6		151.4
Raw materials	218.1		209.6
Total inventories	$	868.8	$	844.4

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Fair value measurements (Note)

3 Months Ended

Apr. 02, 2016

Fair Value Disclosures [Abstract]

Fair value disclosures [Text Block]

FAIR VALUE MEASUREMENTS

Fair value is the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable.

Level 1: Quoted prices for identical instruments in active markets.

Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets.

Level 3: Valuations derived from valuation techniques in which one or more significant inputs are not observable.

The following tables summarize the valuation of our financial instruments carried at fair value by the above pricing categories (in millions):

		Fair Value
	Fair Value Hierarchy	April 2, 2016		December 31, 2015
Measured at fair value on a recurring basis:
Assets:
Investment securities	Level 1	$	38.6	$	14.9
Foreign currency forward contracts	Level 2	$	9.4	$	4.8
Funds associated with Israeli post-employment benefits	Level 2	17.6		17.2
Total level 2 assets		$	27.0	$	22.0
Liabilities:
Interest rate swap agreements	Level 2	$	—	$	0.3
Foreign currency forward contracts	Level 2	3.4		3.9
Total level 2 liabilities		$	3.4	$	4.2
Contingent consideration	Level 3	$	48.0	$	17.9
Measured at fair value on a non-recurring basis:
Assets:
Goodwill*	Level 3	$	1,761.6	$	—
Indefinite-lived intangible assets	Level 3	1,082.0		1,031.8
Assets held for sale, net	Level 3	—		37.5
Total level 3 assets		$	2,843.6	$	1,069.3

*    Goodwill with a carrying amount of $1,955.2 million was written down to its implied fair value of $1,761.6 million, resulting in an impairment charge of $193.6 million, which was included in Impairment charges on the Condensed Consolidated Statements of Operations for the three months ended April 2, 2016.

The table below presents a reconciliation for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in millions):

	Three Months Ended
	April 2, 2016		March 28, 2015
Contingent Consideration
Beginning balance:	$	17.9	$	12.4
Net realized losses	0.3		—
Purchases or additions	29.5		—
Foreign currency effect	0.3		—
Ending balance:	$	48.0	$	12.4

Net realized losses in the table above were recorded in Administrative expense. There were no transfers between Level 1, 2, and 3 during the three months endedApril 2, 2016 and March 28, 2015. Our policy regarding the recording of transfers between levels is to record any such transfers at the end of the reporting period. See Note 7 for information on our investment securities. See Note 8 for a discussion of derivatives.

Israeli post-employment benefits represent amounts we have deposited in funds managed by financial institutions designated by management to cover post-employment benefits for our Israeli employees as required by Israeli law. The funds are recorded in Other non-current assets and values are determined using prices for recently traded financial instruments with similar underlying terms, as well as directly or indirectly observable inputs, such as interest rates and yield curves, that are observable at commonly quoted intervals.

Contingent consideration represents milestone payment obligations obtained through product acquisitions, which are valued using estimates based on probability-weighted outcomes, sensitivity analysis, and discount rates reflective of the risk involved. The estimates are updated quarterly and the liabilities are adjusted to fair value depending on a number of assumptions, including the competitive landscape and regulatory approvals that may impact the future sales of a product.

As of April 2, 2016 and December 31, 2015, our fixed rate long-term debt consisted of public bonds, a private placement note, and retail bonds. As of April 2, 2016, the public bonds and private placement note had a carrying value and fair value of $5.1 billion, based on quoted market prices (Level 1). As of December 31, 2015, the public bonds and private placement note had a carrying value of $3.9 billion and fair value of $3.8 billion, based on quoted market prices (Level 1). As of April 2, 2016, our retail bonds had a carrying value of $837.1 million (excluding a premium of $76.5 million) and a fair value of $905.5 million. As of December 31, 2015, our retail bonds had a carrying value of $798.3 million (excluding a premium of $82.5 million) and a fair value of $859.8 million. The fair value for both periods was based on interest rates offered for borrowings of a similar nature and remaining maturities (Level 2).

Certain assets are required to be recorded at fair value on a non-recurring basis even when events and circumstances indicate that the carrying value may not be recoverable. The non-recurring fair values included in the table above represent only those assets whose carrying values were adjusted to fair value as of the respective balance sheet dates. See Note 3 for a more detailed discussion of the impaired goodwill and indefinite-lived intangible assets and the valuation methods used. Note 9 for information on our assets and liabilities held for sale.

The carrying amounts of our other financial instruments, consisting of cash and cash equivalents, accounts receivable, accounts payable, short-term debt and variable rate long-term debt, approximate their fair value.

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Investments (Notes)

3 Months Ended

Apr. 02, 2016

Investments [Abstract]

Cost and equity method investments disclosure [Text Block]

INVESTMENTS

Available for Sale Securities

Our available for sale securities are reported in Prepaid expenses and other current assets. Unrealized investment gains (losses) on available for sale securities were as follows (in millions):

	April 2, 2016			December 31, 2015
Equity securities, at cost less impairments	$	21.9		$	6.4
Gross unrealized gains	19.2			9.3
Gross unrealized losses	(2.5		)	(0.8		)
Estimated fair value of equity securities	$	38.6		$	14.9

The factors affecting the assessment of impairments include both general financial market conditions and factors specific to a particular company. The equity securities in a gross unrealized loss position at April 2, 2016 were in that position for less than 12 months. We have evaluated the near-term prospects of the equity securities in relation to the severity and duration of the unrealized impairments, and based on that evaluation, we have the ability and intent to hold the investments until a recovery of fair value.

Cost Method Investments

Our cost method investments totaled $7.1 million and $6.9 million at April 2, 2016 and December 31, 2015, respectively, and are included in Other non-current assets.

Equity Method Investments

Our equity method investments totaled $28.7 million and $45.5 million at April 2, 2016 and December 31, 2015, respectively, and are included in Other non-current assets. We recorded net losses of $2.4 million and $0.3 million during the three months endedApril 2, 2016 and March 28, 2015, respectively, for our proportionate share of the equity method investment earnings or losses. The losses were recorded in Other expense, net.

During the three months ended April 2, 2016, one of our equity method investments became publicly traded. As a result, we transferred the $15.5 million investment to available for sale and recorded an $8.7 million unrealized gain, net of tax, in OCI, as reflected in the table above.

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Derivative Instruments and Hedging Activities (Note)

3 Months Ended

Apr. 02, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities Disclosure [Text Block]

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We enter into certain derivative financial instruments, when available on a cost-effective basis, to mitigate our risk associated with changes in interest rates and foreign currency exchange rates as follows:

Interest rate risk management - We are exposed to the impact of interest rate changes through our cash investments and borrowings. We utilize a variety of strategies to manage the impact of changes in interest rates including using a mix of debt maturities along with both fixed-rate and variable-rate debt. In addition, we may enter into treasury-lock agreements and interest rate swap agreements on certain investing and borrowing transactions to manage our exposure to interest rate changes and our overall cost of borrowing.

Foreign currency exchange risk management - We conduct business in several major currencies other than the U.S. dollar and are subject to risks associated with changing foreign exchange rates. Our objective is to reduce cash flow volatility associated with foreign exchange rate changes on a consolidated basis to allow management to focus its attention on business operations. Accordingly, we enter into various contracts that change in value as foreign exchange rates change to protect the value of existing foreign currency assets and liabilities, commitments, and anticipated foreign currency sales and expenses.

All derivative instruments are managed on a consolidated basis to efficiently net exposures and thus take advantage of any natural offsets. Gains and losses related to the derivative instruments are expected to be offset largely by gains and losses on the original underlying asset or liability. We do not use derivative financial instruments for speculative purposes.

All of our designated derivatives were classified as cash flow hedges as of April 2, 2016 and December 31, 2015. Designated derivatives meet hedge accounting criteria, which means the fair value of the hedge is recorded in shareholders’ equity as a component of OCI, net of tax. The deferred gains and losses are recognized in income in the period in which the hedged item affects earnings. Any ineffective portion of the change in fair value of the derivative is immediately recognized in earnings and recorded in Other expense, net. All of our designated derivatives are assessed for hedge effectiveness quarterly.

We also have economic non-designated derivatives that do not meet hedge accounting criteria. These derivative instruments are adjusted to current market value at the end of each period through earnings. Gains or losses on these instruments are offset substantially by the remeasurement adjustment on the hedged item.    

Interest Rate Swaps and Treasury Locks

Interest rate swap agreements are contracts to exchange floating rate for fixed rate payments (or vice versa) over the life of the agreement without the exchange of the underlying notional amounts. The notional amounts of the interest rate swap agreements are used to measure interest to be paid or received and do not represent the amount of exposure to credit loss. The differential paid or received on the interest rate swap agreements is recognized as an adjustment to interest expense.

During the six months endedDecember 31, 2015, we entered into a forward interest rate swap to hedge against changes in the benchmark interest rate between the date the interest rate swap was entered into and the date of expected future debt issuance. The interest rate swap was designated as a cash flow hedge and had a notional amount totaling $200.0 million. The interest rate swap was settled upon the issuance of an aggregate $1.2 billion principal amount on March 7, 2016 for a cumulative after-tax loss of $7.0 million in OCI during the three months endedApril 2, 2016.

In connection with the Omega acquisition, we assumed a $20.0 million private placement note. We also assumed an interest rate swap agreement with a notional amount totaling $20.0 million that was in place to hedge the cross currency exchange differences between the U.S. dollar and the euro on the above-mentioned debt. On May 29, 2015, we repaid the loan and the interest rate swap. We also assumed €500.0 million ($544.5 million) of debt under Omega's revolving credit facility, as well as an interest rate swap agreement with a notional amount of €135.0 million ($147.0 million) that was in place to hedge the change in the floating rate on that credit facility. On April 8, 2015, we repaid the loan and terminated the interest rate swap. Because both interest rate swaps mentioned above were recorded at fair market value on the date of termination, no gain or loss was recorded. For more information on the acquired debt and termination, see Note 10.

Foreign Currency Derivatives

We enter into foreign currency forward contracts, both designated and non-designated, in order to manage the impact of foreign exchange fluctuations on expected future purchases and related payables denominated in a foreign currency, as well as to hedge the impact of foreign exchange fluctuations on expected future sales and related receivables denominated in a foreign currency. Both types of forward contracts have a maximum maturity date of 15 months. The total notional amount for these contracts was $611.4 million and $755.5 million as of April 2, 2016 and December 31, 2015, respectively.

In order to economically hedge the foreign currency exposure associated with the planned payment of the euro-denominated purchase price of Omega, we entered into non-designated forward contracts that matured during the three months ended March 28, 2015. We recorded losses of $259.8 million during the three months endedMarch 28, 2015 related to the settlement of the forward contracts in Other expense, net. The losses on the derivatives due to changes in the euro-to-U.S. dollar exchange rates were economically offset at closing in the final settlement of the euro-denominated Omega purchase price. Because these derivatives were economically hedging a future acquisition, the cash outflow associated with their settlement is shown as an investing activity on the Consolidated Statements of Cash Flows.

Effects of Derivatives on the Financial Statements

The below tables indicate the effects of all derivative instruments on the Condensed Consolidated Financial Statements. All amounts exclude income tax effects and are presented in millions.

The balance sheet location and gross fair value of our outstanding derivative instruments were as follows:

	Asset Derivatives
	Balance Sheet Location	Fair Value
		April 2, 2016		December 31, 2015
Designated derivatives:
Foreign currency forward contracts	Other current assets	$	4.5	$	3.8
Total designated derivatives		$	4.5	$	3.8
Non-designated derivatives:
Foreign currency forward contracts	Other current assets	$	4.9	$	1.0
Total non-designated derivatives		$	4.9	$	1.0

	Liability Derivatives
	Balance Sheet Location	Fair Value
		April 2, 2016		December 31, 2015
Designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.7	$	2.0
Interest rate swap agreements	Other non-current liabilities	—		0.3
Total designated derivatives		$	1.7	$	2.3
Non-designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.7	$	1.9
Total non-designated derivatives		$	1.7	$	1.9

The gains (losses) recognized in OCI for the effective portion of our designated cash flow hedges were as follows:

	Amount of Gain/(Loss) Recorded in OCI (Effective Portion)
	Three Months Ended
Designated Cash Flow Hedges	April 2, 2016			March 28, 2015
Interest rate swap agreements	$	(9.0	)	$	2.0
Foreign currency forward contracts	1.6			(3.8		)
	$	(7.4	)	$	(1.8	)

The gains (losses) reclassified from Accumulated Other Comprehensive Income ("AOCI") into earnings for the effective portion of our designated cash flow hedges were as follows:

		Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)
		Three Months Ended
Designated Cash Flow Hedges	Income Statement Location	April 2, 2016			March 28, 2015
Interest rate swap agreements	Interest expense, net	$	(0.5	)	$	0.8
Foreign currency forward contracts	Net sales	0.6			(0.1		)
	Cost of sales	0.3			(2.8		)
	Interest expense, net	(0.4		)	—
	Other expense, net	0.1			(0.4		)
		$	0.1		$	(2.5	)

The gains (losses) recognized against earnings for the ineffective portion of our designated cash flow hedges were as follows:

		Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)
		Three Months Ended
Designated Cash Flow Hedges	Income Statement Location	April 2, 2016			March 28, 2015
Interest rate swap agreements	Other expense, net	$	(0.1	)	$	—
Foreign currency forward contracts	Net sales	(0.1		)	—
	Cost of sales	0.1			(0.1		)
Total		$	(0.1	)	$	(0.1	)

The effects of our non-designated derivatives on the Condensed Consolidated Statements of Operations were as follows:

		Amount of Gain/(Loss) Recognized in Income
		Three Months Ended
Non-Designated Derivatives	Income Statement Location	April 2, 2016			March 28, 2015
Foreign currency forward contracts	Other expense, net	$	(6.9	)	$	(255.7	)
	Interest expense, net	0.1			(2.5		)
Total		$	(6.8	)	$	(258.2	)

Derivatives, Policy [Policy Text Block]

We enter into certain derivative financial instruments, when available on a cost-effective basis, to mitigate our risk associated with changes in interest rates and foreign currency exchange rates as follows:

Interest rate risk management - We are exposed to the impact of interest rate changes through our cash investments and borrowings. We utilize a variety of strategies to manage the impact of changes in interest rates including using a mix of debt maturities along with both fixed-rate and variable-rate debt. In addition, we may enter into treasury-lock agreements and interest rate swap agreements on certain investing and borrowing transactions to manage our exposure to interest rate changes and our overall cost of borrowing.

