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 1, 2017

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, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	[X]	Accelerated filer	[ ]	Non-accelerated filer	[ ]	Smaller reporting company	[ ]
Emerging growth company	[ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.							[ ]

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 26, 2017, there were 143,397,295 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 1, 2017 and April 2, 2016		2
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended April 1, 2017 and April 2, 2016		3
Condensed Consolidated Balance Sheets as of April 1, 2017 and December 31, 2016		4
Condensed Consolidated Statements of Cash Flows for the Three Months Ended April 1, 2017 and April 2, 2016		5
Notes to the Condensed Consolidated Financial Statements
1	Summary of Significant Accounting Policies	6
2	Acquisitions and Divestitures	9
3	Goodwill and Other Intangible Assets	12
4	Accounts Receivable Factoring	14
5	Inventories	14
6	Fair Value Measurements	14
7	Investments	19
8	Derivative Instruments and Hedging Activities	19
9	Assets Held For Sale	22
10	Indebtedness	23
11	Earnings per Share and Shareholders' Equity	26
12	Accumulated Other Comprehensive Income (Loss)	26
13	Income Taxes	27
14	Commitments and Contingencies	28
15	Collaboration Agreements and Other Contractual Arrangements	30
16	Restructuring Charges	31
17	Segment Information	31
18	Subsequent Events	32
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		32
Item 3. Quantitative and Qualitative Disclosures About Market Risk		46
Item 4. Controls and Procedures		46
PART II. OTHER INFORMATION
Item 1. Legal Proceedings		49
Item 6. Exhibits		50
SIGNATURES		51

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-K for the year ended December 31, 2016 for a discussion of certain important risk factors that relate to forward-looking statements contained in this report and Part II, Item 1A of this Form 10-Q. 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 any share repurchases; future impairment charges; customer acceptance of new products; competition from other industry participants, some of whom have greater marketing resources or larger market shares in certain product categories than we do; pricing pressures from customers and consumers; potential third-party claims and litigation, including litigation relating to our restatement of previously-filed financial information; potential impacts of ongoing or future government investigations and regulatory initiatives; general economic conditions; fluctuations in currency exchange rates and interest rates; the consummation of announced acquisitions or dispositions, and our ability to realize the desired benefits thereof; and the ability to execute and achieve the desired benefits of announced cost-reduction efforts and other initiatives. In addition, we may identify and be unable to remediate one or more material weaknesses in our internal control over financial reporting or may be unable to regain compliance with the NYSE continued listing rules. Furthermore, we and/or our subsidiaries may incur additional tax liabilities in respect of 2016 and prior years as a result of any restatement or may be found to have breached certain provisions of Irish company legislation in respect of prior financial statements and if so may incur additional expenses and penalties. These and other important factors, including those discussed in our Form 10-K for the year ended December 31, 2016 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, TRADE NAMES 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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Perrigo Company plc - Item 1

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 1, 2017			April 2, 2016
Net sales	$	1,194.0		$	1,347.3
Cost of sales	729.6			814.2
Gross profit	464.4			533.1
Operating expenses
Distribution	21.1			21.8
Research and development	39.8			45.3
Selling	155.0			180.8
Administration	105.4			107.5
Impairment charges	12.2			403.9
Restructuring	38.7			5.4
Other operating income	(36.3		)	—
Total operating expenses	335.9			764.7
Operating income (loss)	128.5			(231.6		)
Tysabri® royalty stream	(17.1		)	204.4
Interest expense, net	53.3			51.2
Other (income) expense, net	(3.5		)	2.5
Loss on extinguishment of debt	—			0.4
Income (loss) before income taxes	95.8			(490.1		)
Income tax expense	24.2			39.1
Net income (loss)	$	71.6		$	(529.2	)
Earnings (loss) per share
Basic	$	0.50		$	(3.70	)
Diluted	$	0.50		$	(3.70	)
Weighted-average shares outstanding
Basic	143.4			143.2
Diluted	143.6			143.2
Dividends declared per share	$	0.160		$	0.145

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 1, 2017			April 2, 2016
Net income (loss)	$	71.6		$	(529.2	)
Other comprehensive income:
Foreign currency translation adjustments	65.4			151.4
Change in fair value of derivative financial instruments, net of tax	1.6			(5.7		)
Change in fair value of investment securities, net of tax	(11.4		)	6.2
Change in post-retirement and pension liability adjustments, net of tax	(0.1		)	0.8
Other comprehensive income, net of tax	55.5			152.7
Comprehensive income (loss)	$	127.1		$	(376.5	)

See accompanying Notes to the Condensed Consolidated Financial Statements

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PERRIGO COMPANY PLC

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions, except share and per share amounts)

(unaudited)

	April 1, 2017			December 31, 2016
Assets
Cash and cash equivalents	$	3,077.8		$	622.3
Accounts receivable, net of allowance for doubtful accounts of $6.0 million and $6.3 million, respectively	1,050.2			1,176.0
Inventories	800.2			795.0
Prepaid expenses and other current assets	185.2			212.0
Total current assets	5,113.4			2,805.3
Property, plant and equipment, net	875.3			870.1
Tysabri® royalty stream	—			2,350.0
Goodwill and other indefinite-lived intangible assets	4,178.0			4,163.9
Other intangible assets, net	3,341.4			3,396.8
Non-current deferred income taxes	76.4			72.1
Other non-current assets	394.9			211.9
Total non-current assets	8,866.0			11,064.8
Total assets	$	13,979.4		$	13,870.1
Liabilities and Shareholders’ Equity
Accounts payable	$	476.3		$	471.7
Payroll and related taxes	146.0			115.8
Accrued customer programs	348.2			380.3
Accrued liabilities	281.6			263.3
Accrued income taxes	57.7			32.4
Current indebtedness	1,175.4			572.8
Total current liabilities	2,485.2			1,836.3
Long-term debt, less current portion	4,618.9			5,224.5
Non-current deferred income taxes	349.4			389.9
Other non-current liabilities	458.6			461.8
Total non-current liabilities	5,426.9			6,076.2
Total liabilities	7,912.1			7,912.5
Commitments and contingencies - Note 14
Shareholders’ equity
Controlling interest:
Preferred shares, $0.0001 par value, 10 million shares authorized	—			—
Ordinary shares, €0.001 par value, 10 billion shares authorized	8,118.1			8,135.0
Accumulated other comprehensive (loss)	(26.3		)	(81.8		)
Retained earnings (accumulated deficit)	(2,024.0		)	(2,095.1		)
Total controlling interest	6,067.8			5,958.1
Noncontrolling interest	(0.5		)	(0.5		)
Total shareholders’ equity	6,067.3			5,957.6
Total liabilities and shareholders' equity	$	13,979.4		$	13,870.1
Supplemental Disclosures of Balance Sheet Information
Ordinary shares, issued and outstanding	143.4			143.4

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 1, 2017			April 2, 2016
Cash Flows From (For) Operating Activities
Net income (loss)	$	71.6		$	(529.2	)
Adjustments to derive cash flows
Depreciation and amortization	109.4			109.7
Share-based compensation	6.1			15.8
Impairment charges	12.2			403.9
Tysabri® royalty stream	(17.1		)	204.4
Loss on extinguishment of debt	—			0.4
Restructuring charges	38.7			5.4
Deferred income taxes	(46.0		)	(178.3		)
Amortization of debt discount (premium)	(6.4		)	(6.7		)
Other non-cash adjustments	(1.1		)	1.6
Subtotal	167.4			27.0
Increase (decrease) in cash due to:
Accounts receivable	50.1			17.3
Inventories	0.5			4.4
Accounts payable	2.5			(3.2		)
Payroll and related taxes	(10.1		)	(37.4		)
Accrued customer programs	(32.7		)	(81.7		)
Accrued liabilities	2.3			(12.8		)
Accrued income taxes	41.4			185.7
Other	(26.9		)	(0.8		)
Subtotal	27.1			71.5
Net cash from (for) operating activities	194.5			98.5
Cash Flows From (For) Investing Activities
Proceeds from royalty rights - at fair value	85.3			83.4
Acquisitions of businesses, net of cash acquired	—			(416.4		)
Additions to property and equipment	(22.0		)	(34.7		)
Proceeds from sale of business and other assets	25.3			—
Proceeds from sale of the Tysabri® royalty stream	2,200.0			—
Other investing	(0.8		)	(1.0		)
Net cash from (for) investing activities	2,287.8			(368.7		)
Cash Flows From (For) Financing Activities
Issuances of long-term debt	—			1,190.3
Payments on long-term debt	(13.6		)	(14.3		)
Borrowings (repayments) of revolving credit agreements and other financing, net	0.3			(715.9		)
Deferred financing fees	(0.4		)	(1.5		)
Issuance of ordinary shares	—			3.1
Cash dividends	(23.0		)	(20.8		)
Other financing	(0.5		)	(3.5		)
Net cash from (for) financing activities	(37.2		)	437.4
Effect of exchange rate changes on cash and cash equivalents	10.4			3.9
Net increase in cash and cash equivalents	2,455.5			171.1
Cash and cash equivalents, beginning of period	622.3			417.8
Cash and cash equivalents, end of period	$	3,077.8		$	588.9

See accompanying Notes to the Condensed Consolidated Financial Statements

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Note 1

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General Information

The Company

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013 and 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 healthcare company, delivering value to our customers and consumers by providing Quality Affordable Healthcare Products^®. Founded in 1887 as a packager of home remedies, we have built a unique business model that is best described as the convergence of a fast-moving consumer goods company, a high-quality pharmaceutical manufacturing organization and a world-class supply chain network. We are the world's largest manufacturer of over-the-counter (“OTC”) healthcare products and supplier of infant formulas for the store brand market. We also are a leading provider of branded OTC products throughout Europe and the U.S., as well as a leading producer of generic standard topical products such as creams, lotions, gels, as well as inhalants and injections ("extended topical") prescription drugs. We are headquartered in Ireland, and sell our products primarily in North America and Europe, as well as in other markets, including Australia, Israel and China.

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 Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of management, all adjustments (consisting of normal recurring accruals and other adjustments) considered necessary for a fair presentation of the unaudited Condensed Consolidated Financial Statements have been included and include our accounts and the accounts of all majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

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Note 1

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 Adopted
Standard	Description	Date of adoption	Effect on the Financial Statements or Other Significant Matters
Clarifying the Definition of a Business	This update clarifies the definition of a business and addresses whether transactions should be accounted for as asset acquisitions or business combinations (or divestitures). The guidance includes an initial threshold that an acquired set of assets will not be considered a business if substantially all of the fair value of the assets acquired is concentrated in a single tangible or identifiable intangible asset (or group of similar assets). If the acquired set does not pass the initial threshold, then the guidance requires that, to be a business, the set must include an input and a substantive process that together significantly contribute to the ability to create outputs. Different factors are considered to determine whether the set includes a substantive process, such as the inclusion of an organized workforce. Further, the guidance removes language stating that a business need not include all of the inputs and processes that the seller used in operating the business.	January 1, 2017	We early adopted this new standard and will apply it prospectively when determining whether transactions should be accounted for as asset acquisitions or business combinations (divestitures). During the three months ended April 1, 2017, we applied the new guidance when determining whether certain product divestitures represented sales of assets or businesses. In each case, we determined that the assets sold did not meet the definition of a business under the new rules.
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.	January 1, 2017	We adopted this standard as of January 1, 2017. We elected to estimate the number of awards expected to be forfeited and adjust the estimate when it is likely to change, consistent with past practice. We did not change the amounts that we withhold to cover income taxes on awards. As the requirement to record all income tax effects of vested or settled awards through the income statement is prospective in nature, there was no cumulative effect of adopting the standard on our balance sheet.

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Note 1

Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
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.	January 1, 2018	We continue to evaluate the implications of adoption of the new revenue standard on our consolidated financial statements. We have completed an initial assessment of the adoption and are in the process of completing a detailed review of our various customer contracts. Based on our initial analysis, we do not expect there to be a material impact on our revenue recognition practices. We plan to adopt the new revenue standard effective January 1, 2018 using the modified retrospective approach.
Intra-Entity Asset Transfers of Assets Other Than Inventory	Under the new guidance, the tax impact to the seller on the profit from the transfers and the buyer’s deferred tax benefit on the increased tax basis would be recognized when the transfers occur, resulting in the recognition of expense sooner than under historical guidance. The guidance excludes intra-entity transfers of inventory. For intra-entity transfers of inventory, the FASB decided to retain current GAAP, which requires an entity to recognize the income tax consequences when the inventory has been sold to an outside party.	January 1, 2018	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.
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.

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Note 1

Recently Issued Accounting Standards Not Yet Adopted (continued)
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
Measurement of Credit Losses on Financial Instruments	This guidance changes the impairment model for most financial assets and certain other instruments, replacing the current "incurred loss" approach with an "expected loss" credit impairment model, which will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, and off-balance sheet credit exposures such as letters of credit. Early adoption is permitted.	January 1, 2020	We are currently evaluating the new standard for potential impacts on our receivables, debt, and other financial instruments and considering whether to early adopt the standard.
Intangibles - Goodwill and Other Simplifying the Test for Goodwill	The objective of this update is to reduce the cost and complexity of subsequent goodwill accounting by simplifying the impairment test by removing the Step 2 requirement to perform a hypothetical purchase price allocation when the carrying value of a reporting unit exceeds its fair value.  If a reporting unit’s carrying value exceeds its fair value, an entity would record an impairment charge based on that difference, limited to the amount of goodwill attributed to that reporting unit. The proposal would not change the guidance on completing Step 1 of the goodwill impairment test. The proposed guidance would be applied prospectively with an effective date for Perrigo of January 1, 2020, with early adoption permitted as of January 1, 2017.	January 1, 2020	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.

NOTE 2 – ACQUISITIONS AND DIVESTITURES

All of the below acquisitions, with the exception of the generic Benzaclin™ product purchase, 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.

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.

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Note 2

Prior Year Acquisitions

Generic Benzaclin™ Product

On August 2, 2016, we purchased the remaining 60.9% product rights to a generic Benzaclin™ product ("Generic Benzaclin™"), which we had developed and marketed in collaboration with Barr Laboratories, Inc. ("Barr"), a subsidiary of Teva Pharmaceuticals, for $62.0 million in cash. In September 2007, we entered into an initial development, marketing and commercialization agreement with Barr, in which Barr contributed to the product's development costs and we developed and marketed the product in the U.S. and Israel. Under this agreement, we paid Barr a percentage of net income from the product's sales in these territories, adjusted for Barr's contributions to the product's development costs. By purchasing the remaining product rights from Barr, we are now entitled to 100% of income from sales of the product. Operating results attributable to Generic Benzaclin™ are included within our Prescription Pharmaceuticals ("RX ") segment. The intangible asset acquired is a distribution and license agreement with a nine-year useful life.

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 standard topical products such as creams, lotions, and gels, as well as our inhalants and injections ("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 RX segment. The intangible assets acquired included generic product rights valued using the multi-period excess earnings method and assigned a 20-year useful life, and non-compete agreements 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 "prescription only" ("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 are also 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 ("IPR&D") 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 will become a definite-lived intangible asset), or is determined to have no future use (at which time it would be 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 amount of contingent consideration recognized was $24.9 million and was recorded in Other non-current liabilities.

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Note 2

Purchase Price Allocation of Prior Year Acquisitions

The Tretinoin Products, Development-Stage Rx Products and four small product acquisitions (included in "All Other" in the table below) are final.

The below table indicates the purchase price allocation for acquisitions completed during the year ended December 31, 2016 (in millions):

	Tretinoin Products		Development-Stage Rx Products		All Other(1)
Purchase price paid	$	416.4	$	—	$	17.1
Contingent consideration	—		24.9		26.2
Total purchase consideration	$	416.4	$	24.9	$	43.3
Assets acquired:
Cash and cash equivalents	$	—	$	—	$	3.8
Accounts receivable	—		—		4.9
Inventories	1.4		—		7.1
Prepaid expenses and other current assets	—		—		0.1
Property and equipment	—		—		1.2
Goodwill	1.7		—		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		—		1.8
Developed product technology, formulations, and product rights	411.0		—		18.0
Customer relationships and distribution networks	—		—		8.2
Non-compete agreements	2.3		—		—
Indefinite-lived intangibles:
In-process research and development	—		24.9		4.9
Total intangible assets	$	413.3	$	24.9	$	32.9
Total assets	$	416.4	$	24.9	$	50.0
Liabilities assumed:
Accounts payable	$	—	$	—	$	2.8
Accrued liabilities	—		—		0.1
Long-term debt	—		—		3.3
Net deferred income tax liabilities	—		—		0.5
Total liabilities	$	—	$	—	$	6.7
Net assets acquired	$	416.4	$	24.9	$	43.3

(1) Consists of four product acquisitions in our Consumer Healthcare Americas ("CHCA"), Consumer Healthcare International ("CHCI") and RX segments

Current Year Divestitures

On February 1, 2017, we completed the sale of the Animal Health pet treats plant fixed assets, which were previously classified as held-for sale, and received $7.7 million in proceeds.

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Perrigo Company plc - Item 1

Note 2

On January 3, 2017, we sold certain Abbreviated New Drug Applications ("ANDAs") for $15.0 million to a third party, which was recorded in Other operating income on the Condensed Consolidated Statement of Operations.

Prior Year Divestitures

On August 5, 2016, we completed the sale of our U.S. Vitamins, Minerals, and Supplements ("VMS") business within our CHCA segment to International Vitamins Corporation ("IVC") for $61.8 million inclusive of an estimated working capital adjustment. Prior to closing the sale, we determined that the carrying value of the VMS business exceeded its fair value less the cost to sell, resulting in an impairment charge of $6.2 million, which was recorded in Impairment charges on the Condensed Consolidated Statements of Operations during the year ended December 31, 2016.

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, 2016		Currency translation adjustment		April 1, 2017
CHCA	$	1,810.6	$	2.3	$	1,812.9
CHCI	1,070.8		14.8		1,085.6
RX	1,086.6		4.5		1,091.1
Other	81.4		5.1		86.5
Total goodwill	$	4,049.4	$	26.7	$	4,076.1

In connection with the preparation of our financial statements for the three-month period ending April 2, 2016, we identified indicators of goodwill impairment for certain of our reporting units, which required us to complete interim goodwill impairment testing. Step one of the goodwill impairment test involves determining the fair value of the reporting unit using a discounted cash flow technique and comparing it to the reporting unit’s carrying value. The main assumptions supporting the cash flow projections used to determine the reporting units’ fair value include 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. If a reporting unit does not pass step one of the goodwill impairment test, step two is completed. The second step of the goodwill impairment test requires that we determine the implied fair value of the reporting unit’s goodwill, which involves determining the value of the reporting unit’s individual assets and liabilities. If the implied fair value of the reporting unit’s goodwill is less than the carrying value of the reporting unit’s goodwill, an impairment charge is recorded to adjust the goodwill carrying value to the implied fair value.

In connection with the preparation of our financial statements for the three months ended April 2, 2016, we identified indicators of impairment for our Branded Consumer Healthcare - Rest of World ("BCH-ROW") reporting unit, which comprises primarily operations attributable to the Omega Pharma Invest N.V. ("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. BCH-ROW did not pass step one of goodwill impairment testing. The change in fair value from previous estimates was due primarily to the changes in the market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions is being more focused to maximize the potential of all brands in the segment's portfolio. Based on our evaluation and 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 $130.5 million in impairment charges for the three months ended April 2, 2016 within our CHCI segment.

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Note 3

Intangible Assets

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

	April 1, 2017				December 31, 2016
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	307.6	$	132.5	$	305.6	$	120.4
Developed product technology, formulations, and product rights	1,428.2		562.5		1,418.1		526.0
Customer relationships and distribution networks	1,505.7		339.8		1,489.9		307.5
Trademarks, trade names, and brands	1,203.4		71.5		1,189.3		55.3
Non-compete agreements	14.5		11.7		14.3		11.2
Total definite-lived intangibles	$	4,459.4	$	1,118.0	$	4,417.2	$	1,020.4
Indefinite-lived intangibles:
Trademarks, trade names, and brands	$	50.8	$	—	$	50.5	$	—
In-process research and development	51.1		—		64.0		—
Total indefinite-lived intangibles	101.9		—		114.5		—
Total other intangible assets	$	4,561.3	$	1,118.0	$	4,531.7	$	1,020.4

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

We recorded amortization expense of $85.5 million and $85.3 million for the three months endedApril 1, 2017 and April 2, 2016, respectively.

We recorded an impairment charge of $12.2 million on certain IPR&D assets during the three months ended April 1, 2017 due to changes in the projected development and regulatory timelines for various projects. During the three months ended April 1, 2017, we recorded a decrease in the contingent consideration liability associated with certain IPR&D assets in Other operating income on the Condensed Consolidated Statement of Operations. Refer to Note 6 for additional information.

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 CHCI 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 market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions is 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 included revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the CHCI segment distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the segment's growth plans.

In addition, due to reprioritization of certain brands in the CHCI segment and change in performance expectations for the cough/cold/allergy, anti-parasite, personal care, lifestyle, and natural health brands, on April 3, 2016, we reclassified $364.5 million of indefinite-lived assets to definite-lived assets with a useful life of 20 years. We began amortizing the assets in the second quarter of 2016.

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Note 4

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, and interest is calculated at the applicable EUR LIBOR rate plus 70 basis points. The total amount factored on a non-recourse basis and excluded from accounts receivable was $19.3 million and $50.7 million at April 1, 2017 and December 31, 2016, respectively.

NOTE 5 – INVENTORIES

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

	April 1, 2017		December 31, 2016
Finished goods	$	449.3	$	431.1
Work in process	151.7		165.7
Raw materials	199.2		198.2
Total inventories	$	800.2	$	795.0

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.

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Perrigo Company plc - Item 1

Note 6

The following table summarizes the valuation of our financial instruments carried at fair value and measured at fair value on a recurring and non-recurring basis by the above pricing categories (in millions):

		Fair Value
	Fair Value Hierarchy	April 1, 2017		December 31, 2016
Measured at fair value on a recurring basis:
Assets:
Investment securities	Level 1	$	22.8	$	38.2
Foreign currency forward contracts	Level 2	$	6.5	$	3.8
Funds associated with Israeli severance liability	Level 2	17.1		15.9
Total level 2 assets		$	23.6	$	19.7
Royalty Pharma contingent milestone payments	Level 3	$	184.5	$	—
Tysabri® royalty stream	Level 3	—		2,350.0
Total level 3 assets		$	184.5	$	2,350.0
Liabilities:
Foreign currency forward contracts	Level 2	$	2.5	$	5.0
Contingent consideration	Level 3	$	52.0	$	69.9
Measured at fair value on a non-recurring basis:
Assets:
Goodwill(1)	Level 3	$	—	$	1,148.4
Indefinite-lived intangible assets(2)	Level 3	13.8		0.3
Definite-lived intangible assets(3)	Level 3	—		758.0
Assets held for sale, net	Level 3	11.0		18.2
Total level 3 assets		$	24.8	$	1,924.9

⁽¹⁾  As of December 31, 2016, goodwill with a carrying amount of $2.2 billion was written down to its implied fair value of $1.1 billion.

⁽²⁾  As of April 1, 2017, indefinite-lived intangible assets with a carrying amount of $26.0 million were written down to a fair value of $13.8 million, resulting in a total impairment charge of $12.2 million. As of December 31, 2016, indefinite-lived intangible assets with a carrying amount of $0.7 million were written down to a fair value of $0.3 million.

⁽³⁾  As of December 31, 2016, definite-lived intangible assets with a carrying amount of $2.3 billion were written down to a fair value of $758.0 million resulting in a total impairment charge of $1.5 billion. Included in this balance are indefinite-lived intangible assets with fair value of $364.5 million and $674.2 million that were reclassified to definite-lived assets at April 3, 2016 and October 2, 2016, respectively.

There were no transfers among Level 1, 2, and 3 during the three months endedApril 1, 2017 or the year ended December 31, 2016. 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.

Foreign currency forward contracts

The fair value of foreign currency forward contracts is determined using a market approach, which utilizes values for comparable derivative instruments.

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Perrigo Company plc - Item 1

Note 6

Funds Associated with Israel Severance Liability

Israeli labor laws and agreements require us to pay benefits to employees dismissed or retiring under certain circumstances. Severance pay is calculated on the basis of the most recent employee salary levels and the length of employee service. Our Israeli subsidiaries also provide retirement bonuses to certain managerial employees. We make regular deposits to retirement funds and purchase insurance policies to partially fund these liabilities. The funds 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.

Tysabri^® Royalty Stream

On December 18, 2013, we acquired Elan, which hada royalty agreement with Biogen Idec Inc. ("Biogen"),whereby Biogen conveyed the right to receive royalties that are typically payable on sales revenue generated by the sale, distribution or other use of the drug Tysabri^®. Pursuant to the royalty agreement, we were entitled to royalty payments from Biogen based on its Tysabri^® sales in all indications and geographies. We received royalties of 12% on worldwide Biogen sales of Tysabri^® from December 18, 2013 through April 30, 2014. From May 1, 2014, we received royalties of 18% on annual worldwide Biogen sales of Tysabri^® up to $2.0 billion and 25% on annual sales above $2.0 billion.

We accounted for the Tysabri^® royalty stream as a financial asset and had elected to use the fair value option model. We made the election to account for the Tysabri^® financial asset using the fair value option as we believed this method was most appropriate for an asset that did not have a par value, a stated interest stream, or a termination date. The financial asset acquired represented a single unit of accounting. The fair value of the financial asset acquired was determined by using a discounted cash flow analysis related to the expected probability weighted future cash flows to be generated by the royalty stream. The financial asset was classified as a Level 3 asset within the fair value hierarchy, as our valuation utilized significant unobservable inputs, including industry analyst estimates for global Tysabri^® sales, probability weighted as to the timing and amount of future cash flows along with certain discount rate assumptions. Cash flow forecasts included the estimated effect and timing of future competition, considering patents in effect for Tysabri^® through 2024 and contractual rights to receive cash flows into perpetuity. The discounted cash flows were based upon the expected royalty stream forecasted into perpetuity using a 20-year discrete period with a declining rate terminal value.

In the first quarter of 2016, a competitor's pipeline product, Ocrevus^®, received breakthrough therapy designation from the FDA. Breakthrough therapy designation is granted when a drug intended alone or in combination with one or more other drugs to treat a serious or life threatening disease or condition and preliminary clinical evidence indicates that the drug may demonstrate substantial improvement over existing therapies on one or more clinically significant endpoints, such as substantial treatment effects observed early in clinical development. In June 2016, the FDA granted priority review with a target action date in December 2016. A priority review is a designation when the FDA will direct overall attention and resources to the evaluation of applications for drugs that, if approved, would be significant improvements in the safety or effectiveness of the treatment, diagnosis, or prevention of serious conditions when compared to standard applications. The product was approved in the first quarter of 2017. The product is expected to compete with Tysabri^®, and we expected it to have a significant negative impact on the Tysabri^® royalty stream. Although the product has not launched, industry analysts believe that, based on released clinical study information, Ocrevus^® will compete favorably against Tysabri^® in the relapsing, remitting multiple sclerosis market segment due to its high efficacy and convenient dosage form.

Given the new market information for Ocrevus^®, using industry analyst estimates we reduced our first ten year growth forecasts from an average of growth of approximately 3.4% in the fourth calendar quarter of 2015 to an average decline of approximately minus 2.0% in the third and fourth calendar quarters of 2016. In November 2016, we announced we were evaluating strategic alternatives for the Tysabri^® asset. As of December 31, 2016, the financial asset was adjusted based on the strategic review and sale process. These effects, combined with the change in discount rate each quarter, led to a reduction in fair value of $204.4 million, $910.8 million, $377.4 million and $1.1 billion in the first, second, third and fourth quarters of 2016, respectively.

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Note 6

On March 27, 2017, we announced the completed divestment of our Tysabri^® royalty stream to Royalty Pharma for up to $2.85 billion, which consists of $2.2 billion in cash and up to $250.0 million and $400.0 million in milestone payments if the royalties on global net sales of Tysabri^® that are received by Royalty Pharma meet specific thresholds in 2018 and 2020, respectively. As a result of this transaction, we transferred the entire financial asset to Royalty Pharma and recorded a $17.1 million gain during the three months ended April 1, 2017. We elected the fair value option for the contingent milestone payments, and these were recorded at an estimated fair value of $184.5 million as of April 1, 2017. We elected to account for the Royalty Pharma contingent milestone payments using the fair value option as we believe that this will provide investors with the expected value we could potentially receive under the two contingent milestones receivable which would help them understand the potential future cash flows we might receive in future periods. We valued the contingent milestone payments using a modified Black-Scholes Option Pricing Model ("BSOPM"). Key inputs in the BSOPM are the estimated volatility and rate of return of royalties on global net sales of Tysabri^® that are received by Royalty Pharma over time until payment of the contingent milestone payments is completed. Volatility and the estimated fair value of the milestones have a positive relationship such that higher volatility translates to a higher estimated fair value of the contingent milestone payments. We assumed volatility of 30.0% and a rate of return of 8.05% in the valuation of contingent milestone payments performed as of April 1, 2017. We will reassess volatility and rate of return inputs quarterly by analyzing certain market volatility benchmarks and the risk associated with Royalty Pharma achieving the underlying projected royalties.

In addition, included in our accounts receivable balance at December 31, 2016 was $84.4 million related to the Tysabri^® royalty stream.

Interest Rate Swaps

The fair values of interest rate swaps are determined using a market approach, which utilizes values for comparable swap instruments.

Contingent Consideration

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. Purchases or additions for the three months ended April 2, 2016 included contingent consideration associated with one transaction. We reduced a contingent consideration liability associated with certain IPR&D assets, and recorded a corresponding gain of $16.5 million in the three months ended April 1, 2017. The liability decrease relates to a reduction of the probability of achievement assumptions and anticipated cash flows. Refer to Note 3 for additional information. This gain was offset by net realized losses of $2.1 million.

The table below presents a reconciliation for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in millions). Net realized (gains) losses in the table were recorded in Other (income) expense, net.

	Three Months Ended
	April 1, 2017			April 2, 2016
Contingent Consideration
Beginning balance	$	69.9		$	17.9
Net realized (gains) losses	(14.4		)	0.3
Purchases or additions	—			29.5
Foreign currency effect	(0.1		)	0.3
Settlements	(3.4		)	—
Ending balance	$	52.0		$	48.0

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Note 6

Non-recurring fair value measurements

The non-recurring fair values represent only those assets whose carrying values were adjusted to fair value during the reporting period. See Note 3 for a more detailed discussion of the impaired goodwill and indefinite-lived intangible assets and the valuation methods used, and Note 9 for information on the impaired assets held for sale, net.

Goodwill and Indefinite Lived Intangible Assets

We have seven reporting units for which we assess the goodwill for impairment. We utilize a comparable company market approach, weighted equally with a discounted cash flow analysis, to determine the fair value of the reporting units. We utilize either a relief from royalty method or a multi-period excess earnings method ("MPEEM") to value our indefinite-lived intangible assets. We use a consistent set of projected financial information for the goodwill and indefinite-lived asset impairment tests. The discounted cash flow analysis that we prepared for goodwill impairment testing purposes for the year endedDecember 31, 2016 included long-term growth rates ranging from 2.0% to 3.0%. We also utilized discount rates ranging from 7.0% to 14.5%, which were deemed to be commensurate with the required investment return and risk involved in realizing the projected free cash flows of each reporting unit. In addition, we burdened projected free cash flows with the capital spending deemed necessary to support the cash flows of each reporting unit, and applied the tax rates that were applicable to the jurisdictions represented within each reporting unit. We recorded Impairment charges on the Condensed Consolidated Statements of Operations related to Goodwill and indefinite lived intangible assets of $130.5 million and $273.4 million, respectively, for the three months ended April 2, 2016. See Note 3 for additional detail on impaired goodwill and indefinite-lived intangible assets.

Definite Lived Intangible Assets

When assessing our definite-lived assets for impairment, we utilize either a multi-period excess earnings method or a relief from royalty method to determine the fair value of the asset and use the forecasts that are consistent with those used in the reporting unit analysis. Below is a summary of the various metrics used in our valuations:

	Year Ended
	December 31, 2016
	Omega - Lifestyle	Omega - XLS	Entocort® - Branded Products	Entocort® - AG Products	Herron Trade names and Trademarks
5-year average growth rate	2.5%	3.2%	(31.7)%	(30.4)%	4.6%
Long-term growth rates	2.0%	NA	(10.0)%	(4.7)%	2.5%
Discount rate	9.3%	9.5%	13.0%	10.5%	10.8%
Royalty rate	NA	4.0%	NA	NA	11.0%
Valuation method	MPEEM	Relief from Royalty	MPEEM	MPEEM	Relief from Royalty

Assets Held for sale

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 the cost to sell. See Note 9 for additional information on the impaired assets held for sale, net.

Fixed Rate Long-term Debt    

As of April 1, 2017 and December 31, 2016, our fixed rate long-term debt consisted of public bonds, a private placement notes, and retail bonds. As of April 1, 2017, the public bonds and private placement note had a carrying value and a fair value of $4.6 billion, based on quoted market prices (Level 1). As of December 31, 2016, the public bonds and private placement notes had a carrying value and fair value of $4.6 billion, based on quoted market prices (Level 1). As of April 1, 2017, our retail bonds and private placement notes had a carrying value of $783.2 million (excluding a premium of $43.4 million) and a fair value of $833.0 million. As of December 31, 2016, our retail bonds and private placement notes had a carrying value of $773.1 million (excluding a premium of $49.8

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Note 6

million) and a fair value of $825.0 million. The fair value of our retail bonds for both periods was based on interest rates offered for borrowings of a similar nature and remaining maturities (Level 2).

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.

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 1, 2017		December 31, 2016
Equity securities, at cost less impairments	$	15.5	$	16.5
Gross unrealized gains	7.3		21.7
Estimated fair value of equity securities	$	22.8	$	38.2

The factors affecting the assessment of impairments include both general financial market conditions and factors specific to a particular company. During the year ended December 31, 2016, we recorded an impairment charge of $1.8 million, related to other-than-temporary impairments of marketable equity securities due to prolonged losses incurred on each of the investments.

During the three months ended April 1, 2017 and the year ended December 31, 2016, we sold a number of our investment securities and recorded gains of $1.6 million and $1.0 million, respectively. The gains were reclassified out of Accumulated Other Comprehensive Income (loss) ("AOCI") and into earnings.     

Cost Method Investments

Our cost method investments totaled $6.9 million at April 1, 2017, and December 31, 2016, and are included in Other non-current assets.

Equity Method Investments

Our equity method investments totaled$4.8 million and $4.6 million at April 1, 2017 and December 31, 2016, respectively, and are included in Other non-current assets. We recorded a net gain of $0.1 million and a net loss of $2.4 million during the three months endedApril 1, 2017 and April 2, 2016, respectively, for our proportionate share of the equity method investment earnings or losses. The gains and losses were recorded in Other expense, net.

During the three months endedApril 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 Other Comprehensive Income ("OCI").

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.

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Note 8

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 1, 2017 and December 31, 2016. 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. 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 of senior notes on March 7, 2016 for a cumulative after-tax loss of $7.0 million in OCI during the three months ended April 2, 2016.

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 18 months. The total notional amount for these contracts was $469.3 million and $533.5 million as of April 1, 2017 and December 31, 2016, respectively.

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.

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Note 8

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

	Asset Derivatives
	Balance Sheet Location	Fair Value
		April 1, 2017		December 31, 2016
Designated derivatives:
Foreign currency forward contracts	Other current assets	$	3.0	$	3.1
Non-designated derivatives:
Foreign currency forward contracts	Other current assets	$	3.5	$	0.7

	Liability Derivatives
	Balance Sheet Location	Fair Value
		April 1, 2017		December 31, 2016
Designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.9	$	3.0
Non-designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	0.6	$	2.0

The gains (losses) recorded 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 1, 2017		April 2, 2016
Interest rate swap agreements	$	—	$	(9.0	)
Foreign currency forward contracts	2.5		1.6
Total	$	2.5	$	(7.4	)

The gains (losses) reclassified from 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 1, 2017			April 2, 2016
Interest rate swap agreements	Interest expense, net	$	(0.6	)	$	(0.5	)
Foreign currency forward contracts	Net sales	0.2			0.5
	Cost of sales	0.7			0.3
	Interest expense, net	(0.6		)	(0.4		)
	Other (income) expense, net	(0.5		)	0.2
Total		$	(0.8	)	$	0.1

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Perrigo Company plc - Item 1

Note 8

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 1, 2017		April 2, 2016
Interest rate swap agreements	Other (income) expense, net	$	—	$	(0.1	)
Foreign currency forward contracts	Net sales	—		(0.1		)
	Cost of sales	—		0.1
	Other (income) expense, net	0.9		—
Total		$	0.9	$	(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 1, 2017			April 2, 2016
Foreign currency forward contracts	Other (income) expense, net	$	(8.9	)	$	(6.9	)
	Interest expense, net	(0.4		)	0.1
Total		$	(9.3	)	$	(6.8	)

NOTE 9 – ASSETS HELD FOR SALE

During the six months endedDecember 31, 2015, management committed to a plan to sell our India Active Pharmaceutical Ingredients ("API") businesses. As a result, the net assets attributable to the business were classified as held-for-sale beginning at December 31, 2015. As described in Note 18, we completed the sale of our India API business on April 6, 2017.

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 the cost to sell. At December 31, 2015, we determined that the carrying value of the India API business exceeded its fair value less cost to sell, resulting in an impairment charge of $29.0 million. We recorded additional impairment charges totaling $6.3 million during the year ended December 31, 2016. The API business is reported primarily in our Other segment.

During the three months ended October 1, 2016, management committed to a plan to sell certain fixed assets associated with our Animal Health pet treats plant. Such assets were classified as held-for-sale beginning at October 1, 2016. As described in Note 2,on February 1, 2017, we completed the sale of the Animal Health pet treats plant fixed assets.