Foreign currency exchange risk management - We conduct business in several major currencies other than the U.S. dollar and are subject to risks associated with changing foreign exchange rates. Our objective is to reduce cash flow volatility associated with foreign exchange rate changes on a consolidated basis to allow management to focus its attention on business operations. Accordingly, we enter into various contracts that change in value as foreign exchange rates change to protect the value of existing foreign currency assets and liabilities, commitments, and anticipated foreign currency sales and expenses.

All derivative instruments are managed on a consolidated basis to efficiently net exposures and thus take advantage of any natural offsets. Gains and losses related to the derivative instruments are expected to be offset largely by gains and losses on the original underlying asset or liability. We do not use derivative financial instruments for speculative purposes.

All of our designated derivatives were classified as cash flow hedges as of April 2, 2016 and December 31, 2015. Designated derivatives meet hedge accounting criteria, which means the fair value of the hedge is recorded in shareholders’ equity as a component of OCI, net of tax. The deferred gains and losses are recognized in income in the period in which the hedged item affects earnings. Any ineffective portion of the change in fair value of the derivative is immediately recognized in earnings and recorded in Other expense, net. All of our designated derivatives are assessed for hedge effectiveness quarterly.

We also have economic non-designated derivatives that do not meet hedge accounting criteria. These derivative instruments are adjusted to current market value at the end of each period through earnings. Gains or losses on these instruments are offset substantially by the remeasurement adjustment on the hedged item.    

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Assets Held for Sale (Notes)

3 Months Ended

Apr. 02, 2016

Assets held for sale [Abstract]

Disposal groups, including discontinued operations, disclosure [Text Block]

ASSETS HELD FOR SALE

During the six months endedDecember 31, 2015, management committed to a plan to sell our U.S. Vitamins, Minerals, and Supplements ("VMS") and India Active Pharmaceutical Ingredients ("API") businesses. When a group of assets is classified as held for sale, the book value is evaluated and adjusted to the lower of its carrying amount or fair value less cost to sell. At December 31, 2015, we determined that the carrying value of the India API business exceeded the fair value less cost to sell, resulting in an impairment charge of $29.0 million.

Assets and liabilities associated with the U.S. VMS and India API held for sale businesses were classified as held for sale at April 2, 2016 and December 31, 2015. The assets held for sale were reported within Prepaid expenses and other current assets and liabilities held for sale were reported in Accrued liabilities. The amounts consisted of the following (in millions):

	April 2, 2016					December 31, 2015
	CHC		Other			CHC		Other
Assets held for sale
Current assets	$	56.8	$	8.7		$	55.1	$	13.6
Goodwill	8.2		10.9			13.0		14.5
Property, plant and equipment	18.9		33.7			18.8		37.4
Other assets	0.9		3.1			—		3.2
Less: impairment reserves	—		(28.2		)	—		(29.0		)
Total assets held for sale	$	84.8	$	28.2		$	86.9	$	39.7
Liabilities held for sale
Current liabilities	$	28.5	$	2.8		$	30.5	$	0.5
Other liabilities	—		1.8			—		1.7
Total liabilities held for sale	$	28.5	$	4.6		$	30.5	$	2.2

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Indebtedness (note)

3 Months Ended

Apr. 02, 2016

Aggregate Indebtedness [Abstract]

Indebtedness [Text Block]

INDEBTEDNESS

Total borrowings outstanding are summarized as follows (in millions):

				April 2, 2016			December 31, 2015
Revolving credit agreements
	2015 Revolver			$	—		$	380.0
	2014 Revolver			—			300.0
	Total revolving credit agreements			—			680.0
Term loans
*	2014 Term loan due December 5, 2019			498.3			488.8
Notes and Bonds
	Coupon	Due
	1.300%	November 8, 2016	(2)	500.0			500.0
*	4.500%	May 23, 2017	(3)	205.0			195.5
*	5.125%	December 12, 2017	(3)	341.7			325.8
	2.300%	November 8, 2018	(2)	600.0			600.0
*	5.000%	May 23, 2019	(3)	136.7			130.3
	3.500%	March 15, 2021	(4)	500.0			—
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	153.7			146.7
	4.000%	November 15, 2023	(2)	800.0			800.0
	3.900%	December 15, 2024	(1)	700.0			700.0
	4.375%	March 15, 2026	(4)	700.0			—
	5.300%	November 15, 2043	(2)	400.0			400.0
	4.900%	December 15, 2044	(1)	400.0			400.0
	Total notes and bonds			5,937.1			4,698.3
Other financing				65.6			86.0
Unamortized premium (discount), net				58.0			73.4
Deferred financing fees				(37.1		)	(36.6		)
Total borrowings outstanding				6,521.9			5,989.9
	Current indebtedness			(619.2		)	(1,018.3		)
Total long-term debt less current portion				$	5,902.7		$	4,971.6

⁽¹⁾  Discussed below collectively as the "2014 Notes."

⁽²⁾  Discussed below collectively as the "2013 Notes."

⁽³⁾  Debt assumed from Omega.

⁽⁴⁾  Discussed below collectively as the "2016 Notes."

* Debt denominated in euros subject to fluctuations in the euro-to-U.S. dollar exchange rate.

We were in compliance with all covenants under our various debt agreements as of April 2, 2016 and December 31, 2015.

Revolving Credit Agreements

On December 9, 2015, our 100% owned finance subsidiary, Perrigo Finance Unlimited Company (formerly Perrigo Finance plc) ("Perrigo Finance"), entered into a $750.0 million revolving credit agreement (the "2015 Revolver"). On March 15, 2016, we used the proceeds of the long-term debt issuance described below under "2016 Notes" to repay the $750.0 million then outstanding under the 2015 Revolver and terminated the facility.

On March 30, 2015, we assumed a revolving credit facility with €500.0 million ($544.5 million) outstanding from Omega. On April 8, 2015, the €500.0 million ($539.1 million) outstanding under the assumed revolving credit facility was repaid and the facility was terminated.

On December 5, 2014, Perrigo Finance entered into a $600.0 million revolving credit agreement, which we increased to $1.0 billion on March 30, 2015 (the "2014 Revolver"). On March 15, 2016, we used the proceeds of the long-term debt issuance described below under "2016 Notes" to repay the $435.0 million then outstanding under the 2014 Revolver. There were no borrowings outstanding under the 2014 Revolver as of April 2, 2016.

Term Loans

On December 5, 2014, Perrigo Finance entered into a term loan agreement consisting of a €500.0 million ($614.3 million) tranche, with the ability to draw an additional €300.0 million ($368.6 million) tranche, maturing December 5, 2019. During the three months endedApril 2, 2016, we made a $14.3 million scheduled principal payment on the euro-denominated term loan.

Notes and Bonds

2016 Notes

On March 7, 2016, Perrigo Finance issued $500.0 million in aggregate principal amount of 3.500% senior notes due 2021 and $700.0 million in aggregate principal amount of 4.375% senior notes due 2026 (together, the "2016 Notes") and received net proceeds of $1.2 billion after fees and market discount. Interest on the 2016 Notes is payable semiannually in arrears on March 15 and September 15 of each year, beginning September 15, 2016. The 2016 Notes are governed by a base indenture and a second supplemental indenture (collectively, the "2016 Indenture"). The 2016 Notes are fully and unconditionally guaranteed on a senior basis by Perrigo, and no other subsidiary of Perrigo guarantees the 2016 Notes. The proceeds were used to repay amounts borrowed under the 2015 Revolver and the 2014 Revolver, as mentioned above. There are no restrictions under the 2016 Notes on our ability to obtain funds from our subsidiaries. Perrigo Finance may redeem the 2016 Notes in whole or in part at any time for cash at the make-whole redemption prices described in the 2016 Indenture.

Notes and Bonds Assumed from Omega

In connection with the Omega acquisition, on March 30, 2015, we assumed:

• $20.0 million in aggregate principal amount of 6.19% senior notes due 2016, which was repaid on May 29, 2015 in full;

• €135.0 million ($147.0 million) in aggregate principal amount of 5.1045% senior notes due 2023 (the "2023 Notes");

• €300.0 million ($326.7 million) in aggregate principal amount of 5.125% retail bonds due 2017; €180.0 million ($196.0 million) in aggregate principal amount of 4.500% retail bonds due 2017; and €120.0 million ($130.7 million) in aggregate principal amount of 5.000% retail bonds due 2019 (collectively, the "Retail Bonds").

The fair value of the 2023 Notes and Retail Bondsexceeded par value by €93.6 million($101.9 million) on the date of the Omega acquisition. As a result, a fair value adjustment was recorded as part of the carrying value of the underlying debt and will be amortized as a reduction of interest expense over the remaining terms of the respective debt instruments. The adjustment does not affect cash interest payments.

2014 Notes

On December 2, 2014, Perrigo Finance issued $500.0 million in aggregate principal amount of 3.500% senior notes due 2021 (the "2021 Notes”), $700.0 million in aggregate principal amount of 3.900% senior notes due 2024 (the “2024 Notes”), and $400.0 million in aggregate principal amount of 4.900% senior notes due 2044 (the “2044 Notes” and, together with the 2021 Notes and the 2024 Notes, the “2014 Notes”) and received net proceeds of $1.6 billion after fees and market discount. Interest on the 2014 Notes is payable semiannually in arrears in June and December of each year, beginning in June 2015. The 2014 Notes are governed by a base indenture and a first supplemental indenture (collectively, the "2014 Indenture"). The 2014 Notes are fully and unconditionally guaranteed on a senior unsecured basis by Perrigo, and no other subsidiary of Perrigo guarantees the 2014 Notes. There are no restrictions under the 2014 Notes on our ability to obtain funds from our subsidiaries. Perrigo Finance may redeem the 2014 Notes in whole or in part at any time for cash at the make-whole redemption prices described in the 2014 Indenture.

2013 Notes

On November 8, 2013, Perrigo Company issued $500.0 million aggregate principal amount of its 1.300% senior notes due 2016 (the "1.300% 2016 Notes"), $600.0 million aggregate principal amount of its 2.300% senior notes due 2018 (the "2018 Notes"), $800.0 million aggregate principal amount of its 4.000% senior notes due 2023 (the "4.000% 2023 Notes") and $400.0 million aggregate principal amount of its 5.300% senior notes due 2043 (the "2043 Notes" and, together with the 1.300% 2016 Notes, the 2018 Notes and the 4.000% 2023 Notes, the "2013 Notes") in a private placement with registration rights. We received net proceeds of $2.3 billion from the issuance of the 2013 Notes after fees and market discount.

Interest on the 2013 Notes is payable semiannually in arrears in May and November of each year, beginning in May 2014. The 2013 Notes are governed by a base indenture and a first supplemental indenture (collectively, the "2013 Indenture"). The 2013 Notes are our unsecured and unsubordinated obligations, ranking equally in right of payment to all of our existing and future unsecured and unsubordinated indebtedness. The 2013 Notes are not entitled to mandatory redemption or sinking fund payments. We may redeem the 2013 Notes in whole or in part at any time for cash at the make-whole redemption prices described in the 2013 Indenture. The 2013 Notes were guaranteed on an unsubordinated, unsecured basis by the same entities that guaranteed our then-outstanding credit agreement until November 21, 2014, at which time the 2013 Indenture was amended to remove all guarantors.

Other Financing

Overdraft Facilities

On March 30, 2015, we assumed and repaid certain overdraft facilities totaling €51.4 million ($56.0 million) with the Omega acquisition. Our BCH segment continues to utilize the overdraft facilities to meet its short-term liquidity needs, and its balances fluctuate on a day-to-day basis. Borrowings make up the majority of the "Other financing" section in the table above. The balance outstanding under the facilities was $60.4 million and $82.9 million at April 2, 2016 and December 31, 2015, respectively.

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Earnings Per Share

3 Months Ended

Apr. 02, 2016

Earnings Per Share [Abstract]

Earnings per share [Text Block]

EARNINGS PER SHARE AND SHAREHOLDERS' EQUITY

Earnings per Share

A reconciliation of the numerators and denominators used in the basic and diluted earnings per share ("EPS") calculation is as follows (in millions):

	Three Months Ended
	April 2, 2016			March 28, 2015
Numerator:
Net loss	$	(334.6	)	$	(94.9	)
Denominator:
Weighted average shares outstanding for basic EPS	143.2			140.8
Dilutive effect of share-based awards*	—			—
Weighted average shares outstanding for diluted EPS	143.2			140.8
Anti-dilutive share-based awards excluded from computation of diluted EPS	0.3			0.7

* In the period of a net loss, diluted shares equal basic shares.

Shareholders' Equity

Shares

We issued 79,000 and 35,000 shares related to the exercise and vesting of share-based compensation during the three months endedApril 2, 2016 and March 28, 2015, respectively.

Share Repurchases

In October 2015, the Board of Directors approved a share repurchase plan of up to $2.0 billion, of which $1.5 billion is still available to be repurchased through December 31, 2018. We did not repurchase any shares under the share repurchase plan during the three months endedApril 2, 2016.

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Accumulated Other Comprehensive Income

3 Months Ended

Apr. 02, 2016

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Comprehensive income (loss) note [Text Block]

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Changes in our AOCI balances, net of tax were as follows (in millions):

	Foreign currency translation adjustments			Fair value of derivative financial instruments, net of tax			Fair value of investment securities, net of tax		Post-retirement and pension liability adjustments, net of tax			Total AOCI
Balance at December 31, 2015	$	(4.4	)	$	(14.2	)	$	6.3	$	(3.2	)	$	(15.5	)
OCI before reclassifications	150.9			(5.8		)	6.2		0.8			152.1
Amounts reclassified from AOCI	—			0.1			—		—			0.1
Other comprehensive income (loss)	150.9			(5.7		)	6.2		0.8			152.2
Balance at April 2, 2016	$	146.5		$	(19.9	)	$	12.5	$	(2.4	)	$	136.7

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Income Taxes

3 Months Ended

Apr. 02, 2016

Income Tax Disclosure [Abstract]

Income tax disclosure [Text Block]

INCOME TAXES

The effective tax rate for the three months endedApril 2, 2016 was a benefit of 6.8% on a net loss reported in the period due mainly to the impact of the intangible asset and goodwill impairments described in Note 3. The effective tax rate for the three months endedMarch 28, 2015 was a benefit of 7.6% on a net loss reported in the period.

Our tax rate is subject to adjustment over the balance of the prior fiscal year ended due to, among other things: income tax rate changes by governments; the jurisdictions in which our profits are determined to be earned and taxed; changes in the valuation of our deferred tax assets and liabilities; adjustments to estimated taxes upon finalization of various tax returns; adjustments to our interpretation of transfer pricing standards; changes in available tax credits, grants and other incentives; changes in stock-based compensation expense; changes in tax laws or the interpretation of such tax laws (for example, proposals for fundamental U.S. international tax reform); changes in U.S. GAAP; expiration of or the inability to renew tax rulings or tax holiday incentives; and the repatriation of earnings with respect to which we have not previously provided for taxes.

Israel passed legislation in January 2016, effective immediately, reducing the tax rate from 26.5% to 25%. The impact on our effective tax rate was minimal.

The total liability for uncertain tax positions was $340.2 million and $334.7 million as of April 2, 2016 and December 31, 2015, respectively, before considering the federal tax benefit of certain state and local items.

We recognize interest and penalties related to uncertain tax positions as a component of income tax expense. The total amount accrued for interest and penalties in the liability for uncertain tax positions was $51.8 million and $52.1 million as of April 2, 2016 and December 31, 2015, respectively.

We file income tax returns in numerous jurisdictions and are therefore subject to audits by tax authorities. Our primary income tax jurisdictions are Ireland, the U.S., Israel, Belgium, France, and the U.K.

Although we believe that the tax estimates are reasonable and that we prepare our tax filings in accordance with all applicable tax laws, the final determination with respect to any tax audit and any related litigation could be materially different from estimates or from historical income tax provisions and accruals. The results of an audit or litigation could have a material effect on our operating results and/or cash flows in the periods for which that determination is made. In addition, future period earnings may be adversely impacted by litigation costs, settlements, penalties, and/or interest assessments.

The IRS audit of our fiscal years ended June 27, 2009 and June 26, 2010 had previously concluded with the issuance of a statutory notice of deficiency on August 27, 2014. While we had previously agreed on certain adjustments and made associated payments of $8.0 million, inclusive of interest in November 2014, the statutory notice of deficiency asserted various additional positions, including transfer pricing, relative to the same audit of fiscal years ended June 27, 2009 and June 26, 2010. The statutory notice asserted an incremental tax obligation of approximately $68.9 million, inclusive of interest and penalties. We disagree with the IRS’s positions asserted in the notice of deficiency. In January 2015, we paid this amount, a prerequisite to being able to contest the IRS’s positions in U.S. Federal court, and in June 2015, we filed a request for a refund. The IRS denied our request for a refund. We anticipate filing a complaint in federal district court claiming a refund for these amounts in the first quarter of 2017. The payment was recorded during the three months ended March 28, 2015 as a deferred charge on the balance sheet given our anticipated action to recover this amount. An unfavorable resolution of this matter could have a material impact on our consolidated financial statements in future periods.

We have ongoing audits in multiple jurisdictions for which tax returns are not yet settled. These jurisdictions include, but are not limited to, the United States and Belgium. The IRS is auditing our fiscal years ended June 25, 2011 and June 30, 2012, and may make adjustments consistent with their claims for the 2009 - 2010 audit period. During the three months ended April 2, 2016, the Belgium Tax Authority notified us that all Belgium locations will be audited for the years ending December 31, 2013 and December 31, 2014. At this time, we cannot predict the outcome of any audit or related litigation.

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Restructuring Charges (Notes)

3 Months Ended

Apr. 02, 2016

Restructuring Charges [Abstract]

Restructuring charges

RESTRUCTURING CHARGES

We periodically take action to reduce redundant expenses and improve operating efficiencies, typically in connection with business acquisitions. The following reflects our restructuring activity (in millions):

	Three Months Ended
	April 2, 2016			March 28, 2015
Beginning balance	$	20.7		$	3.2
Additional charges	5.4			1.1
Payments	(18.2		)	(0.7		)
Non-cash adjustments	5.1			—
Ending balance	$	13.0		$	3.6

Restructuring activity includes severance, lease exit costs, and asset impairments. The charges incurred during the three months endedApril 2, 2016 were primarily associated with actions we took to streamline our organization as announced on October 22, 2015 and did not materially impact any one reportable segment. There were no other material restructuring programs in any of the periods presented. All charges are recorded in Restructuring expense. The remaining $7.2 million liability for employee severance benefits will be paid within the next year, while cash expenditures related to the remaining $5.8 million liability for lease exit costs will be incurred over the remaining terms of the applicable leases.

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Commitments and Contingencies

3 Months Ended

Apr. 02, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments and contingencies [Text Block]

COMMITMENTS AND CONTINGENCIES

In addition to the discussions below, we have pending certain other legal actions and claims incurred in the normal course of business. We record accruals for such contingencies when it is probable that a liability will be incurred and the amount of the loss can be reasonably estimated. As of April 2, 2016, we have determined that the liabilities associated with certain litigation matters are probable and can be reasonably estimated. We have accrued for these matters and will continue to monitor each related legal issue and adjust accruals for new information and further development. Other than what is disclosed below, we do not expect the outcome of the litigation matters to which we are currently subject to, individually or in the aggregate, have a material adverse effect on our financial condition, results of operations, or cash flows.

Eltroxin

During October and November 2011, nine applications to certify a class action lawsuit were filed in various courts in Israel related to Eltroxin, a prescription thyroid medication manufactured by a third party and distributed in Israel by our subsidiary, Perrigo Israel Agencies Ltd. The respondents included our subsidiaries, Perrigo Israel Pharmaceuticals Ltd. and/or Perrigo Israel Agencies Ltd., the manufacturers of the product, and various healthcare providers who provide healthcare services as part of the compulsory healthcare system in Israel.

One of the applications was dismissed and the remaining eight applications were consolidated into one application. The applications arose from the 2011 launch of a reformulated version of Eltroxin in Israel. The consolidated application generally alleges that the respondents (a) failed to timely inform patients, pharmacists and physicians about the change in the formulation; and (b) failed to inform physicians about the need to monitor patients taking the new formulation in order to confirm patients were receiving the appropriate dose of the drug. As a result, claimants allege they incurred the following damages: (a) purchases of product that otherwise would not have been made by patients had they been aware of the reformulation; (b) adverse events to some patients resulting from an imbalance of thyroid functions that could have been avoided; and (c) harm resulting from the patients' lack of informed consent prior to the use of the reformulation.

Several hearings on whether or not to certify the consolidated application took place in December 2013 and January 2014. On May 17, 2015, the District Court certified the motion against Perrigo Israel Agencies Ltd. and dismissed it against the remaining respondents, including Perrigo Israel Pharmaceuticals Ltd.

On June 16, 2015, Perrigo submitted a motion for permission to appeal the decision to certify to the Israeli Supreme Court together with a motion to stay the proceedings of the class action until the motion for permission to appeal is adjudicated. Perrigo has filed its statement of defense to the underlying proceedings and the underlying proceedings have been stayed pending a decision on the motion to appeal. The hearing on Perrigo’s motion to appeal the decision to certify the class action is scheduled for July 11, 2016. At this stage, we cannot reasonably predict the outcome or the liability, if any, associated with these claims.

Tysabri^® Product Liability Lawsuits

Perrigo and collaborator Biogen Idec Inc. ("Biogen") are co-defendants in product liability lawsuits arising out of the occurrence of Progressive Multifocal Leukoencephalopathy, a serious brain infection, and serious adverse events, including deaths, which occurred in patients taking Tysabri^®. Perrigo and Biogen will each be responsible for 50% of losses and expenses arising out of any Tysabri^® product liability claims. While these lawsuits will be vigorously defended, management cannot predict how these cases will be resolved. Adverse results in one or more of these lawsuits could result in substantial judgments against us.

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Segment Information

3 Months Ended

Apr. 02, 2016

Segment Reporting [Abstract]

Segment reporting disclosure [Text Block]

SEGMENT INFORMATION

Our reporting segments are as follows:

• CHCis focused primarily on the global sale of OTC store brand products including cough, cold, allergy, and sinus, analgesic, gastrointestinal, smoking cessation, infant formula and food, VMS, animal health, and diagnostic products.

• BCHdevelops, manufactures, markets and distributes many well-known European OTC brands in the natural health and VMS, cough, cold and allergy, smoking cessation, personal care and derma-therapeutics, lifestyle, and anti-parasite categories.

• Rxdevelops, manufactures and markets a portfolio of generic and specialty pharmaceutical prescription drugs primarily for the U.S. and U.K. markets.

• Specialty Sciences is comprised primarily of royalties received from assets focused on the management of multiple sclerosis (Tysabri^®).

We also have an Other reporting segment that consists of our API business, which does not meet the quantitative threshold required to be a separately reportable segment. Our segments reflect the way in which our chief operating decision maker reviews our operating results and allocates resources.

The below tables show select financial measures by reporting segment (in millions):

	Three Months Ended							April 2, 2016
	April 2, 2016
	Net Sales		Operating Income (Loss)			Amortization of Intangibles		Total Assets
CHC	$	700.3	$	102.5		$	19.8	$	4,026.5
BCH	317.6		(482.7		)	35.4		6,238.2
Rx	256.7		87.4			29.5		3,384.5
Specialty Sciences	88.0		12.9			72.8		5,859.6
Other	20.6		5.4			0.5		217.4
Unallocated	—		(29.3		)	—		—
Total	$	1,383.2	$	(303.8	)	$	158.0	$	19,726.2

	Three Months Ended							December 31, 2015
	March 28, 2015
	Net Sales		Operating Income (Loss)			Amortization of Intangibles		Total Assets
CHC	$	684.9	$	104.3		$	16.2	$	4,007.8
BCH	—		—			—		6,324.0
Rx	251.6		100.0			18.3		3,015.5
Specialty Sciences	81.9		5.5			72.8		5,833.5
Other	30.7		10.5			0.5		213.1
Unallocated	—		(21.1		)	—		—
Total	$	1,049.1	$	199.2		$	107.8	$	19,393.9

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Summary of Significant Accounting Policies and Change in Accounting Principles (Policies)

3 Months Ended

Apr. 02, 2016

Accounting Policies [Abstract]

Basis of presentation

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The unaudited Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and footnotes included in our Transition Report on Form 10-KT for the transition period from June 28, 2015 to December 31, 2015. In the opinion of management, all adjustments (consisting of normal recurring accruals and other adjustments) considered necessary for a fair presentation have been included.

Principles of consolidation

The Condensed Consolidated Financial Statements include our accounts and the accounts of all majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Our fiscal year previously consisted of a 52- or 53-week year ending on or around June 30 of each year with each quarter ending on the Saturday closest to each calendar quarter end. Beginning on January 1, 2016, we changed our fiscal year to begin on January 1 and end on December 31 of each year. We will continue to cut off our quarterly accounting periods on the Saturday closest to the end of the calendar quarter, with the fourth quarter ending on December 31 of each year.