At October 1, 2016, we determined that the carrying value of the fixed assets associated with our Animal Health pet treats plant exceeded the fair value less the cost to sell. We recorded impairment charges totaling $3.7 million during the year ended December 31, 2016. The assets associated with our Animal Health pet treats plant are reported in our CHCA segment.

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Note 9

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 1, 2017					December 31, 2016
	CHCA		Other			CHCA			Other
Assets held for sale
Current assets	$	—	$	4.2		$	—		$	5.1
Goodwill	—		5.5			—			5.5
Property, plant and equipment	2.7		33.0			13.5			33.2
Other assets	—		3.2			—			3.8
Less: impairment reserves	—		(34.5		)	(3.7		)	(35.3		)
Total assets held for sale	$	2.7	$	11.4		$	9.8		$	12.3
Liabilities held for sale
Current liabilities	$	0.1	$	1.0		$	0.1		$	1.9
Other liabilities	—		2.0			—			1.9
Total liabilities held for sale	$	0.1	$	3.0		$	0.1		$	3.8

NOTE 10 – INDEBTEDNESS

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

				April 1, 2017			December 31, 2016
Term loans
*	2014 Term loan due December 5, 2019			$	412.9		$	420.7
Notes and Bonds
	Coupon	Due
*	4.500%	May 23, 2017	(3)	191.8			189.3
*	5.125%	December 12, 2017	(3)	319.7			315.6
	2.300%	November 8, 2018	(2)(5)	600.0			600.0
*	5.000%	May 23, 2019	(3)	127.9			126.2
	3.500%	March 15, 2021	(4)	500.0			500.0
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	143.8			142.0
	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			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			5,383.2			5,373.1
Other financing				3.1			3.6
Unamortized premium (discount), net				27.1			33.0
Deferred financing fees				(32.0		)	(33.1		)
Total borrowings outstanding				5,794.3			5,797.3
	Current indebtedness			(1,175.4		)	(572.8		)
Total long-term debt less current portion				$	4,618.9		$	5,224.5

(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."

(5) Inclusive of $600.0 million, in aggregate principal amount of 2.300% 2018 Notes, which were repaid May 8, 2017.

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

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Note 10

We entered into amendments to the 2014 Revolver and the 2014 Term Loan providing for additional time to deliver certain financial statements, as well as the modification of certain financial and other covenants. We entered into additional amendments to the 2014 Revolver and the 2014 Term Loan to modify provisions of such agreements necessary as a result of the correction in accounting related to the Tysabri^® royalty stream, as well as waivers of any default or event of default that may arise from any restatement of or deficiencies in our financial statements for the periods specified in such amendments and waivers. No default or event of default existed prior to entering into these amendments and waivers. We are in compliance with all covenants under the 2014 Revolver and the 2014 Term Loan as of the date of this Quarterly Report on Form 10-Q.

As a result of the filing of this Quarterly Report on Form 10-Q, as of the filing date we are in compliance with all covenants, including the financial statement delivery obligations, under the 2013 Indenture and 2014 Indenture.

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 December 5, 2014, Perrigo Finance entered into a $600.0 million revolving credit agreement, which 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 1, 2017.

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, and we entered into a $300.0 million term loan tranche maturing December 18, 2015, which we repaid in full on June 25, 2015. During the three months endedApril 1, 2017, we made $13.3 million in scheduled principal payments 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 in March and September of each year, beginning in September 2016. The 2016 Notes are governed by a base indenture and a second supplemental 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 Notes.

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 6.190% 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

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Note 10

€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 is being amortized as a reduction of interest expense over the remaining term of the respective debt instruments. The adjustment does not affect cash interest payments.

On May 23, 2017, we repaid the €180.0 million ($196.0 million) 4.500% retail bonds. Refer to Note 18 for additional detail.

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. 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 Notes.

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. On September 29, 2016, we repaid all $500.0 million of the 1.300% 2016 Notes outstanding. On May 8, 2017, we redeemed all of the 2018 Notes. Refer to Note 18 for additional detail.

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

We may use overdraft facilities to increase the efficiency of our cash utilization and to meet our short-term liquidity needs. We report any balances outstanding in the above table under "Other Financing." We repaid the balances outstanding under our overdraft facilities during the year endedDecember 31, 2016, but retain the ability to use the facilities in our day-to-day cash operations. There were no balances outstanding under the facilities at April 1, 2017 and December 31, 2016.

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Perrigo Company plc - Item 1

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 1, 2017		April 2, 2016
Numerator:
Net income (loss)	$	71.6	$	(529.2	)
Denominator:
Weighted average shares outstanding for basic EPS	143.4		143.2
Dilutive effect of share-based awards*	0.2		—
Weighted average shares outstanding for diluted EPS	143.6		143.2
Anti-dilutive share-based awards excluded from computation of diluted EPS*	1.0		—

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

Shareholders' Equity

Shares

We issued shares related to the exercise and vesting of share-based compensation as follows:

Three Months Ended
April 1, 2017	April 2, 2016
14,400	79,000

Share Repurchases

On October 22, 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 1, 2017.

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, 2016	$	(67.9	)	$	(19.5	)	$	15.1		$	(9.5	)	$	(81.8	)
OCI before reclassifications	65.4			1.5			(13.0		)	(0.1		)	53.8
Amounts reclassified from AOCI	—			0.1			1.6			—			1.7
Other comprehensive income (loss)	65.4			1.6			(11.4		)	(0.1		)	55.5
Balance at April 1, 2017	$	(2.5	)	$	(17.9	)	$	3.7		$	(9.6	)	$	(26.3	)

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Note 13

NOTE 13 – INCOME TAXES

The effective tax rate for the three months endedApril 1, 2017 was 25.3% on net income reported in the period compared to 8.0% on a net loss for the three months endedApril 2, 2016. The tax rate for the three months endedApril 2, 2016 was impacted by the effects of the jurisdictional mix of income estimated in future periods used in the annual effective tax rate computation. The result of net income in jurisdictions with lower tax rates in future periods creates an estimated annual effective tax benefit compared to estimated annual net income, thereby creating a negative tax rate.

Our tax rate is subject to adjustment over the balance of the fiscal year 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 based on differing interpretations of the applicable 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.

The total liability for uncertain tax positions was $407.8 million and $398.0 million as of April 1, 2017 and December 31, 2016, 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 $67.1 million and $63.5 million as of April 1, 2017 and December 31, 2016, 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 United States, 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.

In the United States, the Internal Revenue Service ("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 adjustments, including transfer pricing adjustments. The statutory notice of deficiency's adjustments for fiscal years 2009 and 2010 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 statutory notice of deficiency. To contest the IRS's adjustments, in January 2015 we paid the incremental tax obligation (a prerequisite to contesting the proposed adjustments in U.S. district court), and in June 2015, we filed an administrative request for a refund with the IRS. 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. The IRS subsequently denied our request for a refund. We anticipate filing a complaint in U.S. district court claiming a refund of the paid amounts prior to August 2017.

The IRS issued a statutory notice of deficiency on April 20, 2017 for the IRS audits of our fiscal years ended June 25, 2011 and June 30, 2012. While we agreed to certain adjustments with respect to these years in October 2016 and made minimal associated payments, the statutory notice of deficiency asserted various additional adjustments, including transfer pricing adjustments. The statutory notice of deficiency for fiscal years 2011 and 2012 asserted an incremental tax obligation of approximately $74.2 million, inclusive of interest and penalties. We disagree with the IRS's positions asserted in this notice. In anticipation of contesting the IRS's adjustments, in May 2017 we paid the incremental tax obligation (a prerequisite to contesting the proposed adjustments in U.S. District Court) and expect to file an administrative request for a refund. The payment will be recorded in the second quarter

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Note 13

of the year ending December 31, 2017 as a deferred charge on the balance sheet given our anticipated action to recover this amount.

We received notices of proposed adjustments on December 22, 2016 for the IRS audit of Athena Neurosciences, Inc., a subsidiary of Elan Corporation plc, which Perrigo acquired in December 2013, for the years ended December 31, 2011 and December 31, 2012. We disagree with the IRS’s positions asserted in the notices of proposed adjustments and intend to contest them. Additionally, examination of transfer pricing positions is ongoing.

Unfavorable resolutions of the audit matters discussed above could have a material impact on our consolidated financial statements in future periods.

We have ongoing audits in multiple other jurisdictions the resolution of which remains uncertain. These jurisdictions include, but are not limited to, the United States, Israel and Belgium. The IRS notified us in January 2017, that it will be auditing our fiscal years ended June 29, 2013 and June 28, 2014. The Israel Tax Authority is currently auditing our fiscal years ended June 29, 2013 and June 28, 2014. In the fourth quarter of the year ended December 31, 2016, the Belgium Tax Authority proposed minimal adjustments for the years ending December 31, 2013 and December 31, 2014.

NOTE 14 – COMMITMENTS AND CONTINGENCIES

In view of the inherent difficulties of predicting the outcome of various types of legal proceedings, we cannot determine the ultimate resolution of the matters described below. We establish reserves for litigation and regulatory matters when losses associated with the claims become probable and the amounts can be reasonably estimated. The actual costs of resolving legal matters may be substantially higher or lower than the amounts reserved for those matters. For matters where the likelihood or extent of a loss is not probable or cannot be reasonably be estimated as of April 1, 2017, we have not recorded a loss reserve. If certain of these matters are determined against the Company, there could be a material adverse effect on our financial condition, results of operations, or cash flows. We currently believe we have valid defenses to the claims in these lawsuits and intend to defend these lawsuits vigorously regardless of whether or not we have a loss reserve. 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. 

Price-Fixing Lawsuits

Perrigo has been named as a co-defendant with other manufacturers in a number of cases alleging that we and other manufacturers of the same product engaged in anti-competitive behavior to fix or raise the prices of certain drugs starting, in some instances, as early as June 2013. The products in question are Clobetasol, Desonide, and Econazole and one complaint involving Levothyroxine, a product that Perrigo neither made nor sold. At this stage, we cannot reasonably predict the outcome of the liability, if any, associated with these claims.

Securities Litigation

On May 18, 2016, a shareholder filed a securities case against the Company and our former CEO, Joseph Papa, in the U.S. District Court for the District of New Jersey (Roofers’ Pension Fund v. Papa, et al.). The plaintiff purports to represent a class of shareholders for the period from April 21, 2015 through May 11, 2016, inclusive. The complaint alleges violations of Securities Exchange Act sections 10(b) (and Rule 10b‑5) and 14(e) against both defendants and 20(a) control person liability against Mr. Papa. In general, the allegations concern the actions taken by the Company and the former executive to defend against the unsolicited takeover bid by Mylan in the period from April 21, 2015 through November 13, 2015. The plaintiff also alleges that we provided inadequate disclosure concerning alleged integration problems related to the Omega acquisition in the period from April 21, 2015 through May 11, 2016. The case is in an early stage. In February 2017, the court selected the lead plaintiffs and the lead counsel to the putative class. In March 2017, the court entered a scheduling order that sets a deadline for the lead plaintiffs to file an amended complaint. That deadline has not yet passed.  

On July 19, 2016, a shareholder filed a securities class action against the Company and our former CEO, Joseph Papa, also in the District of New Jersey (Wilson v. Papa, et al.). The plaintiff purports to represent a class of persons who sold put options on the Company shares between April 21, 2015 and May 11, 2016. In general, the

28

Perrigo Company plc - Item 1

Note 14

allegations and the claims are the same as those made in the Roofers' Pension Fund case described above. Subsequently, this shareholder filed papers in the Roofers' Pension Fund case as one of four candidates seeking to be named lead plaintiff or co-lead plaintiff in that case. The Wilson plaintiff also filed a motion to have the Wilson case consolidated with the Roofers' Pension Fund case. On December 8, 2016, the court consolidated Roofers' Pension Fund case and the Wilson case under the Roofers' Pension Fund case number. In February 2017, the court selected the lead plaintiffs and the lead counsel to the putative class. In March 2017, the court entered a scheduling order that sets a deadline for the lead plaintiffs to file an amended complaint. That deadline has not yet passed.  

On May 22, 2016, shareholders filed a securities class action against the Company and five individual defendants: Mr. Papa, our former Executive Vice President and General Manager of the BCH segment Marc Coucke, our Chief Executive Officer John Hendrickson, and our Board members Gary Kunkle, Jr. and Laurie Brlas alleging violations of Israeli law in the District Court of Tel Aviv-Jaffa (Schwieger et al. v. Perrigo Company plc, et al.). On June 15, 2016, Perrigo filed a motion to stay the case pending the outcome of the securities class action pending in the New Jersey Federal Court. The plaintiffs did not oppose the motion. The Israeli court granted the motion on the same day, and the action is stayed.

On March 29, 2017, plaintiff Eyal Keinan commenced an action in the District Court of Tel Aviv-Jaffa asserting securities claims against Perrigo and its auditor Ernst & Young LLP ("EY"). The case is styled Keinan v. Perrigo Company plc, et al. The action seeks certification of a class of purchasers of Perrigo shares on the Israeli exchange beginning February 6, 2014. The proposed closing date for the class is not clear though it appears to extend into 2017. In general, the plaintiff asserts that Perrigo improperly accounted for its stream of royalty income from two drugs: Tysabri^® and Prialt. The court filings contend that the alleged improper accounting caused the audited financial results for Perrigo to be incorrect for the year ended December 31, 2016, six months ended December 31, 2015, and the years ended June 27, 2015 and June 28, 2014 and the other financial data released by the Company over those years to also be inaccurate. The plaintiff maintains that the defendants are liable under Israeli securities law or, in the alternative, under U.S. securities law principles. The plaintiff indicates an initial, preliminary class damages estimate of 686.0 million NIS (approximately $187.0 million). The response from Perrigo and EY is not yet due. Perrigo is consulting Israeli counsel about its response to these allegations. 

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. The parties are currently engaged in mediation in an attempt to settle the matter. The underlying proceedings have been stayed pending the outcome of the mediation process and, if necessary, a decision on the motion to appeal.

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Note 14

Tysabri^® Product Liability Lawsuits

Perrigo and collaborator 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. During calendar year 2016, one case in the U.S. was settled and two others were dismissed with prejudice. In April 2017, another case was dismissed with prejudice. While the remaining 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 the Company.

Claim Arising from the Omega Acquisition

On December 16, 2016, Perrigo and Perrigo Ireland 2 brought an arbitral claim ("Claim") against Alychlo NV (Alychlo) and Holdco I BE NV ("Holdco") (together the Sellers) in accordance with clause 26.2 of the Share Purchase Agreement dated November 6, 2014 ("SPA") and the rules of the Belgian Centre for Arbitration and Mediation ("CEPANI"). Perrigo’s Claim relates to the accuracy and completeness of information about Omega Pharma Invest N.V. provided by the Sellers as part of the sale process, the withholding of information by the Sellers during that process and breaches of Sellers’ warranties. Perrigo is seeking monetary damages from the Sellers. The Sellers served their respective responses to the Claim on February 20, 2017. In its response, Alychlo has asserted a counterclaim for monetary damages contending that Perrigo breached the duty of good faith in performing the SPA. There can be no assurance that Perrigo’s Claim will be successful, and Sellers deny liability for the Claim. Perrigo denies that Alychlo is entitled to any relief (including monetary relief) under the counterclaim. The arbitration proceedings are confidential as required by the SPA and the rules of the CEPANI.

NOTE 15 – COLLABORATION AGREEMENTS AND OTHER CONTRACTUAL ARRANGEMENTS

On May 15, 2015, we entered into a development agreement wherein we transferred the ownership rights to two pharmaceutical products to a clinical stage development company to fund and conduct development activities for the products. We do not expect to incur any expense related to the development of either product. If the products are approved by the FDA, we will execute a buy-back agreement to purchase each product for a multiple of the development costs incurred. Based on the initial development budget for each product, the estimated purchase price for both products is approximately $78.0 million. If development costs exceed the initial budgeted amounts, the purchase price will increase but will not exceed approximately $105.0 million. If the products are approved by the FDA and we purchase the products, we estimate the acquisitions will occur in 2019. 

During the year ended December 31, 2016, we added three additional products to the May 15, 2015 development agreement that are subject to similar buy-back terms if the products are approved by the FDA. We did not receive any consideration from the clinical stage development company, nor do we expect to incur any expense related to the development of the additional products. The estimated purchase price for these additional products, based on the initial development budget, is approximately $126.0 million. If development costs exceed the initial budgeted amounts, the purchase price will increase, but will not exceed approximately $174.0 million. If the products are approved by the FDA and we purchase the products, we estimate that one of the acquisitions will occur in 2019 and two of the acquisitions will occur in 2021. There can be no assurance that any such products will be approved by the FDA on the anticipated schedule or at all. 

On May 1, 2015, we entered into an agreement with a clinical stage biotechnology company for the development of two specialty pharmaceutical products. We paid $18.0 million for an option to acquire the two products, which we reported in research and development expense. On March 1, 2016, we exercised the purchase option to acquire both products. We will make additional payments if we obtain regulatory approval and achieve certain sales milestones, and these contingent milestone payments could total $30.0 million in aggregate.  We will also be obligated to make certain royalty payments over periods ranging from seven to ten years from the launch of each product. Refer to the Development-Stage Rx Products acquisition in Note 2 for additional information regarding the acquisition. In addition, during the three months ended April 1, 2017, we recorded an impairment of these assets and a corresponding reduction in the liability for the contingent milestone payments, which are further discussed in Notes 3 and 6, respectively.”

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Perrigo Company plc - Item 1

Note 16

NOTE 16 – 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 1, 2017			April 2, 2016
Beginning balance	$	19.7		$	20.7
Additional charges	38.7			5.4
Payments	(7.1		)	(18.2		)
Non-cash adjustments	0.2			5.1
Ending balance	$	51.5		$	13.0

Restructuring activity includes severance, lease exit costs, and asset impairments. The charges incurred during the three months endedApril 1, 2017 were primarily associated with actions we took to streamline our organization as announced on February 21, 2017. During the three months endedApril 1, 2017, $38.7 million of restructuring expenses were recorded. Of this amount, $23.7 million was recorded in our CHCA segment. There were no other material restructuring programs that significantly impacted any other reportable segment. All charges are recorded in Restructuring expense. The remaining $46.9 million liability for employee severance benefits is expected to be paid within the next year, while the remaining $4.6 million liability for lease exit costs is expected to be incurred over the remaining terms of the applicable leases.

NOTE 17 – SEGMENT INFORMATION

Effective January 1, 2017, in addition to the segment change in the fourth quarter of 2016, we implemented certain changes to our reporting segments following the sale of the Tysabri^® royalty stream. As a result, beginning in the first quarter of fiscal year 2017, our reporting segments consist of CHCA, CHCI, RX and Other.

Our reporting segments are as follows:

• CHCA,comprises our U.S., Mexico and Canada consumer healthcare business (OTC, contract, infant formula and animal health categories).

• CHCI,comprises our legacy Branded Consumer Healthcare segment and now includes our consumer focused businesses in the U.K., Australia, and Israel. This segment also includes our U.K. liquid licensed products business.

• RX,comprises our U.S. Prescription Pharmaceuticals business.

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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Perrigo Company plc - Item 1

Note 17

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

Total Assets	April 1, 2017		December 31, 2016
CHCA	$	6,295.7	$	3,351.3
CHCI	4,796.9		4,795.2
RX	2,685.4		2,646.4
Specialty Sciences	—		2,775.8
Other	201.4		301.4
Total	$	13,979.4	$	13,870.1

	Three Months Ended
	April 1, 2017							April 2, 2016
	Net Sales		Operating Income (Loss)			Intangible Asset Amortization		Net Sales		Operating Income (Loss)			Intangible Asset Amortization
CHCA	$	582.8	$	75.0		$	17.1	$	639.1	$	100.6		$	18.1
CHCI	374.9		0.2			45.7		439.4		(396.4		)	41.2
RX	217.4		88.2			22.3		248.2		91.4			25.5
Specialty Sciences	—		—			—		—		(1.4		)	—
Other	18.9		5.7			0.4		20.6		5.5			0.5
Unallocated	—		(40.6		)	—		—		(31.3		)	—
Total	$	1,194.0	$	128.5		$	85.5	$	1,347.3	$	(231.6	)	$	85.3

NOTE 18 – SUBSEQUENT EVENTS

On April 6, 2017, we announced the completed divestment of our India API business to Strides Shasun Limited. Total cash received was $22.2 million. The sale is not expected to have a material impact on our operations nor will the transaction result in a significant gain or loss when recorded in the second quarter of 2017.

On April 7, 2017, we issued a notice of redemption to redeem all of the $600.0 million in aggregate principal amount of the outstanding 2018 Notes. On May 8, 2017, using proceeds from the sale of the Tysabri^® royalty stream, we redeemed all of the 2018 Notes.

On May 23, 2017, we repaid the €180.0 million ($196.0 million) 4.500% retail bonds with cash from operations.

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

EXECUTIVE OVERVIEW

This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the financial statements included in this Form 10-Q and our Form 10-K for the year ended December 31, 2016 (the “2016 Form 10-K”). These historical financial statements may not be indicative of our future performance. This discussion contains a number of forward-looking statements, all of which are based on our current expectations and could be affected by the uncertainties and risks referred to under “Risk Factors” in Item 1A of our 2016 Form 10-K.

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013 and 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 healthcare company, who delivers value to our customers and consumers by providing Quality Affordable Healthcare Products^®. Founded in 1887 as a packager of home remedies, we have

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Perrigo Company plc - Item 2

Executive Overview

built a unique business model that is best described as the convergence of a fast-moving consumer goods company, a high-quality pharmaceutical manufacturing organization and a world-class supply chain network. We are the world's largest manufacturer of over-the-counter (“OTC”) healthcare products and supplier of infant formulas for the store brand market. We also are a leading provider of branded OTC products throughout Europe and the U.S., as well as a leading producer of generic standard topical products such as creams, lotions, gels, as well as inhalants and injections ("extended topical") prescription drugs. We are headquartered in Ireland, and sell our products primarily in North America and Europe, as well as in other markets, including Australia, Israel and China.

Effective January 1, 2017, in addition to the segment change in the fourth quarter of 2016, we implemented certain changes to our reporting segments following the sale of the Tysabri^® royalty stream. As a result, beginning in the first quarter of fiscal year 2017, our reporting segments consist of CHCA, CHCI, RX and Other.

             Our reporting segments are as follows:

• Consumer Healthcare Americas ("CHCA"), comprises our U.S., Mexico and Canada consumer healthcare business (OTC, contract, infant formula and animal health categories).

• Consumer Healthcare International("CHCI"),comprises our legacy Branded Consumer Healthcare segment and now includes our consumer focused businesses in the U.K., Australia, and Israel. This segment also includes our U.K. liquid licensed products business.

• Prescription Pharmaceuticals("RX"),comprises our U.S. Prescription Pharmaceuticals business.

We also have an "Other" reporting segment which comprises our legacy Active Pharmaceutical Ingredients ("API") business,which does not meet the quantitative threshold required to be a separately reportable segment. For results by segment, see "Segment Results" below and Item 1. Note 18.

2017 Year-to-Date Highlights

• On February 27, 2017, we announced we were exploring strategic alternatives for our Israel API operations.

• On March 27, 2017, we announced the completed divestment of our Tysabri^® royalty stream, effective January 1, 2017, to Royalty Pharma for up to $2.85 billion, which consists of $2.2 billion in cash and up to $250.0 million and $400.0 million in milestone payments to us if the royalties on global net sales of Tysabri^® that are received by Royalty Pharma meet specific thresholds in 2018 and 2020, respectively. As a result of this transaction, we derecognized the Tysabri^® financial asset and recorded a $17.1 million gain.

• On April 6, 2017, we completed the divestment of our India API business to Strides Shasun Limited. As of December 31, 2016, the net assets of our India API business were classified as "held for sale" as discussed in Item 1. Note 9. The sale is not expected to have a material impact on our operations or result in a significant gain or (loss) when recorded in the second quarter of 2017.

• On April 7, 2017, we issued a notice of redemption to redeem all of the $600.0 million in aggregate principal amount of the outstanding 2.300% senior notes due November 8, 2018 (the “2.300% 2018 Notes”). On May 8, 2017, using proceeds from the sale of the Tysabri^® royalty stream, we redeemed all of the 2.300% 2018 Notes.

• On May 23, 2017, we repaid the €180.0 million ($196.0 million) 4.500% retail bonds with cash from operations.

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Perrigo Company plc - Item 2

Consolidated

RESULTS OF OPERATIONS

CONSOLIDATED

Recent Trends and Developments

• As discussed above under 2017 Year-to-Date Highlights, on March 27, 2017, we announced the completed divestment of our Tysabri^® royalty stream to Royalty Pharma.

• We continue to experience a significant reduction in pricing expectations from historical levels in our RX segment due to industry and competitive pressures. This softness in pricing is attributed to various factors, including increased focus from customers to capture supply chain productivity savings, low raw material commodity pricing, competition in specific products, and consolidation of certain customers. We expect this softness to continue to impact the segment for the foreseeable future, and we are forecasting a 9% - 11% pricing decline in this segment for year ending December 31, 2017.

Restructuring

On February 21, 2017, we approved a workforce reduction plan as part of a larger cost optimization strategy across the Company. We expect to reduce our global workforce by approximately 750 employees, which includes some actions already taken and 235 employees who have elected to participate in a voluntary early retirement program. This represents a reduction of approximately 14% of our global non-production workforce.  The changes to our workforce will vary by country, based on legal requirements and required consultations with works councils and other employee representatives, as appropriate.

In connection with this plan, we estimate that we will recognize total pre-tax restructuring charges of approximately $55.0 million to $65.0 million, consisting of one-time termination benefits, severance arrangements, and other termination costs. We expect to incur the majority of the remaining charges in 2017, with the remaining balance to be recognized during the first quarter of the year ending December 31, 2018.

Our cost optimization strategy is expected to yield approximately $130.0 million in savings per annum by mid-2018. This is in addition to the savings that our supply chain organization continues to generate for both our North American and International segments.

Consolidated Results

	Three Months Ended
($ in millions)	April 2, 2016			April 1, 2017
Net sales	$	1,347.3		$	1,194.0
Gross profit	$	533.1		$	464.4
Gross profit %	39.6%			38.9		%
Operating expenses	$	764.7		$	335.9
Operating expenses %	56.8		%	28.1		%
Operating income (loss)	$	(231.6	)	$	128.5
Operating income (loss) %	(17.2		)%	10.8		%
Tysabri® royalty stream	$	204.4		$	(17.1	)
Interest and other, net	$	54.1		$	49.8
Income tax expense	$	39.1		$	24.2
Net income (loss)	$	(529.2	)	$	71.6

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Perrigo Company plc - Item 2

Consolidated

The decrease in consolidated net sales for the three months endedApril 1, 2017 as compared to the prior year period was due to lower sales in the CHCA segment as a result of the sale of the VMS business in August 2016, lower sales in the CHCI segment due to the exit of certain distribution businesses, and lower sales in the RX segment driven by lower net sales of Entocort^®. Consolidated operating income for the three months endedApril 1, 2017 increased due primarily to the absence of asset impairment charges in the amount of $403.9 million taken in the prior year along with current year Abbreviated New Drug Application ("ANDA") sales within the RX segment, offset partially by restructuring charges discussed above. Further details and analysis of our financial results for the three months endedApril 1, 2017 and April 2, 2016 are provided below by reporting segment and line item.

CONSUMER HEALTHCARE AMERICAS

Recent Trends and Developments

• We have experienced a reduction in pricing expectations within our CHCA segment, primarily in the cough/cold, animal health, and analgesics categories due to various factors, including increased focus from customers to capture supply chain productivity savings and competition in specific product categories. We expect this pricing environment to continue to impact our CHCA segment for the foreseeable future.

• We completed the sale of the Animal Health pet treats plant fixed assets on February 1, 2017 and received $7.7 million in proceeds.

Segment Results

Three Month Comparison

	Three Months Ended
($ in millions)	April 2, 2016			April 1, 2017
Net sales	$	639.1		$	582.8
Gross profit	$	196.0		$	188.4
Gross profit %	30.7		%	32.3		%
Operating income	$	100.6		$	75.0
Operating income %	15.7		%	12.9		%

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Perrigo Company plc - Item 2

CHCA

Three Months EndedApril 1, 2017 vs. Three Months EndedApril 2, 2016

Net sales decreased$56.3 million, or 9%, over the prior year period due to:

• New product sales of $25.3 million related primarily to the launches of fluticasone nasal spray (store brand equivalent to Flonase^®) and nicotine replacement gum products; more than offset by

• Lower year-over-year sales of $47.1 million attributable to the U.S. VMS business, which was sold in August 2016;

• A net decrease in sales of existing products of $27.7 million due to:

• Strong sales in our cough/cold category and contract business; more than offset by

• Pricing pressures and lower volumes in the antacid and Animal Health categories;

• Lower volumes in the nicotine replacement and supply constraints in our infant nutrition category;

• Discontinued products of $5.0 million; and

• Unfavorable foreign currency movement of $2.0 million.

Operating income decreased$25.6 million, or 25%, as a result of:

• A decrease of $7.6 million in gross profit due to:

• Sale of the U.S. VMS business; offset partially by

• Margin contributions from new products and strong performance in the cough/cold category; and

• Continued manufacturing and supply chain efficiencies.

• An increase of $18.0 million in operating expenses due to:

• Increased restructuring expenses of $22.2 million related primarily to cost reduction initiatives; offset by

• Decreased research and development investments of $2.4 million due to timing of clinical trials; and

• Decreased selling and administrative expenses of $1.9 million.

CONSUMER HEALTHCARE INTERNATIONAL

Recent Trends and Developments

• As part of our strategic initiatives, management continues to drive improvements and evaluate the overall cost structures within our CHCI segment in the following ways:

• On December 8, 2016, we announced the cancellation of the unprofitable EuroGenerics NV distribution agreement in Belgium. The cancellation, combined with the exit of certain OTC distribution agreements, is expected to reduce net sales by approximately $220.0 million in 2017.

• We continue to make progress on our previously announced restructuring plans to right-size the Omega business due to the impact of market dynamics on sales volumes. Management continues to evaluate the overall cost structure relative to current and expected market dynamics. As of April 1, 2017, we recognized $2.9 million of restructuring expense in the CHCI segment.

• Management continues to evaluate the most effective business model for each country and has announced strategic evaluations for Russia and Argentina.

• The combination of these actions are expected to improve the segment's focus on higher value OTC products, reduce selling costs and improve operating margins in the segment.

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Perrigo Company plc - Item 2

CHCI

Segment Results

Three Month Comparison

	Three Months Ended
($ in millions)	April 2, 2016			April 1, 2017
Net sales	$	439.4		$	374.9
Gross profit	$	199.3		$	169.5
Gross profit %	45.4%			45.2		%
Operating income (loss)	$	(396.4	)	$	0.2
Operating income (loss) %	(90.2		)%	0.1		%

Three Months EndedApril 1, 2017 vs. Three Months EndedApril 2, 2016

Net sales decreased$64.5 million, or 15%, over the prior year period due to:

• New product sales of $19.6 million; more than offset by

• The cancellation of unprofitable distribution contracts with a year-over-year impact of $38.2 million;

• Unfavorable foreign currency movement of $20.4 million;

• Decreased sales volumes of existing products totaling $18.8 million due primarily to lower sales in Germany and Belgium; and

• Discontinued products of $8.4 million.

Operating income increased$396.6 million, as a result of:

• A decrease of $29.8 million in gross profit due to:

• Weaker performance in Germany and Belgium; and

• Unfavorable foreign currency effect; more than offset by

• A decrease of $426.4 million in operating expenses primarily due to:

• The absence of an intangible asset and goodwill impairment charges totaling $403.9 million recorded in the prior year period, refer to Item 1. Note 3 for additional information; and

• A decrease of advertising and promotional spending of $12.2 million due to previously announced strategic initiatives to better align promotional investments with sales.

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Perrigo Company plc - Item 2

RX

PRESCRIPTION PHARMACEUTICALS

Recent Trends and Developments

• We continue to experience a significant reduction in pricing expectations from historical levels in our RX segment due to industry and competitive pressures. This softness in pricing is attributed to various factors, including increased focus from customers to capture supply chain productivity savings, low raw material commodity pricing, competition in specific products, and consolidation of certain customers. We expect this softness to continue to impact the segment for the foreseeable future and we are forecasting a 9% - 11% pricing decline in this segment for year ending December 31, 2017.

• On November 10, 2016, we announced that as part of our portfolio review process we are conducting a comprehensive internal evaluation of the RX segment's market position, growth opportunities, and interdependencies with our manufacturing and shared service operations to determine if strategic alternatives should be explored.

• During the three months ended December 31, 2016, the U.S. market for our Entocort^® (Budesonide) capsules, including both brand and authorized generic capsules, experienced significant and unexpected increased competition, reducing our future revenue stream. We expect our 2017 net sales to be negatively effected by approximately $72.0 million.

• During the three months ended April 1, 2017, we sold various ANDAs for $21.8 million.

Segment Results

Three Month Comparison

	Three Months Ended
($ in millions)	April 2, 2016			April 1, 2017
Net sales	$	248.2		$	217.4
Gross profit	$	127.9		$	96.3
Gross profit %	51.5		%	44.3		%
Operating income	$	91.4		$	88.2
Operating income %	36.8		%	40.5		%

Three Months EndedApril 1, 2017 vs. Three Months EndedApril 2, 2016

Net sales decreased$30.8 million, or 12%, due to:

• New product sales of $16.5 million due primarily to Benzoyl Peroxide 5%-Clindamycin 1% gel (a generic version of Benzaclin™); more than offset by

• Lower Entocort^® sales of $25.2 million; and

• Decreased sales of other existing products of $22.0 million due primarily to price erosion compared to the prior year.

Segment operating income decreased$3.2 million, or 4%, as a result of:

• A decrease of $31.6 million in gross profit due primarily to the pricing pressure and lower Entocort^® sales noted above; offset partially by

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Perrigo Company plc - Item 2

RX

• A decrease of $28.4 million in operating expenses due primarily to sales of certain ANDAs for $21.8 million partially offset by $5.6 million of restructuring expenses related to the specialty pharma sales force.

OTHER

Recent Trends and Developments

On February 27, 2017, we announced we were exploring strategic alternatives for our Israel API operations.

On April 6, 2017, we completed the divestment of our India API business to Strides Shasun Limited. As of December 31, 2016, the net assets of our India API business were classified as "held for sale" as discussed in Item 1. Note 9. The sale is not expected to have a material impact on our operations or result in a significant gain or (loss) when recorded in the second quarter of 2017.

Segment Results

Three Month Comparison

	Three Months Ended
($ in millions)	April 2, 2016			April 1, 2017
Net sales	$	20.6		$	18.9
Gross profit	$	9.9		$	10.2
Gross profit %	47.9		%	54.0		%
Operating income	$	5.5		$	5.7
Operating income %	26.3		%	30.1		%

Three Months EndedApril 1, 2017 vs. Three Months EndedApril 2, 2016

Net sales decreased $1.7 million due primarily to increased competition on certain products. Operating income increased $0.2 million, driven by increased margin due to favorable product mix.

Unallocated Expenses

Unallocated expenses are comprised of certain corporate services not allocated to our reporting segments and are recorded above Operating income on the Condensed Consolidated Statements of Operations. Unallocated expenses were as follows (in millions):

Three Months Ended
April 2, 2016		April 1, 2017
$	31.3	$	40.6

The increase in unallocated expenses was due to an increase of $13.3 million administrative expenses driven by legal and other professional fees and $5.6 million of restructuring expenses related to ourcost reduction initiatives partially offset by a decrease in share-based compensation expenses of $9.6 million driven by the departure of certain executives. Effective January 1, 2017, due to the sale of the Tysabri^® financial asset, all legal expenses associated with the former Specialty Sciences segment were moved to unallocated expenses.

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Perrigo Company plc - Item 2

Unallocated, Interest, Other, and Taxes

Interest, Other and Tysabri^® Royalty Stream (Consolidated)

	Three Months Ended
($ in millions)	April 2, 2016		April 1, 2017
Tysabri® royalty stream	$	204.4	$	(17.1	)
Interest expense, net	$	51.2	$	53.3
Other (income) expense, net	$	2.5	$	(3.5	)
Loss on extinguishment of debt	$	0.4	$	—

Tysabri^® Royalty Stream

We accounted for the Tysabri^® royalty stream as a financial asset and had elected to use the fair value option model. We made the election to account for the Tysabri^® financial asset using the fair value option as we believed this method was most appropriate for an asset that did not have a par value, a stated interest stream, or a termination date. The financial asset acquired represented a single unit of accounting. The fair value of the financial asset acquired was determined by using a discounted cash flow analysis related to the expected probability weighted future cash flows to be generated by the royalty stream. The financial asset was classified as a Level 3 asset within the fair value hierarchy, as our valuation utilized significant unobservable inputs, including industry analyst estimates for global Tysabri^® sales, probability weighted as to the timing and amount of future cash flows along with certain discount rate assumptions. Cash flow forecasts included the estimated effect and timing of future competition, considering patents in effect for Tysabri^® through 2024 and contractual rights to receive cash flows into perpetuity. The discounted cash flows were based upon the expected royalty stream forecasted into perpetuity using a 20-year discrete period with a declining rate terminal value.