Accounting Changes and Error Corrections [Text Block]

During the three months ended April 2, 2016, we identified certain errors in our consolidated financial statements for the transition period of June 28, 2015 to December 31, 2015, primarily related to the accrual estimates associated with product returns and tax related items in our BCH segment. These errors were corrected during the three months ended April 2, 2016 by increasing the consolidated operating loss by $14.5 million, which when combined with tax-related items increased the consolidated net loss by $13.7 million within the Condensed Consolidated Statements of Operations. We concluded that these errors were not material to the consolidated financial statements for the transition period of June 28, 2015 to December 31, 2015 and are not expected to be material to the consolidated financial statements for the year ended December 31, 2016.

Recently issued accounting standards not yet adopted

Recent Accounting Standard Pronouncements

Below are recent accounting standard updates that we are still assessing to determine the effect on our consolidated financial statements. We do not believe that any other recently issued accounting standards could have a material effect on our consolidated financial statements. As new accounting pronouncements are issued, we will adopt those that are applicable under the circumstances.

Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
Improvements to Employee Share-Based Payment Accounting	This guidance is intended to simplify several aspects of the accounting for share-based payment award transactions. It will require all income tax effects of awards to be recorded through the income statement when they vest or settle as opposed to certain amounts being recorded in additional paid-in capital. An entity will also have to elect whether to account for forfeitures as they occur or by estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change (as currently required). The guidance will also increase the amount an employer can withhold to cover income taxes on awards. Early adoption is permitted.	January 1, 2017	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.
Revenue from Contracts with Customers	The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: identify the contract(s) with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when (or as) the entity satisfies a performance obligation. This guidance allows for two adoption methods, full retrospective approach or modified retrospective approach. Early adoption is not permitted.	January 1, 2018	We are currently evaluating the possible adoption methodologies and the implications of adoption on our consolidated financial statements.
Leases	This guidance was issued to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. For leases with a term of 12 months or less, lessees are permitted to make an election to not recognize right-of-use assets and lease liabilities. Upon adoption, lessees will apply the new standard as of the beginning of the earliest comparative period presented in the financial statements, however lessees will be able to exclude leases that expire as of the implementation date. Early adoption is permitted.	January 1, 2019	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.

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Business Acquisitions (Tables)

3 Months Ended

Apr. 02, 2016

Business Combinations [Abstract]

Schedule of acquisition-related costs [Table Text Block]

The table below details the acquisition costs, as well as losses on hedging activities associated with the acquisition purchase price, and where they were recorded for the three months ended March 28, 2015 (in millions):

	Three months ended
Line item	March 28, 2015
Administration	$	2.0
Interest expense, net	18.7
Other expense, net	258.2
Total acquisition-related costs	$	278.9

Business Acquisition, Pro Forma Information [Table Text Block]

The following unaudited pro forma information gives effect to the Tretinoin Products, Entocort^®, Naturwohl, GSK Products, ScarAway^®, Omega, Gelcaps, and two small product acquisitions, as if the acquisitions had occurred on the first day of the three months endedMarch 28, 2015 and had been included in our Results of Operations for all periods presented thereafter (in millions):

	Three Months Ended
(Unaudited)	April 2, 2016			March 28, 2015
Net sales	$	1,386.5		$	1,377.3
Net loss	$	(333.1	)	$	(75.4	)

Business Combination, Separately Recognized Transactions [Table Text Block]

The below table indicates the purchase price allocation for acquisitions completed during theyear endedDecember 31, 2015(in millions):

	Entocort®		Naturwohl		ScarAway®		GSK Products		Gelcaps		Omega		All Other(1)
Purchase price paid	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	15.3
Contingent consideration	—		—		—		—		—		—		13.9
Total purchase consideration	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	29.2
Assets acquired:
Cash and cash equivalents	$	—	$	4.6	$	—	$	—	$	4.6	$	14.7	$	—
Accounts receivable	—		3.3		—		—		7.3		260.1		—
Inventories	0.2		1.5		1.0		—		7.2		202.5		—
Prepaid expenses and other current assets	—		—		—		—		2.1		39.2		—
Property and equipment	—		—		—		—		6.0		130.8		—
Goodwill	—		61.0		3.5		32.6		6.0		1,900.4		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		21.4		—		—		—		—		—
Developed product technology, formulations, and product rights	380.0		—		0.5		—		—		27.2		—
Customer relationships and distribution networks	—		25.9		9.8		61.5		6.6		1,056.3		—
Trademarks, trade names, and brands	—		64.2		11.4		129.5		—		287.5		—
Non-compete agreements	—		0.3		0.5		—		—		—		—
Indefinite-lived intangibles:
Trademarks, trade names, and brands	—		—		—		—		4.4		2,003.8		—
In-process research and development	—		—		—		—		—		—		29.2
Total intangible assets	380.0		111.8		22.2		191.0		11.0		3,374.8		29.2
Other non-current assets	—		—		—		—		0.4		2.4		—
Total assets	380.2		182.2		26.7		223.6		44.6		5,924.9		29.2
Liabilities assumed:
Accounts payable	—		2.8		—		—		3.3		243.1		—
Short-term debt	—		—		—		—		—		24.6		—
Accrued liabilities	—		1.6		—		—		1.6		43.9		—
Payroll and related taxes	—		—		—		—		—		51.3		—
Accrued customer programs	—		—		—		—		—		39.8		—
Long-term debt	—		—		—		—		—		1,471.0		—
Net deferred income tax liabilities	—		27.4		—		—		1.4		1,014.5		—
Other non-current liabilities	—		—		—		—		0.4		53.5		—
Total liabilities	—		31.8		—		—		6.7		2,941.7		—
Net assets acquired	$	380.2	$	150.4	$	26.7	$	223.6	$	37.9	$	2,983.2	$	29.2

⁽¹⁾  Consists of eight product acquisitions in our CHC, BCH and Rx segments.

The below table indicates the purchase price allocation for the above-mentioned acquisitions as of April 2, 2016 (in millions):

	Tretinoin Products*		Development-Stage Rx Products*
Purchase price paid	$	416.4	$	—
Contingent consideration	—		29.5
Total purchase consideration	$	416.4	$	29.5
Assets acquired:
Inventories	$	1.4	$	—
Goodwill	1.7		0.5
Definite-lived intangibles:
Developed product technology, formulations, and product rights	411.0		—
Non-compete agreements	2.3		—
Indefinite-lived intangibles:
In-process research and development	—		29.0
Total intangible assets	413.3		29.0
Total assets	$	416.4	$	29.5

*    Opening balance sheet is preliminary

Fair value of consideration transferred in business acquisition [Table Text Block]

The acquisition was a cash and stock transaction made up of the following consideration (in millions except per share data):

Perrigo ordinary shares issued	5.4
Perrigo share price at transaction close on March 30, 2015	$	167.64
Total value of Perrigo ordinary shares issued	$	904.9
Cash consideration	2,078.3
Total consideration	$	2,983.2

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Goodwill and Other Intangible Assets (Tables)

3 Months Ended

Apr. 02, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill [Table Text Block]

Changes in the carrying amount of goodwill, by reportable segment, were as follows (in millions):

Reporting Segments:	December 31, 2015		Business acquisitions		Impairments			Changes in assets held for sale		Currency translation adjustment			April 2, 2016
CHC	$	1,890.0	$	—	$	—		$	4.8	$	(1.3	)	$	1,893.5
BCH	1,980.5		—		(193.6		)	—		100.7			1,887.6
Rx	1,222.2		2.2		—			—		(2.7		)	1,221.7
Specialty Sciences	200.7		—		—			—		—			200.7
Other	71.5		—		—			3.7		2.5			77.7
Total goodwill	$	5,364.9	$	2.2	$	(193.6	)	$	8.5	$	99.2		$	5,281.2

Schedule of Finite and Indefinite-Lived Intangible Assets [Table Text Block]

Other intangible assets and related accumulated amortization consisted of the following (in millions):

	April 2, 2016				December 31, 2015
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	6,054.8	$	749.8	$	6,053.4	$	667.2
Developed product technology, formulations, and product rights	1,795.7		462.3		1,383.5		426.0
Customer relationships and distribution networks	1,573.2		229.0		1,520.7		193.0
Trademarks, trade names, and brands	563.6		31.2		539.4		22.8
Non-compete agreements	17.6		13.5		15.2		12.7
Total definite-lived intangibles	$	10,004.9	$	1,485.8	$	9,512.2	$	1,321.7
Indefinite-lived intangibles:
Trademarks, trade names, and brands*	$	1,682.3	$	—	$	1,868.1	$	—
In-process research and development	69.5		—		48.2		—
Total indefinite-lived intangibles	1,751.8		—		1,916.3		—
Total other intangible assets	$	11,756.7	$	1,485.8	$	11,428.5	$	1,321.7

*    Includes impairment charges of $273.4 million and $185.1 million at April 2, 2016 and December 31, 2015, respectively, as described further below.

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Inventories (Tables)

3 Months Ended

Apr. 02, 2016

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

Major components of inventory were as follows (in millions):

	April 2, 2016		December 31, 2015
Finished goods	$	506.1	$	483.4
Work in process	144.6		151.4
Raw materials	218.1		209.6
Total inventories	$	868.8	$	844.4

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Fair value measurements (Tables)

3 Months Ended

Apr. 02, 2016

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Schedule of fair value, assets and liabilities measured on recurring and non-recurring basis [Table Text Block]

The following tables summarize the valuation of our financial instruments carried at fair value by the above pricing categories (in millions):

		Fair Value
	Fair Value Hierarchy	April 2, 2016		December 31, 2015
Measured at fair value on a recurring basis:
Assets:
Investment securities	Level 1	$	38.6	$	14.9
Foreign currency forward contracts	Level 2	$	9.4	$	4.8
Funds associated with Israeli post-employment benefits	Level 2	17.6		17.2
Total level 2 assets		$	27.0	$	22.0
Liabilities:
Interest rate swap agreements	Level 2	$	—	$	0.3
Foreign currency forward contracts	Level 2	3.4		3.9
Total level 2 liabilities		$	3.4	$	4.2
Contingent consideration	Level 3	$	48.0	$	17.9
Measured at fair value on a non-recurring basis:
Assets:
Goodwill*	Level 3	$	1,761.6	$	—
Indefinite-lived intangible assets	Level 3	1,082.0		1,031.8
Assets held for sale, net	Level 3	—		37.5
Total level 3 assets		$	2,843.6	$	1,069.3

Fair value, inputs, level 3 [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Fair Value, Assets Measured on Recurring Basis [Table Text Block]

The table below presents a reconciliation for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in millions):

	Three Months Ended
	April 2, 2016		March 28, 2015
Contingent Consideration
Beginning balance:	$	17.9	$	12.4
Net realized losses	0.3		—
Purchases or additions	29.5		—
Foreign currency effect	0.3		—
Ending balance:	$	48.0	$	12.4

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Investments (Tables)

3 Months Ended

Apr. 02, 2016

Investments [Abstract]

Unrealized gain (loss) on investments [Table Text Block]

Unrealized investment gains (losses) on available for sale securities were as follows (in millions):

	April 2, 2016			December 31, 2015
Equity securities, at cost less impairments	$	21.9		$	6.4
Gross unrealized gains	19.2			9.3
Gross unrealized losses	(2.5		)	(0.8		)
Estimated fair value of equity securities	$	38.6		$	14.9

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Derivative Instruments and Hedging Activities (Tables)

3 Months Ended

Apr. 02, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block]

The balance sheet location and gross fair value of our outstanding derivative instruments were as follows:

	Asset Derivatives
	Balance Sheet Location	Fair Value
		April 2, 2016		December 31, 2015
Designated derivatives:
Foreign currency forward contracts	Other current assets	$	4.5	$	3.8
Total designated derivatives		$	4.5	$	3.8
Non-designated derivatives:
Foreign currency forward contracts	Other current assets	$	4.9	$	1.0
Total non-designated derivatives		$	4.9	$	1.0

	Liability Derivatives
	Balance Sheet Location	Fair Value
		April 2, 2016		December 31, 2015
Designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.7	$	2.0
Interest rate swap agreements	Other non-current liabilities	—		0.3
Total designated derivatives		$	1.7	$	2.3
Non-designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.7	$	1.9
Total non-designated derivatives		$	1.7	$	1.9

Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) [Table Text Block]

The gains (losses) recognized in OCI for the effective portion of our designated cash flow hedges were as follows:

	Amount of Gain/(Loss) Recorded in OCI (Effective Portion)
	Three Months Ended
Designated Cash Flow Hedges	April 2, 2016			March 28, 2015
Interest rate swap agreements	$	(9.0	)	$	2.0
Foreign currency forward contracts	1.6			(3.8		)
	$	(7.4	)	$	(1.8	)

Reclassification out of Accumulated Other Comprehensive Income [Table Text Block]

The gains (losses) reclassified from Accumulated Other Comprehensive Income ("AOCI") into earnings for the effective portion of our designated cash flow hedges were as follows:

		Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)
		Three Months Ended
Designated Cash Flow Hedges	Income Statement Location	April 2, 2016			March 28, 2015
Interest rate swap agreements	Interest expense, net	$	(0.5	)	$	0.8
Foreign currency forward contracts	Net sales	0.6			(0.1		)
	Cost of sales	0.3			(2.8		)
	Interest expense, net	(0.4		)	—
	Other expense, net	0.1			(0.4		)
		$	0.1		$	(2.5	)

Schedule of hedge ineffectiveness [Table Text Block]

The gains (losses) recognized against earnings for the ineffective portion of our designated cash flow hedges were as follows:

		Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)
		Three Months Ended
Designated Cash Flow Hedges	Income Statement Location	April 2, 2016			March 28, 2015
Interest rate swap agreements	Other expense, net	$	(0.1	)	$	—
Foreign currency forward contracts	Net sales	(0.1		)	—
	Cost of sales	0.1			(0.1		)
Total		$	(0.1	)	$	(0.1	)

Schedule of non-designated derivatives

The effects of our non-designated derivatives on the Condensed Consolidated Statements of Operations were as follows:

		Amount of Gain/(Loss) Recognized in Income
		Three Months Ended
Non-Designated Derivatives	Income Statement Location	April 2, 2016			March 28, 2015
Foreign currency forward contracts	Other expense, net	$	(6.9	)	$	(255.7	)
	Interest expense, net	0.1			(2.5		)
Total		$	(6.8	)	$	(258.2	)

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Assets Held for Sale (Tables)

3 Months Ended

Apr. 02, 2016

Assets held for sale [Abstract]

Disposal groups, including discontinued operations [Table Text Block]

The amounts consisted of the following (in millions):

	April 2, 2016					December 31, 2015
	CHC		Other			CHC		Other
Assets held for sale
Current assets	$	56.8	$	8.7		$	55.1	$	13.6
Goodwill	8.2		10.9			13.0		14.5
Property, plant and equipment	18.9		33.7			18.8		37.4
Other assets	0.9		3.1			—		3.2
Less: impairment reserves	—		(28.2		)	—		(29.0		)
Total assets held for sale	$	84.8	$	28.2		$	86.9	$	39.7
Liabilities held for sale
Current liabilities	$	28.5	$	2.8		$	30.5	$	0.5
Other liabilities	—		1.8			—		1.7
Total liabilities held for sale	$	28.5	$	4.6		$	30.5	$	2.2

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Indebtedness (Tables)

3 Months Ended

Apr. 02, 2016

Indebtness [Abstract]

Schedule of debt

Total borrowings outstanding are summarized as follows (in millions):

				April 2, 2016			December 31, 2015
Revolving credit agreements
	2015 Revolver			$	—		$	380.0
	2014 Revolver			—			300.0
	Total revolving credit agreements			—			680.0
Term loans
*	2014 Term loan due December 5, 2019			498.3			488.8
Notes and Bonds
	Coupon	Due
	1.300%	November 8, 2016	(2)	500.0			500.0
*	4.500%	May 23, 2017	(3)	205.0			195.5
*	5.125%	December 12, 2017	(3)	341.7			325.8
	2.300%	November 8, 2018	(2)	600.0			600.0
*	5.000%	May 23, 2019	(3)	136.7			130.3
	3.500%	March 15, 2021	(4)	500.0			—
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	153.7			146.7
	4.000%	November 15, 2023	(2)	800.0			800.0
	3.900%	December 15, 2024	(1)	700.0			700.0
	4.375%	March 15, 2026	(4)	700.0			—
	5.300%	November 15, 2043	(2)	400.0			400.0
	4.900%	December 15, 2044	(1)	400.0			400.0
	Total notes and bonds			5,937.1			4,698.3
Other financing				65.6			86.0
Unamortized premium (discount), net				58.0			73.4
Deferred financing fees				(37.1		)	(36.6		)
Total borrowings outstanding				6,521.9			5,989.9
	Current indebtedness			(619.2		)	(1,018.3		)
Total long-term debt less current portion				$	5,902.7		$	4,971.6

⁽¹⁾  Discussed below collectively as the "2014 Notes."

⁽²⁾  Discussed below collectively as the "2013 Notes."

⁽³⁾  Debt assumed from Omega.

⁽⁴⁾  Discussed below collectively as the "2016 Notes."

* Debt denominated in euros subject to fluctuations in the euro-to-U.S. dollar exchange rate.

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Earnings Per Share (Tables)

3 Months Ended

Apr. 02, 2016

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

A reconciliation of the numerators and denominators used in the basic and diluted earnings per share ("EPS") calculation is as follows (in millions):

	Three Months Ended
	April 2, 2016			March 28, 2015
Numerator:
Net loss	$	(334.6	)	$	(94.9	)
Denominator:
Weighted average shares outstanding for basic EPS	143.2			140.8
Dilutive effect of share-based awards*	—			—
Weighted average shares outstanding for diluted EPS	143.2			140.8
Anti-dilutive share-based awards excluded from computation of diluted EPS	0.3			0.7

* In the period of a net loss, diluted shares equal basic shares.

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Accumulated Other Comprehensive Income (Tables)

3 Months Ended

Apr. 02, 2016

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of accumulated other comprehensive income (loss) [Table Text Block]

Changes in our AOCI balances, net of tax were as follows (in millions):

	Foreign currency translation adjustments			Fair value of derivative financial instruments, net of tax			Fair value of investment securities, net of tax		Post-retirement and pension liability adjustments, net of tax			Total AOCI
Balance at December 31, 2015	$	(4.4	)	$	(14.2	)	$	6.3	$	(3.2	)	$	(15.5	)
OCI before reclassifications	150.9			(5.8		)	6.2		0.8			152.1
Amounts reclassified from AOCI	—			0.1			—		—			0.1
Other comprehensive income (loss)	150.9			(5.7		)	6.2		0.8			152.2
Balance at April 2, 2016	$	146.5		$	(19.9	)	$	12.5	$	(2.4	)	$	136.7

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Restructuring Charges (Tables)

3 Months Ended

Apr. 02, 2016

Restructuring Charges [Abstract]

Restructuring and related costs [Table Text Block]

The following reflects our restructuring activity (in millions):

	Three Months Ended
	April 2, 2016			March 28, 2015
Beginning balance	$	20.7		$	3.2
Additional charges	5.4			1.1
Payments	(18.2		)	(0.7		)
Non-cash adjustments	5.1			—
Ending balance	$	13.0		$	3.6

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Segment Information (Tables)

3 Months Ended

Apr. 02, 2016

Segment Reporting [Abstract]

Schedule of segment reporting information, by segment [Table Text Block]

The below tables show select financial measures by reporting segment (in millions):

	Three Months Ended							April 2, 2016
	April 2, 2016
	Net Sales		Operating Income (Loss)			Amortization of Intangibles		Total Assets
CHC	$	700.3	$	102.5		$	19.8	$	4,026.5
BCH	317.6		(482.7		)	35.4		6,238.2
Rx	256.7		87.4			29.5		3,384.5
Specialty Sciences	88.0		12.9			72.8		5,859.6
Other	20.6		5.4			0.5		217.4
Unallocated	—		(29.3		)	—		—
Total	$	1,383.2	$	(303.8	)	$	158.0	$	19,726.2

	Three Months Ended							December 31, 2015
	March 28, 2015
	Net Sales		Operating Income (Loss)			Amortization of Intangibles		Total Assets
CHC	$	684.9	$	104.3		$	16.2	$	4,007.8
BCH	—		—			—		6,324.0
Rx	251.6		100.0			18.3		3,015.5
Specialty Sciences	81.9		5.5			72.8		5,833.5
Other	30.7		10.5			0.5		213.1
Unallocated	—		(21.1		)	—		—
Total	$	1,049.1	$	199.2		$	107.8	$	19,393.9

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Summary of Significant Accounting Policies and Basis of Presentation Policy (Details)	3 Months Ended
	Apr. 02, 2016
Amount of error gross of tax [Member]
Error Corrections and Prior Period Adjustments, Interim Periods of Fiscal Year	14.5
Amount of error net of tax [Member]
Error Corrections and Prior Period Adjustments, Interim Periods of Fiscal Year	13.7