In the first quarter of 2016, a competitor's pipeline product, Ocrevus^®, received breakthrough therapy designation from the FDA. Breakthrough therapy designation is granted when a drug intended alone or in combination with one or more other drugs to treat a serious or life threatening disease or condition and preliminary clinical evidence indicates that the drug may demonstrate substantial improvement over existing therapies on one or more clinically significant endpoints, such as substantial treatment effects observed early in clinical development. In June 2016, the FDA granted priority review with a target action date in December 2016. A priority review is a designation when the FDA will direct overall attention and resources to the evaluation of applications for drugs that, if approved, would be significant improvements in the safety or effectiveness of the treatment, diagnosis, or prevention of serious conditions when compared to standard applications. The product was approved in the first quarter of 2017. The product is expected to compete with Tysabri^®, and we expected it to have a significant negative impact on the Tysabri^® royalty stream. Although the product has not launched, industry analysts believe that, based on released clinical study information, Ocrevus^® will compete favorably against Tysabri^® in the relapsing, remitting multiple sclerosis market segment due to its high efficacy and convenient dosage form.

Given the new market information for Ocrevus^®, using industry analyst estimates we reduced our first ten year growth forecasts from an average of growth of approximately 3.4% in the fourth calendar quarter of 2015 to an average decline of approximately minus 2.0% in the third and fourth calendar quarters of 2016. In November 2016, we announced we were evaluating strategic alternatives for the Tysabri^® asset. As of December 31, 2016, the financial asset was adjusted based on the strategic review and sale process. These effects, combined with the change in discount rate each quarter, led to a reduction in fair value of $204.4 million, $910.8 million, $377.4 million and $1.1 billion in the first, second, third and fourth quarters of 2016, respectively.

On March 27, 2017, we announced the completed divestment of our Tysabri^® royalty stream to Royalty Pharma for up to $2.85 billion, which consists of $2.2 billion in cash and up to $250.0 million and $400.0 million in milestone payments if the royalties on global net sales of Tysabri^® that are received by Royalty Pharma meet specific thresholds in 2018 and 2020, respectively. As a result of this transaction, we transferred the entire financial asset to Royalty Pharma and recorded a $17.1 million gain during the three months ended April 1, 2017. We elected the fair value option for the contingent milestone payments, and these were recorded at an estimated fair value of $184.5 million as of April 1, 2017. We elected to account for the Royalty Pharma contingent milestone payments using the fair value option as we believe that this will provide investors with the expected value we could potentially receive under the two contingent milestones receivable which would help them understand the potential future cash

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Perrigo Company plc - Item 2

Unallocated, Interest, Other, and Taxes

flows we might receive in future periods. We valued the contingent milestone payments using a modified Black-Scholes Option Pricing Model ("BSOPM"). Key inputs in the BSOPM are the estimated volatility and rate of return of royalties on global net sales of Tysabri^® that are received by Royalty Pharma over time until payment of the contingent milestone payments is completed. Volatility and the estimated fair value of the milestones have a positive relationship such that higher volatility translates to a higher estimated fair value of the contingent milestone payments. We assumed volatility of 30.0% and a rate of return of 8.05% in the valuation of contingent milestone payments performed as of April 1, 2017. We will reassess volatility and rate of return inputs quarterly by analyzing certain market volatility benchmarks and the risk associated with Royalty Pharma achieving the underlying projected royalties. Refer to Item 1. Note 6 for additional information.

Interest Expense, Net

Interest expense, net remained relatively flat year over year. See the "Borrowings and Capital Resources" section below and Item 1. Note 10 for more information.

Other (Income) Expense, Net

Other (income) expense, net was $3.5 million of income during the three months ended April 1, 2017, compared to $2.5 million of expense for the three months ended April 2, 2016. The $6.0 million improvement was due primarily to $2.5 million of favorable changes in cash balances held in foreign currencies and a $2.4 million reduction in equity method losses.

Income Taxes (Consolidated)

The effective tax rate for the three months endedApril 1, 2017 was 25.3% on net income reported in the period compared to 8.0% on a net loss for the three months endedApril 2, 2016. The tax rate for the three months endedApril 2, 2016 was impacted by the effects of the jurisdictional mix of income estimated in future periods used in the annual effective tax rate computation. The result of net income in jurisdictions with lower tax rates in future periods creates an estimated annual effective tax benefit compared to estimated annual net income, thereby creating a negative tax rate.

Our tax rate is subject to adjustment over the balance of the fiscal year 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 based on differing interpretations of the applicable 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.

In the United States, the Internal Revenue Service ("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 adjustments, including transfer pricing adjustments. The statutory notice of deficiency's adjustments for fiscal years 2009 and 2010 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 statutory notice of deficiency. To contest the IRS's adjustments, in January 2015 we paid the incremental tax obligation (a prerequisite to contesting the proposed adjustments in U.S. district court), and in June 2015, we filed an administrative request for a refund with the IRS. The payment was recorded during the three months ended March 28, 2015 as a deferred charge on the balance sheet given our

41

Perrigo Company plc - Item 2

Unallocated, Interest, Other, and Taxes

anticipated action to recover this amount. The IRS subsequently denied our request for a refund. We anticipate filing a complaint in U.S. district court claiming a refund of the paid amounts prior to August 2017.

The IRS issued a statutory notice of deficiency on April 20, 2017 for the IRS audits of our fiscal years ended June 25, 2011 and June 30, 2012. While we agreed to certain adjustments with respect to these years in October 2016 and made minimal associated payments, the statutory notice of deficiency asserted various additional adjustments, including transfer pricing adjustments. The statutory notice of deficiency for fiscal years 2011 and 2012 asserted an incremental tax obligation of approximately $74.2 million, inclusive of interest and penalties. We disagree with the IRS's positions asserted in this notice. In anticipation of contesting the IRS's adjustments, in May 2017 we paid the incremental tax obligation (a prerequisite to contesting the proposed adjustments in U.S. District Court) and expect to file an administrative request for a refund. The payment will be recorded in the second quarter of the year ending December 31, 2017 as a deferred charge on the balance sheet given our anticipated action to recover this amount.

We received notices of proposed adjustments on December 22, 2016 for the IRS audit of Athena Neurosciences, Inc., a subsidiary of Elan Corporation plc, which Perrigo acquired in December 2013, for the years ended December 31, 2011 and December 31, 2012. We disagree with the IRS’s positions asserted in the notices of proposed adjustments and intend to contest them. Additionally, examination of transfer pricing positions is ongoing.

Unfavorable resolutions of the audit matters discussed above could have a material impact on our consolidated financial statements in future periods.

We have ongoing audits in multiple other jurisdictions the resolution of which remains uncertain. These jurisdictions include, but are not limited to, the United States, Israel and Belgium. The IRS notified us in January 2017, that it will be auditing our fiscal years ended June 29, 2013 and June 28, 2014. The Israel Tax Authority is currently auditing our fiscal years ended June 29, 2013 and June 28, 2014. In the fourth quarter of the year ended December 31, 2016, the Belgium Tax Authority proposed minimal adjustments for the years ending December 31, 2013 and December 31, 2014.

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 the 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

42

Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

impacting the institutions’ credit rating or capital ratios, these lenders may be unable or unwilling to lend money pursuant to our existing credit facilities.

Consistent with our investment grade philosophy, we intend to pay down a portion of our outstanding indebtedness during 2017 using the proceeds from the sale of our Tysabri^® royalty stream completed on March 27, 2017.

Operating Activities

	Three Months Ended
	April 2, 2016			April 1, 2017			Increase/(Decrease)
Cash Flows From (For) Operating Activities
Net income (loss)	$	(529.2	)	$	71.6		$	600.8
Non-cash adjustments	556.2			95.8			(460.4		)
Subtotal	27.0			167.4			140.4
Increase (decrease) in cash due to:
Accounts receivable	17.3			50.1			32.8
Inventories	4.4			0.5			(3.9		)
Accounts payable	(3.2		)	2.5			5.7
Payroll and related taxes	(37.4		)	(10.1		)	27.3
Accrued customer programs	(81.7		)	(32.7		)	49.0
Accrued liabilities	(12.8		)	2.3			15.1
Accrued income taxes	185.7			41.4			(144.3		)
Other	(0.8		)	(26.9		)	(26.1		)
Subtotal	$	71.5		$	27.1		$	(44.4	)
Net cash from (for) operating activities	$	98.5		$	194.5		$	96.0

We generated $194.5 million of cash from operating activities during the three months endedApril 1, 2017, a $96.0 millionincrease over the prior year period, due primarily to the following:

• Increased net earnings after adjustments for items such as deferred income taxes, impairment charges, restructuring charges, changes in the fair value of the Tysabri^® royalty stream, and depreciation and amortization;

• Changes in accrued customer-related programs due to the pricing dynamics in the RX segment;

• Changes in accounts receivable due to timing of receipt of payments; and

• Changes in payroll and related taxes due primarily to the severance expenses related to restructuring activities; offset primarily by

• Changes in accrued income taxes due primarily to the effects of the annual effective tax rate computation impacts in the current quarter.

43

Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

Investing Activities

Cash generated from investing activities totaled $2.3 billion for the three months endedApril 1, 2017, compared to cash used of $368.7 million in the prior year period. The inflow in the current year was due primarily to the completed divestment of our Tysabri^® royalty stream to Royalty Pharma, for which we received $2.2 billion in cash at closing. ReferItem 1. Note 6 for additional details. The outflow in the prior year was due primarily to the Tretinoin Products acquisition, which used $416.4 million in cash. Refer toItem 1. Note 2for additional details. Cash used for capital expenditures totaled $22.0 million during the three months endedApril 1, 2017 compared to $34.7 million in the prior period year. The decrease in cash used for capital expenditures over the prior year period was due primarily to several large infrastructure projects nearing completion.

Financing Activities

Cash used for financing activities totaled $37.2 million for the three months endedApril 1, 2017, compared to $437.4 million of cash generated for the comparable prior year period. In the current year period, cash used for financing included $13.6 million of repayments on long-term debt, as well as $23.0 million paid in dividends. In the prior year period, the cash generated from financing activities was due primarily to borrowings of $1.2 billion of long-term debt, offset in part by net repayments on our revolving credit agreements and other short-term financing of $715.9 million. For more information see "Borrowings and Capital Resources" below and Item 1. Note 10.

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 1, 2017. 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.

44

Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

Borrowings and Capital Resources

Overdraft Facilities

We may use overdraft facilities to increase the efficiency of our cash utilization and to meet our short-term liquidity needs. We repaid the balances outstanding under our overdraft facilities during the year endedDecember 31, 2016, but retain the ability to use the facilities in our day-to-day cash operations. There were no balances outstanding under the facilities at April 1, 2017 and December 31, 2016.

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, and interest is calculated at the applicable EUR LIBOR rate plus 70 basis points. The total amount factored on a non-recourse basis and excluded from accounts receivable were $19.3 million and $50.7 million at April 1, 2017 and December 31, 2016, 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"). On March 15, 2016, we used the proceeds of the long-term debt issuance described below 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 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 to repay the $435.0 million then outstanding under the 2014 Revolver. There were no borrowings outstanding under the 2014 Revolver as of April 1, 2017.

Term Loans and 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, which were used to repay the amounts outstanding under the 2015 Revolver and 2014 Revolver mentioned above.

45

Perrigo Company plc - Item 2

Financial Condition, Liquidity and Capital Resources

We had $5.4 billion and $5.4 billion outstanding under our notes and bonds, and $412.9 million and $420.7 million outstanding under our term loan, as of April 1, 2017 and December 31, 2016, respectively. On September 29, 2016, we repaid the $500.0 million outstanding under the 1.300% 2016 Notes.

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, and we entered into a $300.0 million term loan tranche maturing December 18, 2015, which we repaid in full on June 25, 2015. During the three months endedApril 1, 2017, we made $13.3 million in scheduled principal payments on the euro-denominated term loan.

We entered into amendments to the 2014 Revolver and the 2014 Term Loan providing for additional time to deliver certain financial statements, as well as the modification of certain financial and other covenants. We entered into additional amendments to the 2014 Revolver and the 2014 Term Loan to modify provisions of such agreements necessary as a result of the correction in accounting related to the Tysabri^® royalty stream, as well as waivers of any default or event of default that may arise from any restatement of or deficiencies in our financial statements for the periods specified in such amendments and waivers. No default or event of default existed prior to entering into these amendments and waivers. We are in compliance with all covenants under the 2014 Revolver and the 2014 Term Loan as of the date of this Quarterly Report on Form 10-Q.

As a result of the filing of this Quarterly Report on Form 10-Q, as of the filing date we are in compliance with all covenants, including the financial statement delivery obligations, under the 2013 Indenture and 2014 Indenture. See Item 1. Note 10 for more information on all of the above debt facilities.

Credit Ratings

Our credit ratings on April 1, 2017 were Baa3 (negative) and BBB- (stable) by Moody's Investors Service and Standard and Poor's Global Ratings, respectively.

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

There were no material changes in contractual obligations as of April 1, 2017 from those provided in our 2016 Form 10-K.

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 Annual Report on Form 10-K for the year ended December 31, 2016.

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 1, 2017. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective as of April 1, 2017 because of the material weaknesses in our internal control over financial reporting described below.

46

Perrigo Company plc - Item 4

Controls and Procedures

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 the Effectiveness of Internal Control over Financial Reporting

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”).

Tysabri^® Contingent Payments

We acquired the Tysabri^® royalty stream in our acquisition of Elan Pharmaceuticals plc (“Elan”) in December 2013, and at the time of the acquisition concluded that the right to receive quarterly royalty payments from Biogen, Inc. should be an intangible asset and such payments recognized as revenue in our financial statements. As discussed in Item 4.02 of our Form 8-K filed on April 25, 2017, during the 2016 year-end close process, and in anticipation of our potential sale of the Tysabri^® royalty rights and the 2018 adoption of ASC 606 Revenue from Contracts with Customers, we re-evaluated the historical classification of the Tysabri^® royalty stream as an intangible asset and concluded that it should have been reflected in the financial statements as a financial asset as of its 2013 acquisition date. As part of this evaluation, management determined that its control over the review of the application of the accounting guidance in ASC 805 Business Combinations did not operate effectively in the appropriate identification of the assets acquired and liabilities assumed in connection with the Elan acquisition in December 2013.All of our originally filed financial statements through the filing of the Form 10-Q for the quarter ended October 1, 2016, as originally filed on November 10, 2016, included the disclosure of the Elan acquisition with the Tysabri^® royalty stream presented as an intangible asset. In addition, due to the fact that the asset was historically classified as an intangible asset, we did not design or implement controls around the fair value accounting for the Tysabri^® royalty stream as a financial asset, so these controls were not in place at any quarter end subsequent to the acquisition, including the date of the quarterly and annual assessment of internal control. Accordingly, management concluded that these control deficiencies represent material weaknesses.

Income Taxes

Management has determined that we did not design or maintain effective management review controls related to our (1) evaluation of non-routine transactions that impact our effective tax rate on an annual and interim basis and (2) determination of our deferred taxes in connection with business combinations.

During our quarterly and annual fiscal 2016 close processes, management determined that the design and operating effectiveness of our controls around the evaluation of non-routine events did not operate appropriately. As disclosed in our Form 10-Q for the quarterly period ended April 2, 2016, our management review controls did not operate at a sufficient level of precision to ensure interim income taxes were properly recorded and disclosed in our condensed consolidated financial statements in connection with the recording of an indefinite-lived intangible asset impairment and estimated goodwill impairment as part of the Company’s controls to evaluate non-routine events that occur during a quarterly period and the related income tax impacts. These control deficiencies resulted in a material misstatement in income taxes in the preliminary financial statements for the quarter ended April 2, 2016. Additionally, these controls remained unremediated at April 1, 2017, as in February 2017, we identified that these controls did not appropriately evaluate the need for a valuation allowance. ASC 740, Income Taxes, requires a company to record a valuation allowance to reduce a deferred tax asset to its net realizable value. Our controls related to consideration of non-routine transactions or events were not designed and did not operate appropriately and identify whether a valuation allowance was needed as they did not identify that we entered into a three year cumulative loss and did not consider the positive and negative evidence in evaluating the potential sources of taxable income in determining whether a valuation allowance was required in the consolidated financial statements.

In February 2017, management identified the existence of tax basis in certain acquired intangible assets (“tax amortization benefits”) that existed at the time of the acquisition of Omega Pharma Invest N.V. (“Omega”) on March 30, 2015. Upon evaluating the tax amortization benefits, management concluded that the purchase

47

Perrigo Company plc - Item 4

Controls and Procedures

accounting for Omega should have included the tax basis in the intangible assets in calculating the deferred tax liability in the opening balance sheet. This omission of existing tax basis in calculating the deferred tax liability on the acquisition date indicated that management’s review over the opening balance sheet deferred income tax accounts was not designed or operating appropriately.

Accordingly, management concluded that these control deficiencies represent material weaknesses.

Impairment

In connection with our long-lived asset impairment testing, management determined that the controls around the identification of the relevant asset group under ASC 360, Impairment and Disposal of Long-lived Assets, did not operate effectively. In determining the level to evaluate the long-lived assets in our Animal Health reporting unit for impairment testing, we inappropriately grouped the assets that constituted the asset group in applying the guidance in ASC 360.

Accordingly, management concluded that this control deficiency represented a material weakness.

Remediation Plan for the Material Weaknesses

We are committed to remediating the control deficiencies that gave rise to the material weaknesses described above. Management is responsible for implementing changes and improvements to internal control over financial reporting and for remediating the control deficiencies that gave rise to the material weaknesses.

To remediate the material weakness in internal control over financial reporting related to the acquisition of the Tysabri^® royalty rights, we have begun, with oversight from the Audit Committee, to:

• Review the processes and controls in place related to our application of ASC 805 to enhance the effectiveness of the design and operation of those controls to identify assets acquired and liabilities assumed; and

• Evaluate and enhance management review controls related to business acquisitions.

In addition, following our identification of misstatements in certain of our previous financial statements, we designed and initiated certain controls around the accounting for the Tysabri^® royalty stream as a financial asset. These controls that we are implementing include: (1) review procedures related to the fair value estimation process, such as the use of relevant data and key assumptions utilized in the projections of future cash flows and calculation of discount rates and (2) management review controls over key assumptions and methodologies used in the calculations.

Until the remediation actions are fully implemented and the design and operating effectiveness of related internal controls is validated through testing, the material weaknesses described above will continue to exist.

To remediate the material weaknesses in internal control over financial reporting related to income taxes, we plan, with oversight from the Audit Committee, to continue to:

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

• Evaluate the design and operating effectiveness of our controls related to income taxes for business acquisitions and non-routine transactions on an interim and annual basis;

• Enhance monitoring activities related to income taxes; and

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

We expect to implement the remediation actions in 2017. Until the remediation actions are fully implemented and the operational effectiveness of related internal controls is validated through testing, the material weaknesses described above will continue to exist.

To remediate the material weakness in internal control over financial reporting related to the identification of assets groups as part of our impairment testing, we plan, with oversight from the Audit Committee, to:

48

Perrigo Company plc - Item 4

Controls and Procedures

• Review the design and operation of our controls related to asset group determination in our impairment process on an interim and annual basis; and

• Evaluate and enhance the management review controls related to impairment

We expect to implement the remediation actions in 2017. Until the remediation actions are fully implemented and the operational effectiveness of related internal controls is validated through testing, the material weaknesses 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 weaknesses identified. We intend to review each of the identified material weaknesses and add resources and improve our processes to achieve and maintain a strong control environment. 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 1, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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 Annual Report on Form 10-K for the year ended December 31, 2016 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-K, other than described below.

We identified material weaknesses 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.

In connection with our review of certain material misstatements related to the characterization of the Tysabri^® royalty stream acquired in the Elan transaction, as well as material misstatements related to the calculation of deferred tax liabilities that existed at the time of the acquisition of Omega, and the evaluation of long-lived assets in our Animal Health reporting unit for impairment testing, in each case contained in certain of our historical financial statements, we concluded that there were material weaknesses in our internal control over financial reporting that contributed to those misstatements. As a result of the material weaknesses, which existed at December 31, 2016 and remained at April 1, 2017, we have concluded that we did not maintain, in all material respects, effective internal control over financial reporting as of December 31, 2016 or April 1, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). The failure to maintain effective control over financial reporting in turn resulted in material deficiencies in our disclosure controls and procedures.

We have identified and begun the implementation of actions, and continue to identify and implement, actions to improve the effectiveness of our internal control over financial reporting and disclosure controls and procedures, but there can be no assurance that such remediation efforts will be successful. We have also incurred and will continue to incur substantial accounting, legal, consulting, and other costs in connection with identifying and remediating the material weaknesses. Failure to remediate the material weaknesses could have a negative impact on our business and the market for our ordinary shares. For more information on our material weaknesses and the status of our remediation efforts, See Part I, Item 4 - Controls and Procedures.

49

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 the Company’s Registration Statement on Form S-8 filed on December 19, 2013).
3.2	Memorandum and Articles of Association of Perrigo Company plc, as amended (incorporated by reference from Exhibit 3.2 to the Company’s Transition Report on Form 10-KT filed on February 25, 2016).
10.1	Perrigo Company plc Change in Control Severance Policy for U.S. Employees, as amended and restated effective February 5, 2017 (filed herewith).
10.2	Perrigo Company plc U.S. Severance Policy, as amended and restated effective February 6, 2017 (filed herewith).
10.3	Form of Performance-Based Restricted Sock Unit Award Agreement under the Company's 2013 Long-term Incentive Plan (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 Ronald L. Winowiecki, Acting 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.
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.

50

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 30, 2017	By: /s/ John T. Hendrickson
		John T. Hendrickson
		Chief Executive Officer
		(Principal Executive Officer)
Date:	May 30, 2017	By: /s/ Ronald L. Winowiecki
		Ronald L. Winowiecki
		Acting Chief Financial Officer
		(Principal Accounting and Financial Officer)

51

EX-10.1

EXHIBIT 10.1

PERRIGO COMPANY PLC

CHANGE IN CONTROL SEVERANCE POLICY FOR U.S. EMPLOYEES

Amended and Restated Effective February 5, 2017

ARTICLE I
INTRODUCTION

Perrigo Company plc (the “Company”) established the Perrigo Company plc Change in Control Severance Policy for U.S. Employees (the “Policy”) effective June 22, 2015, for the benefit of certain “Eligible Employees” of the Company and certain specified Affiliates, and amended and restated the Policy effective November 12, 2015 and June 14, 2016. Effective February 5, 2017, the Policy is being amended and restated in its entirety as set forth herein.

The Policy is intended to apply to “Eligible Employees” as described herein. The Policy shall be binding on any successor to all or substantially all of the Company's assets or business. Except as otherwise provided herein, the Policy supersedes any prior formal or informal severance plans, programs or policies of the Company or its Affiliates providing for change in control severance pay and benefits for Eligible Employees.

ARTICLE II

DEFINITIONS

2.1“Act” means the Irish Companies Act 1963, as amended from time to time. References to any provision of the Act shall be deemed to include successor provisions thereto and regulations thereunder.

2.2“Affiliate” means any member of the group of corporations, trades or businesses or other organizations comprising the “controlled group” with the Company under Code Section 414.

2.3“Basic Severance Policy” means the Perrigo Company U.S. Severance Policy as amended and restated effective June 14, 2016.

2.4“Cause” means (a) the Employee is convicted of a felony; (b) the Employee’s breach of any material duty or obligation imposed upon the Employee by the Company or any Affiliate that results in material, demonstrable harm to the Company or any Affiliate; or (c) the Employee divulges the Company’s or any Affiliate’s confidential information or breaches or causes the breach of any confidentiality agreement to which the Employee, the Company, or any Affiliate is a party.

2.5“Change in Control” means:

(a)The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if more than fifty percent (50%) of the combined voting power of the continuing or surviving entity's issued shares or securities outstanding immediately after such merger, consolidation or other reorganization is owned by persons who were not shareholders of the Company immediately prior to such merger, consolidation or other reorganization;

(b)The sale, transfer or other disposition of all or substantially all of the assets of the Company;

(c)Individuals who as of the effective date of the Policy constitute the Board of Directors of the Company (the “Incumbent Directors”) cease for any reason, including, without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board of Directors of the Company; provided, however, that any individual who becomes a director of the Company subsequent to the above date shall be considered an Incumbent Director if such person’s election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors; but, provided further that any such person whose initial assumption of the office is in connection with an actual or threatened solicitation of proxies or consents by or on behalf of a person other than the Board of Directors of the Company (such actual or threatened solicitation, a “Proxy Solicitation”), including by reason of agreement intended to avoid or settle any such actual or threatened contest or solicitation, shall not be considered an Incumbent Director; but providedfurther, if the service of an Incumbent Director (the “Former Incumbent Director”) as a member of the Board of Directors of the Company terminates other than in connection with a Proxy Solicitation, if within 60 days of such termination a new director is appointed with the approval of a majority of the remaining Incumbent Directors, such new director shall be considered an Incumbent Director and a Change in Control under the Policy shall not be considered to have occurred as a result of the termination of the Former Incumbent Director (it being understood that if the requirements of this proviso are not satisfied, a Change in Control shall be considered to have occurred as of the termination of the Former Incumbent Director);

(d)A transaction as a result of which a person or company obtains the ownership directly or indirectly of the ordinary shares in the Company carrying more than fifty percent (50%) of the total voting power represented by the Company’s issued share capital in pursuance of a compromise or arrangement sanctioned by the court under section 201 of the Act or becomes bound or entitled to acquire ordinary shares in the Company under section 204 of the Act; or

(e)Any transaction as a result of which any person becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing at least fifty percent (50%) of the total voting power represented by the Company’s then outstanding voting securities (e.g., issued shares). For purposes of this subsection (e), the term “person” shall have the same meaning as when used in sections 13(d) and 14(d) of the Exchange Act but shall exclude (i) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of any subsidiary of the Company, and (ii) a company owned directly or indirectly by the shareholders of the Company in substantially the same proportions as their ownership of the ordinary shares of the Company.

2.6A “Change in Control Severance Event” means (i) the Eligible Employee’s involuntary termination from employment by the Employer or any successor thereto on or after a Change in Control and prior to the two (2) year anniversary of the Change in Control, or (ii) the Eligible Employee’s voluntary termination from employment on or after a Change in Control and prior to the two (2) year anniversary of the Change in Control due to a Relocation or a Significant Reduction in Scope or Base Compensation that occurs during such two (2) year period.

2.7“Code” means the Internal Revenue Code of 1986, as amended.

2.8“Company” means Perrigo Company, plc.

2.9“Comparable Position” means a position either with the Company or any of its Affiliates or with a successor or transferee of all or a part of the business of the Company or Affiliate, on terms which do not cause a Significant Reduction in Scope or Base Compensation and do not entail a Relocation.

2.10“Confidential Information” means confidential, trade secret, or proprietary information, or any other information, knowledge or data of the Company or any Affiliate that is not publicly available, or that of any third parties obtained by an Employee during his/her period of employment with the Company or any Affiliate. Such Confidential Information includes, but is not limited to, secret or confidential matters (i) of a technical nature, such as, but not limited to, methods, know-how, formulas, compositions, processes, discoveries, machines, inventions, computer programs and similar items or research projects, (ii) of a business nature, such as, but not limited to, information about costs, purchasing profits, marketing, sales or lists of customers, and (iii) pertaining to future developments, such as, but not limited to, research and development or future marketing or merchandising. If an Eligible Employee entered into a separate confidentiality or proprietary rights agreement with the Company or any Affiliate, the term “Confidential Information” for purposes of this Policy shall have the meaning ascribed to any such term or concept as it is defined under, or used in, the separate agreement.

2.11“Eligible Employee” means each Employee who is not (i) governed by a collective bargaining agreement between the Company or any Affiliate and employee representatives; (ii) holds the position of Chief Executive Officer and is covered by a written employment agreement that contains a severance provision or is covered by a written severance agreement (for the duration of that agreement); (iii) classified as “temporary,” including without limitation, anyone classified as an “intern” or “co-op”; (iv) a consultant; (v) a “leased employee” as defined in Code Section 414(n); or (vi) a person performing services for an Employer on a contract basis or as an independent contractor or consultant or through a purchase order, supplier agreement or any other form of agreement that the Employer enters into for services, regardless of whether any of the above such individuals set forth in (iv), (v) or (vi) are subsequently determined by the Internal Revenue Service, the U.S. Department of Labor or a court to be Employees.

2.12“Employee” means any employee of an Employer who is regularly scheduled to work thirty-five (35) hours or more per calendar week for the Employer.

2.13“Employer” means each U.S. Affiliate of the Company.

2.14“Exchange Act” means the Securities Exchange Act of 1934, as amended.

2.15“Involuntary Termination” means the involuntary termination of an Eligible Employee’s employment by the Employer. The term Involuntary Termination includes (i) a termination effective when the Eligible Employee exhausts a leave of absence during, or at the end of, a WARN Notice Period, and (ii) a situation where an Eligible Employee on an approved leave

of absence during which the Employee's position is protected under applicable law (e.g., a leave under the Family Medical Leave Act), returns from such leave, and cannot be placed in employment with the Employer.

2.16“Policy” means the Perrigo Company plc Change in Control Severance Policy for U.S. Employees as set forth herein and as the same may be amended from time to time.

2.17“Relocation” means a material change in the geographic location at which the Eligible Employee is required to perform services. Such change in an Eligible Employee’s primary job site will be considered material if (i) for Eligible Employees other than field-based sales representatives (or similar field-based positions), the new location increases the Eligible Employee’s commute between home and primary job site by at least thirty (30) miles, or (ii) in the Administrator’s reasonable opinion, the new location requires that the Eligible Employee move his/her home to a new location at least thirty (30) miles away from the Eligible Employee’s home immediately prior to the change.

2.18“Severance Date” means the final day of employment with the Employer which date shall be communicated in writing by the Employer to the Employee.

2.19“Significant Reduction in Scope or Base Compensation” means a material diminution in the Eligible Employee’s authority, duties or responsibilities or a material diminution in the Eligible Employee’s base compensation or incentive compensation opportunities. In the event of a Relocation or a Significant Reduction in Scope or Base Compensation, the Eligible Employee must provide his/her Employer with written notice within ninety (90) days after the occurrence of such event. The Employer shall then have thirty (30) days to cure such event. In the event the Employer fails to cure the event within the thirty (30) day period, the Eligible Employee’s Severance Date shall occur on the thirty-first (31st) day following the Employer’s receipt of such written notice. In the case of Employees who hold the positions set forth on Exhibit A as of a Change in Control (or any successor position, should the position or the title associated with the position change prior to a Change in Control), a “Significant Reduction in Scope of Base Compensation” shall be deemed to have occurred if the ordinary shares of the Company cease to be publicly traded following its acquisition by or merger into another person, entity or group, and the applicable Employee is not appointed to a corresponding position with the acquirer or entity resulting from such merger or, if applicable, the ultimate parent of such entity.

2.20“Triggering Event” means an Involuntary Termination, Relocation or Significant Reduction in Scope or Base Compensation.

2.21“WARN Act” means the Worker Adjustment and Retraining Notification Act.

2.22“WARN Notice Date” means the date the Employer is required to notify an Eligible Employee pursuant to the WARN Act or similar state law that he/she is to be terminated from employment with the Employer in conjunction with a “plant closing” or “mass layoff” as described in the WARN Act or similar state law.

2.23“WARN Notice Period” means the sixty (60) consecutive calendar day period, or other applicable period under similar state law, commencing on an Eligible Employee's WARN Notice Date.

ARTICLE III

ELIGIBILITY

3.1Conditions of Eligibility. To be eligible for benefits as described in Article V, the Eligible Employee must (i) remain an Employee through the Severance Date, (ii) through the Severance Date, fulfill the normal responsibilities of his/her position, including meeting regular attendance, workload and other standards of the Employer, as applicable, and (iii) submit the signed Waiver and Release Agreement required by the Administrator on, or within forty-five (45) days after, his/her Severance Date or receipt of the Waiver and Release Agreement (whichever occurs later) and not revoke the signed Waiver and Release Agreement.

3.2Conditions of Ineligibility. An otherwise Eligible Employee shall not receive severance pay or severance benefits under the Policy if:

(a)the Employee ceases to be an Eligible Employee as defined by the Policy, other than as a result of a Change in Control Severance Event;

(b)the Employee terminates employment with the Employer by reason of death;

(c)the Employee terminates employment with the Employer for Cause as defined in Article II;

(d)the Employee terminates employment with the Employer through job abandonment;

(e)other than as set forth in Section 2.15(ii), the individual is no longer an Employee and is receiving long-term disability benefits from the Employer (as determined under the applicable Employer long-term disability plan) as of the date the Change in Control Severance Event would have occurred had the individual been an Employee on such date;

(f)the Employee is employed in an operation, division, department or facility, that is sold, leased or otherwise transferred, in whole or in part, from an Employer, and the Employee accepts any position with the new owner/operator, or the Employee is offered a Comparable Position by the new owner/operator;

(g)the Employee gives notice of his/her voluntary termination (other than pursuant to Section 2.17 or Section 2.19) prior to his/her Severance Date or the effective date of a sale, lease or transfer of an operation, division, department or facility, as described in Section 3.2(f), regardless of the effective date of such termination;

(h)the Employee terminates from employment with the Employer and is eligible to receive severance benefits under another group reorganization/restructuring benefit policy or severance program sponsored by the Company or any of its Affiliates, in which event the Employee

will receive severance under this Policy or the other policy or program, whichever provides the greater benefit;

(i)the Employee is offered a Comparable Position from an Employer, or accepts any position with an Employer, even if it is not a Comparable Position;

(j)the Employee experiences a Triggering Event or a Change in Control Severance Event after the Policy is terminated;

(k)the Employee does not timely execute and return to the Administrator a valid Waiver and Release Agreement;

(l)the Employee works primarily in an office located in a country other than the United States and is entitled to severance benefits under the laws of such country or the policies of the company at which he/she is based and such severance benefits may not be waived; or

(m)the Employee is offered a Comparable Position by, or accepts any position with, an employer with which the Company or any of its Affiliates has reached an agreement or arrangement under which the employer agrees to offer employment to the otherwise Eligible Employee.

The foregoing list of conditions is intended to be illustrative and may not be all inclusive; the Administrator will determine in the Administrator’s sole discretion whether an Eligible Employee is eligible for severance pay and severance benefits under the Policy.

ARTICLE IV

PAY AND BENEFITS IN LIEU OF WARN NOTICE

4.1Wage Payments. If an Eligible Employee is entitled to advance notice of a “plant closing” or a “mass layoff” under the WARN Act or similar state law, but experiences a Triggering Event or a Change in Control Severance Event before the end of a WARN Notice Period, the Eligible Employee shall be entitled to receive pay until the end of the WARN Notice Period as if he/she were still employed through such date. The pay under this Section 4.1 will be issued according to the normal payroll practices of the Employer and shall not be subject to the Waiver and Release Agreement.

4.2Benefits. An Eligible Employee described in Section 4.1 shall be entitled to benefits under Employer-sponsored medical, dental and vision benefit plans, as amended from time to time, through the end of the WARN Notice Period on the same terms and under the same conditions as applied to the Eligible Employee immediately prior to the Triggering Event or the Change in Control Severance Event. The benefits under this Section 4.2 are not subject to the Waiver and Release Agreement.

ARTICLE V

CHANGE IN CONTROL SEVERANCE PAY AND SEVERANCE BENEFITS

5.1Generally. In exchange for providing the Administrator with an enforceable Waiver and Release Agreement, in accordance with Article VI, an Eligible Employee who terminates employment on account of a Change in Control Severance Event shall be eligible to receive Change in Control severance pay and severance benefits as described below, subject to the terms of the Policy. The consideration for the voluntary Waiver and Release Agreement shall be the severance pay and severance benefits the Eligible Employee would not otherwise be eligible to receive.

(a)Change in Control Severance Pay and Bonus. If an Eligible Employee terminates from employment on account of a Change in Control Severance Event, such Eligible Employee, if he/she was an Employee on the date immediately preceding the Change in Control, shall be eligible to receive Change in Control severance pay determined under the table below based on the Eligible Employee’s Band classification. For purposes of calculating severance pay under this Article V, any reduction in an Eligible Employee’s annual base compensation or annual target bonus between the date of the Change in Control and the two (2) year anniversary of the Change in Control will be disregarded. The Band applicable to an Eligible Employee shall be determined by the Administrator, in its sole discretion, based on the Eligible Employee's job position relative to the job grading system in place for the applicable Employer, provided that an Eligible Employee’s Band may not be reduced following a Change in Control.

Employment Classification	Calculation
Executive Vice Presidents	Change in Control severance pay shall be an amount equal to the sum of: (i) Two (2) times the sum of all severance payments the employee would have received under Section 5.2, Chart A of the Basic Severance Policy, as if his/her employment terminated on account of a Triggering Event as defined in the Basic Severance Policy, and (ii) Two (2) times an amount equal to the Eligible Employee’s Target Bonus (as defined below).
VPs (Band A)	Change in Control severance pay shall be an amount equal to the sum of: (i) Two (2) times the sum of all severance payments the employee would have received under Section 5.2, Chart A of the Basic Severance Policy, as if his/her employment terminated on account of a Triggering Event as defined in the Basic Severance Policy, and (ii) One (1) times an amount equal to the Eligible Employee’s Target Bonus (as defined below).

Employment Classification	Calculation
Directors (Band B)	Change in Control severance pay shall be an amount equal to the sum of: (i) Two (2) times the sum of all severance payments the employee would have received under Section 5.2, Chart A of the Basic Severance Policy, as if his/her employment terminated on account of a Triggering Event as defined in the Basic Severance Policy, and (ii) One (1) times an amount equal to the Eligible Employee’s Target Bonus (as defined below).
Managers (Band C)	Change in Control severance pay shall be an amount equal to the sum of: (i) Two (2) times the sum of all severance payments the employee would have received under Section 5.2, Chart A of the Basic Severance Policy, as if his/her employment terminated on account of a Triggering Event as defined in the Basic Severance Policy, and (ii) One (1) times an amount equal to the Eligible Employee’s Target Bonus (as defined below).
Professionals (Bands D & E)	Change in Control severance pay shall be an amount equal to the sum of: (i) Two (2) times the sum of all severance payments the employee would have received under Section 5.2, Chart A of the Basic Severance Policy, as if his/her employment terminated on account of a Triggering Event as defined in the Basic Severance Policy, and (ii) One (1) times an amount equal to the Eligible Employee’s Target Bonus (as defined below).
All Others	Change in Control severance pay shall be an amount equal to the sum of: (i) Two (2) times the sum of all severance payments the employee would have received under Section 5.2, Chart A of the Basic Severance Policy, as if his/her employment terminated on account of a Triggering Event as defined in the Basic Severance Policy, and (ii) One (1) times an amount equal to the Eligible Employee’s Target Bonus (as defined below).

For purposes of the above chart, an Eligible Employee’s Target Bonus means the bonus payable to the Eligible Employee, if any, for the calendar year in which the Eligible Employee’s Change in Control Severance Event occurs and which is calculated based on his or her compensation and target percentage in effect on the Eligible Employee’s termination from employment.

(b)Subject to Section 5.2, Change in Control severance pay shall be paid in a lump sum payment within sixty (60) days following the Eligible Employee’s Severance Date, provided the Eligible Employee has executed and submitted a Waiver and Release Agreement in accordance with Article VI and the period during which the Employee is entitled to revoke the

Waiver and Release Agreement has expired. All legally required taxes and any sums owed the Employer shall be deducted from such severance pay. If an Employer reemploys an Eligible Employee who is to receive Change in Control severance pay and benefits under the Policy, the individual shall become ineligible and such Change in Control severance pay shall not be paid and such benefits shall cease effective as of the reemployment date.

Notwithstanding the foregoing, if a Change in Control does not constitute a change in control event within the meaning of Treasury Regulation Section 1.409A-3(i)(5), amounts payable under this Policy that are payable in substitution for amounts that constitute deferred compensation (within the meaning of Code Section 409A) under the Basic Severance Policy will be paid on the schedule contemplated by the Basic Severance Policy to the extent necessary in order to avoid the imposition of penalty taxes on an Eligible Employee pursuant to Code Section 409A.

(c)Change in Control Medical, Dental and Vision Benefits Coverage. If an Eligible Employee becomes eligible for Change in Control severance pursuant to the Policy and elects health care continuation coverage under Code Section 4980B or other applicable law (“COBRA”) for the Eligible Employee and his or her eligible covered dependents equivalent to the coverage which they were receiving immediately prior to the Severance Date, for the Continuation Period (as defined below), his/her Employer shall pay the full premium cost of such coverage, based on the prevailing rate (the “Prevailing COBRA Rate”) charged by his/her Employer to persons who elect similar health care continuation coverage under COBRA (the “Health Care Benefits”); provided, however, that the Health Care Benefits shall be reported by his/her Employer as taxable income to the Eligible Employee to the extent reasonably determined by his/her Employer to be necessary to avoid the Health Care Benefits from being considered to have been provided under a discriminatory self-insured medical reimbursement plan pursuant to Code Section 105(h).

For purposes of this Section 5.1(b), the term “Continuation Period” means the lesser of (x) eighteen (18) months, and (y) the number of weeks of pay with respect to which the individual’s Change in Control severance pay is calculated (the period in clause (y), the “Severance Welfare Period”); provided, however, that the Continuation Period shall cease at such time that the Eligible Employee is eligible to receive health care benefits under another employer-provided plan (but no repayment of any previously-paid premium shall be required).

In addition, with respect to Eligible Employees whose Severance Welfare Period is greater than eighteen (18) months, the Company shall pay to the Eligible Employee on the first day of each month of the Severance Welfare Period following the expiration of the Continuation Period an amount in cash equal to the Prevailing COBRA Rate for the coverage for the Eligible Employee and his or her eligible covered dependents which was in effect immediately prior to the expiration of the Continuation Period; provided, however, that no such payment shall be made following the time that the Eligible Employee is eligible to receive health care benefits under another employer-provided plan.

All of the terms and conditions of Employer-sponsored medical, dental and vision benefit plans, as amended from time to time, shall be applicable to an Eligible Employee (and his/her eligible dependents, if applicable) participating in any form of continuation coverage under such Employer-sponsored medical, dental and vision benefit plans. This Policy is not to be interpreted

to expand an Eligible Employee’s health care continuation rights under COBRA. That is, continuation coverage under this Policy will run concurrent with (and not consecutive to) COBRA continuation coverage. Continuation coverage under this Policy will not extend the maximum COBRA continuation coverage period applicable to an Eligible Employee or to his/her eligible coverage dependents.

(d)Change in Control Career Transition Assistance. A career transition assistance firm selected by the Administrator and paid for by the Eligible Employee’s Employer shall provide career transition assistance to an individual who becomes eligible for Change in Control severance pursuant to this Policy. Career transition assistance shall be made available for the number of weeks for which severance is payable as determined under the table in Section 5.1(a) above (without regard to the fact that Change in Control severance pay is payable in a lump sum).

(e)Long-Term Incentives. Long-term incentive payments shall be payable in accordance with the terms of any long-term incentive plan applicable to an Eligible Employee.

(f)Severance Bonus. If an Eligible Employee in the absence of a Change in Control Severance Event would have been eligible to receive a bonus under any bonus plan or policy of the Company or any Affiliate, the Eligible Employee shall receive a severance bonus pro-rated based on the portion of the year that the Eligible Employee was employed through his or her Severance Date and based on the actual bonus payout to be paid at the regularly scheduled annual bonus payment date. Such pro-rated severance bonus shall be paid at the same time that annual bonuses are generally payable under any such bonus plan or policy of the Company or the Affiliate, but in no event later than March 15 of the year following the year in which the Severance Date occurs, and shall be calculated in the same manner as applicable to employees of the Company and its Affiliates generally.

5.2Treatment of Certain Payments.

(a)Anything in the Policy to the contrary notwithstanding, in the event the Accounting Firm (as defined below) determines that receipt of all Payments (as defined below) would subject a Disqualified Individual (as defined below) to the excise tax under Code Section 4999, the Accounting Firm shall determine whether to reduce any of the Payments paid or payable pursuant to the Policy (the “Policy Payments”) so that the Parachute Value (as defined below) of all Payments, in the aggregate, equals the Safe Harbor Amount (as defined below). The Policy Payments shall be so reduced only if the Accounting Firm determines that the Disqualified Individual would have a greater Net After-Tax Receipt (as defined below) of aggregate Payments if the Policy Payments were so reduced. If the Accounting Firm determines that the Disqualified Individual would not have a greater Net After-Tax Receipt of aggregate Payments if the Policy Payments were so reduced, the Disqualified Individual shall receive all Policy Payments to which the Disqualified Individual is entitled hereunder.

(b)If the Accounting Firm determines that aggregate Policy Payments should be reduced so that the Parachute Value of all Payments, in the aggregate, equals the Safe Harbor Amount, the Company shall promptly give the Disqualified Individual notice to that effect and a copy of the detailed calculation thereof. All determinations made by the Accounting Firm under

this Section 5.2 shall be binding upon the Company and the Disqualified Individual and shall be made as soon as reasonably practicable and in no event later than fifteen (15) days following the Severance Date. For purposes of reducing the Policy Payments so that the Parachute Value of all Payments, in the aggregate, equals the Safe Harbor Amount, only amounts payable under the Policy (and no other Payments) shall be reduced. The reduction of the amounts payable hereunder, if applicable, shall be made by reducing the payments and benefits under the following sections in the following order: (i) cash payments that do not constitute deferred compensation within the meaning of Code Section 409A, and (ii) cash payments that do constitute deferred compensation, in each case, beginning with payments or benefits that are to be paid the farthest in time from the Accounting Firm’s determination. All reasonable fees and expenses of the Accounting Firm shall be borne solely by the Company.

(c)The Company shall cooperate with the Disqualified Individual in good faith in valuing, and the Accounting Firm shall take into account the value of, services provided or to be provided by the Disqualified Individual (including, without limitation, the Disqualified Individual’s agreeing to refrain from performing services pursuant to a covenant not to compete or similar covenant, before, on or after the date of a change in ownership or control of the Company (within the meaning of Treasury Regulation Section 1.280G-1, Q&A-2(b)), such that payments in respect of such services may be considered reasonable compensation within the meaning of Treasury Regulation Section 1.280G-1, Q&A-9 and Q&A-40 to Q&A-44 and/or exempt from the definition of the term “parachute payment” within the meaning of Treasury Regulation Section 1.280G-1 Q&A-2(a) in accordance with Treasury Regulation Section 1.280G-1, Q&A¬5(a).

(d)The following terms shall have the following meanings for purposes of this Section 5.2:

(i)“Accounting Firm” means a nationally recognized certified public accounting firm or other professional organization that is a certified public accounting firm recognized as an expert in determinations and calculations for purposes of Code Section 280G that is selected by the Company prior to a Change in Control for purposes of making the applicable determinations hereunder and is reasonably acceptable to the Disqualified Individual, which firm shall not, without the Disqualified Individual’s consent, be a firm serving as accountant or auditor for the individual, entity or group effecting the Change in Control.

(ii)“Disqualified Individual” means an individual as defined in Code Section 280G(c) and Treasury Regulation Section 1.280G-1, Q&A-15 to Q&A-21.

(iii)“Net After-Tax Receipt” means the present value (as determined in accordance with Code Sections 280G(b)(2)(A)(ii) and 280G(d)(4)) of a Payment net of all taxes imposed on the Disqualified Individual with respect thereto under Code Sections 1 and 4999 and under applicable state and local laws, determined by applying the highest marginal rate under Code Section 1 and under state and local laws which applied to the Disqualified Individual’s taxable income for the immediately preceding taxable year, or such other rate(s) as the Accounting Firm determines to be likely to apply to the Disqualified Individual in the relevant tax year(s).

(iv)“Parachute Value” of a Payment means the present value as of the date of the change of control for purposes of Code Section 280G of the portion of such Payment that constitutes a “parachute payment” under Code Section 280G(b)(2), as determined by the Accounting Firm for purposes of determining whether and to what extent the excise tax under Code Section 4999 will apply to such Payment.

(v)“Payment” means any payment or distribution in the nature of compensation (within the meaning of Code Section 280G(b)(2)) to or for the benefit of the Disqualified Individual, whether paid or payable pursuant to the Policy or otherwise.

(vi)“Safe Harbor Amount” means 2.99 times the Disqualified Individual’s “base amount,” within the meaning of Code Section 280G(b)(3).

(e)The provisions of this Section 5.2 shall survive termination of the Policy.

ARTICLE VI

WAIVER AND RELEASE AGREEMENT

In order to receive the severance pay and severance benefits available under the Policy, an Eligible Employee must submit a signed Waiver and Release Agreement form to the Administrator on or within forty-five (45) days after his/her Severance Date or receipt of the Waiver and Release Agreement, whichever occurs later. The required Waiver and Release Agreement will, among other things, include a release of the Company and its Affiliates from any and all claims, debts, suits or causes of action, known or unknown, based upon any fact, circumstance, or event occurring or existing at or prior to the Eligible Employee’s execution of the Waiver and Release Agreement, including, but not limited to, any claims or actions arising out of or during the Eligible Employee’s employment with his/her Employer and/or separation of employment, including any claim under the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e et seq., as amended, the Americans with Disabilities Act, 42 U.S.C. § 12101 et seq., the Employee Retirement Income Security Act of 1974, 29 U.S.C. § 301 et seq., as amended, the Older Workers Benefit Protection Act, 29 U.S.C. § 621 et seq., the Family and Medical Leave Act, 29 U.S.C. § 2601 et seq., the Civil Rights Act and any and all other federal, state or local laws, and any common law claims now or hereafter recognized. The required Waiver and Release Agreement may also include provisions relating to confidentiality, inventions, and the non-solicitation of employees. In no event will the Waiver and Release Agreement require the Eligible Employee to release claims regarding employee benefits or rights to indemnification.

An Eligible Employee may revoke his/her signed Waiver and Release Agreement within seven (7) days of signing the Waiver and Release Agreement by submitting his/her signed revocation to the Administrator within the seven (7) day period. Notwithstanding any provision of this Policy to the contrary, in no event shall the timing of the Eligible Employee's execution of the Waiver and Release Agreement, directly or indirectly, result in the Eligible Employee designating the calendar year of any severance payment, and if a payment that is subject to execution of the Waiver and Release Agreement could be made in more than one taxable year, payment shall be made in the later taxable year. Any such revocation must be made in writing and must be received by the Administrator within such seven (7) day period. An Eligible Employee who timely revokes his/

her Waiver and Release Agreement shall not be eligible to receive any severance pay or severance benefits under the Policy. Eligible Employees shall be advised to contact their personal attorney at their own expense to review the Waiver and Release Agreement form if they so desire.

ARTICLE VII

ADMINISTRATOR

The Company, or any committee or individual as may be designated by the Company, shall administer the Policy (the “Administrator”). The Administrator may delegate to other persons responsibilities for performing certain of the Administrator’s duties under the Policy. Except as otherwise provided in the Policy and subject to Article VIII, the Administrator shall have the authority to construe the terms of the Policy, including, but not limited to, the making of factual determinations, the determination of questions concerning benefits, and the procedures for claim review. In the event of a group termination, as determined in the sole discretion of the Administrator, the Administrator shall furnish affected Eligible Employees with such additional information as may be required by law.

ARTICLE VIII

CLAIMS FOR SEVERANCE BENEFITS

8.1Claim for Benefits. It is not necessary that an Eligible Employee apply for severance pay and severance benefits under the Policy. However, if an Eligible Employee wishes to file a claim for severance pay and severance benefits, such claim must be in writing and filed with the Administrator. If the Eligible Employee does not provide all the necessary information for the Administrator to process the claim, the Administrator may request additional information and set deadlines for the Eligible Employee to provide that information. The Administrator will review a claim, and will make a determination of the claim and provide notice of that determination within ninety (90) days of the date the written claim is submitted to the Administrator.

8.2Benefits Review. If the claim is completely or partially denied, the Administrator will furnish a written or electronic notice to the claimant that specifies the reasons for the denial, refers to the Policy provisions on which the denial is based, describes any additional information that must be provided by the claimant in order to support the claim, explains why the information is necessary, and explains the appeal procedures under the Policy.

8.3Appeal Procedures. A claimant may appeal the denial of his/her claim and request the Administrator reconsider the decision. The claimant or the claimant’s authorized representative may: (a) appeal by written request to the Administrator not later than sixty (60) days after receipt of notice from the Administrator denying his/her claim; (b) review or receive copies or any documents, records or other information relevant to the claimant’s claim; and (c) submit written comments, documents, records and other information relating to his/her claim. In deciding a claimant’s appeal, the Administrator shall take into account all comments, documents, records and other information submitted by the claimant relating to the claim. If the claimant does not provide all the necessary information for the Administrator to decide the appeal, the Administrator may request additional information and set deadlines for the claimant to provide that information.

The Administrator will make a decision with respect to such an appeal within sixty (60) days after receiving the written request for appeal. The claimant will be advised of the Administrator’s decision on the appeal in writing or electronically. The notice will include the reasons for the decision, references to Policy provisions upon which the decision on the appeal is based, and a statement that the claimant is entitled to receive, upon request, reasonable access to, and copies of, all documents, records or other information relevant to the claimant’s claim. In no event shall a claimant or any other person be entitled to challenge a decision of the Administrator in court or in any other administrative proceeding unless and until the claim and appeal procedures described above have been complied with and exhausted. No legal action may be brought more than six (6) months following the Administrator’s final determination. Following a Change in Control, all determinations of the Administrator will be subject to de novo review by a court of competent jurisdiction.

8.4Legal Fees. The Company (including any successor to the Company following a Change in Control) will reimburse each Eligible Employee whose termination of employment occurs on or after the date of a Change in Control and prior to the two (2) year anniversary of the Change in Control for all reasonable legal fees and expenses incurred by such Eligible Employee in seeking to obtain or enforce any right or benefit provided under this Policy (other than any such fees and expenses incurred in pursuing any claim determined by an arbitrator or by a court of competent jurisdiction to be frivolous or not to have been brought in good faith).

ARTICLE IX

AMENDMENT/TERMINATION/VESTING

The Company by written action of its Board of Directors or any duly authorized designee of the Board reserves the right to amend or to terminate the Policy at any time; provided, however, that following a Change in Control, no amendment or termination of the Policy shall adversely impact the rights or protections of an Eligible Employee under the Policy as of immediately prior to the amendment or termination, including, but not limited to, an amendment that would reduce the amount of severance pay or severance benefits, change the time of payment of severance pay or benefits, or narrow the conditions under which severance pay or severance benefits are payable or limit the individuals who are eligible for severance pay or severance benefits under the Policy. For the avoidance of doubt, the foregoing prohibition on amendment or termination of the Policy shall also apply to any amendment or termination of the Basic Severance Policy to the extent that it would adversely impact the rights or protections of an Eligible Employee under the Policy.

ARTICLE X

CONFIDENTIAL INFORMATION

10.1    Confidential Information. An Eligible Employee shall not, during or at any time after his/her termination of employment with the Company and its Affiliates, use, divulge, or convey to others any Confidential Information. Upon termination of employment with the Company and its Affiliates, or at any time at the Company’s or an Affiliate’s request, an Eligible Employee shall deliver promptly to the Company or Affiliate all drawings, blueprints, manuals, letters, notes, notebooks, reports, sketches, formulae, computer programs and similar items, memoranda, customer lists and all other materials and all copies thereof relating in any way to the Company’s or any Affiliate’s sale, manufacture, distribution, or development of any Company or Affiliate’s product or store brand and value brand OTC drug and nutritional products and/or topical generic prescription pharmaceutical programs and in any way obtained by the Eligible Employee during the period of his/her employment with the Company and its Affiliates which are in his/her possession or under his/her control. An Eligible Employee shall not make or retain any copies of any of the foregoing and will so represent to the Company and its Affiliates upon termination of employment.

An Eligible Employee shall not disclose or provide to the Company or its Affiliates any information or documents of a confidential nature which belong to his/her prior employer or any other third-party which he/she is prohibited from disclosing or providing to the Company or its Affiliates, whether by the terms of any agreement to which he/she is a party or otherwise. The Eligible Employee shall provide to the Company or its affiliates copies of any previous employment agreement, severance agreement, non-competition agreement, confidentiality agreement or other agreement, statement or policies to which the Eligible Employee is a party or otherwise bound which in any way restricts or would affect the performance of his/her duties for the Company and its Affiliates.

10.2    Cessation of Severance Benefits. Recognizing that the failure to comply with Section 10.1 above will cause serious and irreparable injury to the Company and its Affiliates, Eligible Employees acknowledge that in addition to any other remedy permissible by law, payment of severance pay and severance benefits under the Policy shall cease if an Eligible Employee violates the terms of Section 10.1. Any Eligible Employee subject to an individual confidentiality agreement or proprietary rights agreement with the Company or any Affiliate will be deemed to violate the terms of Section 10.1 if he/she violates the terms of the individual confidentiality agreement or proprietary rights agreement.

ARTICLE XI

MISCELLANEOUS PROVISIONS

11.1Return of Property. In order for an Eligible Employee to receive severance pay and severance benefits under the Policy, he/she shall be required to (i) return all Employer property (including, but not limited to, Confidential Information, client lists, keys, credit cards, documents and records, identification cards, equipment, laptop computers, software, and pagers), and (ii) repay any outstanding bills, advances, debts, amounts due to an Employer, as of his/her Severance Date.

To the extent the Eligible Employee has any Employer property stored electronically (including, but not limited to, in the form of email) on his/her personal computer, in a personal email account, on a personal storage device, or otherwise, such Eligible Employee shall promptly provide copies of all such information to the Employer and thereafter permanently delete or otherwise destroy the Eligible Employee's personal copy.

All pay and other benefits (except Policy severance pay and severance benefits) payable to an Eligible Employee as of his/her Severance Date according to the established policies, plans, and procedures of the Employer shall be paid in accordance with the terms of those established policies, plans and procedures. In addition, any benefit continuation or conversion rights which an Eligible Employee has as of his/her Severance Date according to the established policies, plans, and procedures of the Employer shall be made available to him/her.

11.2No Assignment. Severance pay and severance benefits payable under the Policy shall not be subject to anticipation, alienation, pledge, sale, transfer, assignment, garnishment, attachment, execution, encumbrance, levy, lien, or charge, and any attempt to cause such severance pay and severance benefits to be so subjected shall not be recognized, except to the extent required by law.

11.3Code Section 409A Compliance.

(a)General. It is intended that payments and benefits made or provided under this Policy shall not result in penalty taxes or accelerated taxation pursuant to Code Section 409A. Any payments that qualify for the “short-term deferral” exception, the separation pay exception or another exception under Code Section 409A shall be paid under the applicable exception. For purposes of the limitations on nonqualified deferred compensation under Code Section 409A, each payment of compensation under this Policy shall be treated as a separate payment of compensation for purposes of applying the exclusion under Code Section 409A for short-term deferral amounts, the separation pay exception or any other exception or exclusion under Code Section 409A. All payments to be made upon a termination of employment under this Policy may only be made upon a “separation from service” under Code Section 409A to the extent necessary in order to avoid the imposition of penalty taxes on an Eligible Employee pursuant to Code Section 409A. In no event may an Eligible Employee, directly or indirectly, designate the calendar year of any payment under this Policy.

(b)Reimbursements and In-Kind Benefits. Notwithstanding anything to the contrary in this Policy, all reimbursements and in-kind benefits provided under this Policy that are subject to Code Section 409A shall be made in accordance with the requirements of Code Section 409A, including, where applicable, the requirement that (i) any reimbursement is for expenses incurred during an Eligible Employee’s lifetime (or during a shorter period of time specified in this Policy); (ii) the amount of expenses eligible for reimbursement, or in-kind benefits provided, during a calendar year may not affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other calendar year; (iii) the reimbursement of an eligible expense will be made no later than the last day of the calendar year following the year in which the expense is incurred; and (iv) the right to reimbursement or in-kind benefits is not subject to liquidation or exchange for another benefit.

(c)Delay of Payments. Notwithstanding any other provision of this Policy to the contrary, if an Eligible Employee is considered a “specified employee” for purposes of Code Section 409A (as determined in accordance with the methodology established by the Company as in effect on the Termination Date), any payment that constitutes nonqualified deferred compensation within the meaning of Code Section 409A that is otherwise due to the Eligible Employee under this Policy during the six-month period immediately following the Eligible Employee’s separation from service (as determined in accordance with Code Section 409A) on account of the Eligible Employee’s separation from service shall be accumulated and paid to an Eligible Employee on the first business day of the seventh month following his separation from service (the “Delayed Payment Date”). If an Eligible Employee dies during the postponement period, the amounts and entitlements delayed on account of Code Section 409A shall be paid to the personal representative of his/her estate on the first to occur of the Delayed Payment Date or 30 calendar days after the date of the Eligible Employee’s death.

11.4Representations Contrary To The Policy. No employee, officer, or director of an Employer has the authority to alter, vary, or modify the terms of the Policy except by means of an authorized written amendment to the Policy. No verbal or written representations contrary to the terms of the Policy and its written amendments shall be binding upon the Policy, the Administrator, or an Employer.

11.5No Employment Rights. This Policy shall not confer employment rights upon any person. No person shall be entitled, by virtue of the Policy, to remain in the employ of an Employer and nothing in the Policy shall restrict the right of an Employer to terminate the employment of any Eligible Employee or other person at any time.

11.6Policy Funding. No Eligible Employee shall acquire by reason of the Policy any right in or title to any assets, funds, or property of the Employer. Any severance pay, which becomes payable under the Policy is an unfunded obligation and shall be paid from the general assets of the Company. No employee, officer, director or agent of the Employer personally guarantees in any manner the payment of Policy severance pay and severance benefits.

11.7Applicable Law. This Policy shall be governed and construed in accordance with the laws of the State of Michigan without regard to its conflicts of law provisions.

11.8Severability. If any provision of the Policy is found, held or deemed by a court of competent jurisdiction to be void, unlawful or unenforceable under any applicable statute or other controlling law, the remainder of the Policy shall continue in full force and effect.

Exhibit A

• Chief Executive Officer

• Executive Vice President & President, Consumer Health Care

• Executive Vice President & President, Branded Consumer Health Care

• Executive Vice President & President, Rx

• Executive Vice President, Secretary & General Counsel

• Executive Vice President, Chief Financial Officer & Business Operations

• Executive Vice President, Chief Human Resources Officer

• Executive Vice President, Global Operations/Supply Chain

• Executive Vice President, Global Quality Programs & Chief Medical Officer

• Executive Vice President, Global Quality Operations

• Executive Vice President, Chief Information Officer

EX-10.2

EXHIBIT 10.2

PERRIGO COMPANY PLC

U.S. SEVERANCE POLICY

Amended and Restated Effective February 6, 2017

ARTICLE I

INTRODUCTION

Perrigo Company established the Perrigo Company U.S. Severance Policy (the “Policy”) effective December 1, 2013, for the benefit of certain “Eligible Employees” of Perrigo Company and certain specified Affiliates, and amended and restated the Policy effective November 12, 2015 and June 14, 2016, where, among other things, sponsorship of the Plan was transferred to Perrigo Company plc (the “Company”). Effective February 6, 2017, the Policy is being amended and restated in its entirety as set forth herein to (i) make certain desired changes.

The Policy is intended to apply to “Eligible Employees,” as described herein. The Policy shall be binding on any successor to all or substantially all of the Company’s assets or business. Except as otherwise provided herein, the Policy supersedes any prior formal or informal severance plans, programs or policies of the Company or its Affiliates covering Eligible Employees.

ARTICLE II

DEFINITIONS

2.1“Act” means the Irish Companies Act 1963, as amended from time to time. References to any provision of the Act shall be deemed to include successor provisions thereto and regulations thereunder.

2.2“Affiliate” means any member of the group of corporations, trades or businesses or other organizations comprising the “controlled group” with the Company under Code Section 414.

2.3“Cause” means, as determined by the Administrator in its sole discretion:

(a)The commission of an act which, if proven in a court of law, would constitute a felony violation under applicable criminal laws;

(b)A breach of any material duty or obligation imposed upon the Employee by the Company or any Affiliate;

(c)Divulging the Company’s or any Affiliate’s confidential information, or breaching or causing the breach of any confidentiality agreement to which the Employee, the Company, or any Affiliate is a party;

(d)Engaging or assisting others to engage in business in competition with the Company or any Affiliate;

(e)Refusal to follow a lawful order of the Employee’s superior or other conduct which the Administrator determines to represent insubordination on the part of the Participant; or

(f)Other conduct by the Employee which the Administrator, in its discretion, deems to be sufficiently injurious to the interests of the Company or any Affiliate to constitute cause.

Notwithstanding the foregoing, following a Change in Control, “Cause” means (i) the Employee is convicted of a felony, (ii) the Employee’s breach of any material duty or obligation imposed upon the Employee by the Company or any Affiliate that results in material, demonstrable harm to the Company or any Affiliate, or (iii) the Employee divulges the Company’s or any Affiliate’s confidential information or breaches or causes the breach of any confidentiality agreement to which the Employee, the Company, or any Affiliate is a party.

2.4“Change in Control” means:

(a)The consummation of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, if more than fifty percent (50%) of the combined voting power of the continuing or surviving entity’s issued shares or securities outstanding immediately after such merger, consolidation or other reorganization is owned by persons who were not shareholders of the Company immediately prior to such merger, consolidation or other reorganization;

(b)The sale, transfer or other disposition of all or substantially all of the assets of the Company;

(c)Individuals who as of the effective date of the Policy constitute the Board of Directors of the Company (the “Incumbent Directors”) cease for any reason, including, without limitation, as a result of a tender offer, proxy contest, merger or similar transaction, to constitute at least a majority of the Board of Directors of the Company; provided, however, that any individual who becomes a director of the Company subsequent to the above date shall be considered an Incumbent Director if such person’s election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors; but, provided further that any such person whose initial assumption of the office is in connection with an actual or threatened solicitation of proxies or consents by or on behalf of a person other than the Board of Directors of the Company (such actual or threatened solicitation, a “Proxy Solicitation”), including by reason of agreement intended to avoid or settle any such actual or threatened contest or solicitation, shall not be considered an Incumbent Director; but providedfurther, if the service of an Incumbent Director (the “Former Incumbent Director”) as a member of the Board of Directors of the Company terminates other than in connection with a Proxy Solicitation, if within 60 days of such termination a new director

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is appointed with the approval of a majority of the remaining Incumbent Directors, such new director shall be considered an Incumbent Director and a Change in Control under the Policy shall not be considered to have occurred as a result of the termination of the Former Incumbent Director (it being understood that if the requirements of this proviso are not satisfied, a Change in Control shall be considered to have occurred as of the termination of the Former Incumbent Director);

(d)A transaction as a result of which a person or company obtains the ownership directly or indirectly of the ordinary shares in the Company carrying more than fifty percent (50%) of the total voting power represented by the Company’s issued share capital in pursuance of a compromise or arrangement sanctioned by the court under Section 201 of the Act or becomes bound or entitled to acquire ordinary shares in the Company under Section 204 of the Act; or

(e)Any transaction as a result of which any person becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing at least fifty percent (50%) of the total voting power represented by the Company’s then outstanding voting securities (e.g., issued shares). For purposes of this subsection (e), the term “person” shall have the same meaning as when used in Sections 13(d) and 14(d) of the Exchange Act but shall exclude (i) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or of any subsidiary of the Company, and (ii) a company owned directly or indirectly by the shareholders of the Company in substantially the same proportions as their ownership of the ordinary shares of the Company.

2.5“Code” means the Internal Revenue Code of 1986, as amended.

2.6“Company” means Perrigo Company plc.

2.7“Comparable Position” means a position either with the Company or any of its Affiliates or with a successor or transferee of all or a part of the business of the Company or Affiliate, on terms which do not cause a Significant Reduction in Scope or Base Compensation and do not entail a Relocation. Prior to a Change in Control, such determination will be made by the Administrator in its sole discretion.

2.8“Confidential Information” means confidential, trade secret, or proprietary information, or any other information, knowledge or data of the Company or any Affiliate that is not publicly available, or that of any third parties obtained by an Employee during his/her period of employment with the Company or any Affiliate. Such Confidential Information includes, but is not limited to, secret or confidential matters (i) of a technical nature, such as, but not limited to, methods, know-how, formulas, compositions, processes, discoveries, machines, inventions,

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computer programs and similar items or research projects, (ii) of a business nature, such as, but not limited to, information about costs, purchasing profits, marketing, sales or lists of customers, and (iii) pertaining to future developments, such as, but not limited to, research and development or future marketing or merchandising. If an Eligible Employee entered into a separate confidentiality or proprietary rights agreement with the Company or any Affiliate, the term “Confidential Information” for purposes of this Policy shall have the meaning ascribed to any such term or concept as it is defined under, or used in, the separate agreement.

2.9“Eligible Employee” means each Employee who is not (i) covered by a written employment agreement that contains a severance provision or a written severance agreement (for the duration of that agreement); (ii) classified as “temporary,” including without limitation, anyone classified as an “intern” or “co-op”; (iii) a consultant; (iv) a “leased employee” as defined in Code Section 414(n); or (v) a person performing services for an Employer on a contract basis or as an independent contractor or consultant or through a purchase order, supplier agreement or any other form of agreement that the Employer enters into for services, regardless of whether any of the above such individuals set forth in (iii), (iv) or (v) are subsequently determined by the Internal Revenue Service, the U. S. Department of Labor or a court to be Employees.

2.10“Employee” means any employee of an Employer who is regularly scheduled to work thirty-five (35) hours or more per calendar week for the Employer.

2.11“Employer” means each U.S. Affiliate of the Company.

2.12“Exchange Act” means the Securities Exchange Act of 1934, as amended.

2.13“Involuntary Termination” means the involuntary termination of an Eligible Employee’s employment by his/her Employer, including, but not limited to, an involuntary termination due to the Employee’s failure to improve his/her work performance to an acceptable level after the Employee was previously warned about poor performance through a formal performance improvement plan (a “Performance Termination”). The term Involuntary Termination includes (i) a termination effective when the Eligible Employee exhausts a leave of absence during, or at the end of, a WARN Notice Period, and (ii) a situation where an Eligible Employee on an approved leave of absence during which the Employee’s position is protected under applicable law (e.g., a leave under the Family Medical Leave Act), returns from such leave, and cannot be placed in employment with the Employer.

2.14“Policy” means the Perrigo Company plc U. S. Severance Policy, as set forth herein and as it may be amended from time to time.

2.15“Relocation” means a material change in the geographic location at which the Eligible Employee is required to perform services. Such change in an Eligible Employee’s primary job site will be considered material if (i) for Eligible Employees other than field-based sales

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representatives (or similar field-based positions), the new location increases the Eligible Employee’s commute between home and primary job site by at least thirty (30) miles, or (ii) in the Administrator’s reasonable opinion, the new location requires that the Eligible Employee move his/her home to a new location at least thirty (30) miles away from the Eligible Employee’s home immediately prior to the change.

2.16“Severance Date” means the final day of employment with the Employer which date shall be communicated in writing by the Employer to the Employee.

2.17“Significant Reduction in Scope or Base Compensation” means a material diminution in the Eligible Employee’s authority, duties or responsibilities or a material diminution in the Eligible Employee’s base compensation or incentive compensation opportunities. Prior to a Change in Control, the Administrator, in its sole discretion, will determine whether an Eligible Employee experiences a “Significant Reduction.” In the event of a Relocation or a Significant Reduction in Scope or Base Compensation, the Eligible Employee must provide his/her Employer with written notice within ninety (90) days after the occurrence of such event. The Employer shall then have thirty (30) days to cure such event. In the event the Employer fails to cure the event within the thirty (30) day period, the Eligible Employee’s Severance Date shall occur on the thirty-first (31st) day following his/her Employer’s receipt of such written notice.

2.18“Triggering Event” means an Involuntary Termination, Relocation or Significant Reduction in Scope or Base Compensation.

2.19“WARN Act” means the Worker Adjustment and Retraining Notification Act.

2.20“WARN Notice Date” means the date the Employer is required to notify an Eligible Employee pursuant to the WARN Act or similar state law that he/she is to be terminated from employment with the Employer in conjunction with a “plant closing” or “mass layoff” as described in the WARN Act or similar state law.

2.21“WARN Notice Period” means the sixty (60) consecutive calendar day period, or other applicable period under similar state law, commencing on an Eligible Employee’s WARN Notice Date.

2.22“Week of Pay” shall be determined based on the Eligible Employee’s status as a salaried or hourly Employee. If the Eligible Employee is a salaried Employee, Week of Pay shall be the Eligible Employee’s regular weekly base salary compensation rate in effect on his/her Severance Date. If the Eligible Employee is an hourly Employee, Week of Pay shall be the Eligible Employee’s regular hourly base compensation rate multiplied by his/her regularly scheduled number of hours worked per week in effect on his/her Severance Date. If an Eligible Employee’s Triggering Event is a Significant Reduction in Scope or Base Compensation, “Week of Pay” under the Policy will be determined without regard to such reduction.

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2.23“Years of Service” shall be determined in accordance with the Employer’s personnel records. An Eligible Employee shall receive credit for a Year of Service for each twelve (12) month period of active service with the Company or any Affiliate. For partial years of employment, the Eligible Employee shall receive credit for a full Year of Service if he/she completes at least six (6) full months of active service. If an Eligible Employee has not completed at least six (6) full months of active service during a partial year, he/she shall not receive credit for a Year of Service.

ARTICLE III

ELIGIBILITY

3.1Conditions of Eligibility. To be eligible for benefits as described in Article V, the Eligible Employee must (i) remain an Employee through the Severance Date, (ii) through the Severance Date, fulfill the normal responsibilities of his/her position, including meeting regular attendance, workload and other standards of the Employer, as applicable, and (iii) submit the signed Waiver and Release Agreement required by the Administrator on, or within forty-five (45) days after, his/her Severance Date or receipt of the Waiver and Release Agreement (whichever occurs later) and not revoke the signed Waiver and Release Agreement.

3.2Conditions of Ineligibility. An otherwise Eligible Employee shall not receive severance pay or severance benefits under the Policy if:

(a)the Employee ceases to be an Eligible Employee as defined by the Policy, other than as a result of a Triggering Event;

(b)the Employee terminates employment with the Employer by reason of death;

(c)the Employee terminates employment with the Employer for Cause as defined in Section 2.3;

(d)the Employee terminates employment with the Employer through job abandonment;

(e)other than as set forth in Section 2.15(ii), the individual is no longer an Employee and is receiving long-term disability benefits from his/her Employer (as determined under the applicable Employer long-term disability plan) as of the date the Triggering Event would have occurred had the individual been an Employee on such date;

(f)the Employee is employed in an operation, division, department or facility, that is sold, leased or otherwise transferred, in whole or in part, from his/her Employer, and the Employee accepts any position with the new owner/operator, or the Employee is offered a Comparable Position by the new owner/operator;

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(g)the Employee gives notice of his/her voluntary termination (other than pursuant to Section 2.15 or Section 2.17) prior to his/her Severance Date or the effective date of a sale, lease or transfer of an operation, division, department or facility, as described in Section 3.2(f), regardless of the effective date of such termination;

(h)the Employee terminates from employment with his/her Employer and is eligible to receive severance benefits under another group reorganization/restructuring benefit policy or severance program sponsored by the Company or any of its Affiliates, in which event the Employee will receive severance under this Policy or the other policy or program, whichever provides the greater benefit;

(i)the Employee is offered a Comparable Position from the Company or any Affiliate, or accepts any position with the Company or any Affiliate, even if it is not a Comparable Position;

(j)the Employee experiences a Triggering Event after the Policy is terminated;

(k)the Employee does not timely execute and return to the Administrator a valid Waiver and Release Agreement;

(l)the Employee works primarily in an office located in a country other than the United States and is entitled to severance benefits under the laws of such country or the policies of the company at which he/she is based and such severance benefits may not be waived; or

(m)the Employee is offered a Comparable Position by, or accepts any position with, an employer with which the Company or any of its Affiliates has reached an agreement or arrangement under which the employer agrees to offer employment to the otherwise Eligible Employee.