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Business Acquisitions (Details) $ / shares in Units, € in Millions													1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
		Mar. 01, 2016 USD ($)		Jan. 22, 2016 USD ($)		Dec. 15, 2015 USD ($)	Sep. 15, 2015 USD ($)	Sep. 15, 2015 EUR (€)	Aug. 28, 2015 USD ($)	May. 12, 2015 USD ($)	Mar. 30, 2015 USD ($) $ / shares shares	Mar. 30, 2015 EUR (€) shares	May. 31, 2015 USD ($)	Apr. 02, 2016 USD ($)	Mar. 28, 2015 USD ($)	Dec. 31, 2015 USD ($)		Jun. 27, 2015 USD ($) shares	Nov. 08, 2013 USD ($)
Business Acquisition [Line Items]
Business Acquisition, Pro Forma Revenue														$ 1,386,500,000	$ 1,377,300,000
Business Combination, Contingent Consideration, Liability							$ 0
Finite-Lived Intangible Asset, Useful Life														20 years
Research and Development Expense														$ 45,300,000	35,400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory	[1]	$ 0
Goodwill		500,000	[1]											5,281,200,000		$ 5,364,900,000
Intangible assets subject to amortization, gross														10,004,900,000		9,512,200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						$ 0	0		$ 0		$ 3,374,800,000					29,200,000	[2]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets						0	0		0
Intangible assets not subject to amortization														1,751,800,000		1,916,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net											2,983,200,000					29,200,000	[2]
Senior Notes														5,937,100,000		4,698,300,000			$ 2,300,000,000
Proceeds from Issuance or Sale of Equity																		$ 999,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets											5,924,900,000					29,200,000	[2]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable											243,100,000					0	[2]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, short term debt						0	0		0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued payroll						0	0		0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued customer programs						0	0		0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt						0	0		0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities						0	0		0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities											$ 2,941,700,000					0	[2]
Operating Income (Loss)														(303,800,000)	199,200,000
Business Acquisition, Pro Forma Net Income (Loss)														(333,100,000)	(75,400,000)
Tretinoin [Member]
Business Acquisition [Line Items]
Sales Revenue, Goods, Net														15,900,000
Business Combination, Consideration Transferred	[1]			$ 416,400,000
Payments to Acquire Businesses, Gross				416,400,000	[1]											416,400,000
Business Combination, Contingent Consideration, Liability	[1]			0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory	[1]			1,400,000
Goodwill	[1]			1,700,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[1]			413,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	[1]			$ 416,400,000
Business Acquisition, Effective Date of Acquisition				Jan. 22, 2016
Operating Income (Loss)														11,400,000
Development stage rx products [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred	[1]	29,500,000
Payments to Acquire Businesses, Gross	[1]	0
Business Combination, Contingent Consideration, Liability	[1]	29,500,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[1]	29,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net	[1]	$ 29,500,000
Business Acquisition, Effective Date of Acquisition		Mar. 01, 2016
ScarAway [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred									26,700,000
Payments to Acquire Businesses, Gross									26,700,000
Business Combination, Contingent Consideration, Liability									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory									1,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment									0
Goodwill									3,500,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									22,200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net									$ 26,700,000
Business Acquisition, Effective Date of Acquisition									Aug. 28, 2015
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents									$ 0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets									26,700,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities									0
Entocort [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred						380,200,000
Payments to Acquire Businesses, Gross						380,200,000
Business Combination, Contingent Consideration, Liability						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory						200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment						0
Goodwill						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						380,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net						$ 380,200,000
Business Acquisition, Effective Date of Acquisition						Dec. 15, 2015
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents						$ 0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets						380,200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent						0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities						0
Naturwohl Pharma [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred							150,400,000
Payments to Acquire Businesses, Gross							150,400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory							1,500,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets							0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment							0
Goodwill							61,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles							111,800,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net							$ 150,400,000
Business Acquisition, Effective Date of Acquisition							Sep. 15, 2015	Sep. 15, 2015
Business Acquisition, Percentage of Voting Interests Acquired							100.00%
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents							$ 4,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables							3,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets							182,200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable							2,800,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities							1,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent							27,400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities							31,800,000
GSK [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred									223,600,000
Payments to Acquire Businesses, Gross									223,600,000
Business Combination, Contingent Consideration, Liability									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment									0
Goodwill									32,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									191,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net									$ 223,600,000
Business Acquisition, Effective Date of Acquisition									Aug. 28, 2015
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents									$ 0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets									223,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent									0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities									$ 0
Gelcaps [Member]
Business Acquisition [Line Items]
Business Combination, Consideration Transferred										$ 37,900,000
Payments to Acquire Businesses, Gross										37,900,000
Business Combination, Contingent Consideration, Liability										0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory										7,200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets										2,100,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment										6,000,000
Goodwill										6,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles										11,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets										400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net										$ 37,900,000
Business Acquisition, Effective Date of Acquisition										May 12, 2015
Business Acquisition, Percentage of Voting Interests Acquired										100.00%
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents										$ 4,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables										7,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets										44,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable										3,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, short term debt										0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities										1,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued payroll										0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued customer programs										0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt										0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent										1,400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities										400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities										6,700,000
Omega [Member]
Business Acquisition [Line Items]
Business Combination, Acquisition Related Costs															278,900,000
Shares, Issued | shares											5,400,000
Business Combination, Consideration Transferred											$ 2,983,200,000
Payments to Acquire Businesses, Gross											2,983,200,000
Business Combination, Contingent Consideration, Liability											0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory											202,500,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets											39,200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment											130,800,000
Goodwill											1,900,400,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets											$ 2,400,000
Business Acquisition, Effective Date of Acquisition											Mar. 30, 2015	Mar. 30, 2015
Business Acquisition, Percentage of Voting Interests Acquired											95.77%
Shares, Outstanding | shares											685,348,257
Treasury Stock, Shares, Acquired | shares											30,243,983	30,243,983
Business Acquisition, Share Price | $ / shares											$ 167.64
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned											$ 904,900,000
Business Acquisition, Cash Exchange											2,078,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents											14,700,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables											260,100,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, short term debt											24,600,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities											43,900,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued payroll											51,300,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued customer programs											39,800,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt											1,471,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent											1,014,500,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities																53,500,000
Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Business acquisitions, number of products purchased																8
Business Combination, Consideration Transferred	[2]															29,200,000
Payments to Acquire Businesses, Gross	[2]															15,300,000
Business Combination, Contingent Consideration, Liability	[2]															13,900,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	[2]															0
Goodwill	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Assets	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, short term debt	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued payroll	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, accrued customer programs	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent	[2]															0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities	[2]															0
Developed Technology Rights [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross							$ 0							1,795,700,000		1,383,500,000
Developed Technology Rights [Member] | Tretinoin [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life				20 years
Intangible assets subject to amortization, gross	[1]			$ 411,000,000
Developed Technology Rights [Member] | Development stage rx products [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross	[1]	$ 0
Developed Technology Rights [Member] | ScarAway [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life									8 years
Intangible assets subject to amortization, gross									$ 500,000
Developed Technology Rights [Member] | Entocort [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross						380,000,000
Developed Technology Rights [Member] | GSK [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross									$ 0
Developed Technology Rights [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross										0
Developed Technology Rights [Member] | Omega [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross																27,200,000
Developed Technology Rights [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross	[2]															0
Non-compete agreements [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross														17,600,000		15,200,000
Non-compete agreements [Member] | Tretinoin [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life				5 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[1]			$ 2,300,000
Non-compete agreements [Member] | Development stage rx products [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[1]	0
Non-compete agreements [Member] | ScarAway [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life									4 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									$ 500,000
Non-compete agreements [Member] | Entocort [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						0
Non-compete agreements [Member] | Naturwohl Pharma [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life							3 years	3 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles							$ 300,000
Non-compete agreements [Member] | GSK [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									0
Non-compete agreements [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles										0
Non-compete agreements [Member] | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles											$ 0
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life											3 years	3 years
Non-compete agreements [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[2]															0
Non-solicit agreement [Member] | Omega [Member]
Business Acquisition [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life											2 years	2 years
Licensing Agreements [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross														6,054,800,000		6,053,400,000
Licensing Agreements [Member] | ScarAway [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									0
Licensing Agreements [Member] | Entocort [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						0
Licensing Agreements [Member] | Naturwohl Pharma [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life							3 years	3 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles							$ 21,400,000
Licensing Agreements [Member] | GSK [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									$ 0
Licensing Agreements [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles										$ 0
Licensing Agreements [Member] | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles											$ 0
Licensing Agreements [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[2]															0
Trademarks and Trade Names [Member] | ScarAway [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life									25 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									$ 11,400,000
Trademarks and Trade Names [Member] | Entocort [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						0
Trademarks and Trade Names [Member] | Naturwohl Pharma [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life							20 years	20 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles							$ 64,200,000
Trademarks and Trade Names [Member] | GSK [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life									20 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									$ 129,500,000
Trademarks and Trade Names [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life										25 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles										$ 0
Trademarks and Trade Names [Member] | Omega [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life											8 years	8 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles											$ 287,500,000
Trademarks and Trade Names [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[2]															0
Brands [Member] | Omega [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life											22 years	22 years
Customer Relationships [Member]
Business Acquisition [Line Items]
Intangible assets subject to amortization, gross														1,573,200,000		1,520,700,000
Customer Relationships [Member] | ScarAway [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life									15 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									$ 9,800,000
Customer Relationships [Member] | Entocort [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						0
Customer Relationships [Member] | Naturwohl Pharma [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life							15 years	15 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles							$ 25,900,000
Customer Relationships [Member] | GSK [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life									15 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles									$ 61,500,000
Customer Relationships [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life										20 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles										$ 6,600,000
Customer Relationships [Member] | Omega [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life											21 years	21 years
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles											$ 1,056,300,000
Customer Relationships [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[2]															0
Trademarks and Trade Names [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles										4,400,000
Trademarks and Trade Names [Member] | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles																2,003,800,000
Trademarks and Trade Names [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	[2]															0
In-process research and development [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization		$ 29,000,000	[1]	$ 0	[1]									$ 69,500,000		48,200,000
In-process research and development [Member] | ScarAway [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization									0
In-process research and development [Member] | Entocort [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization						$ 0
In-process research and development [Member] | Naturwohl [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization							$ 0
In-process research and development [Member] | GSK [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization									0
In-process research and development [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization										0
In-process research and development [Member] | Omega [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization											$ 0
In-process research and development [Member] | Series of Individually Immaterial Business Acquisitions [Member]
Business Acquisition [Line Items]
Intangible assets not subject to amortization	[2]															$ 29,200,000
Minimum [Member] | Developed Technology Rights [Member] | Entocort [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life						10 years
Minimum [Member] | Developed Technology Rights [Member] | Omega [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life											4 years	4 years
Maximum [Member] | Omega [Member]
Business Acquisition [Line Items]
Indemnification available from acquired company's sellers | €												€ 277.0
Maximum [Member] | Developed Technology Rights [Member] | Entocort [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life						15 years
Maximum [Member] | Developed Technology Rights [Member] | Omega [Member]
Business Acquisition [Line Items]
Finite-Lived Intangible Asset, Useful Life											13 years	13 years
Euro Member Countries, Euro | Naturwohl Pharma [Member]
Business Acquisition [Line Items]
Payments to Acquire Businesses, Gross | €								€ 133.5
Euro Member Countries, Euro | GSK [Member]
Business Acquisition [Line Items]
Payments to Acquire Businesses, Gross									$ 200,000,000
Euro Member Countries, Euro | Maximum [Member] | Omega [Member]
Business Acquisition [Line Items]
Indemnification available from acquired company's sellers											$ 248,000,000
Inventories [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory										600,000
Inventories [Member] | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory											15,100,000
Property, Plant and Equipment [Member] | Gelcaps [Member]
Business Acquisition [Line Items]
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment										$ 900,000
Property, Plant and Equipment [Member] | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment											41,500,000
Long-term Debt [Member] | Omega [Member]
Business Acquisition [Line Items]
Business combination fair value adjustment											$ 101,900,000
2014 bonds
Business Acquisition [Line Items]
Senior Notes																		$ 1,600,000,000
Common Stock [Member]
Business Acquisition [Line Items]
Stock Issued During Period, Shares, New Issues | shares																		6,800,000
Administration | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Acquisition Related Costs															2,000,000
Interest expense, net | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Acquisition Related Costs															18,700,000
Other expense, net | Omega [Member]
Business Acquisition [Line Items]
Business Combination, Acquisition Related Costs															$ 258,200,000
contractual arrangement [Member]
Business Acquisition [Line Items]
Research and Development Expense													$ 18,000,000

[1] * Opening balance sheet is preliminary

[2] Consists of eight product acquisitions in our CHC, BCH and Rx segments.

XML

Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($)	3 Months Ended	6 Months Ended
	Apr. 02, 2016	Dec. 31, 2015
Goodwill [Roll Forward]
Beginning balance	$ 5,364,900,000
Business Acquisitions	2,200,000
Goodwill, Impairment Loss	(193,600,000)	$ 0
Goodwill, Transfers	8,500,000
Currency translation adjustment	99,200,000
Ending balance	5,281,200,000	5,364,900,000
CHC [Member]
Goodwill [Roll Forward]
Beginning balance	1,890,000,000
Business Acquisitions	0
Goodwill, Impairment Loss	0
Goodwill, Transfers	4,800,000
Currency translation adjustment	(1,300,000)
Ending balance	1,893,500,000	1,890,000,000
BCH [Member]
Goodwill [Roll Forward]
Beginning balance	1,980,500,000
Business Acquisitions	0
Goodwill, Impairment Loss	(193,600,000)
Goodwill, Transfers	0
Currency translation adjustment	100,700,000
Ending balance	1,887,600,000	1,980,500,000
Rx [Member]
Goodwill [Roll Forward]
Beginning balance	1,222,200,000
Business Acquisitions	2,200,000
Goodwill, Impairment Loss	0
Goodwill, Transfers	0
Currency translation adjustment	(2,700,000)
Ending balance	1,221,700,000	1,222,200,000
Specialty Sciences [Member]
Goodwill [Roll Forward]
Beginning balance	200,700,000
Business Acquisitions	0
Goodwill, Impairment Loss	0
Goodwill, Transfers	0
Currency translation adjustment	0
Ending balance	200,700,000	200,700,000
Other [Member]
Goodwill [Roll Forward]
Beginning balance	71,500,000
Business Acquisitions	0
Goodwill, Impairment Loss	0
Goodwill, Transfers	3,700,000
Currency translation adjustment	2,500,000
Ending balance	77,700,000	$ 71,500,000
Omega [Member] | Brands [Member]
Goodwill [Line Items]
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill)	$ 273,400,000

XML

Goodwill and Other Intangible Assets - Intangible categories (Details) - USD ($)			3 Months Ended				6 Months Ended
		Mar. 30, 2015	Apr. 02, 2016		Dec. 31, 2015	Mar. 28, 2015	Dec. 31, 2015	Mar. 01, 2016	[2]	Jan. 22, 2016	[2]	Sep. 15, 2015
Finite And Indefinite Lived Assets By Major Class [Line Items]
Goodwill, Impairment Loss			$ 193,600,000				$ 0
Intangible assets subject to amortization, gross			10,004,900,000		$ 9,512,200,000		9,512,200,000
Intangible assets subject to amortization, accumulated amortization			1,485,800,000		1,321,700,000		1,321,700,000
Intangible assets not subject to amortization			1,751,800,000		1,916,300,000		1,916,300,000
Total other intangible assets			11,756,700,000		11,428,500,000		11,428,500,000
Intangible assets amortization expense			$ 158,000,000			$ 107,800,000
Finite-Lived Intangible Asset, Useful Life			20 years
Trademarks, trade names, and brands
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets not subject to amortization	[1]		$ 1,682,300,000		1,868,100,000		1,868,100,000
In-process research and development [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets not subject to amortization			69,500,000		48,200,000		48,200,000	$ 29,000,000		$ 0
Distribution and license agreements, supply agreements
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets subject to amortization, gross			6,054,800,000		6,053,400,000		6,053,400,000
Intangible assets subject to amortization, accumulated amortization			749,800,000		667,200,000		667,200,000
Developed product technology, formulation and product rights [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets subject to amortization, gross			1,795,700,000		1,383,500,000		1,383,500,000					$ 0
Intangible assets subject to amortization, accumulated amortization			462,300,000		426,000,000		426,000,000
Customer relationships and distribution networks [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets subject to amortization, gross			1,573,200,000		1,520,700,000		1,520,700,000
Intangible assets subject to amortization, accumulated amortization			229,000,000		193,000,000		193,000,000
Trademarks, trade names, and brands
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets subject to amortization, gross			563,600,000		539,400,000		539,400,000
Intangible assets subject to amortization, accumulated amortization			31,200,000		22,800,000		22,800,000
Non-compete agreements [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets subject to amortization, gross			17,600,000		15,200,000		15,200,000
Intangible assets subject to amortization, accumulated amortization			13,500,000		12,700,000		12,700,000
Omega [Member] | Brands [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill)			273,400,000
Impairment of Intangible Assets, Finite-lived			273,400,000		185,100,000
Other Indefinite-lived Intangible Assets			364,500,000
Omega [Member] | In-process research and development [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets not subject to amortization		$ 0
Omega [Member] | Brands [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Finite-Lived Intangible Asset, Useful Life		22 years
Omega [Member] | Developed product technology, formulation and product rights [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Intangible assets subject to amortization, gross					27,200,000		27,200,000
Omega [Member] | Customer relationships and distribution networks [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Finite-Lived Intangible Asset, Useful Life		21 years
BCH [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Goodwill, Impairment Loss			193,600,000
Intangible assets amortization expense			35,400,000			$ 0
Fair value, measurements, non-recurring [Member] | Fair value, inputs, level 3 [Member]
Finite And Indefinite Lived Assets By Major Class [Line Items]
Goodwill, Fair Value Disclosure			$ 1,761,600,000	[3]	$ 0		$ 0

[1] * Includes impairment charges of $273.4 million and $185.1 million at April 2, 2016 and December 31, 2015, respectively, as described further below.

[2] * Opening balance sheet is preliminary

[3] Goodwill with a carrying amount of $1,955.2 million was written down to its implied fair value of $1,761.6 million, resulting in an impairment charge of $193.6 million, which was included in Impairment charges on the Condensed Consolidated Statements of Operations for the three months ended April 2, 2016.