The foregoing list of conditions is intended to be illustrative and may not be all inclusive; the Administrator will determine in the Administrator’s sole discretion whether an Eligible Employee is eligible for severance pay and severance benefits under the Policy.

ARTICLE IV

PAY AND BENEFITS IN LIEU OF WARN NOTICE

4.1Wage Payments. If an Eligible Employee is entitled to advance notice of a “plant closing” or a “mass layoff” under the WARN Act or similar state law, but experiences a Triggering Event before the end of a WARN Notice Period, the Eligible Employee shall be entitled to receive pay until the end of the WARN Notice Period as if he/she were still employed through such date.

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The pay under this Section 4.1 will be issued according to the normal payroll practices of the Employer and shall not be subject to the Waiver and Release Agreement.

4.2Benefits. An Eligible Employee described in Section 4.1 shall be entitled to benefits under Employer-sponsored medical, dental and vision benefit plans, as amended from time to time, through the end of the WARN Notice Period on the same terms and under the same conditions as applied to the Eligible Employee immediately prior to the Triggering Event. The benefits under this Section 4.2 are not subject to the Waiver and Release Agreement.

ARTICLE V

SEVERANCE PAY AND SEVERANCE BENEFITS

5.1Generally. In exchange for providing the Administrator with an enforceable Waiver and Release Agreement, in accordance with Article VI, an Eligible Employee who terminates employment on account of a Triggering Event shall be eligible to receive severance pay and severance benefits as described below, subject to the terms of the Policy. The consideration for the voluntary Waiver and Release Agreement shall be the severance pay and severance benefits the Eligible Employee would not otherwise be eligible to receive.

5.2Amount of Severance Pay. Severance pay shall be determined in accordance with the applicable table below based on the Eligible Employee’s “Band” classification and Years of Service. The Band applicable to any Eligible Employee shall be determined by the Administrator, in its sole discretion, based on the Eligible Employee’s job position relative to the job grading system in place for the applicable Employer, provided that an Eligible Employee’s Band may not be reduced following a Change in Control.

Table A – Severance if termination is for reasons other than performance

Employment Classification	Minimum (Weeks of Pay)	Calculation (if 5 or moreYears of Service)	Maximum (Weeks of Pay)
Executive Vice Presidents	52	N/A	52
VPs (Band A)	26	If credited with 5 or more Years of Service, the severance pay shall be the sum of (i) the minimum Weeks of Pay, plus (ii) two weeks of pay for each Year of Service, up to the maximum Weeks of Pay.	52
Directors (Band B)	16	If credited with 5 or more Years of Service, the severance pay shall be the sum of (i)the minimum Weeks of Pay, plus (ii) two weeks of pay for each Year of Service, up to the maximum Weeks of Pay.	52

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Employment Classification	Minimum (Weeks of Pay)	Calculation (if 5 or moreYears of Service)	Maximum (Weeks of Pay)
Managers (Band C)	12	If credited with 5 or more Years of Service, the severance pay shall be the sum of (i) the minimum Weeks of Pay, plus (ii) two weeks of pay for each Year of Service, up to the maximum Weeks of Pay.	52
Professionals(Bands D & E)	8	If credited with 5 or more Years of Service, the severance pay shall be the sum of (i) the minimum Weeks of Pay, plus (ii) two weeks of pay for each Year of Service, up to the maximum Weeks of Pay.	52
All Others	6	If credited with 5 or more Years of Service, the severance pay shall be the sum of (i) the minimum Weeks of Pay, plus (ii) one week of pay for each Year of Service, up to the maximum Weeks of Pay.	52

Example: The severance for a Band B Director with 5 Years of Service would be 26 weeks, which is the sum of (i) the 16 weeks’ minimum severance, plus (ii) 10 weeks (2 weeks of severance for each Year of Service times 5 Years of Service).

Table B – Severance if termination is a Performance Termination as described in Section 2.13

Employment Classification Band	Weeks of Pay (if fewer than 5 Years of Service)	Weeks of Pay (if 5 or more Years of Service)
Bands A and B	8	16
Band C	6	12
Bands D & E	4	8
All Others Below Band E	3	6

Example: The severance for a Band A employee with 5 Years of Service who is terminated for performance would be 16 weeks.

(a)     The provisions of this subsection (a) apply only to an Eligible Employee whose Triggering Event occurs for reasons other than a Performance Termination. Severance will be paid for the number of weeks determined under Table A above in equal installments at regularly scheduled payroll intervals, provided the Eligible Employee has executed and submitted a Waiver and Release Agreement and the period during which the Employee is entitled to revoke the Waiver and Release Agreement has expired, with any such severance payments to commence on the sixtieth (60) day following the Severance Date. Any severance payable to

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the Eligible Employee for the period following his/her Severance Date and the date payments commence shall be paid in a lump sum at the time installment payments commence. In the sole discretion of the Administrator, severance may be paid in a lump sum within sixty (60) days following the Eligible Employee’s Severance Date, provided the Eligible Employee has executed and submitted a Waiver and Release Agreement and the period during which the Employee is entitled to revoke the Waiver and Release Agreement has expired. All legally required taxes and any sums owed the Employer shall be deducted from Policy severance pay.

Severance paid in installments on regularly scheduled payroll dates will continue to be payable upon the death of a former Eligible Employee who was receiving severance payments at the time of death. The remaining payments will be made in a lump sum to the estate of the former Eligible Employee as soon as possible following death, but in no event later than two (2) years following termination of employment.

(b)     If an Eligible Employee’s Triggering Event occurs due to a Performance Termination, severance for the number of weeks determined under Table B above will be paid in a lump sum within sixty (60) days following the Eligible Employee’s Severance Date, provided the Eligible Employee has executed and submitted a Waiver and Release Agreement and the period during which the Employee is entitled to revoke the Waiver and Release Agreement has expired. All legally required taxes and any sums owed the Employer shall be deducted from Policy severance pay.

If a former Eligible Employee should execute a Waiver and Release Agreement and die prior to receipt of the lump sum severance payment, the lump sum severance payment shall be paid to his/her estate as soon as possible following the date of death, but in no event later than two (2) years following termination of employment.

5.3Severance Benefits.

(a)Medical, Dental and Vision Benefits Coverage Continuation. The provisions of this subsection (a) apply only to an Eligible Employee whose Triggering Event occurs for reasons other than a Performance Termination (as described in Section 2.13). Under U.S. federal health care continuation coverage law (“COBRA”), an Eligible Employee who is receiving health care coverage under an Employer-sponsored plan is entitled to elect health care continuation coverage under the applicable Employer health plan if his/her employment terminates for certain reasons. Any of the Triggering Events would qualify the Eligible Employee to receive such continuation coverage, subject to the terms of the applicable health

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plan and governing law. If an Eligible Employee experiences a Triggering Event before his/her WARN Notice Period (if applicable) expires, his/her COBRA rights begin when the WARN Notice Period expires.

If an Eligible Employee becomes eligible for severance pursuant to the Policy and elects health care continuation coverage under COBRA for the Eligible Employee and his or her eligible covered dependents equivalent to the coverage which they were receiving immediately prior to the Severance Date, for the Continuation Period (as defined below), his/her Employer shall pay the full premium cost of such coverage, based on the prevailing rate (the “Prevailing COBRA Rate”) charged by his/her Employer to persons who elect similar health care continuation coverage under COBRA (the “Health Care Benefits”); provided, however, that the Health Care Benefits shall be reported by his/her Employer as taxable income to the Eligible Employee to the extent reasonably determined by his/her Employer to be necessary to avoid the Health Care Benefits from being considered to have been provided under a discriminatory self-insured medical reimbursement plan pursuant to Code Section 105(h).

For purposes of this Section 5.3(a), the term “Continuation Period” means the number of weeks of pay with respect to which the individual’s severance pay is calculated; provided, however, that the Continuation Period shall cease at such time that the Eligible Employee is eligible to receive health care benefits under another employer-provided plan (but no repayment of any previously-paid premium shall be required).

All of the terms and conditions of Employer-sponsored medical, dental and vision benefit plans, as amended from time to time, shall be applicable to an Eligible Employee (and his/her eligible dependents, if applicable) participating in any form of continuation coverage under such Employer-sponsored medical, dental and vision benefit plans. This Policy is not to be interpreted to expand an Eligible Employee’s health care continuation rights under COBRA. That is, continuation coverage under this Policy will run concurrent with (and not consecutive to) COBRA continuation coverage. Continuation coverage under this Policy will not extend the maximum COBRA continuation coverage period applicable to an Eligible Employee or to his/her eligible covered dependents.

(b)Severance Bonus.An Eligible Employee who, in the absence of an Involuntary Termination, would have been eligible to receive a bonus under any bonus plan or policy of the Company or any Affiliate, shall receive a severance bonus pro-rated for the actual bonus payout to be paid at the regularly scheduled annual bonus payment date. Such pro-rated severance bonus shall be paid at the same time that annual bonuses are generally payable under any such bonus plan or policy of the Company or any Affiliate, but in no event later than March 15 of the year following the year in which the Severance Date occurs,

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and shall be calculated in the same manner as applicable to employees of the Company and its Affiliates generally.

(c)Long-Term Incentives. Long-term incentive payments shall be payable in accordance with the terms of any long-term incentive plan applicable to an Eligible Employee.

(d)Career Transition Assistance. If an Eligible Employee’s Triggering Event occurs for reasons other than a Performance Termination (as described in Section 2.13), a career transition assistance firm selected by the Administrator and paid for the Eligible Employee’s Employer shall provide career transition assistance as determined by the Administrator. If an Eligible Employee’s Triggering Event occurs due to a Performance Termination, career transition assistance shall be made available as determined by, and in the sole discretion of, the Administrator. An Eligible Employee must begin the available career transition assistance services within sixty (60) days following his/her Severance Date.

5.4Reemployment. If the Company or any Affiliate reemploys a former Eligible Employee who is eligible to receive a lump sum severance payment under the Policy (for example, an individual who is rehired within sixty (60) days of termination), the individual shall be ineligible to receive such payment. If a reemployed former Eligible Employee received a lump sum severance payment under the Policy, he/she must repay the portion of the severance pay attributable to the period that begins on the date the Eligible Employee was reemployed. If the Administrator, in its sole discretion, determines that the former Eligible Employee’s services address a critical business need, then the Administrator may provide that no such repayment is required.

If a reemployed former Eligible Employee commenced to receive severance pay and severance benefits under the Policy as in effect prior to June 14, 2016, the individual shall become ineligible and such pay and benefits shall cease effective as of his/her reemployment date. Further, the former Eligible Employee must repay the portion of the severance pay attributable to the period that begins on the date the Eligible Employee was reemployed. If the Administrator, in its sole discretion, determines that the former Eligible Employee’s services address a critical business need, then the Administrator may provide that no such repayment is required.

ARTICLE VI

WAIVER AND RELEASE AGREEMENT

In order to receive the severance pay and severance benefits available under the Policy, an Eligible Employee must submit a signed Waiver and Release Agreement form to the Administrator on or within forty-five (45) days after his/her Severance Date or receipt of the Waiver and Release Agreement, whichever occurs later. The required Waiver and Release Agreement will, among other things, include a release of the Company and its Affiliates from any and all claims, debts, suits or

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causes of action, known or unknown, based upon any fact, circumstance, or event occurring or existing at or prior to the Eligible Employee’s execution of the Waiver and Release Agreement, including, but not limited to, any claims or actions arising out of or during the Eligible Employee’s employment with his/her Employer and/or separation of employment, including any claim under the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., as amended, Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e et seq., as amended, the Americans with Disabilities Act, 42 U.S.C. § 12101 et seq., the Employee Retirement Income Security Act of 1974, 29 U.S.C. § 301 et seq., as amended, the Older Workers Benefit Protection Act, 29 U.S.C. § 621 et seq., the Family and Medical Leave Act, 29 U.S.C. § 2601 et seq., the Civil Rights Act and any and all other federal, state or local laws, and any common law claims now or hereafter recognized. The required Waiver and Release Agreement may also include provisions relating to confidentiality, inventions, and the non-solicitation of employees. In no event will the Waiver and Release Agreement require the Eligible Employee to release claims regarding employee benefits or rights to indemnification.

An Eligible Employee may revoke his/her signed Waiver and Release Agreement within seven (7) days of signing the Waiver and Release Agreement by submitting his/her signed revocation to the Administrator within the seven (7) day period. Notwithstanding any provision of this Policy to the contrary, in no event shall the timing of the Eligible Employee’s execution of the Waiver and Release Agreement, directly or indirectly, result in the Eligible Employee designating the calendar year of any severance payment, and if a payment that is subject to execution of the Waiver and Release Agreement could be made in more than one taxable year, payment shall be made in the later taxable year. Any such revocation must be made in writing and must be received by the Administrator within such seven (7) day period. An Eligible Employee who timely revokes his/her Waiver and Release Agreement shall not be eligible to receive any severance pay or severance benefits under the Policy. Eligible Employees shall be advised to contact their personal attorney at their own expense to review the Waiver and Release Agreement form if they so desire.

ARTICLE VII

ADMINISTRATOR

The Company, or any committee or individual as may be designated by the Company, shall administer the Policy (the “Administrator”). The Administrator may delegate to other persons responsibilities for performing certain of the Administrator’s duties under the Policy. Except as otherwise provided in the Policy and subject to Article VIII, the Administrator shall have the authority to construe the terms of the Policy, including, but not limited to, the making of factual determinations, the determination of questions concerning benefits, and the procedures for claim review. In the event of a group termination, as determined in the sole discretion of the Administrator, the Administrator shall furnish affected Eligible Employees with such additional information as may be required by law.

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ARTICLE VIII

CLAIMS FOR SEVERANCE BENEFITS

8.1Claim for Benefits. It is not necessary that an Eligible Employee apply for severance pay and severance benefits under the Policy. However, if an Eligible Employee wishes to file a claim for severance pay and severance benefits, such claim must be in writing and filed with the Administrator. If the Eligible Employee does not provide all the necessary information for the Administrator to process the claim, the Administrator may request additional information and set deadlines for the Eligible Employee to provide that information. The Administrator will review a claim, and will make a determination of the claim and provide notice of that determination within ninety (90) days of the date the written claim is submitted to the Administrator.

8.2Benefits Review. If the claim is completely or partially denied, the Administrator will furnish a written or electronic notice to the claimant that specifies the reasons for the denial, refers to the Policy provisions on which the denial is based, describes any additional information that must be provided by the claimant in order to support the claim, explains why the information is necessary, and explains the appeal procedures under the Policy.

8.3Appeal Procedures. A claimant may appeal the denial of his/her claim and request the Administrator reconsider the decision. The claimant or the claimant’s authorized representative may: (a) appeal by written request to the Administrator not later than sixty (60) days after receipt of notice from the Administrator denying his/her claim; (b) review or receive copies or any documents, records or other information relevant to the claimant’s claim; and (c) submit written comments, documents, records and other information relating to his/her claim. In deciding a claimant’s appeal, the Administrator shall take into account all comments, documents, records and other information submitted by the claimant relating to the claim. If the claimant does not provide all the necessary information for the Administrator to decide the appeal, the Administrator may request additional information and set deadlines for the claimant to provide that information.

The Administrator will make a decision with respect to such an appeal within sixty (60) days after receiving the written request for appeal. The claimant will be advised of the Administrator’s decision on the appeal in writing or electronically. The notice will include the reasons for the decision, references to Policy provisions upon which the decision on the appeal is based, and a statement that the claimant is entitled to receive, upon request, reasonable access to, and copies of, all documents, records or other information relevant to the claimant’s claim. In no event shall a claimant or any other person be entitled to challenge a decision of the Administrator in court or in any other administrative proceeding unless and until the claim and appeal procedures described above have been complied with and exhausted. No legal action may be brought more than six (6) months following the Administrator’s final determination. Following a Change in

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Control, all determinations of the Administrator will be subject to de novo review by a court of competent jurisdiction.

8.4Legal Fees. The Company (including any successor to the Company) will reimburse each Eligible Employee whose termination of employment occurs after the date of a Change in Control for all reasonable legal fees and expenses incurred by such Eligible Employee in seeking to obtain or enforce any right or benefit provided under this Policy (other than any such fees and expenses incurred in pursuing any claim determined by an arbitrator or by a court of competent jurisdiction to be frivolous or not to have been brought in good faith).

ARTICLE IX

AMENDMENT/TERMINATION/VESTING

The Company by written action of its Board of Directors or any duly authorized designee of the Board reserves the right to amend or to terminate the Policy at any time; provided, however, that following a Change in Control, no amendment or termination of the Policy shall adversely impact the rights or protections of an Eligible Employee under the Policy as of immediately prior to the amendment or termination, including, but not limited to, an amendment that would reduce the amount of severance pay or severance benefits, or change the time of payment of severance pay or benefits, or narrow the conditions under which severance pay or severance benefits are payable or limit the individuals who are eligible for severance pay or severance benefits under the Policy. For the avoidance of doubt, the foregoing prohibition on amendment or termination of the Policy shall also apply to any amendment or termination of the Policy to the extent that it would adversely impact the rights or protections of an Eligible Employee under the Perrigo Company plc Change in Control Severance Policy for U.S. Employees or the Perrigo Company plc Change in Control Severance Policy for Non-U.S. Employees.

ARTICLE X

CONFIDENTIAL INFORMATION

10.1     Confidential Information. An Eligible Employee shall not, during or at any time after his/her termination of employment with the Company and its Affiliates, use, divulge, or convey to others any Confidential Information. Upon termination of employment with the Company and its Affiliates, or at any time at the Company’s or an Affiliate’s request, an Eligible Employee shall deliver promptly to the Company or Affiliate all drawings, blueprints, manuals, letters, notes, notebooks, reports, sketches, formulae, computer programs and similar items, memoranda, customer lists and all other materials and all copies thereof relating in any way to the Company’s or any Affiliate’s sale, manufacture, distribution, or development of any Company or Affiliate’s product or store brand and value brand OTC drug and nutritional products and/or topical generic prescription pharmaceutical programs and in any way obtained by the Eligible Employee during the period of

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his/her employment with the Company and its Affiliates which are in his/her possession or under his/her control. An Eligible Employee shall not make or retain any copies of any of the foregoing and will so represent to the Company and its Affiliates upon termination of employment.

An Eligible Employee shall not disclose or provide to the Company or its Affiliates any information or documents of a confidential nature which belong to his/her prior employer or any other third-party which he/she is prohibited from disclosing or providing to the Company or its Affiliates, whether by the terms of any agreement to which he/she is a party or otherwise. The Eligible Employee shall provide to the Company or its affiliates copies of any previous employment agreement, severance agreement, non-competition agreement, confidentiality agreement or other agreement, statement or policies to which the Eligible Employee is a party or otherwise bound which in any way restricts or would affect the performance of his/her duties for the Company and its Affiliates.

10.2    Cessation of Severance Benefits. Recognizing that the failure to comply with Section 10.1 above will cause serious and irreparable injury to the Company and its Affiliates, Eligible Employees acknowledge that in addition to any other remedy permissible by law, payment of severance pay and severance benefits under the Policy shall cease if an Eligible Employee violates the terms of Section 10.1. Any Eligible Employee subject to an individual confidentiality agreement or proprietary rights agreement with the Company or any Affiliate will be deemed to violate the terms of Section 10.1 if he/she violates the terms of the individual confidentiality agreement or proprietary rights agreement.

ARTICLE XI

MISCELLANEOUS PROVISIONS

11.1Return of Property. In order for an Eligible Employee to receive severance pay and severance benefits under the Policy, he/she shall be required to (i) return all Company and Affiliate property (including, but not limited to, Confidential Information, client lists, keys, credit cards, documents and records, identification cards, equipment, laptop computers, software, and pagers), and (ii) repay any outstanding bills, advances, debts, amounts due to the Company or any Affiliate, as of his/her Severance Date. To the extent the Eligible Employee has any Company or Affiliate property stored electronically (including, but not limited to, in the form of email) on his/her personal computer, in a personal email account, on a personal storage device, or otherwise, such Eligible Employee shall promptly provide copies of all such information to his/her Employer and thereafter permanently delete or otherwise destroy the Eligible Employee’s personal copy.

All pay and other benefits (except Policy severance pay and severance benefits) payable to an Eligible Employee as of his/her Severance Date according to the established policies, plans, and procedures of his/her Employer shall be paid in accordance with the terms of those established policies, plans and procedures. In addition, any benefit continuation or conversion rights which an

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Eligible Employee has as of his/her Severance Date according to the established policies, plans, and procedures of his/her Employer shall be made available to him/her.

11.2No Assignment. Severance pay and severance benefits payable under the Policy shall not be subject to anticipation, alienation, pledge, sale, transfer, assignment, garnishment, attachment, execution, encumbrance, levy, lien, or charge, and any attempt to cause such severance pay and severance benefits to be so subjected shall not be recognized, except to the extent required by law.

11.3Unemployment Benefits. In accordance with applicable state law, an Eligible Employee may apply for unemployment benefits after the period for which severance has been paid has been exhausted.

11.4Code Section 409A Compliance.

(a)General. It is intended that payments and benefits made or provided under this Policy shall not result in penalty taxes or accelerated taxation pursuant to Code Section 409A. Any payments that qualify for the “short-term deferral” exception, the separation pay exception or another exception under Code Section 409A shall be paid under the applicable exception. For purposes of the limitations on nonqualified deferred compensation under Code Section 409A, each payment of compensation under this Policy shall be treated as a separate payment of compensation for purposes of applying the exclusion under Code Section 409A for short-term deferral amounts, the separation pay exception or any other exception or exclusion under Code Section 409A. All payments to be made upon a termination of employment under this Policy may only be made upon a “separation from service” under Code Section 409A to the extent necessary in order to avoid the imposition of penalty taxes on an Eligible Employee pursuant to Code Section 409A. In no event may an Eligible Employee, directly or indirectly, designate the calendar year of any payment under this Policy.

(b)Reimbursements and In-Kind Benefits. Notwithstanding anything to the contrary in this Policy, all reimbursements and in-kind benefits provided under this Policy that are subject to Code Section 409A shall be made in accordance with the requirements of Code Section 409A, including, where applicable, the requirement that (i) any reimbursement is for expenses incurred during an Eligible Employee’s lifetime (or during a shorter period of time specified in this Policy); (ii) the amount of expenses eligible for reimbursement, or in-kind benefits provided during a calendar year may not affect the expenses eligible for reimbursement, or in-kind benefits to be provided in any other calendar year; (iii) the reimbursement of an eligible expense will be made no later than the last day of the calendar year following the year in which the expense is incurred; and (iv) the right

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to reimbursement or in-kind benefits is not subject to liquidation or exchange for another benefit.

(c)Delay of Payments. Notwithstanding any other provision of this Policy to the contrary, if an Eligible Employee is considered a “specified employee” for purposes of Code Section 409A (as determined in accordance with the methodology established by the Company as in effect on the Termination Date), any payment that constitutes nonqualified deferred compensation within the meaning of Code Section 409A that is otherwise due to the Eligible Employee under this Policy during the six-month period immediately following the Eligible Employee’s separation from service (as determined in accordance with Code Section 409A) on account of the Eligible Employee’s separation from service shall be accumulated and paid to an Eligible Employee on the first business day of the seventh month following his separation from service (the “Delayed Payment Date”). If an Eligible Employee dies during the postponement period, the amounts and entitlements delayed on account of Code Section 409A shall be paid to the personal representative of his estate on the first to occur of the Delayed Payment Date or 30 calendar days after the date of the Eligible Employee’s death.

11.5Representations Contrary to the Policy. No employee, officer, or director of the Company or any Affiliate has the authority to alter, vary, or modify the terms of the Policy except by means of an authorized written amendment to the Policy. No verbal or written representations contrary to the terms of the Policy and its written amendments shall be binding upon the Policy, the Administrator, the Company, or any Affiliate.

11.6No Employment Rights. This Policy shall not confer employment rights upon any person. No person shall be entitled, by virtue of the Policy, to remain in the employ of an Employer and nothing in the Policy shall restrict the right of an Employer to terminate the employment of any Eligible Employee or other person at any time.

11.7Policy Funding. No Eligible Employee shall acquire by reason of the Policy any right in or title to any assets, funds, or property of the Company or any Affiliate. Any severance pay, which becomes payable under the Policy is an unfunded obligation and shall be paid from the general assets of the Employee’s Employer. No employee, officer, director or agent of the Company or any Affiliate personally guarantees in any manner the payment of Policy severance pay and severance benefits.

11.8Applicable Law. This Policy shall be governed and construed in accordance with the laws of the State of Michigan without regard to its conflicts of law provisions.

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11.9Severability. If any provision of the Policy is found, held or deemed by a court of competent jurisdiction to be void, unlawful or unenforceable under any applicable statute or other controlling law, the remainder of the Policy shall continue in full force and effect.

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EX-10.3

EXHIBIT 10.3

PERRIGO COMPANY PLC

RESTRICTED STOCK UNIT AWARD AGREEMENT

(PERFORMANCE-BASED)

(Under the Perrigo Company plc 2013 Long-Term Incentive Plan)

TO:        «First_Name» «Last_Name»

RE:        Notice of Restricted Stock Unit Award (Performance-Based)

This is to notify you that Perrigo Company plc (the “Company”) has granted you an Award under the Perrigo Company plc 2013 Long-Term Incentive Plan (the “Plan”), effective as of ______________________ (the “Grant Date”). This Award consists of performance-based restricted stock units. The terms and conditions of this incentive are set forth in the remainder of this agreement (the “Agreement”). The capitalized terms that are not otherwise defined in this Agreement shall have the meanings ascribed to such terms under the Plan.

SECTION 1

Restricted Stock Units - Performance-Based Vesting

1.1    Grant. As of the Grant Date, the Company grants to you «Target_Number_of_Performance_Based_Restr» restricted stock units (“PRSUs”), subject to the terms and conditions set forth in this Agreement. The number of PRSUs awarded in this Section 1.1 is referred to as the “Target Award.” The Target Award may be increased or decreased depending on the level of attainment of the Performance Goals described in Section 1.2. Each PRSU entitles you to one share of Common Stock on the PRSU Vesting Date set forth in Section 1.2, provided the applicable Performance Goals for the Performance Measure are satisfied.

1.2    Vesting. The number of PRSUs awarded in Section 1.1 vesting, if any, shall be determined as of the PRSU Vesting Date. That number will be determined based on the level of attainment of the Performance Goals for the Performance Period, in accordance with the schedule determined by the Committee at the time the Performance Goals for the Performance Measure are established by the Committee.

At the beginning of a Performance Period, the Committee shall establish one or more Performance Goals for the Performance Measure that must be attained for Threshold, Target and Maximum performance for that Performance Period. The Performance Goal(s) will be provided to you.

Following the end of the Performance Period, the Committee will determine the percentage of Target Award PRSUs that would be payable for the Performance Period based on the attainment of the Performance Goals established for that Performance Period. The percentage of the Target Award that would be payable under the schedule shall be adjusted, pro rata, to reflect the attained performance between Threshold and Target, and Target and Maximum.

Except as provided in Section 1.4, the PRSUs will be permanently forfeited if your Termination Date occurs prior to the PRSU Vesting Date.

1.3    Definitions. The following terms shall have the following meanings under this Section 1.

(a)    “Applicable Index” for the Performance Period means the applicable index or the comparison group of peer companies selected by the Committee.

(b)    “Performance Goal” means the level of performance that must be attained with respect to the Performance Measure for the Performance Period for Minimum, Target and Maximum payout.

(c)    “Performance Measure” means relative total shareholder return (“rTSR”) which shall be based on (i) the 30-day trading price average of Common Stock at the end of the Performance Period (“Ending Average”) over the 30-day trading price average of Common Stock at the beginning of the Performance Period (“Beginning

Average”), and (ii) the extent to which the Ending Average of the Applicable Index exceeds the Beginning Average of the Applicable Index.

The Committee shall provide how the Performance Measure will be adjusted, if at all, as a result of extraordinary events or circumstances, as determined by the Committee, or to exclude the effects of extraordinary, unusual, or non-recurring items; changes in applicable laws, regulations, or accounting principles; currency fluctuations; discontinued operations; non-cash items, such as amortization, depreciation, or reserves; asset impairment; or any recapitalization, restructuring, reorganization, merger, acquisition, divestiture, consolidation, spin-off, split-up, combination, liquidation, dissolution, sale of assets, or other similar corporation transaction.

(d)    “Performance Period” means the three-consecutive fiscal year period of the Company beginning on January 1 of the year in which the Grant Date occurs and ending on December 31 of the third year in the three-year period.

(e)    “PRSU Vesting Date” means the last day of the Performance Period.

1.4    Special Vesting Rules. Notwithstanding Section 1.2 above, in the event of a Change in Control while you are employed by or otherwise providing service to the Company, all of the PRSUs awarded under Section 1.1 that have not previously been forfeited shall become fully vested as if Target performance had been obtained for the Performance Period effective as of the date of any such event. If your Termination Date occurs because of death, Disability, or Retirement, the PRSUs shall vest or be forfeited as of the PRSU Vesting Date set forth in Section 1.2, based on the attainment of the performance goals. If your Termination Date occurs because of an Involuntary Termination for Economic Reasons, the Committee, in its sole and absolute discretion, may permit all or part of the PRSUs awarded hereunder to remain outstanding and vest or be forfeited as of the date set forth in Section 1.2, depending on the attainment of Performance Goals. To the extent that the Committee does not exercise discretionary authority to allow PRSUs to remain outstanding on the date of your Involuntary Termination for Economic Reasons, such PRSUs shall be permanently forfeited.

1.5    Settlement of PRSUs. As soon as practicable following the date of the Committee’s first regularly scheduled meeting following the last day of the Performance Period at which the Committee certifies the attainment of the performance goals for the Performance Period, the Company shall transfer to you one share of Common Stock for each PRSU, if any, that becomes vested pursuant to Section 1.2 or 1.4 of this Agreement (the date of any such transfer shall be the “settlement date” for purposes of this Agreement); provided, however, the Company may settle PRSUs in cash, based on the fair market value of the shares on the settlement date, to the extent necessary to satisfy tax withholding pursuant to Section 2.6. No fractional shares shall be transferred. Any fractional share shall be rounded to the nearest whole share. The income attributable to the vesting of PRSUs and the amount of any required tax withholding will be determined based on the value of the shares on the settlement date. PRSUs are not eligible for dividend equivalents.

SECTION 2

General Terms and Conditions

2.1    Nontransferability. The Award under this Agreement shall not be transferable other than by will or by the laws of descent and distribution.

2.2    No Rights as a Stockholder. You shall not have any rights as a stockholder with respect to any shares of Common Stock subject to the PRSU awarded under this Agreement prior to the date of issuance to you of a certificate or certificates for such shares.

2.3    Cause Termination. If your Termination Date occurs for reasons of Cause, all of your rights under this Agreement, whether or not vested, shall terminate immediately.

2.4    Award Subject to Plan. The granting of the Award under this Agreement is being made pursuant to the Plan and the Award shall be payable only in accordance with the applicable terms of the Plan. The Plan contains certain definitions, restrictions, limitations and other terms and conditions all of which shall be applicable to this Agreement. ALL THE PROVISIONS OF THE PLAN ARE INCORPORATED HEREIN BY REFERENCE AND ARE MADE A PART OF THIS AGREEMENT IN THE SAME MANNER AS IF EACH AND EVERY SUCH PROVISION WERE FULLY WRITTEN INTO THIS AGREEMENT. Should the Plan become void or unenforceable by operation of

law or judicial decision, this Agreement shall have no force or effect. Nothing set forth in this Agreement is intended, nor shall any of its provisions be construed, to limit or exclude any definition, restriction, limitation or other term or condition of the Plan as is relevant to this Agreement and as may be specifically applied to it by the Committee. In the event of a conflict in the provisions of this Agreement and the Plan, as a rule of construction the terms of the Plan shall be deemed superior and apply.

2.5    Adjustments in Event of Change in Common Stock. In the event of a stock split, stock dividend, recapitalization, reclassification or combination of shares, merger, sale of assets or similar event, the number and kind of shares subject to Award under this Agreement will be appropriately adjusted in an equitable manner to prevent dilution or enlargement of the rights granted to or available for you.

2.6    Withholding. This Award is subject to the withholding of all applicable taxes. The Company may withhold, or permit you to remit to the Company, any Federal, state or local taxes applicable to the grant, vesting or other event giving rise to tax liability with respect to this Award. If you have not remitted the full amount of applicable withholding taxes to the Company by the date the Company is required to pay such withholding to the appropriate taxing authority (or such earlier date that the Company may specify to assist it in timely meeting its withholding obligations), the Company shall have the unilateral right to withhold Common Stock relating to this Award in the amount it determines is sufficient to satisfy the tax withholding required by law. State taxes will be withheld at the appropriate rate set by the state in which you are employed or were last employed by the Company. You may elect to surrender previously acquired Common Stock or to have the Company withhold Common Stock relating to this Award in an amount sufficient to satisfy all or a portion of the tax withholding required by law.

2.7    Compliance with Applicable Law. Notwithstanding any other provision of this Agreement, the Company shall have no obligation to issue any shares of Common Stock under this Agreement if such issuance would violate any applicable law or any applicable regulation or requirement of any securities exchange or similar entity.

2.8    Short Term Deferral. PRSUs payable under this Agreement are intended to be exempt from Code Section 409A under the exemption for short-term deferrals. Accordingly, PRSUs will be settled no later than the 15^th day of the third month following the later of (i) the end of the Employee’s taxable year in which the PRSU Vesting Date occurs, or (ii) the end of the fiscal year of the Company in which the PRSU Vesting Date occurs.

2.9    Data Privacy. By entering into this Agreement and accepting this Award, you (a) explicitly and unambiguously consent to the collection, use and transfer, in electronic or other form, of any of your personal data that is necessary to facilitate the implementation, administration and management of the Award and the Plan, (b) understand that the Company may, for the purpose of implementing, administering and managing the Plan, hold certain personal information about you, including, but not limited to, your name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, and details of all awards or entitlements to Shares granted to you under the Plan or otherwise (“Data”), (c) understand that Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, including any broker with whom the Shares issued upon vesting of the Award may be deposited, and that these recipients may be located in your country or elsewhere, and that the recipient’s country may have different data privacy laws and protections than your country, (d) waive any data privacy rights you may have with respect to the data, and (e) authorize the Company, its subsidiaries and its agents, to store and transmit such information in electronic form.

2.10    Successors and Assigns. This Agreement shall be binding upon any or all successors and assigns of the Company.

2.11    Applicable Law. This Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of Michigan without regard to principals of conflict of laws. Any proceeding related to or arising out of this Agreement shall be commenced, prosecuted or continued in the Circuit Court in Kent County, Michigan located in Grand Rapids, Michigan or in the United Stated District Court for the Western District of Michigan, and in any appellate court thereof.

2.12    Forfeiture of PRSUs. If the Company, as a result of misconduct, is required to prepare an accounting restatement due to material noncompliance with any financial reporting requirement under the securities laws, then (a) if your incentive or equity-based compensation is subject to automatic forfeiture due to such misconduct and restatement under Section 304 of the Sarbanes-Oxley Act of 2002, or (b) the Committee determines you either knowingly engaged in or failed to prevent the misconduct, or your actions or inactions with respect to the misconduct and restatement constituted gross negligence, you shall (i) be required to reimburse the Company the amount of any

payment relating to any RSUs earned or accrued during the twelve month period following the first public issuance or filing with the SEC (whichever first occurred) of the financial document embodying such financial reporting requirement, and (ii) all outstanding PRSUs that have not yet been settled shall be immediately forfeited. In addition, Common Stock acquired under this Agreement, and any gains or profits on the sale of such Common Stock, shall be subject to any “clawback” or recoupment policy later adopted by the Company.

****

We look forward to your continuing contribution to the growth of the Company. Please acknowledge your receipt of the Plan and this Award.