XML

Accounts Receivable Factoring (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Apr. 02, 2016	Dec. 31, 2015
Balance of non recourse receivables sold	$ 110.0	$ 106.7
Maximum [Member]
Financial asset servicing fees paid	0.15%
Minimum [Member]
Financial asset servicing fees paid	0.14%

XML

Inventories (Details) - USD ($) $ in Millions	Apr. 02, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Finished goods	$ 506.1	$ 483.4
Work in process	144.6	151.4
Raw materials	218.1	209.6
Total inventories	$ 868.8	$ 844.4

XML

Fair value on recurring and non-recurring basis (Details) - USD ($)	3 Months Ended		6 Months Ended
	Apr. 02, 2016		Dec. 31, 2015	Sep. 15, 2015	Jun. 27, 2015	Nov. 08, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Senior Notes	$ 5,937,100,000		$ 4,698,300,000			$ 2,300,000,000
Fair value, assets, level 1, level 2, level 3 Transfers, Amount	0		0
Liabilities:
Contingent consideration				$ 0
Goodwill, Impairment Loss	193,600,000		0
Fair value, measurements, recurring [Member] | Fair value, inputs, level 1 [Member]
Assets:
Investment securities	38,600,000		14,900,000
Fair value, measurements, recurring [Member] | Fair value, inputs, level 2 [Member]
Assets:
Foreign currency forward contracts	9,400,000		4,800,000
Funds associated with Israeli post employment benefits	17,600,000		17,200,000
Assets, Fair Value Disclosure	27,000,000		22,000,000
Liabilities:
Interest rate swap agreements	0		300,000
Foreign currency forward contracts	3,400,000		3,900,000
Financial and Nonfinancial Liabilities, Fair Value Disclosure	3,400,000		4,200,000
Fair value, measurements, recurring [Member] | Fair value, inputs, level 3 [Member]
Liabilities:
Contingent consideration			17,900,000
Fair value, measurements, non-recurring [Member] | Fair value, inputs, level 3 [Member]
Assets:
Assets, Fair Value Disclosure	2,843,600,000		1,069,300,000
Goodwill, Fair Value Disclosure	1,761,600,000	[1]	0
Indefinite-lived intangible assets	1,082,000,000		1,031,800,000
Assets held-for-sale, long lived, fair value disclosure	0		37,500,000
Public bonds and private placement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Senior Notes	5,100,000,000		3,900,000,000
Public bonds and private placement [Member] | Fair value, inputs, level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	5,100,000,000				$ 3,800,000,000
Retail bonds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term debt	837,100,000		798,300,000
Debt instrument, unamortized premium	76,500,000		82,500,000
Retail bonds [Member] | Fair value, inputs, level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	905,500,000		$ 859,800,000
BCH [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Goodwill	1,955,200,000
Liabilities:
Goodwill, Impairment Loss	$ 193,600,000

[1] Goodwill with a carrying amount of $1,955.2 million was written down to its implied fair value of $1,761.6 million, resulting in an impairment charge of $193.6 million, which was included in Impairment charges on the Condensed Consolidated Statements of Operations for the three months ended April 2, 2016.

XML

Fair value measurements - level 3 roll (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015	Jun. 27, 2015
Public bonds and private placement [Member] | Fair value, inputs, level 1 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Debt instrument, fair value disclosure	$ 5,100.0		$ 3,800.0
Contingent Consideration Classified as Equity [Member] | Fair value, inputs, level 3 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	17.9
Net realized losses	0.3	$ 0.0
Purchases or additions	29.5	0.0
Foreign currency effect	0.3	0.0
Ending balance	48.0	$ 12.4
Fair value, measurements, recurring [Member] | Fair value, inputs, level 3 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ 17.9

XML

Fair Value Measurements Fair value measurements - items not carried at fair value (Details) - USD ($) $ in Millions	Apr. 02, 2016	Dec. 31, 2015	Nov. 08, 2013
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Senior Notes	$ 5,937.1	$ 4,698.3	$ 2,300.0
BCH [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Goodwill	$ 1,955.2

XML

Investments (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015	Dec. 31, 2015
Schedule of Equity Method Investments [Line Items]
Loss from equity method investments	$ (2.4)	$ (0.3)
Unrealized Gain (Loss) on Investments [Abstract]
Equity securities, at cost less impairments	21.9		$ 6.4
Gross unrealized gains	19.2		9.3
Gross unrealized losses	(2.5)		(0.8)
Transfer from investments	15.5
Unrealized gain (loss) on investments	8.7
Available-for-sale securities [Member]
Unrealized Gain (Loss) on Investments [Abstract]
Estimated fair value of equity securities	38.6		14.9
Other non-current assets [Member]
Schedule of Equity Method Investments [Line Items]
Cost method investments	7.1		6.9
Equity method investments	$ 28.7		$ 45.5

XML

Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities - text links (Details) € in Millions, $ in Millions	3 Months Ended
	Apr. 02, 2016 USD ($)	Mar. 28, 2015 USD ($)	Dec. 31, 2015 USD ($)	Mar. 30, 2015 USD ($)	Mar. 30, 2015 EUR (€)
Derivative [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	$ (0.1)	$ (0.1)
Derivative, Gain (Loss) on Derivative, Net	7.0
Proceeds from Issuance of Debt	1,200.0
Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	1.7		$ 2.3
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	(7.4)	(1.8)
Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	1.7		1.9
Derivative, Gain (Loss) on Derivative, Net	(6.8)	(258.2)
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative, Notional Amount			200.0
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	$ (9.0)	2.0
Foreign Exchange Forward [Member]
Derivative [Line Items]
Maximum Remaining Maturity of Foreign Currency Derivatives	15 months
Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	$ 1.6	(3.8)
Foreign Exchange Contract [Member]
Derivative [Line Items]
Derivative, Notional Amount	611.4		755.5
Omega [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative, Notional Amount				$ 147.0
Credit facility indebtedness | Omega [Member]
Derivative [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt				544.5
Euro Member Countries, Euro | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative, Notional Amount | €					€ 135.0
Euro Member Countries, Euro | Credit facility indebtedness | Omega [Member]
Derivative [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | €					€ 500.0
Perrigo Co PLC [Member] | Foreign Exchange Option [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative, Gain (Loss) on Derivative, Net		259.8
Omega [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative, Notional Amount				$ 20.0
Other Liabilities [Member] | Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	1.7		2.0
Other Liabilities [Member] | Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	1.7		1.9
Other Noncurrent Liabilities [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	0.0		$ 0.3
Other Nonoperating Income (Expense) [Member] | Interest Rate Swap [Member]
Derivative [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	(0.1)	0.0
Other Nonoperating Income (Expense) [Member] | Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative, Gain (Loss) on Derivative, Net	(6.9)	(255.7)
Sales Revenue, Goods, Net [Member] | Foreign Exchange Forward [Member]
Derivative [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	(0.1)	0.0
Cost of Sales [Member] | Foreign Exchange Forward [Member]
Derivative [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	$ 0.1	$ (0.1)

XML

Derivative Instruments and Hedging Activities - balance sheet location (Details) - USD ($) $ in Millions	Apr. 02, 2016	Dec. 31, 2015
Designated as Hedging Instrument [Member]
Derivatives, Fair Value [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	$ 1.7	$ 2.3
Designated as Hedging Instrument [Member] | Other Current Assets [Member]
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Net	4.5	3.8
Designated as Hedging Instrument [Member] | Other Current Assets [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Net	4.5	3.8
Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	1.7	2.0
Not Designated as Hedging Instrument [Member]
Derivatives, Fair Value [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	1.7	1.9
Not Designated as Hedging Instrument [Member] | Other Current Assets [Member]
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Net	4.9	1.0
Not Designated as Hedging Instrument [Member] | Other Current Assets [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Net	4.9	1.0
Not Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Derivative Liability, Fair Value, Amount Not Offset Against Collateral	$ 1.7	$ 1.9

XML

Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities - other comprehensive income movement (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Sep. 26, 2015	Mar. 28, 2015	Sep. 27, 2014
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	$ (0.1)		$ (0.1)
Net sales [Member] | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	(0.1)		0.0
Other Nonoperating Income (Expense) [Member] | Interest Rate Swap [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	(0.1)		0.0
Cost of Sales [Member] | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net	0.1		(0.1)
Designated as Hedging Instrument [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	(7.4)		(1.8)
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.1		(2.5)
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	(9.0)		2.0
Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net	1.6		(3.8)
Designated as Hedging Instrument [Member] | Interest expense, net | Interest Rate Swap [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	(0.5)		0.8
Designated as Hedging Instrument [Member] | Interest expense, net | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net		$ (0.4)		$ 0.0
Designated as Hedging Instrument [Member] | Net sales [Member] | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.6		(0.1)
Designated as Hedging Instrument [Member] | Other Nonoperating Income (Expense) [Member] | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	0.1		(0.4)
Designated as Hedging Instrument [Member] | Cost of Sales [Member] | Foreign Exchange Forward [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net	$ 0.3		$ (2.8)

XML

Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities -Fair value hedges (Details) $ in Millions	3 Months Ended
	Apr. 02, 2016 USD ($)
Derivative [Line Items]
Derivative, Gain (Loss) on Derivative, Net	$ 7.0

XML

Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities- Non-designated derivatives (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain (Loss) on Derivative, Net	$ 7.0
Not Designated as Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain (Loss) on Derivative, Net	(6.8)	$ (258.2)
Foreign Exchange Forward [Member] | Other Nonoperating Income (Expense) [Member] | Not Designated as Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain (Loss) on Derivative, Net	(6.9)	(255.7)
Foreign Exchange Forward [Member] | Interest expense, net | Not Designated as Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Gain (Loss) on Derivative, Net	$ 0.1	$ (2.5)

XML

Assets Held for Sale (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Apr. 02, 2016	Dec. 31, 2015
Less: impairment		$ (29.0)
Discontinued Operations, Held-for-sale [Member] | CHC [Member]
Current assets	$ 56.8	55.1
Goodwill	8.2	13.0
Property, plant and equipment	18.9	18.8
Other assets	0.9	0.0
Less: impairment	0.0	0.0
Total assets held for sale	84.8	86.9
Current liabilities	28.5	30.5
Other liabilities	0.0	0.0
Total liabilities held for sale	28.5	30.5
Discontinued Operations, Held-for-sale [Member] | Other [Member]
Current assets	8.7	13.6
Goodwill	10.9	14.5
Property, plant and equipment	33.7	37.4
Other assets	3.1	3.2
Less: impairment	28.2
Total assets held for sale	28.2	39.7
Current liabilities	2.8	0.5
Other liabilities	1.8	1.7
Total liabilities held for sale	$ 4.6	$ 2.2

XML

(Details)
€ in Millions, $ in Millions

3 Months Ended

6 Months Ended

Mar. 15, 2016

USD ($)

Apr. 08, 2015

USD ($)

Apr. 08, 2015

EUR (€)

Mar. 30, 2015

USD ($)

Mar. 30, 2015

EUR (€)

Dec. 05, 2014

USD ($)

Dec. 02, 2014

USD ($)

Apr. 02, 2016

USD ($)

Mar. 28, 2015

USD ($)

Dec. 31, 2015

USD ($)

Mar. 07, 2016

USD ($)

Dec. 15, 2015

USD ($)

Sep. 15, 2015

USD ($)

Aug. 28, 2015

USD ($)

Jun. 27, 2015

USD ($)

Mar. 30, 2015

EUR (€)

Dec. 05, 2014

EUR (€)

Nov. 08, 2013

USD ($)

Debt Instrument [Line Items]

Long-term line of credit

$ 0.0

$ 680.0

Debt Instrument, Issuance Date

Dec. 05, 2014

Senior Notes

5,937.1

4,698.3

$ 2,300.0

Other long-term debt

65.6

86.0

Debt Instrument, Unamortized Discount (Premium), Net

58.0

73.4

Deferred financing fee

(37.1)

(36.6)

Debt, Long-term and Short-term, Combined Amount

6,521.9

5,989.9

Debt, Short Term and Current Portion of Long Term

(619.2)

(1,018.3)

Long-term debt, less current portion

5,902.7

4,971.6

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt

$ 0.0

$ 0.0

$ 0.0

Repayments of Long-term Debt

$ 14.3

$ 13.6

Schedule of debt

Total borrowings outstanding are summarized as follows (in millions):

				April 2, 2016			December 31, 2015
Revolving credit agreements
	2015 Revolver			$	—		$	380.0
	2014 Revolver			—			300.0
	Total revolving credit agreements			—			680.0
Term loans
*	2014 Term loan due December 5, 2019			498.3			488.8
Notes and Bonds
	Coupon	Due
	1.300%	November 8, 2016	(2)	500.0			500.0
*	4.500%	May 23, 2017	(3)	205.0			195.5
*	5.125%	December 12, 2017	(3)	341.7			325.8
	2.300%	November 8, 2018	(2)	600.0			600.0
*	5.000%	May 23, 2019	(3)	136.7			130.3
	3.500%	March 15, 2021	(4)	500.0			—
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	153.7			146.7
	4.000%	November 15, 2023	(2)	800.0			800.0
	3.900%	December 15, 2024	(1)	700.0			700.0
	4.375%	March 15, 2026	(4)	700.0			—
	5.300%	November 15, 2043	(2)	400.0			400.0
	4.900%	December 15, 2044	(1)	400.0			400.0
	Total notes and bonds			5,937.1			4,698.3
Other financing				65.6			86.0
Unamortized premium (discount), net				58.0			73.4
Deferred financing fees				(37.1		)	(36.6		)
Total borrowings outstanding				6,521.9			5,989.9
	Current indebtedness			(619.2		)	(1,018.3		)
Total long-term debt less current portion				$	5,902.7		$	4,971.6

⁽¹⁾  Discussed below collectively as the "2014 Notes."

⁽²⁾  Discussed below collectively as the "2013 Notes."

⁽³⁾  Debt assumed from Omega.

⁽⁴⁾  Discussed below collectively as the "2016 Notes."

* Debt denominated in euros subject to fluctuations in the euro-to-U.S. dollar exchange rate.

Omega [Member]

Debt Instrument [Line Items]

Amount debt exceeded par value

$ 101.9

Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Amount debt exceeded par value | €

€ 93.6

Perrigo Co PLC [Member]

Debt Instrument [Line Items]

Long-term debt, less current portion

$ 5,902.7

4,971.6

Omega [Member]

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt

$ 1,471.0

Extinguishment of Debt, Amount

$ 539.1

Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Extinguishment of Debt, Amount | €

€ 500.0

BCH [Member]

Debt Instrument [Line Items]

Line of Credit, Current

60.4

82.9

2015 revolver

Debt Instrument [Line Items]

Long-term line of credit

0.0

380.0

Debt Instrument, Face Amount

$ 750.0

Proceeds from Lines of Credit

$ 750.0

2014 revolver

Debt Instrument [Line Items]

Long-term line of credit

0.0

$ 300.0

Line of Credit Facility, Maximum Borrowing Capacity | €

€ 1,000.0

Debt Instrument, Face Amount

$ 600.0

Proceeds from Lines of Credit

$ 435.0

Debt Instrument, Maturity Date

Dec. 05, 2019

Dec. 05, 2019

Line of Credit Facility, Fair Value of Amount Outstanding

$ 0.0

2014 euro-denominated term loan due December 5, 2019

Debt Instrument [Line Items]

Term loans

^[1]

498.3

$ 488.8

Debt Instrument, Face Amount | €

614.3

2014 euro-denominated term loan due December 5, 2019 | Euro Member Countries, Euro

Debt Instrument [Line Items]

Debt Instrument, Face Amount | €

500.0

1.30% unsecured senior notes due November 8, 2016

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

1.30%

Senior Notes

^[2]

$ 500.0

$ 500.0

Debt Instrument, Face Amount

500.0

Debt Instrument, Maturity Date

Nov. 08, 2016

Nov. 08, 2016

4.500% unsecured senior notes due May 23, 2017

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

4.50%

Senior Notes

^[1],[3]

$ 205.0

$ 195.5

Debt Instrument, Maturity Date

May 23, 2017

May 23, 2017

5.125% unsecured senior notes due December 12, 2017

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.125%

Senior Notes

^[1],[3]

$ 341.7

$ 325.8

Debt Instrument, Maturity Date

Dec. 12, 2017

Dec. 12, 2017

2.30% unsecured senior notes November 8, 2018

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

2.30%

Senior Notes

^[2]

$ 600.0

$ 600.0

Debt Instrument, Face Amount

600.0

Debt Instrument, Maturity Date

Nov. 08, 2018

Nov. 08, 2018

5.000% unsecured senior notes due May 23, 2019

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.00%

Senior Notes

^[1],[3]

$ 136.7

$ 130.3

Debt Instrument, Maturity Date

May 23, 2019

May 23, 2019

3.500% unsecured senior notes due March 15, 2021

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

3.50%

3.50%

Senior Notes

^[4]

$ 500.0

$ 0.0

Debt Instrument, Face Amount

$ 500.0

Debt Instrument, Maturity Date

Mar. 15, 2021

Mar. 15, 2021

3.5% senior note due December 15, 2021

Debt Instrument [Line Items]

Debt Instrument, Issuance Date

Dec. 02, 2014

Debt Instrument, Interest Rate, Stated Percentage

3.50%

3.50%

Senior Notes

^[5]

$ 500.0

$ 500.0

Debt Instrument, Face Amount

$ 500.0

Debt Instrument, Maturity Date

Dec. 15, 2021

5.105% senior note due July 19, 2023

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.105%

Senior Notes

^[1],[3]

$ 153.7

$ 146.7

Debt Instrument, Maturity Date

Jul. 19, 2023

Jul. 19, 2023

4.00% unsecured senior notes due November 15, 2023

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

4.00%

Senior Notes

^[2]

$ 800.0

$ 800.0

Debt Instrument, Face Amount

800.0

Debt Instrument, Maturity Date

Nov. 15, 2023

Nov. 15, 2023

3.9% senior note due December 15, 2024

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

3.90%

3.90%

Senior Notes

^[5]

$ 700.0

$ 700.0

Debt Instrument, Face Amount

$ 700.0

Debt Instrument, Maturity Date

Dec. 15, 2024

Dec. 15, 2024

4.375% senior note due March 15, 2026

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

4.375%

4.38%

Senior Notes

^[4]

$ 700.0

$ 0.0

Debt Instrument, Face Amount

$ 700.0

Debt Instrument, Maturity Date

Mar. 15, 2026

5.30% unsecured senior notes due November 15, 2043

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.30%

Senior Notes

^[2]

$ 400.0

$ 400.0

Debt Instrument, Face Amount

$ 400.0

Debt Instrument, Maturity Date

Nov. 15, 2043

Nov. 15, 2043

4.9% senior notes due December 15, 2044

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

4.90%

4.90%

Senior Notes

^[5]

$ 400.0

$ 400.0

Debt Instrument, Face Amount

$ 400.0

Debt Instrument, Maturity Date

Dec. 15, 2044

Dec. 15, 2044

2014 Euro-Denominated Term Loan due December 5, 2019 additional draw [Domain]

Debt Instrument [Line Items]

Debt Instrument, Face Amount | €

368.6

2014 Euro-Denominated Term Loan due December 5, 2019 additional draw [Domain] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Debt Instrument, Face Amount | €

€ 300.0

Debt securities

Debt Instrument [Line Items]

Senior Notes

$ 1,200.0

6.19% senior notes | Omega [Member]

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

6.19%

6.19%

Debt Instrument, Maturity Date

Jan. 01, 2016

Jan. 01, 2016

6.19% senior notes | Omega [Member] | Omega [Member]

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt

$ 20.0

5.1045% senior notes | Omega [Member]

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.1045%

5.1045%

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt

$ 147.0

Debt Instrument, Maturity Date

Jan. 01, 2023

Jan. 01, 2023

5.1045% senior notes | Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | €

€ 135.0

5.125% retail bonds | Omega [Member]

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.125%

5.125%

Debt Instrument, Maturity Date

Jan. 01, 2017

Jan. 01, 2017

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt

$ 326.7

5.125% retail bonds | Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | €

€ 300.0

4.5% retail bonds | Omega [Member]

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

4.50%

4.50%

Debt Instrument, Maturity Date

Jan. 01, 2017

Jan. 01, 2017

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt

$ 196.0

4.5% retail bonds | Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | €

€ 180.0

5.0% retail bond | Omega [Member]

Debt Instrument [Line Items]

Debt Instrument, Interest Rate, Stated Percentage

5.00%

5.00%

Debt Instrument, Maturity Date

Jan. 01, 2019

Jan. 01, 2019

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt

$ 130.7

5.0% retail bond | Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | €

€ 120.0

2014 bonds

Debt Instrument [Line Items]

Senior Notes

$ 1,600.0

Over draft | Omega [Member]

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt

56.0

Over draft | Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | €

51.4

Credit facility indebtedness | Omega [Member]

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt

$ 544.5

Credit facility indebtedness | Omega [Member] | Euro Member Countries, Euro

Debt Instrument [Line Items]

Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | €

€ 500.0

[1] Debt denominated in euros subject to fluctuations in the euro-to-U.S. dollar exchange rate.

[2] (2)

[3] (3) Debt assumed from Omega.

[4] (4) Discussed below collectively as the "2016 Notes."

[5] (1) Discussed below collectively as the "2014 Notes."

XML

Earnings Per Share (Details) - USD ($) $ in Millions		3 Months Ended
		Apr. 02, 2016	Mar. 28, 2015	Oct. 22, 2015
Stock Repurchase Program, Number of shares repurchased		0
Numerator:
Net loss		$ (334.6)	$ (94.9)
Denominator:
Weighted average shares outstanding for basic EPS		143,200,000	140,800,000
Dilutive effect of share-based awards	[1]	0	0
Weighted average shares outstanding for diluted EPS		143,200,000	140,800,000
Anti-dilutive share-based awards excluded from computation of diluted EPS		300,000	700,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period		79,000	35,000
Stock Repurchase Program, Remaining Authorized Repurchase Amount		$ 1,500.0
Perrigo Co PLC [Member]
Denominator:
Stock Repurchase Program, Authorized Amount				$ 2,000.0

[1] In the period of a net loss, diluted shares equal basic shares.

XML

Accumulated Other Comprehensive Income Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Beginning balance	$ (15.5)
OCI before reclassifications (net of tax)	152.1
Amounts reclassified from AOCI (net of tax)	0.1
Other comprehensive income (loss), net of tax	152.2	$ (26.3)
Ending balance	136.7
Foreign currency translation adjustments
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Beginning balance	(4.4)
OCI before reclassifications (net of tax)	150.9
Amounts reclassified from AOCI (net of tax)	0.0
Other comprehensive income (loss), net of tax	150.9
Ending balance	146.5
Fair value of derivative financial instruments, net of tax
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Beginning balance	(14.2)
OCI before reclassifications (net of tax)	(5.8)
Amounts reclassified from AOCI (net of tax)	0.1
Other comprehensive income (loss), net of tax	(5.7)
Ending balance	(19.9)
Fair value of investment securities, net of tax
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Beginning balance	6.3
OCI before reclassifications (net of tax)	6.2
Amounts reclassified from AOCI (net of tax)	0.0
Other comprehensive income (loss), net of tax	6.2
Ending balance	12.5
Post-retirement and pension liability adjustments, net of tax
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Beginning balance	(3.2)
OCI before reclassifications (net of tax)	0.8
Amounts reclassified from AOCI (net of tax)	0.0
Other comprehensive income (loss), net of tax	0.8
Ending balance	$ (2.4)

XML

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015	Dec. 31, 2015
Effective tax rate on income from continuing operations	6.80%	7.60%
Unrecognized tax benefits, including income tax penalties and interest accrued	$ 340.2		$ 334.7
Unrecognized tax benefits liability, interest and penalties accrued	51.8		$ 52.1
Income tax examination, penalties and interest expense	8.0
Incremental tax obligation	$ 68.9
All Other Entities [Member]
Foreign Statutory Corporate Tax Rate, Year One	26.50%
Foreign Statutory Corporate Tax Rate, Current Year	25.00%

XML

Restructuring Charges (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015
Restructuring Cost and Reserve [Line Items]
Beginning balance	$ 20.7	$ 3.2
Additional charges	5.4	1.1
Payments	(18.2)	(0.7)
Non-cash adjustments	5.1	0.0
Ending balance	13.0	$ 3.6
Employee severance [Member]
Restructuring Cost and Reserve [Line Items]
Business exit costs	7.2
Lease exit
Restructuring Cost and Reserve [Line Items]
Business exit costs	$ 5.8

XML

Segment Information (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 02, 2016	Mar. 28, 2015	Dec. 31, 2015
Segment Reporting Information [Line Items]
Net sales	$ 1,383.2	$ 1,049.1
Operating income (Loss)	(303.8)	199.2
Amortization of intangibles	158.0	107.8
Total assets	19,726.2	19,393.9	$ 19,393.9
CHC [Member]
Segment Reporting Information [Line Items]
Net sales	700.3	684.9
Operating income (Loss)	102.5	104.3
Amortization of intangibles	19.8	16.2
Total assets	4,026.5	4,007.8
BCH [Member]
Segment Reporting Information [Line Items]
Net sales	317.6	0.0
Operating income (Loss)	(482.7)	0.0
Amortization of intangibles	35.4	0.0
Total assets	6,238.2	6,324.0
Rx [Member]
Segment Reporting Information [Line Items]
Net sales	256.7	251.6
Operating income (Loss)	87.4	100.0
Amortization of intangibles	29.5	18.3
Total assets	3,384.5	3,015.5
Specialty Sciences [Member]
Segment Reporting Information [Line Items]
Net sales	88.0	81.9
Operating income (Loss)	12.9	5.5
Amortization of intangibles	72.8	72.8
Total assets	5,859.6	5,833.5
Other [Member]
Segment Reporting Information [Line Items]
Net sales	20.6	30.7
Operating income (Loss)	5.4	10.5
Amortization of intangibles	0.5	0.5
Total assets	217.4	213.1
Unallocated expenses
Segment Reporting Information [Line Items]
Net sales	0.0	0.0
Operating income (Loss)	(29.3)	(21.1)
Amortization of intangibles	0.0	0.0
Total assets	$ 0.0	$ 0.0