Very truly yours,

Print 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 30, 2017

/s/ John T. Hendrickson

John T. Hendrickson

Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Ronald L. Winowiecki, 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 30, 2017

/s/ Ronald L. Winowiecki

Ronald L. Winowiecki

Acting 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 30, 2017	/s/ John T. Hendrickson
		John T. Hendrickson
		Chief Executive Officer
		(Principal Executive Officer)
Date:	May 30, 2017	/s/ Ronald L. Winowiecki
		Ronald L. Winowiecki
		Acting Chief Financial Officer

XML

Document and Entity Information Document - shares	3 Months Ended
	Apr. 01, 2017	May 26, 2017
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. 01, 2017
Document calendar year focus	2017
Document calendar period focus	Q1
Amendment flag	false
Entity common stock, shares outstanding		143,397,295
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes

XML

Consolidated Statements of Income - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Net sales	$ 1,194.0	$ 1,347.3
Cost of sales	729.6	814.2
Gross profit	464.4	533.1
Operating expenses
Distribution	21.1	21.8
Research and development	39.8	45.3
Selling	155.0	180.8
Administration	105.4	107.5
Impairment charges	12.2	403.9
Restructuring	38.7	5.4
Other operating income	(36.3)	0.0
Total operating expenses	335.9	764.7
Operating income (loss)	128.5	(231.6)
Tysabri® royalty stream	(17.1)	204.4
Interest expense, net	53.3	51.2
Other (income) expense, net	(3.5)	2.5
Loss on extinguishment of debt	0.0	0.4
Income (loss) before income taxes	95.8	(490.1)
Income tax expense	24.2	39.1
Net income (loss)	$ 71.6	$ (529.2)
Earnings (loss) per share
Basic earnings per share (in dollars per share)	$ 0.50	$ (3.70)
Diluted earnings per share (in dollars per share)	$ 0.50	$ (3.70)
Weighted-average shares outstanding
Basic	143.4	143.2
Diluted	143.6	143.2
Dividends declared per share (in dollars per share)	$ 0.16	$ 0.145

XML

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Net income (loss)	$ 71.6	$ (529.2)
Other comprehensive income:
Foreign currency translation adjustments	65.4	151.4
Change in fair value of derivative financial instruments, net of tax	1.6	(5.7)
Change in fair value of investment securities, net of tax	(11.4)	6.2
Change in post-retirement and pension liability adjustments, net of tax	(0.1)	0.8
Other comprehensive income, net of tax	55.5	152.7
Comprehensive income (loss)	$ 127.1	$ (376.5)

XML

Consolidated Balance Sheets - USD ($) shares in Millions, $ in Millions	Apr. 01, 2017	Dec. 31, 2016
Assets
Cash and cash equivalents	$ 3,077.8	$ 622.3
Accounts receivable, net of allowance for doubtful accounts of $6.0 million and $6.3 million, respectively	1,050.2	1,176.0
Inventories	800.2	795.0
Prepaid expenses and other current assets	185.2	212.0
Total current assets	5,113.4	2,805.3
Property, plant and equipment, net	875.3	870.1
Tysabri® royalty stream	0.0	2,350.0
Goodwill and other indefinite-lived intangible assets	4,178.0	4,163.9
Other intangible assets, net	3,341.4	3,396.8
Non-current deferred income taxes	76.4	72.1
Other non-current assets	394.9	211.9
Total non-current assets	8,866.0	11,064.8
Total assets	13,979.4	13,870.1
Liabilities
Accounts payable	476.3	471.7
Payroll and related taxes	146.0	115.8
Accrued customer programs	348.2	380.3
Accrued liabilities	281.6	263.3
Accrued income taxes	57.7	32.4
Current indebtedness	1,175.4	572.8
Total current liabilities	2,485.2	1,836.3
Long-term debt, less current portion	4,618.9	5,224.5
Non-current deferred income taxes	349.4	389.9
Other non-current liabilities	458.6	461.8
Total non-current liabilities	5,426.9	6,076.2
Total liabilities	7,912.1	7,912.5
Shareholders’ equity
Preferred shares, $0.0001 par value, 10 million shares authorized	0.0	0.0
Ordinary shares, €0.001 par value, 10 billion shares authorized	8,118.1	8,135.0
Accumulated other comprehensive (loss)	(26.3)	(81.8)
Retained earnings (accumulated deficit)	(2,024.0)	(2,095.1)
Total controlling interest	6,067.8	5,958.1
Noncontrolling interest	(0.5)	(0.5)
Total shareholders’ equity	6,067.3	5,957.6
Total liabilities and shareholders' equity	$ 13,979.4	$ 13,870.1
Supplemental Disclosures of Balance Sheet Information
Ordinary shares, issued and outstanding	143.4	143.4

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Consolidated Balance Sheets (Parenthetical) $ in Millions	Apr. 01, 2017 € / shares	Apr. 01, 2017 USD ($) $ / shares shares	Dec. 31, 2016 € / shares	Dec. 31, 2016 USD ($) $ / shares shares
Stockholders' Equity:
Preferred shares, par value | $ / shares		$ 0.0001		$ 0.0001
Preferred shares, authorized | shares		10,000,000		10,000,000
Ordinary shares, par value | € / shares	€ 0.001		€ 0.001
Ordinary shares, authorized | shares		10,000,000,000		10,000,000,000
Allowance for doubtful accounts | $		$ 6.0		$ 6.3
Commitments and contingencies | $		$ 0.0		$ 0.0

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Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Cash Flows From (For) Operating Activities
Net income (loss)	$ 71.6	$ (529.2)
Adjustments to derive cash flows
Depreciation and amortization	109.4	109.7
Share-based compensation	6.1	15.8
Impairment charges	12.2	403.9
Tysabri® royalty stream	(17.1)	204.4
Loss on extinguishment of debt	0.0	0.4
Restructuring	38.7	5.4
Deferred income taxes	(46.0)	(178.3)
Amortization of debt discount (premium)	(6.4)	(6.7)
Other non-cash adjustments	(1.1)	1.6
Subtotal	167.4	27.0
Increase (decrease) in cash due to:
Accounts receivable	50.1	17.3
Inventories	0.5	4.4
Accounts payable	2.5	(3.2)
Payroll and related taxes	(10.1)	(37.4)
Accrued customer programs	(32.7)	(81.7)
Accrued liabilities	2.3	(12.8)
Accrued income taxes	41.4	185.7
Other	(26.9)	(0.8)
Subtotal	27.1	71.5
Net cash from (for) operating activities	194.5	98.5
Cash Flows From (For) Investing Activities
Proceeds from royalty rights - at fair value	85.3	83.4
Acquisitions of businesses, net of cash acquired	0.0	(416.4)
Additions to property and equipment	(22.0)	(34.7)
Proceeds from sale of business and other assets	25.3	0.0
Proceeds from sale of the Tysabri® royalty stream	2,200.0	0.0
Other investing	(0.8)	(1.0)
Net cash from (for) investing activities	2,287.8	(368.7)
Cash Flows From (For) Financing Activities
Issuances of long-term debt	0.0	1,190.3
Payments on long-term debt	(13.6)	(14.3)
Borrowings (repayments) of revolving credit agreements and other financing, net	0.3	(715.9)
Deferred financing fees	(0.4)	(1.5)
Issuance of ordinary shares	0.0	3.1
Cash dividends	(23.0)	(20.8)
Other financing	(0.5)	(3.5)
Net cash from (for) financing activities	(37.2)	437.4
Effect of exchange rate changes on cash and cash equivalents	10.4	3.9
Net increase in cash and cash equivalents	2,455.5	171.1
Cash and cash equivalents, beginning of period	622.3	417.8
Cash and cash equivalents, end of period	$ 3,077.8	$ 588.9

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Summary of Significant Accounting Policies

3 Months Ended

Apr. 01, 2017

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General Information

The Company

Perrigo Company plc was incorporated under the laws of Ireland on June 28, 2013 and 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 healthcare company, delivering value to our customers and consumers by providing Quality Affordable Healthcare Products^®. Founded in 1887 as a packager of home remedies, we have built a unique business model that is best described as the convergence of a fast-moving consumer goods company, a high-quality pharmaceutical manufacturing organization and a world-class supply chain network. We are the world's largest manufacturer of over-the-counter (“OTC”) healthcare products and supplier of infant formulas for the store brand market. We also are a leading provider of branded OTC products throughout Europe and the U.S., as well as a leading producer of generic standard topical products such as creams, lotions, gels, as well as inhalants and injections ("extended topical") prescription drugs. We are headquartered in Ireland, and sell our products primarily in North America and Europe, as well as in other markets, including Australia, Israel and China.

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 Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of management, all adjustments (consisting of normal recurring accruals and other adjustments) considered necessary for a fair presentation of the unaudited Condensed Consolidated Financial Statements have been included and include our accounts and the accounts of all majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

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 Adopted
Standard	Description	Date of adoption	Effect on the Financial Statements or Other Significant Matters
Clarifying the Definition of a Business	This update clarifies the definition of a business and addresses whether transactions should be accounted for as asset acquisitions or business combinations (or divestitures). The guidance includes an initial threshold that an acquired set of assets will not be considered a business if substantially all of the fair value of the assets acquired is concentrated in a single tangible or identifiable intangible asset (or group of similar assets). If the acquired set does not pass the initial threshold, then the guidance requires that, to be a business, the set must include an input and a substantive process that together significantly contribute to the ability to create outputs. Different factors are considered to determine whether the set includes a substantive process, such as the inclusion of an organized workforce. Further, the guidance removes language stating that a business need not include all of the inputs and processes that the seller used in operating the business.	January 1, 2017	We early adopted this new standard and will apply it prospectively when determining whether transactions should be accounted for as asset acquisitions or business combinations (divestitures). During the three months ended April 1, 2017, we applied the new guidance when determining whether certain product divestitures represented sales of assets or businesses. In each case, we determined that the assets sold did not meet the definition of a business under the new rules.
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.	January 1, 2017	We adopted this standard as of January 1, 2017. We elected to estimate the number of awards expected to be forfeited and adjust the estimate when it is likely to change, consistent with past practice. We did not change the amounts that we withhold to cover income taxes on awards. As the requirement to record all income tax effects of vested or settled awards through the income statement is prospective in nature, there was no cumulative effect of adopting the standard on our balance sheet.

Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
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.	January 1, 2018	We continue to evaluate the implications of adoption of the new revenue standard on our consolidated financial statements. We have completed an initial assessment of the adoption and are in the process of completing a detailed review of our various customer contracts. Based on our initial analysis, we do not expect there to be a material impact on our revenue recognition practices. We plan to adopt the new revenue standard effective January 1, 2018 using the modified retrospective approach.
Intra-Entity Asset Transfers of Assets Other Than Inventory	Under the new guidance, the tax impact to the seller on the profit from the transfers and the buyer’s deferred tax benefit on the increased tax basis would be recognized when the transfers occur, resulting in the recognition of expense sooner than under historical guidance. The guidance excludes intra-entity transfers of inventory. For intra-entity transfers of inventory, the FASB decided to retain current GAAP, which requires an entity to recognize the income tax consequences when the inventory has been sold to an outside party.	January 1, 2018	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.
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.

Recently Issued Accounting Standards Not Yet Adopted (continued)
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
Measurement of Credit Losses on Financial Instruments	This guidance changes the impairment model for most financial assets and certain other instruments, replacing the current "incurred loss" approach with an "expected loss" credit impairment model, which will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, and off-balance sheet credit exposures such as letters of credit. Early adoption is permitted.	January 1, 2020	We are currently evaluating the new standard for potential impacts on our receivables, debt, and other financial instruments and considering whether to early adopt the standard.
Intangibles - Goodwill and Other Simplifying the Test for Goodwill	The objective of this update is to reduce the cost and complexity of subsequent goodwill accounting by simplifying the impairment test by removing the Step 2 requirement to perform a hypothetical purchase price allocation when the carrying value of a reporting unit exceeds its fair value.  If a reporting unit’s carrying value exceeds its fair value, an entity would record an impairment charge based on that difference, limited to the amount of goodwill attributed to that reporting unit. The proposal would not change the guidance on completing Step 1 of the goodwill impairment test. The proposed guidance would be applied prospectively with an effective date for Perrigo of January 1, 2020, with early adoption permitted as of January 1, 2017.	January 1, 2020	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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Acquisitions and Divestitures

3 Months Ended

Apr. 01, 2017

Business Combinations [Abstract]

Acquisitions and Divestitures

ACQUISITIONS AND DIVESTITURES

All of the below acquisitions, with the exception of the generic Benzaclin™ product purchase, 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.

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.

Prior Year Acquisitions

Generic Benzaclin™ Product

On August 2, 2016, we purchased the remaining 60.9% product rights to a generic Benzaclin™ product ("Generic Benzaclin™"), which we had developed and marketed in collaboration with Barr Laboratories, Inc. ("Barr"), a subsidiary of Teva Pharmaceuticals, for $62.0 million in cash. In September 2007, we entered into an initial development, marketing and commercialization agreement with Barr, in which Barr contributed to the product's development costs and we developed and marketed the product in the U.S. and Israel. Under this agreement, we paid Barr a percentage of net income from the product's sales in these territories, adjusted for Barr's contributions to the product's development costs. By purchasing the remaining product rights from Barr, we are now entitled to 100% of income from sales of the product. Operating results attributable to Generic Benzaclin™ are included within our Prescription Pharmaceuticals ("RX ") segment. The intangible asset acquired is a distribution and license agreement with a nine-year useful life.

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 standard topical products such as creams, lotions, and gels, as well as our inhalants and injections ("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 RX segment. The intangible assets acquired included generic product rights valued using the multi-period excess earnings method and assigned a 20-year useful life, and non-compete agreements 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 "prescription only" ("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 are also 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 ("IPR&D") 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 will become a definite-lived intangible asset), or is determined to have no future use (at which time it would be 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 amount of contingent consideration recognized was $24.9 million and was recorded in Other non-current liabilities.

Purchase Price Allocation of Prior Year Acquisitions

The Tretinoin Products, Development-Stage Rx Products and four small product acquisitions (included in "All Other" in the table below) are final.

The below table indicates the purchase price allocation for acquisitions completed during the year ended December 31, 2016 (in millions):

	Tretinoin Products		Development-Stage Rx Products		All Other(1)
Purchase price paid	$	416.4	$	—	$	17.1
Contingent consideration	—		24.9		26.2
Total purchase consideration	$	416.4	$	24.9	$	43.3
Assets acquired:
Cash and cash equivalents	$	—	$	—	$	3.8
Accounts receivable	—		—		4.9
Inventories	1.4		—		7.1
Prepaid expenses and other current assets	—		—		0.1
Property and equipment	—		—		1.2
Goodwill	1.7		—		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		—		1.8
Developed product technology, formulations, and product rights	411.0		—		18.0
Customer relationships and distribution networks	—		—		8.2
Non-compete agreements	2.3		—		—
Indefinite-lived intangibles:
In-process research and development	—		24.9		4.9
Total intangible assets	$	413.3	$	24.9	$	32.9
Total assets	$	416.4	$	24.9	$	50.0
Liabilities assumed:
Accounts payable	$	—	$	—	$	2.8
Accrued liabilities	—		—		0.1
Long-term debt	—		—		3.3
Net deferred income tax liabilities	—		—		0.5
Total liabilities	$	—	$	—	$	6.7
Net assets acquired	$	416.4	$	24.9	$	43.3

(1) Consists of four product acquisitions in our Consumer Healthcare Americas ("CHCA"), Consumer Healthcare International ("CHCI") and RX segments

Current Year Divestitures

On February 1, 2017, we completed the sale of the Animal Health pet treats plant fixed assets, which were previously classified as held-for sale, and received $7.7 million in proceeds.

On January 3, 2017, we sold certain Abbreviated New Drug Applications ("ANDAs") for $15.0 million to a third party, which was recorded in Other operating income on the Condensed Consolidated Statement of Operations.

Prior Year Divestitures

On August 5, 2016, we completed the sale of our U.S. Vitamins, Minerals, and Supplements ("VMS") business within our CHCA segment to International Vitamins Corporation ("IVC") for $61.8 million inclusive of an estimated working capital adjustment. Prior to closing the sale, we determined that the carrying value of the VMS business exceeded its fair value less the cost to sell, resulting in an impairment charge of $6.2 million, which was recorded in Impairment charges on the Condensed Consolidated Statements of Operations during the year ended December 31, 2016.

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Goodwill and Other Intangible Assets

3 Months Ended

Apr. 01, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

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, 2016		Currency translation adjustment		April 1, 2017
CHCA	$	1,810.6	$	2.3	$	1,812.9
CHCI	1,070.8		14.8		1,085.6
RX	1,086.6		4.5		1,091.1
Other	81.4		5.1		86.5
Total goodwill	$	4,049.4	$	26.7	$	4,076.1

In connection with the preparation of our financial statements for the three-month period ending April 2, 2016, we identified indicators of goodwill impairment for certain of our reporting units, which required us to complete interim goodwill impairment testing. Step one of the goodwill impairment test involves determining the fair value of the reporting unit using a discounted cash flow technique and comparing it to the reporting unit’s carrying value. The main assumptions supporting the cash flow projections used to determine the reporting units’ fair value include 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. If a reporting unit does not pass step one of the goodwill impairment test, step two is completed. The second step of the goodwill impairment test requires that we determine the implied fair value of the reporting unit’s goodwill, which involves determining the value of the reporting unit’s individual assets and liabilities. If the implied fair value of the reporting unit’s goodwill is less than the carrying value of the reporting unit’s goodwill, an impairment charge is recorded to adjust the goodwill carrying value to the implied fair value.

In connection with the preparation of our financial statements for the three months ended April 2, 2016, we identified indicators of impairment for our Branded Consumer Healthcare - Rest of World ("BCH-ROW") reporting unit, which comprises primarily operations attributable to the Omega Pharma Invest N.V. ("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. BCH-ROW did not pass step one of goodwill impairment testing. The change in fair value from previous estimates was due primarily to the changes in the market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions is being more focused to maximize the potential of all brands in the segment's portfolio. Based on our evaluation and 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 $130.5 million in impairment charges for the three months ended April 2, 2016 within our CHCI segment.

Intangible Assets

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

	April 1, 2017				December 31, 2016
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	307.6	$	132.5	$	305.6	$	120.4
Developed product technology, formulations, and product rights	1,428.2		562.5		1,418.1		526.0
Customer relationships and distribution networks	1,505.7		339.8		1,489.9		307.5
Trademarks, trade names, and brands	1,203.4		71.5		1,189.3		55.3
Non-compete agreements	14.5		11.7		14.3		11.2
Total definite-lived intangibles	$	4,459.4	$	1,118.0	$	4,417.2	$	1,020.4
Indefinite-lived intangibles:
Trademarks, trade names, and brands	$	50.8	$	—	$	50.5	$	—
In-process research and development	51.1		—		64.0		—
Total indefinite-lived intangibles	101.9		—		114.5		—
Total other intangible assets	$	4,561.3	$	1,118.0	$	4,531.7	$	1,020.4

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

We recorded amortization expense of $85.5 million and $85.3 million for the three months endedApril 1, 2017 and April 2, 2016, respectively.

We recorded an impairment charge of $12.2 million on certain IPR&D assets during the three months ended April 1, 2017 due to changes in the projected development and regulatory timelines for various projects. During the three months ended April 1, 2017, we recorded a decrease in the contingent consideration liability associated with certain IPR&D assets in Other operating income on the Condensed Consolidated Statement of Operations. Refer to Note 6 for additional information.

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 CHCI 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 market and performance of the brands such that the evaluation of brand prioritization and product extensions or launches in new regions is 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 included revenue growth based on product line extensions, product life cycle strategies, and geographical expansion within the markets in which the CHCI segment distributes products, gross margins consistent with historical trends, and advertising and promotion investments largely consistent with the segment's growth plans.

In addition, due to reprioritization of certain brands in the CHCI segment and change in performance expectations for the cough/cold/allergy, anti-parasite, personal care, lifestyle, and natural health brands, on April 3, 2016, we reclassified $364.5 million of indefinite-lived assets to definite-lived assets with a useful life of 20 years. We began amortizing the assets in the second quarter of 2016.

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Accounts Receivable Factoring

3 Months Ended

Apr. 01, 2017

Accounts Receivable Factoring [Abstract]

Accounts Receivable Factoring

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, and interest is calculated at the applicable EUR LIBOR rate plus 70 basis points. The total amount factored on a non-recourse basis and excluded from accounts receivable was $19.3 million and $50.7 million at April 1, 2017 and December 31, 2016, respectively.

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Inventories

3 Months Ended

Apr. 01, 2017

Inventory Disclosure [Abstract]

Inventories

INVENTORIES

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

	April 1, 2017		December 31, 2016
Finished goods	$	449.3	$	431.1
Work in process	151.7		165.7
Raw materials	199.2		198.2
Total inventories	$	800.2	$	795.0

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Fair Value Measurements

3 Months Ended

Apr. 01, 2017

Fair Value Disclosures [Abstract]

Fair Value Measurements

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 table summarizes the valuation of our financial instruments carried at fair value and measured at fair value on a recurring and non-recurring basis by the above pricing categories (in millions):

		Fair Value
	Fair Value Hierarchy	April 1, 2017		December 31, 2016
Measured at fair value on a recurring basis:
Assets:
Investment securities	Level 1	$	22.8	$	38.2
Foreign currency forward contracts	Level 2	$	6.5	$	3.8
Funds associated with Israeli severance liability	Level 2	17.1		15.9
Total level 2 assets		$	23.6	$	19.7
Royalty Pharma contingent milestone payments	Level 3	$	184.5	$	—
Tysabri® royalty stream	Level 3	—		2,350.0
Total level 3 assets		$	184.5	$	2,350.0
Liabilities:
Foreign currency forward contracts	Level 2	$	2.5	$	5.0
Contingent consideration	Level 3	$	52.0	$	69.9
Measured at fair value on a non-recurring basis:
Assets:
Goodwill(1)	Level 3	$	—	$	1,148.4
Indefinite-lived intangible assets(2)	Level 3	13.8		0.3
Definite-lived intangible assets(3)	Level 3	—		758.0
Assets held for sale, net	Level 3	11.0		18.2
Total level 3 assets		$	24.8	$	1,924.9

⁽¹⁾  As of December 31, 2016, goodwill with a carrying amount of $2.2 billion was written down to its implied fair value of $1.1 billion.

⁽²⁾  As of April 1, 2017, indefinite-lived intangible assets with a carrying amount of $26.0 million were written down to a fair value of $13.8 million, resulting in a total impairment charge of $12.2 million. As of December 31, 2016, indefinite-lived intangible assets with a carrying amount of $0.7 million were written down to a fair value of $0.3 million.

⁽³⁾  As of December 31, 2016, definite-lived intangible assets with a carrying amount of $2.3 billion were written down to a fair value of $758.0 million resulting in a total impairment charge of $1.5 billion. Included in this balance are indefinite-lived intangible assets with fair value of $364.5 million and $674.2 million that were reclassified to definite-lived assets at April 3, 2016 and October 2, 2016, respectively.

There were no transfers among Level 1, 2, and 3 during the three months endedApril 1, 2017 or the year ended December 31, 2016. 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.

Foreign currency forward contracts

The fair value of foreign currency forward contracts is determined using a market approach, which utilizes values for comparable derivative instruments.

Funds Associated with Israel Severance Liability

Israeli labor laws and agreements require us to pay benefits to employees dismissed or retiring under certain circumstances. Severance pay is calculated on the basis of the most recent employee salary levels and the length of employee service. Our Israeli subsidiaries also provide retirement bonuses to certain managerial employees. We make regular deposits to retirement funds and purchase insurance policies to partially fund these liabilities. The funds 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.

Tysabri^® Royalty Stream

On December 18, 2013, we acquired Elan, which hada royalty agreement with Biogen Idec Inc. ("Biogen"),whereby Biogen conveyed the right to receive royalties that are typically payable on sales revenue generated by the sale, distribution or other use of the drug Tysabri^®. Pursuant to the royalty agreement, we were entitled to royalty payments from Biogen based on its Tysabri^® sales in all indications and geographies. We received royalties of 12% on worldwide Biogen sales of Tysabri^® from December 18, 2013 through April 30, 2014. From May 1, 2014, we received royalties of 18% on annual worldwide Biogen sales of Tysabri^® up to $2.0 billion and 25% on annual sales above $2.0 billion.

We accounted for the Tysabri^® royalty stream as a financial asset and had elected to use the fair value option model. We made the election to account for the Tysabri^® financial asset using the fair value option as we believed this method was most appropriate for an asset that did not have a par value, a stated interest stream, or a termination date. The financial asset acquired represented a single unit of accounting. The fair value of the financial asset acquired was determined by using a discounted cash flow analysis related to the expected probability weighted future cash flows to be generated by the royalty stream. The financial asset was classified as a Level 3 asset within the fair value hierarchy, as our valuation utilized significant unobservable inputs, including industry analyst estimates for global Tysabri^® sales, probability weighted as to the timing and amount of future cash flows along with certain discount rate assumptions. Cash flow forecasts included the estimated effect and timing of future competition, considering patents in effect for Tysabri^® through 2024 and contractual rights to receive cash flows into perpetuity. The discounted cash flows were based upon the expected royalty stream forecasted into perpetuity using a 20-year discrete period with a declining rate terminal value.

In the first quarter of 2016, a competitor's pipeline product, Ocrevus^®, received breakthrough therapy designation from the FDA. Breakthrough therapy designation is granted when a drug intended alone or in combination with one or more other drugs to treat a serious or life threatening disease or condition and preliminary clinical evidence indicates that the drug may demonstrate substantial improvement over existing therapies on one or more clinically significant endpoints, such as substantial treatment effects observed early in clinical development. In June 2016, the FDA granted priority review with a target action date in December 2016. A priority review is a designation when the FDA will direct overall attention and resources to the evaluation of applications for drugs that, if approved, would be significant improvements in the safety or effectiveness of the treatment, diagnosis, or prevention of serious conditions when compared to standard applications. The product was approved in the first quarter of 2017. The product is expected to compete with Tysabri^®, and we expected it to have a significant negative impact on the Tysabri^® royalty stream. Although the product has not launched, industry analysts believe that, based on released clinical study information, Ocrevus^® will compete favorably against Tysabri^® in the relapsing, remitting multiple sclerosis market segment due to its high efficacy and convenient dosage form.

Given the new market information for Ocrevus^®, using industry analyst estimates we reduced our first ten year growth forecasts from an average of growth of approximately 3.4% in the fourth calendar quarter of 2015 to an average decline of approximately minus 2.0% in the third and fourth calendar quarters of 2016. In November 2016, we announced we were evaluating strategic alternatives for the Tysabri^® asset. As of December 31, 2016, the financial asset was adjusted based on the strategic review and sale process. These effects, combined with the change in discount rate each quarter, led to a reduction in fair value of $204.4 million, $910.8 million, $377.4 million and $1.1 billion in the first, second, third and fourth quarters of 2016, respectively.

On March 27, 2017, we announced the completed divestment of our Tysabri^® royalty stream to Royalty Pharma for up to $2.85 billion, which consists of $2.2 billion in cash and up to $250.0 million and $400.0 million in milestone payments if the royalties on global net sales of Tysabri^® that are received by Royalty Pharma meet specific thresholds in 2018 and 2020, respectively. As a result of this transaction, we transferred the entire financial asset to Royalty Pharma and recorded a $17.1 million gain during the three months ended April 1, 2017. We elected the fair value option for the contingent milestone payments, and these were recorded at an estimated fair value of $184.5 million as of April 1, 2017. We elected to account for the Royalty Pharma contingent milestone payments using the fair value option as we believe that this will provide investors with the expected value we could potentially receive under the two contingent milestones receivable which would help them understand the potential future cash flows we might receive in future periods. We valued the contingent milestone payments using a modified Black-Scholes Option Pricing Model ("BSOPM"). Key inputs in the BSOPM are the estimated volatility and rate of return of royalties on global net sales of Tysabri^® that are received by Royalty Pharma over time until payment of the contingent milestone payments is completed. Volatility and the estimated fair value of the milestones have a positive relationship such that higher volatility translates to a higher estimated fair value of the contingent milestone payments. We assumed volatility of 30.0% and a rate of return of 8.05% in the valuation of contingent milestone payments performed as of April 1, 2017. We will reassess volatility and rate of return inputs quarterly by analyzing certain market volatility benchmarks and the risk associated with Royalty Pharma achieving the underlying projected royalties.

In addition, included in our accounts receivable balance at December 31, 2016 was $84.4 million related to the Tysabri^® royalty stream.

Interest Rate Swaps

The fair values of interest rate swaps are determined using a market approach, which utilizes values for comparable swap instruments.

Contingent Consideration

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. Purchases or additions for the three months ended April 2, 2016 included contingent consideration associated with one transaction. We reduced a contingent consideration liability associated with certain IPR&D assets, and recorded a corresponding gain of $16.5 million in the three months ended April 1, 2017. The liability decrease relates to a reduction of the probability of achievement assumptions and anticipated cash flows. Refer to Note 3 for additional information. This gain was offset by net realized losses of $2.1 million.

The table below presents a reconciliation for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in millions). Net realized (gains) losses in the table were recorded in Other (income) expense, net.

	Three Months Ended
	April 1, 2017			April 2, 2016
Contingent Consideration
Beginning balance	$	69.9		$	17.9
Net realized (gains) losses	(14.4		)	0.3
Purchases or additions	—			29.5
Foreign currency effect	(0.1		)	0.3
Settlements	(3.4		)	—
Ending balance	$	52.0		$	48.0

Non-recurring fair value measurements

The non-recurring fair values represent only those assets whose carrying values were adjusted to fair value during the reporting period. See Note 3 for a more detailed discussion of the impaired goodwill and indefinite-lived intangible assets and the valuation methods used, and Note 9 for information on the impaired assets held for sale, net.

Goodwill and Indefinite Lived Intangible Assets

We have seven reporting units for which we assess the goodwill for impairment. We utilize a comparable company market approach, weighted equally with a discounted cash flow analysis, to determine the fair value of the reporting units. We utilize either a relief from royalty method or a multi-period excess earnings method ("MPEEM") to value our indefinite-lived intangible assets. We use a consistent set of projected financial information for the goodwill and indefinite-lived asset impairment tests. The discounted cash flow analysis that we prepared for goodwill impairment testing purposes for the year endedDecember 31, 2016 included long-term growth rates ranging from 2.0% to 3.0%. We also utilized discount rates ranging from 7.0% to 14.5%, which were deemed to be commensurate with the required investment return and risk involved in realizing the projected free cash flows of each reporting unit. In addition, we burdened projected free cash flows with the capital spending deemed necessary to support the cash flows of each reporting unit, and applied the tax rates that were applicable to the jurisdictions represented within each reporting unit. We recorded Impairment charges on the Condensed Consolidated Statements of Operations related to Goodwill and indefinite lived intangible assets of $130.5 million and $273.4 million, respectively, for the three months ended April 2, 2016. See Note 3 for additional detail on impaired goodwill and indefinite-lived intangible assets.

Definite Lived Intangible Assets

When assessing our definite-lived assets for impairment, we utilize either a multi-period excess earnings method or a relief from royalty method to determine the fair value of the asset and use the forecasts that are consistent with those used in the reporting unit analysis. Below is a summary of the various metrics used in our valuations:

	Year Ended
	December 31, 2016
	Omega - Lifestyle	Omega - XLS	Entocort® - Branded Products	Entocort® - AG Products	Herron Trade names and Trademarks
5-year average growth rate	2.5%	3.2%	(31.7)%	(30.4)%	4.6%
Long-term growth rates	2.0%	NA	(10.0)%	(4.7)%	2.5%
Discount rate	9.3%	9.5%	13.0%	10.5%	10.8%
Royalty rate	NA	4.0%	NA	NA	11.0%
Valuation method	MPEEM	Relief from Royalty	MPEEM	MPEEM	Relief from Royalty

Assets Held for sale

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 the cost to sell. See Note 9 for additional information on the impaired assets held for sale, net.

Fixed Rate Long-term Debt    

As of April 1, 2017 and December 31, 2016, our fixed rate long-term debt consisted of public bonds, a private placement notes, and retail bonds. As of April 1, 2017, the public bonds and private placement note had a carrying value and a fair value of $4.6 billion, based on quoted market prices (Level 1). As of December 31, 2016, the public bonds and private placement notes had a carrying value and fair value of $4.6 billion, based on quoted market prices (Level 1). As of April 1, 2017, our retail bonds and private placement notes had a carrying value of $783.2 million (excluding a premium of $43.4 million) and a fair value of $833.0 million. As of December 31, 2016, our retail bonds and private placement notes had a carrying value of $773.1 million (excluding a premium of $49.8 million) and a fair value of $825.0 million. The fair value of our retail bonds for both periods was based on interest rates offered for borrowings of a similar nature and remaining maturities (Level 2).

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

3 Months Ended

Apr. 01, 2017

Investments [Abstract]

Investments

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 1, 2017		December 31, 2016
Equity securities, at cost less impairments	$	15.5	$	16.5
Gross unrealized gains	7.3		21.7
Estimated fair value of equity securities	$	22.8	$	38.2

The factors affecting the assessment of impairments include both general financial market conditions and factors specific to a particular company. During the year ended December 31, 2016, we recorded an impairment charge of $1.8 million, related to other-than-temporary impairments of marketable equity securities due to prolonged losses incurred on each of the investments.

During the three months ended April 1, 2017 and the year ended December 31, 2016, we sold a number of our investment securities and recorded gains of $1.6 million and $1.0 million, respectively. The gains were reclassified out of Accumulated Other Comprehensive Income (loss) ("AOCI") and into earnings.     

Cost Method Investments

Our cost method investments totaled $6.9 million at April 1, 2017, and December 31, 2016, and are included in Other non-current assets.

Equity Method Investments

Our equity method investments totaled$4.8 million and $4.6 million at April 1, 2017 and December 31, 2016, respectively, and are included in Other non-current assets. We recorded a net gain of $0.1 million and a net loss of $2.4 million during the three months endedApril 1, 2017 and April 2, 2016, respectively, for our proportionate share of the equity method investment earnings or losses. The gains and losses were recorded in Other expense, net.

During the three months endedApril 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 Other Comprehensive Income ("OCI").

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Derivative Instruments and Hedging Activities

3 Months Ended

Apr. 01, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

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 1, 2017 and December 31, 2016. 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. 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 of senior notes on March 7, 2016 for a cumulative after-tax loss of $7.0 million in OCI during the three months ended April 2, 2016.

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 18 months. The total notional amount for these contracts was $469.3 million and $533.5 million as of April 1, 2017 and December 31, 2016, respectively.

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 1, 2017		December 31, 2016
Designated derivatives:
Foreign currency forward contracts	Other current assets	$	3.0	$	3.1
Non-designated derivatives:
Foreign currency forward contracts	Other current assets	$	3.5	$	0.7

	Liability Derivatives
	Balance Sheet Location	Fair Value
		April 1, 2017		December 31, 2016
Designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.9	$	3.0
Non-designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	0.6	$	2.0

The gains (losses) recorded 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 1, 2017		April 2, 2016
Interest rate swap agreements	$	—	$	(9.0	)
Foreign currency forward contracts	2.5		1.6
Total	$	2.5	$	(7.4	)

The gains (losses) reclassified from 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 1, 2017			April 2, 2016
Interest rate swap agreements	Interest expense, net	$	(0.6	)	$	(0.5	)
Foreign currency forward contracts	Net sales	0.2			0.5
	Cost of sales	0.7			0.3
	Interest expense, net	(0.6		)	(0.4		)
	Other (income) expense, net	(0.5		)	0.2
Total		$	(0.8	)	$	0.1

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 1, 2017		April 2, 2016
Interest rate swap agreements	Other (income) expense, net	$	—	$	(0.1	)
Foreign currency forward contracts	Net sales	—		(0.1		)
	Cost of sales	—		0.1
	Other (income) expense, net	0.9		—
Total		$	0.9	$	(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 1, 2017			April 2, 2016
Foreign currency forward contracts	Other (income) expense, net	$	(8.9	)	$	(6.9	)
	Interest expense, net	(0.4		)	0.1
Total		$	(9.3	)	$	(6.8	)

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Assets Held for Sale

3 Months Ended

Apr. 01, 2017

Assets held for sale [Abstract]

Assets Held for Sale

ASSETS HELD FOR SALE

During the six months endedDecember 31, 2015, management committed to a plan to sell our India Active Pharmaceutical Ingredients ("API") businesses. As a result, the net assets attributable to the business were classified as held-for-sale beginning at December 31, 2015. As described in Note 18, we completed the sale of our India API business on April 6, 2017.

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 the cost to sell. At December 31, 2015, we determined that the carrying value of the India API business exceeded its fair value less cost to sell, resulting in an impairment charge of $29.0 million. We recorded additional impairment charges totaling $6.3 million during the year ended December 31, 2016. The API business is reported primarily in our Other segment.

During the three months ended October 1, 2016, management committed to a plan to sell certain fixed assets associated with our Animal Health pet treats plant. Such assets were classified as held-for-sale beginning at October 1, 2016. As described in Note 2,on February 1, 2017, we completed the sale of the Animal Health pet treats plant fixed assets.

At October 1, 2016, we determined that the carrying value of the fixed assets associated with our Animal Health pet treats plant exceeded the fair value less the cost to sell. We recorded impairment charges totaling $3.7 million during the year ended December 31, 2016. The assets associated with our Animal Health pet treats plant are reported in our CHCA segment.

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 1, 2017					December 31, 2016
	CHCA		Other			CHCA			Other
Assets held for sale
Current assets	$	—	$	4.2		$	—		$	5.1
Goodwill	—		5.5			—			5.5
Property, plant and equipment	2.7		33.0			13.5			33.2
Other assets	—		3.2			—			3.8
Less: impairment reserves	—		(34.5		)	(3.7		)	(35.3		)
Total assets held for sale	$	2.7	$	11.4		$	9.8		$	12.3
Liabilities held for sale
Current liabilities	$	0.1	$	1.0		$	0.1		$	1.9
Other liabilities	—		2.0			—			1.9
Total liabilities held for sale	$	0.1	$	3.0		$	0.1		$	3.8

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Indebtedness

3 Months Ended

Apr. 01, 2017

Debt Disclosure [Abstract]

Indebtedness

INDEBTEDNESS

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

				April 1, 2017			December 31, 2016
Term loans
*	2014 Term loan due December 5, 2019			$	412.9		$	420.7
Notes and Bonds
	Coupon	Due
*	4.500%	May 23, 2017	(3)	191.8			189.3
*	5.125%	December 12, 2017	(3)	319.7			315.6
	2.300%	November 8, 2018	(2)(5)	600.0			600.0
*	5.000%	May 23, 2019	(3)	127.9			126.2
	3.500%	March 15, 2021	(4)	500.0			500.0
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	143.8			142.0
	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			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			5,383.2			5,373.1
Other financing				3.1			3.6
Unamortized premium (discount), net				27.1			33.0
Deferred financing fees				(32.0		)	(33.1		)
Total borrowings outstanding				5,794.3			5,797.3
	Current indebtedness			(1,175.4		)	(572.8		)
Total long-term debt less current portion				$	4,618.9		$	5,224.5

(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."

(5) Inclusive of $600.0 million, in aggregate principal amount of 2.300% 2018 Notes, which were repaid May 8, 2017.

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

We entered into amendments to the 2014 Revolver and the 2014 Term Loan providing for additional time to deliver certain financial statements, as well as the modification of certain financial and other covenants. We entered into additional amendments to the 2014 Revolver and the 2014 Term Loan to modify provisions of such agreements necessary as a result of the correction in accounting related to the Tysabri^® royalty stream, as well as waivers of any default or event of default that may arise from any restatement of or deficiencies in our financial statements for the periods specified in such amendments and waivers. No default or event of default existed prior to entering into these amendments and waivers. We are in compliance with all covenants under the 2014 Revolver and the 2014 Term Loan as of the date of this Quarterly Report on Form 10-Q.

As a result of the filing of this Quarterly Report on Form 10-Q, as of the filing date we are in compliance with all covenants, including the financial statement delivery obligations, under the 2013 Indenture and 2014 Indenture.

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 December 5, 2014, Perrigo Finance entered into a $600.0 million revolving credit agreement, which 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 1, 2017.

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, and we entered into a $300.0 million term loan tranche maturing December 18, 2015, which we repaid in full on June 25, 2015. During the three months endedApril 1, 2017, we made $13.3 million in scheduled principal payments 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 in March and September of each year, beginning in September 2016. The 2016 Notes are governed by a base indenture and a second supplemental 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 Notes.

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 6.190% 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 is being amortized as a reduction of interest expense over the remaining term of the respective debt instruments. The adjustment does not affect cash interest payments.

On May 23, 2017, we repaid the €180.0 million ($196.0 million) 4.500% retail bonds. Refer to Note 18 for additional detail.

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. 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 Notes.

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. On September 29, 2016, we repaid all $500.0 million of the 1.300% 2016 Notes outstanding. On May 8, 2017, we redeemed all of the 2018 Notes. Refer to Note 18 for additional detail.

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

We may use overdraft facilities to increase the efficiency of our cash utilization and to meet our short-term liquidity needs. We report any balances outstanding in the above table under "Other Financing." We repaid the balances outstanding under our overdraft facilities during the year endedDecember 31, 2016, but retain the ability to use the facilities in our day-to-day cash operations. There were no balances outstanding under the facilities at April 1, 2017 and December 31, 2016.

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Earnings Per Share and Shareholders Equity

3 Months Ended

Apr. 01, 2017

Earnings Per Share [Abstract]

Earnings Per Share and Shareholders Equity

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 1, 2017		April 2, 2016
Numerator:
Net income (loss)	$	71.6	$	(529.2	)
Denominator:
Weighted average shares outstanding for basic EPS	143.4		143.2
Dilutive effect of share-based awards*	0.2		—
Weighted average shares outstanding for diluted EPS	143.6		143.2
Anti-dilutive share-based awards excluded from computation of diluted EPS*	1.0		—

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

Shareholders' Equity

Shares

We issued shares related to the exercise and vesting of share-based compensation as follows:

Three Months Ended
April 1, 2017	April 2, 2016
14,400	79,000

Share Repurchases

On October 22, 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 1, 2017.

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Accumulated Other Comprehensive Income (Loss)

3 Months Ended

Apr. 01, 2017

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income (Loss)

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, 2016	$	(67.9	)	$	(19.5	)	$	15.1		$	(9.5	)	$	(81.8	)
OCI before reclassifications	65.4			1.5			(13.0		)	(0.1		)	53.8
Amounts reclassified from AOCI	—			0.1			1.6			—			1.7
Other comprehensive income (loss)	65.4			1.6			(11.4		)	(0.1		)	55.5
Balance at April 1, 2017	$	(2.5	)	$	(17.9	)	$	3.7		$	(9.6	)	$	(26.3	)

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Income Taxes

3 Months Ended

Apr. 01, 2017

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

The effective tax rate for the three months endedApril 1, 2017 was 25.3% on net income reported in the period compared to 8.0% on a net loss for the three months endedApril 2, 2016. The tax rate for the three months endedApril 2, 2016 was impacted by the effects of the jurisdictional mix of income estimated in future periods used in the annual effective tax rate computation. The result of net income in jurisdictions with lower tax rates in future periods creates an estimated annual effective tax benefit compared to estimated annual net income, thereby creating a negative tax rate.

Our tax rate is subject to adjustment over the balance of the fiscal year 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 based on differing interpretations of the applicable 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.

The total liability for uncertain tax positions was $407.8 million and $398.0 million as of April 1, 2017 and December 31, 2016, 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 $67.1 million and $63.5 million as of April 1, 2017 and December 31, 2016, 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 United States, 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.

In the United States, the Internal Revenue Service ("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 adjustments, including transfer pricing adjustments. The statutory notice of deficiency's adjustments for fiscal years 2009 and 2010 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 statutory notice of deficiency. To contest the IRS's adjustments, in January 2015 we paid the incremental tax obligation (a prerequisite to contesting the proposed adjustments in U.S. district court), and in June 2015, we filed an administrative request for a refund with the IRS. 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. The IRS subsequently denied our request for a refund. We anticipate filing a complaint in U.S. district court claiming a refund of the paid amounts prior to August 2017.

The IRS issued a statutory notice of deficiency on April 20, 2017 for the IRS audits of our fiscal years ended June 25, 2011 and June 30, 2012. While we agreed to certain adjustments with respect to these years in October 2016 and made minimal associated payments, the statutory notice of deficiency asserted various additional adjustments, including transfer pricing adjustments. The statutory notice of deficiency for fiscal years 2011 and 2012 asserted an incremental tax obligation of approximately $74.2 million, inclusive of interest and penalties. We disagree with the IRS's positions asserted in this notice. In anticipation of contesting the IRS's adjustments, in May 2017 we paid the incremental tax obligation (a prerequisite to contesting the proposed adjustments in U.S. District Court) and expect to file an administrative request for a refund. The payment will be recorded in the second quarter of the year ending December 31, 2017 as a deferred charge on the balance sheet given our anticipated action to recover this amount.

We received notices of proposed adjustments on December 22, 2016 for the IRS audit of Athena Neurosciences, Inc., a subsidiary of Elan Corporation plc, which Perrigo acquired in December 2013, for the years ended December 31, 2011 and December 31, 2012. We disagree with the IRS’s positions asserted in the notices of proposed adjustments and intend to contest them. Additionally, examination of transfer pricing positions is ongoing.

Unfavorable resolutions of the audit matters discussed above could have a material impact on our consolidated financial statements in future periods.

We have ongoing audits in multiple other jurisdictions the resolution of which remains uncertain. These jurisdictions include, but are not limited to, the United States, Israel and Belgium. The IRS notified us in January 2017, that it will be auditing our fiscal years ended June 29, 2013 and June 28, 2014. The Israel Tax Authority is currently auditing our fiscal years ended June 29, 2013 and June 28, 2014. In the fourth quarter of the year ended December 31, 2016, the Belgium Tax Authority proposed minimal adjustments for the years ending December 31, 2013 and December 31, 2014.

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Commitments and Contingencies

3 Months Ended

Apr. 01, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

In view of the inherent difficulties of predicting the outcome of various types of legal proceedings, we cannot determine the ultimate resolution of the matters described below. We establish reserves for litigation and regulatory matters when losses associated with the claims become probable and the amounts can be reasonably estimated. The actual costs of resolving legal matters may be substantially higher or lower than the amounts reserved for those matters. For matters where the likelihood or extent of a loss is not probable or cannot be reasonably be estimated as of April 1, 2017, we have not recorded a loss reserve. If certain of these matters are determined against the Company, there could be a material adverse effect on our financial condition, results of operations, or cash flows. We currently believe we have valid defenses to the claims in these lawsuits and intend to defend these lawsuits vigorously regardless of whether or not we have a loss reserve. 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. 

Price-Fixing Lawsuits

Perrigo has been named as a co-defendant with other manufacturers in a number of cases alleging that we and other manufacturers of the same product engaged in anti-competitive behavior to fix or raise the prices of certain drugs starting, in some instances, as early as June 2013. The products in question are Clobetasol, Desonide, and Econazole and one complaint involving Levothyroxine, a product that Perrigo neither made nor sold. At this stage, we cannot reasonably predict the outcome of the liability, if any, associated with these claims.

Securities Litigation

On May 18, 2016, a shareholder filed a securities case against the Company and our former CEO, Joseph Papa, in the U.S. District Court for the District of New Jersey (Roofers’ Pension Fund v. Papa, et al.). The plaintiff purports to represent a class of shareholders for the period from April 21, 2015 through May 11, 2016, inclusive. The complaint alleges violations of Securities Exchange Act sections 10(b) (and Rule 10b‑5) and 14(e) against both defendants and 20(a) control person liability against Mr. Papa. In general, the allegations concern the actions taken by the Company and the former executive to defend against the unsolicited takeover bid by Mylan in the period from April 21, 2015 through November 13, 2015. The plaintiff also alleges that we provided inadequate disclosure concerning alleged integration problems related to the Omega acquisition in the period from April 21, 2015 through May 11, 2016. The case is in an early stage. In February 2017, the court selected the lead plaintiffs and the lead counsel to the putative class. In March 2017, the court entered a scheduling order that sets a deadline for the lead plaintiffs to file an amended complaint. That deadline has not yet passed.  

On July 19, 2016, a shareholder filed a securities class action against the Company and our former CEO, Joseph Papa, also in the District of New Jersey (Wilson v. Papa, et al.). The plaintiff purports to represent a class of persons who sold put options on the Company shares between April 21, 2015 and May 11, 2016. In general, the allegations and the claims are the same as those made in the Roofers' Pension Fund case described above. Subsequently, this shareholder filed papers in the Roofers' Pension Fund case as one of four candidates seeking to be named lead plaintiff or co-lead plaintiff in that case. The Wilson plaintiff also filed a motion to have the Wilson case consolidated with the Roofers' Pension Fund case. On December 8, 2016, the court consolidated Roofers' Pension Fund case and the Wilson case under the Roofers' Pension Fund case number. In February 2017, the court selected the lead plaintiffs and the lead counsel to the putative class. In March 2017, the court entered a scheduling order that sets a deadline for the lead plaintiffs to file an amended complaint. That deadline has not yet passed.  

On May 22, 2016, shareholders filed a securities class action against the Company and five individual defendants: Mr. Papa, our former Executive Vice President and General Manager of the BCH segment Marc Coucke, our Chief Executive Officer John Hendrickson, and our Board members Gary Kunkle, Jr. and Laurie Brlas alleging violations of Israeli law in the District Court of Tel Aviv-Jaffa (Schwieger et al. v. Perrigo Company plc, et al.). On June 15, 2016, Perrigo filed a motion to stay the case pending the outcome of the securities class action pending in the New Jersey Federal Court. The plaintiffs did not oppose the motion. The Israeli court granted the motion on the same day, and the action is stayed.

On March 29, 2017, plaintiff Eyal Keinan commenced an action in the District Court of Tel Aviv-Jaffa asserting securities claims against Perrigo and its auditor Ernst & Young LLP ("EY"). The case is styled Keinan v. Perrigo Company plc, et al. The action seeks certification of a class of purchasers of Perrigo shares on the Israeli exchange beginning February 6, 2014. The proposed closing date for the class is not clear though it appears to extend into 2017. In general, the plaintiff asserts that Perrigo improperly accounted for its stream of royalty income from two drugs: Tysabri^® and Prialt. The court filings contend that the alleged improper accounting caused the audited financial results for Perrigo to be incorrect for the year ended December 31, 2016, six months ended December 31, 2015, and the years ended June 27, 2015 and June 28, 2014 and the other financial data released by the Company over those years to also be inaccurate. The plaintiff maintains that the defendants are liable under Israeli securities law or, in the alternative, under U.S. securities law principles. The plaintiff indicates an initial, preliminary class damages estimate of 686.0 million NIS (approximately $187.0 million). The response from Perrigo and EY is not yet due. Perrigo is consulting Israeli counsel about its response to these allegations. 

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. The parties are currently engaged in mediation in an attempt to settle the matter. The underlying proceedings have been stayed pending the outcome of the mediation process and, if necessary, a decision on the motion to appeal.

Tysabri^® Product Liability Lawsuits

Perrigo and collaborator 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. During calendar year 2016, one case in the U.S. was settled and two others were dismissed with prejudice. In April 2017, another case was dismissed with prejudice. While the remaining 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 the Company.

Claim Arising from the Omega Acquisition

On December 16, 2016, Perrigo and Perrigo Ireland 2 brought an arbitral claim ("Claim") against Alychlo NV (Alychlo) and Holdco I BE NV ("Holdco") (together the Sellers) in accordance with clause 26.2 of the Share Purchase Agreement dated November 6, 2014 ("SPA") and the rules of the Belgian Centre for Arbitration and Mediation ("CEPANI"). Perrigo’s Claim relates to the accuracy and completeness of information about Omega Pharma Invest N.V. provided by the Sellers as part of the sale process, the withholding of information by the Sellers during that process and breaches of Sellers’ warranties. Perrigo is seeking monetary damages from the Sellers. The Sellers served their respective responses to the Claim on February 20, 2017. In its response, Alychlo has asserted a counterclaim for monetary damages contending that Perrigo breached the duty of good faith in performing the SPA. There can be no assurance that Perrigo’s Claim will be successful, and Sellers deny liability for the Claim. Perrigo denies that Alychlo is entitled to any relief (including monetary relief) under the counterclaim. The arbitration proceedings are confidential as required by the SPA and the rules of the CEPANI.

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Collaboration Agreements and Other Contractual Arrangements

3 Months Ended

Apr. 01, 2017

Collaboration agreements and other contractual arrangements [Abstract]

Collaboration Agreements and Other Contractual Arrangements

COLLABORATION AGREEMENTS AND OTHER CONTRACTUAL ARRANGEMENTS

On May 15, 2015, we entered into a development agreement wherein we transferred the ownership rights to two pharmaceutical products to a clinical stage development company to fund and conduct development activities for the products. We do not expect to incur any expense related to the development of either product. If the products are approved by the FDA, we will execute a buy-back agreement to purchase each product for a multiple of the development costs incurred. Based on the initial development budget for each product, the estimated purchase price for both products is approximately $78.0 million. If development costs exceed the initial budgeted amounts, the purchase price will increase but will not exceed approximately $105.0 million. If the products are approved by the FDA and we purchase the products, we estimate the acquisitions will occur in 2019. 

During the year ended December 31, 2016, we added three additional products to the May 15, 2015 development agreement that are subject to similar buy-back terms if the products are approved by the FDA. We did not receive any consideration from the clinical stage development company, nor do we expect to incur any expense related to the development of the additional products. The estimated purchase price for these additional products, based on the initial development budget, is approximately $126.0 million. If development costs exceed the initial budgeted amounts, the purchase price will increase, but will not exceed approximately $174.0 million. If the products are approved by the FDA and we purchase the products, we estimate that one of the acquisitions will occur in 2019 and two of the acquisitions will occur in 2021. There can be no assurance that any such products will be approved by the FDA on the anticipated schedule or at all. 

On May 1, 2015, we entered into an agreement with a clinical stage biotechnology company for the development of two specialty pharmaceutical products. We paid $18.0 million for an option to acquire the two products, which we reported in research and development expense. On March 1, 2016, we exercised the purchase option to acquire both products. We will make additional payments if we obtain regulatory approval and achieve certain sales milestones, and these contingent milestone payments could total $30.0 million in aggregate.  We will also be obligated to make certain royalty payments over periods ranging from seven to ten years from the launch of each product. Refer to the Development-Stage Rx Products acquisition in Note 2 for additional information regarding the acquisition. In addition, during the three months ended April 1, 2017, we recorded an impairment of these assets and a corresponding reduction in the liability for the contingent milestone payments, which are further discussed in Notes 3 and 6, respectively.”

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Restructuring Charges

3 Months Ended

Apr. 01, 2017

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 1, 2017			April 2, 2016
Beginning balance	$	19.7		$	20.7
Additional charges	38.7			5.4
Payments	(7.1		)	(18.2		)
Non-cash adjustments	0.2			5.1
Ending balance	$	51.5		$	13.0

Restructuring activity includes severance, lease exit costs, and asset impairments. The charges incurred during the three months endedApril 1, 2017 were primarily associated with actions we took to streamline our organization as announced on February 21, 2017. During the three months endedApril 1, 2017, $38.7 million of restructuring expenses were recorded. Of this amount, $23.7 million was recorded in our CHCA segment. There were no other material restructuring programs that significantly impacted any other reportable segment. All charges are recorded in Restructuring expense. The remaining $46.9 million liability for employee severance benefits is expected to be paid within the next year, while the remaining $4.6 million liability for lease exit costs is expected to be incurred over the remaining terms of the applicable leases.

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Segment Information

3 Months Ended

Apr. 01, 2017

Segment Reporting [Abstract]

Segment Information

SEGMENT INFORMATION

Effective January 1, 2017, in addition to the segment change in the fourth quarter of 2016, we implemented certain changes to our reporting segments following the sale of the Tysabri^® royalty stream. As a result, beginning in the first quarter of fiscal year 2017, our reporting segments consist of CHCA, CHCI, RX and Other.

Our reporting segments are as follows:

• CHCA,comprises our U.S., Mexico and Canada consumer healthcare business (OTC, contract, infant formula and animal health categories).

• CHCI,comprises our legacy Branded Consumer Healthcare segment and now includes our consumer focused businesses in the U.K., Australia, and Israel. This segment also includes our U.K. liquid licensed products business.

• RX,comprises our U.S. Prescription Pharmaceuticals business.

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):

Total Assets	April 1, 2017		December 31, 2016
CHCA	$	6,295.7	$	3,351.3
CHCI	4,796.9		4,795.2
RX	2,685.4		2,646.4
Specialty Sciences	—		2,775.8
Other	201.4		301.4
Total	$	13,979.4	$	13,870.1

	Three Months Ended
	April 1, 2017							April 2, 2016
	Net Sales		Operating Income (Loss)			Intangible Asset Amortization		Net Sales		Operating Income (Loss)			Intangible Asset Amortization
CHCA	$	582.8	$	75.0		$	17.1	$	639.1	$	100.6		$	18.1
CHCI	374.9		0.2			45.7		439.4		(396.4		)	41.2
RX	217.4		88.2			22.3		248.2		91.4			25.5
Specialty Sciences	—		—			—		—		(1.4		)	—
Other	18.9		5.7			0.4		20.6		5.5			0.5
Unallocated	—		(40.6		)	—		—		(31.3		)	—
Total	$	1,194.0	$	128.5		$	85.5	$	1,347.3	$	(231.6	)	$	85.3

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Subsequent Events

3 Months Ended

Apr. 01, 2017

Subsequent Events [Abstract]

Subsequent Events

SUBSEQUENT EVENTS

On April 6, 2017, we announced the completed divestment of our India API business to Strides Shasun Limited. Total cash received was $22.2 million. The sale is not expected to have a material impact on our operations nor will the transaction result in a significant gain or loss when recorded in the second quarter of 2017.

On April 7, 2017, we issued a notice of redemption to redeem all of the $600.0 million in aggregate principal amount of the outstanding 2018 Notes. On May 8, 2017, using proceeds from the sale of the Tysabri^® royalty stream, we redeemed all of the 2018 Notes.

On May 23, 2017, we repaid the €180.0 million ($196.0 million) 4.500% retail bonds with cash from operations.

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Apr. 01, 2017

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 Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of management, all adjustments (consisting of normal recurring accruals and other adjustments) considered necessary for a fair presentation of the unaudited Condensed Consolidated Financial Statements have been included

Principles of consolidation

include our accounts and the accounts of all majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Recent Accounting Standard Announcements

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 Adopted
Standard	Description	Date of adoption	Effect on the Financial Statements or Other Significant Matters
Clarifying the Definition of a Business	This update clarifies the definition of a business and addresses whether transactions should be accounted for as asset acquisitions or business combinations (or divestitures). The guidance includes an initial threshold that an acquired set of assets will not be considered a business if substantially all of the fair value of the assets acquired is concentrated in a single tangible or identifiable intangible asset (or group of similar assets). If the acquired set does not pass the initial threshold, then the guidance requires that, to be a business, the set must include an input and a substantive process that together significantly contribute to the ability to create outputs. Different factors are considered to determine whether the set includes a substantive process, such as the inclusion of an organized workforce. Further, the guidance removes language stating that a business need not include all of the inputs and processes that the seller used in operating the business.	January 1, 2017	We early adopted this new standard and will apply it prospectively when determining whether transactions should be accounted for as asset acquisitions or business combinations (divestitures). During the three months ended April 1, 2017, we applied the new guidance when determining whether certain product divestitures represented sales of assets or businesses. In each case, we determined that the assets sold did not meet the definition of a business under the new rules.
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.	January 1, 2017	We adopted this standard as of January 1, 2017. We elected to estimate the number of awards expected to be forfeited and adjust the estimate when it is likely to change, consistent with past practice. We did not change the amounts that we withhold to cover income taxes on awards. As the requirement to record all income tax effects of vested or settled awards through the income statement is prospective in nature, there was no cumulative effect of adopting the standard on our balance sheet.

Recently Issued Accounting Standards Not Yet Adopted
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
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.	January 1, 2018	We continue to evaluate the implications of adoption of the new revenue standard on our consolidated financial statements. We have completed an initial assessment of the adoption and are in the process of completing a detailed review of our various customer contracts. Based on our initial analysis, we do not expect there to be a material impact on our revenue recognition practices. We plan to adopt the new revenue standard effective January 1, 2018 using the modified retrospective approach.
Intra-Entity Asset Transfers of Assets Other Than Inventory	Under the new guidance, the tax impact to the seller on the profit from the transfers and the buyer’s deferred tax benefit on the increased tax basis would be recognized when the transfers occur, resulting in the recognition of expense sooner than under historical guidance. The guidance excludes intra-entity transfers of inventory. For intra-entity transfers of inventory, the FASB decided to retain current GAAP, which requires an entity to recognize the income tax consequences when the inventory has been sold to an outside party.	January 1, 2018	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.
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.

Recently Issued Accounting Standards Not Yet Adopted (continued)
Standard	Description	Effective Date	Effect on the Financial Statements or Other Significant Matters
Measurement of Credit Losses on Financial Instruments	This guidance changes the impairment model for most financial assets and certain other instruments, replacing the current "incurred loss" approach with an "expected loss" credit impairment model, which will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, and off-balance sheet credit exposures such as letters of credit. Early adoption is permitted.	January 1, 2020	We are currently evaluating the new standard for potential impacts on our receivables, debt, and other financial instruments and considering whether to early adopt the standard.
Intangibles - Goodwill and Other Simplifying the Test for Goodwill	The objective of this update is to reduce the cost and complexity of subsequent goodwill accounting by simplifying the impairment test by removing the Step 2 requirement to perform a hypothetical purchase price allocation when the carrying value of a reporting unit exceeds its fair value.  If a reporting unit’s carrying value exceeds its fair value, an entity would record an impairment charge based on that difference, limited to the amount of goodwill attributed to that reporting unit. The proposal would not change the guidance on completing Step 1 of the goodwill impairment test. The proposed guidance would be applied prospectively with an effective date for Perrigo of January 1, 2020, with early adoption permitted as of January 1, 2017.	January 1, 2020	We are currently evaluating the implications of adoption on our consolidated financial statements and considering whether to early adopt the standard.

Derivatives

     All of our designated derivatives were classified as cash flow hedges as of April 1, 2017 and December 31, 2016. 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. All of our designated derivatives are assessed for hedge effectiveness quarterly.

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Acquisitions and Divestitures (Tables)

3 Months Ended

Apr. 01, 2017

Business Combinations [Abstract]

Business combination, separately recognized transactions

The below table indicates the purchase price allocation for acquisitions completed during the year ended December 31, 2016 (in millions):

	Tretinoin Products		Development-Stage Rx Products		All Other(1)
Purchase price paid	$	416.4	$	—	$	17.1
Contingent consideration	—		24.9		26.2
Total purchase consideration	$	416.4	$	24.9	$	43.3
Assets acquired:
Cash and cash equivalents	$	—	$	—	$	3.8
Accounts receivable	—		—		4.9
Inventories	1.4		—		7.1
Prepaid expenses and other current assets	—		—		0.1
Property and equipment	—		—		1.2
Goodwill	1.7		—		—
Definite-lived intangibles:
Distribution and license agreements, supply agreements	—		—		1.8
Developed product technology, formulations, and product rights	411.0		—		18.0
Customer relationships and distribution networks	—		—		8.2
Non-compete agreements	2.3		—		—
Indefinite-lived intangibles:
In-process research and development	—		24.9		4.9
Total intangible assets	$	413.3	$	24.9	$	32.9
Total assets	$	416.4	$	24.9	$	50.0
Liabilities assumed:
Accounts payable	$	—	$	—	$	2.8
Accrued liabilities	—		—		0.1
Long-term debt	—		—		3.3
Net deferred income tax liabilities	—		—		0.5
Total liabilities	$	—	$	—	$	6.7
Net assets acquired	$	416.4	$	24.9	$	43.3

(1) Consists of four product acquisitions in our Consumer Healthcare Americas ("CHCA"), Consumer Healthcare International ("CHCI") and RX segments

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Goodwill and Other Intangible Assets (Tables)

3 Months Ended

Apr. 01, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of goodwill

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

Reporting Segments:	December 31, 2016		Currency translation adjustment		April 1, 2017
CHCA	$	1,810.6	$	2.3	$	1,812.9
CHCI	1,070.8		14.8		1,085.6
RX	1,086.6		4.5		1,091.1
Other	81.4		5.1		86.5
Total goodwill	$	4,049.4	$	26.7	$	4,076.1

Schedule of finite and indefinite-lived intangible assets

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

	April 1, 2017				December 31, 2016
	Gross		Accumulated Amortization		Gross		Accumulated Amortization
Definite-lived intangibles:
Distribution and license agreements, supply agreements	$	307.6	$	132.5	$	305.6	$	120.4
Developed product technology, formulations, and product rights	1,428.2		562.5		1,418.1		526.0
Customer relationships and distribution networks	1,505.7		339.8		1,489.9		307.5
Trademarks, trade names, and brands	1,203.4		71.5		1,189.3		55.3
Non-compete agreements	14.5		11.7		14.3		11.2
Total definite-lived intangibles	$	4,459.4	$	1,118.0	$	4,417.2	$	1,020.4
Indefinite-lived intangibles:
Trademarks, trade names, and brands	$	50.8	$	—	$	50.5	$	—
In-process research and development	51.1		—		64.0		—
Total indefinite-lived intangibles	101.9		—		114.5		—
Total other intangible assets	$	4,561.3	$	1,118.0	$	4,531.7	$	1,020.4

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Inventories (Tables)

3 Months Ended

Apr. 01, 2017

Inventory Disclosure [Abstract]

Schedule of inventory, current

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

	April 1, 2017		December 31, 2016
Finished goods	$	449.3	$	431.1
Work in process	151.7		165.7
Raw materials	199.2		198.2
Total inventories	$	800.2	$	795.0

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Fair Value Measurements (Tables)

3 Months Ended

Apr. 01, 2017

Fair Value Disclosures [Abstract]

Fair value, assets measured on recurring and nonrecurring basis

The following table summarizes the valuation of our financial instruments carried at fair value and measured at fair value on a recurring and non-recurring basis by the above pricing categories (in millions):

		Fair Value
	Fair Value Hierarchy	April 1, 2017		December 31, 2016
Measured at fair value on a recurring basis:
Assets:
Investment securities	Level 1	$	22.8	$	38.2
Foreign currency forward contracts	Level 2	$	6.5	$	3.8
Funds associated with Israeli severance liability	Level 2	17.1		15.9
Total level 2 assets		$	23.6	$	19.7
Royalty Pharma contingent milestone payments	Level 3	$	184.5	$	—
Tysabri® royalty stream	Level 3	—		2,350.0
Total level 3 assets		$	184.5	$	2,350.0
Liabilities:
Foreign currency forward contracts	Level 2	$	2.5	$	5.0
Contingent consideration	Level 3	$	52.0	$	69.9
Measured at fair value on a non-recurring basis:
Assets:
Goodwill(1)	Level 3	$	—	$	1,148.4
Indefinite-lived intangible assets(2)	Level 3	13.8		0.3
Definite-lived intangible assets(3)	Level 3	—		758.0
Assets held for sale, net	Level 3	11.0		18.2
Total level 3 assets		$	24.8	$	1,924.9

Reconciliation of Level 3 Liabilities

The table below presents a reconciliation for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in millions). Net realized (gains) losses in the table were recorded in Other (income) expense, net.

	Three Months Ended
	April 1, 2017			April 2, 2016
Contingent Consideration
Beginning balance	$	69.9		$	17.9
Net realized (gains) losses	(14.4		)	0.3
Purchases or additions	—			29.5
Foreign currency effect	(0.1		)	0.3
Settlements	(3.4		)	—
Ending balance	$	52.0		$	48.0

Schedule of fair value metrics used in valuations

Below is a summary of the various metrics used in our valuations:

	Year Ended
	December 31, 2016
	Omega - Lifestyle	Omega - XLS	Entocort® - Branded Products	Entocort® - AG Products	Herron Trade names and Trademarks
5-year average growth rate	2.5%	3.2%	(31.7)%	(30.4)%	4.6%
Long-term growth rates	2.0%	NA	(10.0)%	(4.7)%	2.5%
Discount rate	9.3%	9.5%	13.0%	10.5%	10.8%
Royalty rate	NA	4.0%	NA	NA	11.0%
Valuation method	MPEEM	Relief from Royalty	MPEEM	MPEEM	Relief from Royalty

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Investments (Tables)

3 Months Ended

Apr. 01, 2017

Investments [Abstract]

Unrealized gain (loss) on investments

Unrealized investment gains (losses) on available for sale securities were as follows (in millions):

	April 1, 2017		December 31, 2016
Equity securities, at cost less impairments	$	15.5	$	16.5
Gross unrealized gains	7.3		21.7
Estimated fair value of equity securities	$	22.8	$	38.2

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Derivative Instruments and Hedging Activities (Tables)

3 Months Ended

Apr. 01, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of derivative instruments in statement of financial position, fair value

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

	Asset Derivatives
	Balance Sheet Location	Fair Value
		April 1, 2017		December 31, 2016
Designated derivatives:
Foreign currency forward contracts	Other current assets	$	3.0	$	3.1
Non-designated derivatives:
Foreign currency forward contracts	Other current assets	$	3.5	$	0.7

	Liability Derivatives
	Balance Sheet Location	Fair Value
		April 1, 2017		December 31, 2016
Designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	1.9	$	3.0
Non-designated derivatives:
Foreign currency forward contracts	Accrued liabilities	$	0.6	$	2.0

Schedule of derivative instruments, effect on other comprehensive income (loss)

The gains (losses) recorded 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 1, 2017		April 2, 2016
Interest rate swap agreements	$	—	$	(9.0	)
Foreign currency forward contracts	2.5		1.6
Total	$	2.5	$	(7.4	)

Reclassification out of AOCI

The gains (losses) reclassified from 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 1, 2017			April 2, 2016
Interest rate swap agreements	Interest expense, net	$	(0.6	)	$	(0.5	)
Foreign currency forward contracts	Net sales	0.2			0.5
	Cost of sales	0.7			0.3
	Interest expense, net	(0.6		)	(0.4		)
	Other (income) expense, net	(0.5		)	0.2
Total		$	(0.8	)	$	0.1

Schedule of hedge ineffectiveness

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 1, 2017		April 2, 2016
Interest rate swap agreements	Other (income) expense, net	$	—	$	(0.1	)
Foreign currency forward contracts	Net sales	—		(0.1		)
	Cost of sales	—		0.1
	Other (income) expense, net	0.9		—
Total		$	0.9	$	(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 1, 2017			April 2, 2016
Foreign currency forward contracts	Other (income) expense, net	$	(8.9	)	$	(6.9	)
	Interest expense, net	(0.4		)	0.1
Total		$	(9.3	)	$	(6.8	)

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Assets Held for Sale (Tables)

3 Months Ended

Apr. 01, 2017

Assets held for sale [Abstract]

Disposal Groups, Including Discontinued Operations

The amounts consisted of the following (in millions):

	April 1, 2017					December 31, 2016
	CHCA		Other			CHCA			Other
Assets held for sale
Current assets	$	—	$	4.2		$	—		$	5.1
Goodwill	—		5.5			—			5.5
Property, plant and equipment	2.7		33.0			13.5			33.2
Other assets	—		3.2			—			3.8
Less: impairment reserves	—		(34.5		)	(3.7		)	(35.3		)
Total assets held for sale	$	2.7	$	11.4		$	9.8		$	12.3
Liabilities held for sale
Current liabilities	$	0.1	$	1.0		$	0.1		$	1.9
Other liabilities	—		2.0			—			1.9
Total liabilities held for sale	$	0.1	$	3.0		$	0.1		$	3.8

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Indebtedness (Tables)

3 Months Ended

Apr. 01, 2017

Debt Disclosure [Abstract]

Schedule of debt

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

				April 1, 2017			December 31, 2016
Term loans
*	2014 Term loan due December 5, 2019			$	412.9		$	420.7
Notes and Bonds
	Coupon	Due
*	4.500%	May 23, 2017	(3)	191.8			189.3
*	5.125%	December 12, 2017	(3)	319.7			315.6
	2.300%	November 8, 2018	(2)(5)	600.0			600.0
*	5.000%	May 23, 2019	(3)	127.9			126.2
	3.500%	March 15, 2021	(4)	500.0			500.0
	3.500%	December 15, 2021	(1)	500.0			500.0
*	5.105%	July 19, 2023	(3)	143.8			142.0
	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			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			5,383.2			5,373.1
Other financing				3.1			3.6
Unamortized premium (discount), net				27.1			33.0
Deferred financing fees				(32.0		)	(33.1		)
Total borrowings outstanding				5,794.3			5,797.3
	Current indebtedness			(1,175.4		)	(572.8		)
Total long-term debt less current portion				$	4,618.9		$	5,224.5

(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."

(5) Inclusive of $600.0 million, in aggregate principal amount of 2.300% 2018 Notes, which were repaid May 8, 2017.

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

XML

Earnings Per Share and Shareholders Equity (Tables)

3 Months Ended

Apr. 01, 2017

Earnings Per Share [Abstract]

Schedule of earnings per share, basic and diluted

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 1, 2017		April 2, 2016
Numerator:
Net income (loss)	$	71.6	$	(529.2	)
Denominator:
Weighted average shares outstanding for basic EPS	143.4		143.2
Dilutive effect of share-based awards*	0.2		—
Weighted average shares outstanding for diluted EPS	143.6		143.2
Anti-dilutive share-based awards excluded from computation of diluted EPS*	1.0		—

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

Schedule of share-based compensation, stock options, activity

We issued shares related to the exercise and vesting of share-based compensation as follows:

Three Months Ended
April 1, 2017	April 2, 2016
14,400	79,000

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Accumulated Other Comprehensive Income (Loss) (Tables)

3 Months Ended

Apr. 01, 2017

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of 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, 2016	$	(67.9	)	$	(19.5	)	$	15.1		$	(9.5	)	$	(81.8	)
OCI before reclassifications	65.4			1.5			(13.0		)	(0.1		)	53.8
Amounts reclassified from AOCI	—			0.1			1.6			—			1.7
Other comprehensive income (loss)	65.4			1.6			(11.4		)	(0.1		)	55.5
Balance at April 1, 2017	$	(2.5	)	$	(17.9	)	$	3.7		$	(9.6	)	$	(26.3	)

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Restructuring Charges (Tables)

3 Months Ended

Apr. 01, 2017

Restructuring Charges [Abstract]

Restructuring and related costs

The following reflects our restructuring activity (in millions):

	Three Months Ended
	April 1, 2017			April 2, 2016
Beginning balance	$	19.7		$	20.7
Additional charges	38.7			5.4
Payments	(7.1		)	(18.2		)
Non-cash adjustments	0.2			5.1
Ending balance	$	51.5		$	13.0

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Segment Information (Tables)

3 Months Ended

Apr. 01, 2017

Segment Reporting [Abstract]

Schedule of segment reporting information, by segment

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

Total Assets	April 1, 2017		December 31, 2016
CHCA	$	6,295.7	$	3,351.3
CHCI	4,796.9		4,795.2
RX	2,685.4		2,646.4
Specialty Sciences	—		2,775.8
Other	201.4		301.4
Total	$	13,979.4	$	13,870.1

	Three Months Ended
	April 1, 2017							April 2, 2016
	Net Sales		Operating Income (Loss)			Intangible Asset Amortization		Net Sales		Operating Income (Loss)			Intangible Asset Amortization
CHCA	$	582.8	$	75.0		$	17.1	$	639.1	$	100.6		$	18.1
CHCI	374.9		0.2			45.7		439.4		(396.4		)	41.2
RX	217.4		88.2			22.3		248.2		91.4			25.5
Specialty Sciences	—		—			—		—		(1.4		)	—
Other	18.9		5.7			0.4		20.6		5.5			0.5
Unallocated	—		(40.6		)	—		—		(31.3		)	—
Total	$	1,194.0	$	128.5		$	85.5	$	1,347.3	$	(231.6	)	$	85.3

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Discontinued operations (Tables)

3 Months Ended

Apr. 01, 2017

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Disposal Groups, Including Discontinued Operations

The amounts consisted of the following (in millions):

	April 1, 2017					December 31, 2016
	CHCA		Other			CHCA			Other
Assets held for sale
Current assets	$	—	$	4.2		$	—		$	5.1
Goodwill	—		5.5			—			5.5
Property, plant and equipment	2.7		33.0			13.5			33.2
Other assets	—		3.2			—			3.8
Less: impairment reserves	—		(34.5		)	(3.7		)	(35.3		)
Total assets held for sale	$	2.7	$	11.4		$	9.8		$	12.3
Liabilities held for sale
Current liabilities	$	0.1	$	1.0		$	0.1		$	1.9
Other liabilities	—		2.0			—			1.9
Total liabilities held for sale	$	0.1	$	3.0		$	0.1		$	3.8

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Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net reclassification to investing activities	$ 2,287.8	$ (368.7)
Accounting Standards Update 2016-09, Statutory Tax Withholding Component
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net reclassification to investing activities		$ 1.6

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Acquisitions and Divestitures (Details) $ in Millions									3 Months Ended		9 Months Ended	12 Months Ended
	Mar. 27, 2017 USD ($)	Feb. 01, 2017 USD ($)	Jan. 03, 2017 USD ($)	Aug. 05, 2016 USD ($)	Aug. 02, 2016 USD ($)	Mar. 01, 2016 USD ($)	Jan. 22, 2016 USD ($)	May 01, 2015 USD ($)	Apr. 01, 2017 USD ($)	Apr. 02, 2016 USD ($)	Oct. 01, 2016	Dec. 31, 2016 USD ($) products
Business Acquisition [Line Items]
Useful life of intangible asset											20 years
Research and development									$ 39.8	$ 45.3
Proceeds from sale of business and other assets		$ 7.7							$ 25.3	$ 0.0
Benzaclin
Business Acquisition [Line Items]
Effective date of acquisition					Aug. 02, 2016
Percentage of interests acquired					60.90%
Purchase price paid					$ 62.0
Tretinoin
Business Acquisition [Line Items]
Effective date of acquisition							Jan. 22, 2016
Purchase price paid							$ 416.4
Contingent consideration							$ 0.0
Development stage rx products
Business Acquisition [Line Items]
Effective date of acquisition						Mar. 01, 2016
Purchase price paid						$ 0.0
Contingent consideration						$ 24.9
All Other
Business Acquisition [Line Items]
Purchase price paid												$ 17.1
Contingent consideration												$ 26.2
Number of products acquired | products												4
Developed technology rights | Tretinoin
Business Acquisition [Line Items]
Useful life of intangible asset							20 years
Non-compete agreements | Tretinoin
Business Acquisition [Line Items]
Useful life of intangible asset							5 years
Licensing Agreements | Benzaclin
Business Acquisition [Line Items]
Useful life of intangible asset					9 years
Minimum | Development stage rx products
Business Acquisition [Line Items]
Royalty payment period						7 years
Maximum | Development stage rx products
Business Acquisition [Line Items]
Royalty payment period						10 years
Contractual Arrangement
Business Acquisition [Line Items]
Research and development								$ 18.0
CHCA
Business Acquisition [Line Items]
Proceeds from sale of business and other assets				$ 61.8
Impairment charge												$ 6.2
Specialty Sciences
Business Acquisition [Line Items]
Gain on sale of unit	$ 17.1
ANDA
Business Acquisition [Line Items]
Proceeds from sale of business and other assets			$ 15.0
Royalty Pharma
Business Acquisition [Line Items]
Proceeds from sale of business and other assets	2,200.0
Proceeds from sale of business, maximum milestone payments in year two	250.0
Proceeds from sale of business, maximum milestone payments in year four	$ 400.0

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Acquisitions and Divestitures - Purchase Price Allocation (Details) - USD ($) $ in Millions			12 Months Ended
	Mar. 01, 2016	Jan. 22, 2016	Dec. 31, 2016	Apr. 01, 2017
Assets acquired:
Goodwill			$ 4,049.4	$ 4,076.1
Tretinoin
Business Acquisition [Line Items]
Purchase price paid		$ 416.4
Contingent consideration		0.0
Total purchase consideration		416.4
Assets acquired:
Cash and cash equivalents		0.0
Accounts receivable		0.0
Inventories		1.4
Prepaid expenses and other current assets		0.0
Property and equipment		0.0
Goodwill		1.7
Total intangible assets		413.3
Total assets		416.4
Liabilities assumed:
Accounts payable		0.0
Accrued liabilities		0.0
Long-term debt		0.0
Net deferred income tax liabilities		0.0
Total liabilities		0.0
Net assets acquired		416.4
Tretinoin | In-process research and development
Assets acquired:
In-process research and development		0.0
Tretinoin | Licensing Agreements
Assets acquired:
Definite-lived intangibles:		0.0
Tretinoin | Developed technology rights
Assets acquired:
Definite-lived intangibles:		411.0
Tretinoin | Customer Relationships
Assets acquired:
Definite-lived intangibles:		0.0
Tretinoin | Non-compete agreements
Assets acquired:
Definite-lived intangibles:		$ 2.3
Development stage rx products
Business Acquisition [Line Items]
Purchase price paid	$ 0.0
Contingent consideration	24.9
Total purchase consideration	24.9
Assets acquired:
Cash and cash equivalents	0.0
Accounts receivable	0.0
Inventories	0.0
Prepaid expenses and other current assets	0.0
Property and equipment	0.0
Goodwill	0.0
Total intangible assets	24.9
Total assets	24.9
Liabilities assumed:
Accounts payable	0.0
Accrued liabilities	0.0
Long-term debt	0.0
Net deferred income tax liabilities	0.0
Total liabilities	0.0
Net assets acquired	24.9
Development stage rx products | In-process research and development
Assets acquired:
In-process research and development	24.9
Development stage rx products | Licensing Agreements
Assets acquired:
Definite-lived intangibles:	0.0
Development stage rx products | Developed technology rights
Assets acquired:
Definite-lived intangibles:	0.0
Development stage rx products | Customer Relationships
Assets acquired:
Definite-lived intangibles:	0.0
Development stage rx products | Non-compete agreements
Assets acquired:
Definite-lived intangibles:	$ 0.0
All Other
Business Acquisition [Line Items]
Purchase price paid			17.1
Contingent consideration			26.2
Total purchase consideration			43.3
Assets acquired:
Cash and cash equivalents			3.8
Accounts receivable			4.9
Inventories			7.1
Prepaid expenses and other current assets			0.1
Property and equipment			1.2
Goodwill			0.0
Total intangible assets			32.9
Total assets			50.0
Liabilities assumed:
Accounts payable			2.8
Accrued liabilities			0.1
Long-term debt			3.3
Net deferred income tax liabilities			0.5
Total liabilities			6.7
Net assets acquired			43.3
All Other | In-process research and development
Assets acquired:
In-process research and development			4.9
All Other | Licensing Agreements
Assets acquired:
Definite-lived intangibles:			1.8
All Other | Developed technology rights
Assets acquired:
Definite-lived intangibles:			18.0
All Other | Customer Relationships
Assets acquired:
Definite-lived intangibles:			8.2
All Other | Non-compete agreements
Assets acquired:
Definite-lived intangibles:			$ 0.0

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Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Goodwill [Roll Forward]
December 31, 2016	$ 4,049.4
Currency translation adjustment	26.7
April 1, 2017	4,076.1
Goodwill impairment charge		$ 130.5
CHCA
Goodwill [Roll Forward]
December 31, 2016	1,810.6
Currency translation adjustment	2.3
April 1, 2017	1,812.9
CHCI
Goodwill [Roll Forward]
December 31, 2016	1,070.8
Currency translation adjustment	14.8
April 1, 2017	1,085.6
RX
Goodwill [Roll Forward]
December 31, 2016	1,086.6
Currency translation adjustment	4.5
April 1, 2017	1,091.1
Other
Goodwill [Roll Forward]
December 31, 2016	81.4
Currency translation adjustment	5.1
April 1, 2017	$ 86.5
Branded CHC Rest of World [Member] | CHCI
Goodwill [Roll Forward]
Goodwill impairment charge		$ 130.5

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Goodwill and Other Intangible Assets - Intangible categories (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Oct. 01, 2016	Dec. 31, 2016	Oct. 03, 2016	Apr. 04, 2016
Finite And Indefinite Lived Assets By Major Class [Line Items]
Goodwill impairment charge		$ 130.5
Gross	$ 4,459.4			$ 4,417.2
Accumulated Amortization	1,118.0			1,020.4
Indefinite-lived intangibles:	101.9			114.5
Total other intangible assets	4,561.3			4,531.7
Intangible assets amortization expense	85.5	85.3
Indefinite-lived intangible assets					$ 674.2	$ 364.5
Useful life of intangible asset			20 years
Trademarks, trade names, and brands
Finite And Indefinite Lived Assets By Major Class [Line Items]
Indefinite-lived intangibles:	50.8			50.5
In-process research and development
Finite And Indefinite Lived Assets By Major Class [Line Items]
Indefinite-lived intangibles:	51.1			64.0
Impairment of intangible assets		12.2
Distribution and license agreements, supply agreements
Finite And Indefinite Lived Assets By Major Class [Line Items]
Gross	307.6			305.6
Accumulated Amortization	132.5			120.4
Developed product technology, formulations, and product rights
Finite And Indefinite Lived Assets By Major Class [Line Items]
Gross	1,428.2			1,418.1
Accumulated Amortization	562.5			526.0
Customer relationships and distribution networks
Finite And Indefinite Lived Assets By Major Class [Line Items]
Gross	1,505.7			1,489.9
Accumulated Amortization	339.8			307.5
Trademarks, trade names, and brands
Finite And Indefinite Lived Assets By Major Class [Line Items]
Gross	1,203.4			1,189.3
Accumulated Amortization	71.5			55.3
Non-compete agreements
Finite And Indefinite Lived Assets By Major Class [Line Items]
Gross	14.5			14.3
Accumulated Amortization	$ 11.7			$ 11.2
Omega | Brands
Finite And Indefinite Lived Assets By Major Class [Line Items]
Impairment of intangible assets		$ 273.4

XML

Accounts Receivable Factoring (Details) - USD ($) $ in Millions	Apr. 01, 2017	Dec. 31, 2015
Accounts receivable factored and excluded from balance sheet	$ 19.3	$ 50.7
Minimum
Financial asset servicing fees paid	0.14%
Maximum
Financial asset servicing fees paid	0.15%

XML

Inventories (Details) - USD ($) $ in Millions	Apr. 01, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Finished goods	$ 449.3	$ 431.1
Work in process	151.7	165.7
Raw materials	199.2	198.2
Total inventories	$ 800.2	$ 795.0

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Fair Value Measurements - Financial Instruments at Fair Value (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Dec. 31, 2016	Oct. 03, 2016	Apr. 04, 2016	Dec. 31, 2015
Assets:
Royalty Pharma contingent milestone payments	$ 184.5
Tysabri® royalty stream	0.0		$ 2,350.0
Indefinite-lived intangible assets				$ 674.2	$ 364.5
Liabilities:
Indefinite-lived intangibles carrying amount	101.9		114.5
Finite-lived intangible assets	4,459.4		4,417.2
Definite lived asset impairment		$ 273.4
Recurring | Level 1
Assets:
Investment securities	22.8		38.2
Recurring | Level 2
Assets:
Foreign currency forward contracts	6.5		3.8
Funds associated with Israeli severance liability	17.1		15.9
Total assets	23.6		19.7
Liabilities:
Foreign currency forward contracts	2.5		5.0
Recurring | Level 3
Assets:
Total assets	184.5		2,350.0
Nonrecurring | Level 3
Assets:
Goodwill	0.0		1,148.4
Indefinite-lived intangible assets	13.8		0.3
Definite-lived intangible assets	0.0		758.0
Assets held for sale, net	11.0		18.2
Total assets	24.8		1,924.9
Liabilities:
Goodwill			2,200.0
Indefinite-lived intangibles carrying amount	26.0		0.7
Impairment of intangible assets	12.2
Contingent consideration | Recurring | Level 3
Liabilities:
Contingent consideration	$ 52.0	48.0	69.9			$ 17.9
Contingent consideration | Recurring | Level 3
Assets:
Royalty Pharma contingent milestone payments			0.0
CHCI
Liabilities:
Finite-lived intangible assets			2,300.0
Omega | Brands
Liabilities:
Impairment of intangible assets		$ 273.4
Definite lived asset impairment			$ 1,500.0

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Fair Value Measurements - Additional Information (Details)				3 Months Ended						6 Months Ended	12 Months Ended
	Mar. 27, 2017 USD ($)	Feb. 01, 2017 USD ($)	Dec. 18, 2013	Apr. 01, 2017 USD ($)	Dec. 31, 2016 USD ($)	Oct. 01, 2016 USD ($)	Jul. 02, 2016 USD ($)	Apr. 02, 2016 USD ($)	Dec. 31, 2015 USD ($)	Oct. 03, 2016	Dec. 31, 2016 USD ($) segments	May 01, 2014	Nov. 08, 2013 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Transfers between levels				$ 0				$ 0
Net gain on reduction of contingent consideration								16,500,000
Loss on reduction of contingent consideration								2,100,000
Number of reporting units | segments											7
Average growth rate									3.40%	2.00%
Tysabri® royalty stream				(17,100,000)	$ (1,100,000,000)	$ 377,400,000	$ 910,800,000	204,400,000
Goodwill impairment charge								130,500,000
Definite lived asset impairment								273,400,000
Goodwill				4,076,100,000	4,049,400,000						$ 4,049,400,000
Senior notes				5,383,200,000	5,373,100,000						5,373,100,000		$ 2,300,000,000
Proceeds from sale of business and other assets		$ 7,700,000		25,300,000				$ 0
Royalty Pharma contingent milestone payments				184,500,000
Specialty Sciences
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Gain on sale of unit	$ 17,100,000
CHCI
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Goodwill				$ 1,085,600,000	1,070,800,000						1,070,800,000
Omega | Brands
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Definite lived asset impairment											1,500,000,000
Elan
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Effective date of acquisition			Dec. 18, 2013
Public Bonds and Private Placement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Senior notes									$ 4,600,000,000
Public Bonds and Private Placement | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of fixed-rate long-term debt					4,600,000,000						4,600,000,000
Retail Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long term debt					783,200,000				773,100,000		783,200,000
Unamortized debt premium					43,400,000				49,800,000		43,400,000
Retail Bonds | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of fixed-rate long-term debt					833,000,000				$ 825,000,000		$ 833,000,000
Tysabri®
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Percent of royalty revenues generated by specific agreement												12.00%
Minimum | Tysabri®
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Percent of royalty revenues generated by specific agreement											18.00%
Net sales											$ 2,000,000,000
Maximum | Tysabri®
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Percent of royalty revenues generated by specific agreement											25.00%
Net sales											$ 2,000,000,000
Goodwill | Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate											7.00%
Long-term growth rates											2.00%
Goodwill | Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate											14.50%
Long-term growth rates											3.00%
Royalty Pharma
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Sale price of divestiture - cash plus non-cash	2,850,000,000
Proceeds from sale of business and other assets	2,200,000,000
Proceeds from sale of business, maximum milestone payments in year two	250,000,000
Proceeds from sale of business, maximum milestone payments in year four	$ 400,000,000
Volatility rate				30.00%
Rate of return				8.05%
Royalties receivable					$ 84,400,000						$ 84,400,000

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Fair Value Measurements - Reconciliation of Level 3 Liabilities (Details) - Measured on a recurring basis - Level 3 - Contingent consideration - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Oct. 01, 2016	Apr. 02, 2016	Sep. 26, 2015
Contingent Consideration
Beginning balance:	$ 69.9		$ 17.9
Net realized (gains) losses	(14.4)		0.3
Purchases or additions	0.0		29.5
Foreign currency effect	(0.1)		0.3
Settlements		$ 3.4		$ 0.0
Ending balance:	$ 52.0		$ 48.0

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Fair Value Measurements - Fair Value Inputs (Details)	3 Months Ended	6 Months Ended	12 Months Ended
	Dec. 31, 2015	Oct. 03, 2016	Dec. 31, 2016
Fair Value Inputs, Assets, Quantitative Information [Line Items]
5-year average growth rate	3.40%	2.00%
Omega - Lifestyle
Fair Value Inputs, Assets, Quantitative Information [Line Items]
5-year average growth rate			2.50%
Long-term growth rates			2.00%
Discount rate			9.30%
Omega - XLS
Fair Value Inputs, Assets, Quantitative Information [Line Items]
5-year average growth rate			3.20%
Discount rate			9.50%
Royalty rate			4.00%
Entocort® - Branded Products
Fair Value Inputs, Assets, Quantitative Information [Line Items]
5-year average growth rate			(31.70%)
Long-term growth rates			(10.00%)
Discount rate			13.00%
Entocort® - AG Products
Fair Value Inputs, Assets, Quantitative Information [Line Items]
5-year average growth rate			(30.40%)
Long-term growth rates			(4.70%)
Discount rate			10.50%
Herron Trade names and Trademarks
Fair Value Inputs, Assets, Quantitative Information [Line Items]
5-year average growth rate			4.60%
Long-term growth rates			2.50%
Discount rate			10.80%
Royalty rate			11.00%

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Investments (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Dec. 31, 2016
Unrealized Gain (Loss) on Investments [Abstract]
Impairment of investments			$ 1.8
Gain on sale of investments	$ 1.6		1.0
Loss from equity method investments	0.1	$ (2.4)
Transfer from investments		15.5
Unrealized gain (loss) on investments		$ 8.7
Estimated fair value of equity securities
Unrealized Gain (Loss) on Investments [Abstract]
Equity securities, at cost less impairments	15.5		16.5
Gross unrealized gains	7.3		21.7
Estimated fair value of equity securities	22.8		38.2
Other non-current assets
Unrealized Gain (Loss) on Investments [Abstract]
Cost method investments	6.9
Equity method investments	$ 4.8		$ 4.6

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Derivative Instruments and Hedging Activities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Dec. 31, 2016	Dec. 31, 2015	Mar. 30, 2015
Derivative [Line Items]
Proceeds from issuance of debt		$ 1,200.0
Loss on derivatives		7.0
Non-designated derivatives:
Derivative [Line Items]
Loss on derivatives	$ 9.3	6.8
Interest rate swap agreements | Designated derivatives:
Derivative [Line Items]
Notional amount of derivatives				$ 200.0
Foreign currency forward contracts
Derivative [Line Items]
Maximum remaining maturity of foreign currency derivatives	18 months
Foreign exchange contract
Derivative [Line Items]
Notional amount of derivatives	$ 469.3		$ 533.5
Interest expense, net | Foreign currency forward contracts | Non-designated derivatives:
Derivative [Line Items]
Loss on derivatives	0.4	(0.1)
Other (income) expense, net | Foreign currency forward contracts | Non-designated derivatives:
Derivative [Line Items]
Loss on derivatives	$ 8.9	$ 6.9
6.19% senior notes | Omega | Omega
Derivative [Line Items]
Debt acquired					$ 20.0

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Derivative Instruments and Hedging Activities - Balance Sheet Location (Details) - Foreign currency forward contracts - USD ($) $ in Millions	Apr. 01, 2017	Dec. 31, 2016
Designated derivatives: | Other current assets
Derivatives, Fair Value [Line Items]
Asset Derivatives	$ 3.0	$ 3.1
Designated derivatives: | Accrued liabilities
Derivatives, Fair Value [Line Items]
Liability Derivatives	1.9	3.0
Non-designated derivatives: | Other current assets
Derivatives, Fair Value [Line Items]
Asset Derivatives	3.5	0.7
Non-designated derivatives: | Accrued liabilities
Derivatives, Fair Value [Line Items]
Liability Derivatives	$ 0.6	$ 2.0

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Derivative Instruments and Hedging Activities - Other Comprehensive Income Movement (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)	$ 0.9	$ (0.1)
Net sales | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)	0.0	(0.1)
Cost of sales | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)	0.0	0.1
Other (income) expense, net | Interest rate swap agreements
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)	0.0	(0.1)
Other (income) expense, net | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recognized in Income (Ineffective Portion)	0.9	0.0
Designated derivatives:
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recorded in OCI (Effective Portion)	2.5	(7.4)
Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)	(0.8)	0.1
Designated derivatives: | Interest rate swap agreements
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recorded in OCI (Effective Portion)	0.0	(9.0)
Designated derivatives: | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Recorded in OCI (Effective Portion)	2.5	1.6
Designated derivatives: | Interest expense, net | Interest rate swap agreements
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)	(0.6)	(0.5)
Designated derivatives: | Interest expense, net | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)	(0.6)	(0.4)
Designated derivatives: | Net sales | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)	0.2	0.5
Designated derivatives: | Cost of sales | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)	0.7	0.3
Designated derivatives: | Other (income) expense, net | Foreign currency forward contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Amount of Gain/(Loss) Reclassified from AOCI to Income (Effective Portion)	$ (0.5)	$ 0.2

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Derivative Instruments and Hedging Activities - Non-designated Derivatives (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain/(Loss) Recognized in Income		$ (7.0)
Non-designated derivatives:
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain/(Loss) Recognized in Income	$ (9.3)	(6.8)
Foreign currency forward contracts | Other (income) expense, net | Non-designated derivatives:
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain/(Loss) Recognized in Income	(8.9)	(6.9)
Foreign currency forward contracts | Interest expense, net | Non-designated derivatives:
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain/(Loss) Recognized in Income	$ (0.4)	$ 0.1

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Assets Held for Sale (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended	12 Months Ended
	Apr. 01, 2017	Dec. 31, 2015	Dec. 31, 2016
CHCA
Less: impairment reserves			$ (6.2)
Other
Less: impairment reserves			(6.3)
Discontinued operations, held-for-sale | CHCA
Current assets	$ 0.0		0.0
Goodwill	0.0		0.0
Property, plant and equipment	2.7		13.5
Other assets	0.0		0.0
Less: impairment reserves	0.0		(3.7)
Total assets held for sale	2.7		9.8
Current liabilities	0.1		0.1
Other liabilities	0.0		0.0
Total liabilities held for sale	0.1		0.1
Discontinued operations, held-for-sale | Other
Current assets	4.2		5.1
Goodwill	5.5		5.5
Property, plant and equipment	33.0		33.2
Other assets	3.2		3.8
Less: impairment reserves	(34.5)	$ (29.0)	(35.3)
Total assets held for sale	11.4		12.3
Current liabilities	1.0		1.9
Other liabilities	2.0		1.9
Total liabilities held for sale	$ 3.0		$ 3.8

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Indebtedness (Details)											3 Months Ended		9 Months Ended
	May 23, 2017 EUR (€)	May 23, 2017 USD ($)	Sep. 29, 2016 USD ($)	Mar. 15, 2016 USD ($)	Mar. 07, 2016 USD ($)	Dec. 09, 2015 USD ($)	Mar. 30, 2015 EUR (€)	Mar. 30, 2015 USD ($)	Dec. 05, 2014 EUR (€)	Dec. 02, 2014 USD ($)	Apr. 01, 2017 USD ($)	Apr. 02, 2016 USD ($)	Oct. 01, 2016 USD ($)	Dec. 31, 2016 USD ($)	Jun. 27, 2015 USD ($)	Mar. 30, 2015 USD ($)	Dec. 05, 2014 USD ($)	Nov. 08, 2013 USD ($)
Debt Instrument [Line Items]
Term loans															$ 300,000,000
Senior notes											$ 5,383,200,000			$ 5,373,100,000				$ 2,300,000,000
Other financing											3,100,000			3,600,000
Unamortized premium (discount), net											27,100,000			33,000,000
Deferred financing fees											(32,000,000)			(33,100,000)
Total borrowings outstanding											5,794,300,000			5,797,300,000
Current indebtedness(5)											(1,175,400,000)			(572,800,000)
Long-term debt, less current portion											4,618,900,000			5,224,500,000
Issuance date					Mar. 07, 2016	Dec. 09, 2015	Mar. 30, 2015	Mar. 30, 2015	Dec. 05, 2014
Payments on long-term debt											13,600,000	$ 14,300,000
Debt Instrument, Covenant Compliance													yes
Line of Credit Facility, Fair Value of Amount Outstanding													$ 0
Omega
Debt Instrument [Line Items]
Amount debt exceeded par value								$ 101,900,000
Omega | Euro member countries, euro
Debt Instrument [Line Items]
Amount debt exceeded par value | €							€ 93,600,000
2015 Revolver
Debt Instrument [Line Items]
Face amount						$ 750,000,000
Repayments of debt				$ 750,000,000
2014 Revolver
Debt Instrument [Line Items]
Face amount																	$ 600,000,000
Repayments of debt				$ 435,000,000
Maximum borrowing capacity | €									€ 1,000,000,000
2014 Term loan due December 5, 2019
Debt Instrument [Line Items]
Term loans											412,900,000			420,700,000
Face amount | €									614,300,000
Periodic payment											$ 13,300,000
2014 Term loan due December 5, 2019 | Euro member countries, euro
Debt Instrument [Line Items]
Face amount | €									500,000,000
4.500% unsecured senior notes due May 23, 2017
Debt Instrument [Line Items]
Interest rate, stated percentage											4.50%
Maturity date											May 23, 2017
Senior notes											$ 191,800,000			189,300,000
5.125% unsecured senior notes due December 12, 2017
Debt Instrument [Line Items]
Interest rate, stated percentage											5.125%
Maturity date											Dec. 12, 2017
Senior notes											$ 319,700,000			315,600,000
2.30% unsecured senior notes November 8, 2018
Debt Instrument [Line Items]
Interest rate, stated percentage											2.30%
Maturity date											Nov. 08, 2018
Senior notes											$ 600,000,000			600,000,000
Face amount																		600,000,000.000
5.000% unsecured senior notes due May 23, 2019
Debt Instrument [Line Items]
Interest rate, stated percentage											5.00%
Maturity date											May 23, 2019
Senior notes											$ 127,900,000			126,200,000
3.500% unsecured senior notes due March 15, 2021
Debt Instrument [Line Items]
Interest rate, stated percentage					3.50%						3.50%
Maturity date											Mar. 15, 2021
Senior notes											$ 500,000,000			500,000,000
Face amount					$ 500,000,000.0
3.5% Senior note due December 15, 2021 [Member]
Debt Instrument [Line Items]
Interest rate, stated percentage										3.50%	3.50%
Maturity date											Dec. 15, 2021
Senior notes											$ 500,000,000			500,000,000
Issuance date										Dec. 02, 2014
Face amount										$ 500,000,000
5.105% senior note due July 19, 2023
Debt Instrument [Line Items]
Interest rate, stated percentage											5.1045%
Maturity date											Jul. 19, 2023
Senior notes											$ 143,800,000			142,000,000
4.00% unsecured senior notes due November 15, 2023
Debt Instrument [Line Items]
Interest rate, stated percentage											4.00%
Maturity date											Nov. 15, 2023
Senior notes											$ 800,000,000			800,000,000
Face amount																		800,000,000.000
3.9% senior note due December 15, 2024
Debt Instrument [Line Items]
Interest rate, stated percentage										3.90%	3.90%
Maturity date											Dec. 15, 2024
Senior notes											$ 700,000,000			700,000,000
Face amount										$ 700,000,000
4.375% senior note due March 15, 2026
Debt Instrument [Line Items]
Interest rate, stated percentage					4.375%						4.375%
Maturity date											Mar. 15, 2026
Senior notes											$ 700,000,000			700,000,000
Face amount					$ 700,000,000.0
5.30% unsecured senior notes due November 15, 2043
Debt Instrument [Line Items]
Interest rate, stated percentage											5.30%
Maturity date											Nov. 15, 2043
Senior notes											$ 400,000,000			400,000,000
Face amount																		$ 400,000,000
4.9% senior notes due December 15, 2044
Debt Instrument [Line Items]
Interest rate, stated percentage										4.90%	4.90%
Maturity date											Dec. 15, 2044
Senior notes											$ 400,000,000			$ 400,000,000
Face amount										$ 400,000,000
2014 Euro-Denominated Term Loan due December 5, 2019 additional draw [Domain]
Debt Instrument [Line Items]
Face amount | €									368,600,000
2014 Euro-Denominated Term Loan due December 5, 2019 additional draw [Domain] | Euro member countries, euro
Debt Instrument [Line Items]
Face amount | €									€ 300,000,000
Debt securities
Debt Instrument [Line Items]
Senior notes					$ 1,200,000,000
6.19% senior notes | Omega
Debt Instrument [Line Items]
Interest rate, stated percentage							6.19%									6.19%
Maturity date							Jan. 01, 2016	Jan. 01, 2016
6.19% senior notes | Omega | Omega
Debt Instrument [Line Items]
Debt acquired																$ 20,000,000
5.1045% senior notes | Omega
Debt Instrument [Line Items]
Interest rate, stated percentage							5.1045%									5.1045%
Maturity date							Jan. 01, 2023	Jan. 01, 2023
Long-term debt																$ 147,000,000
5.1045% senior notes | Omega | Euro member countries, euro
Debt Instrument [Line Items]
Long-term debt | €							€ 135,000,000
5.125% retail bonds | Omega
Debt Instrument [Line Items]
Interest rate, stated percentage							5.125%									5.125%
Maturity date							Jan. 01, 2017	Jan. 01, 2017
Debt acquired																$ 326,700,000
5.125% retail bonds | Omega | Euro member countries, euro
Debt Instrument [Line Items]
Debt acquired | €							€ 300,000,000
4.5% retail bonds | Omega
Debt Instrument [Line Items]
Interest rate, stated percentage							4.50%									4.50%
Maturity date							Jan. 01, 2017	Jan. 01, 2017
Debt acquired																$ 196,000,000
4.5% retail bonds | Omega | Euro member countries, euro
Debt Instrument [Line Items]
Debt acquired | €							€ 180,000,000
5.0% retail bond | Omega
Debt Instrument [Line Items]
Interest rate, stated percentage							5.00%									5.00%
Maturity date							Jan. 01, 2019	Jan. 01, 2019
Debt acquired																$ 130,700,000
5.0% retail bond | Omega | Euro member countries, euro
Debt Instrument [Line Items]
Debt acquired | €							€ 120,000,000
2014 bonds
Debt Instrument [Line Items]
Senior notes										$ 1,600,000,000
1.30% Unsecured Senior Notes due November 8, 2016
Debt Instrument [Line Items]
Payments on long-term debt			$ 500,000,000
Subsequent Event | 4.5% retail bonds
Debt Instrument [Line Items]
Interest rate, stated percentage	4.50%	4.50%
Repayments of debt	€ 180,000,000	$ 196,000,000

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Earnings Per Share (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Oct. 22, 2015
Numerator:
Net income (loss)	$ 71.6	$ (529.2)
Denominator:
Weighted average shares outstanding for basic EPS	143,400,000	143,200,000
Dilutive effect of share-based awards	200,000	0
Weighted average shares outstanding for diluted EPS	143,600,000	143,200,000
Anti-dilutive share-based awards excluded from computation of diluted EPS	1,000,000	0
Share-based compensation arrangement by share-based payment award, options, exercises in period	14,400	79,000
Stock repurchase program, remaining authorized repurchase amount	$ 1,500.0
Perrigo Co PLC [Member]
Denominator:
Stock repurchase program, authorized amount			$ 2,000.0

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Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Balance at December 31, 2016	$ (81.8)
OCI before reclassifications	53.8
Amounts reclassified from AOCI	1.7
Other comprehensive income, net of tax	55.5	$ 152.7
Balance at April 1, 2017	(26.3)
Foreign currency translation adjustments
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Balance at December 31, 2016	(67.9)
OCI before reclassifications	65.4
Amounts reclassified from AOCI	0.0
Other comprehensive income, net of tax	65.4
Balance at April 1, 2017	(2.5)
Fair value of derivative financial instruments, net of tax
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Balance at December 31, 2016	(19.5)
OCI before reclassifications	1.5
Amounts reclassified from AOCI	0.1
Other comprehensive income, net of tax	1.6
Balance at April 1, 2017	(17.9)
Fair value of investment securities, net of tax
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Balance at December 31, 2016	15.1
OCI before reclassifications	(13.0)
Amounts reclassified from AOCI	1.6
Other comprehensive income, net of tax	(11.4)
Balance at April 1, 2017	3.7
Post-retirement and pension liability adjustments, net of tax
Reclassification Adjustment out of Accumulated Other Comprehensive Income on (Loss) Derivatives [Line Items]
Balance at December 31, 2016	(9.5)
OCI before reclassifications	(0.1)
Amounts reclassified from AOCI	0.0
Other comprehensive income, net of tax	(0.1)
Balance at April 1, 2017	$ (9.6)

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Income Taxes (Details) - USD ($) $ in Millions		1 Months Ended		3 Months Ended
	Apr. 20, 2017	Jan. 31, 2015	Nov. 30, 2014	Apr. 01, 2017	Apr. 02, 2016	Dec. 31, 2016
Effective tax rate on income from continuing operations				25.30%	(8.00%)
Unrecognized tax benefits, including income tax penalties and interest accrued				$ 407.8		$ 398.0
Unrecognized tax benefits liability, interest and penalties accrued				$ 67.1		$ 63.5
Income tax examination, penalties and interest expense			$ 8.0
Incremental tax obligation		$ 68.9
Subsequent Event
Incremental tax obligation	$ 74.2

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Commitments and Contingencies (Details) - Mar. 29, 2017 ₪ in Millions, $ in Millions	USD ($)	ILS (₪)
Commitments and Contingencies Disclosure [Abstract]
Damages sought by plaintiff	$ 187.0	₪ 686.0

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Collaboration Agreements and Other Contractual Arrangements (Details) - USD ($) $ in Millions				1 Months Ended	3 Months Ended
	Mar. 01, 2016	May 15, 2015	May 01, 2015	Jun. 30, 2016	Apr. 01, 2017	Apr. 02, 2016
Potential contingent milestone payments	$ 30.0
Research and development					$ 39.8	$ 45.3
Minimum | June 2016 agreement
Potential contingent milestone payments				$ 126.0
Minimum | May 2015 agreement
Potential contingent milestone payments		$ 78.0
Maximum | June 2016 agreement
Potential contingent milestone payments				$ 174.0
Maximum | May 2015 agreement
Potential contingent milestone payments		$ 105.0
Contractual Arrangement
Research and development			$ 18.0

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Restructuring Charges (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016
Restructuring Reserve [Roll Forward]
Beginning balance	$ 19.7	$ 20.7
Additional charges	38.7	5.4
Payments	(7.1)	(18.2)
Non-cash adjustments	0.2	5.1
Ending balance	51.5	$ 13.0
Employee Severance [Member]
Restructuring Reserve [Roll Forward]
Ending balance	46.9
Lease exit
Restructuring Reserve [Roll Forward]
Ending balance	4.6
CHCA
Restructuring Reserve [Roll Forward]
Additional charges	$ 23.7

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Segment Information (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Dec. 31, 2016
Segment Reporting Information [Line Items]
Total Assets	$ 13,979.4		$ 13,870.1
Net sales	1,194.0	$ 1,347.3
Operating Income (Loss)	128.5	(231.6)
Intangible Asset Amortization	85.5	85.3
CHCA
Segment Reporting Information [Line Items]
Total Assets	6,295.7		3,351.3
Net sales	582.8	639.1
Operating Income (Loss)	75.0	100.6
Intangible Asset Amortization	17.1	18.1
CHCI
Segment Reporting Information [Line Items]
Total Assets	4,796.9		4,795.2
Net sales	374.9	439.4
Operating Income (Loss)	0.2	(396.4)
Intangible Asset Amortization	45.7	41.2
RX
Segment Reporting Information [Line Items]
Total Assets	2,685.4		2,646.4
Net sales	217.4	248.2
Operating Income (Loss)	88.2	91.4
Intangible Asset Amortization	22.3	25.5
Specialty Sciences
Segment Reporting Information [Line Items]
Total Assets	0.0		2,775.8
Net sales	0.0	0.0
Operating Income (Loss)	0.0	(1.4)
Intangible Asset Amortization	0.0	0.0
Other
Segment Reporting Information [Line Items]
Total Assets	201.4		$ 301.4
Net sales	18.9	20.6
Operating Income (Loss)	5.7	5.5
Intangible Asset Amortization	0.4	0.5
Unallocated
Segment Reporting Information [Line Items]
Net sales	0.0	0.0
Operating Income (Loss)	(40.6)	(31.3)
Intangible Asset Amortization	$ 0.0	$ 0.0

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Subsequent Events (Details) € in Millions, $ in Millions						3 Months Ended
	May 23, 2017 EUR (€)	May 23, 2017 USD ($)	Apr. 06, 2017 USD ($)	Mar. 27, 2017 USD ($)	Feb. 01, 2017 USD ($)	Apr. 01, 2017 USD ($)	Apr. 02, 2016 USD ($)	Dec. 31, 2016 USD ($)	Nov. 08, 2013 USD ($)
Subsequent Event [Line Items]
Proceeds from sale of business and other assets					$ 7.7	$ 25.3	$ 0.0
Senior notes to be redeemed						5,383.2		$ 5,373.1	$ 2,300.0
2.30% unsecured senior notes November 8, 2018
Subsequent Event [Line Items]
Senior notes to be redeemed						$ 600.0		$ 600.0
Interest rate, stated percentage						2.30%
Royalty Pharma
Subsequent Event [Line Items]
Proceeds from sale of business and other assets				$ 2,200.0
Subsequent Event | 4.5% retail bonds
Subsequent Event [Line Items]
Repayments of debt	€ 180.0	$ 196.0
Interest rate, stated percentage	4.50%	4.50%
Subsequent Event | Strides Shasun Limited
Subsequent Event [Line Items]
Proceeds from sale of business and other assets			$ 22.2

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Discontinued operations (Details) - USD ($) $ in Millions	3 Months Ended
	Apr. 01, 2017	Apr. 02, 2016	Dec. 31, 2016	Dec. 31, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash and cash equivalents	$ 3,077.8	$ 588.9	$ 622.3	$ 417.8
Net sales	1,194.0	1,347.3
Income (Loss) from Continuing Operations before Income Taxes, Domestic	95.8	(490.1)
Income tax expense	24.2	$ 39.1
Accounts receivable, net of allowance for doubtful accounts of $6.0 million and $6.3 million, respectively	1,050.2		1,176.0
Inventories	800.2		795.0
Prepaid expenses and other current assets	185.2		212.0
Property, plant and equipment, net	875.3		870.1
Tysabri® royalty stream	0.0		2,350.0
Other intangible assets, net	3,341.4		3,396.8
Other non-current assets	394.9		211.9
Accounts payable	$ 476.3		$ 471.7