DEFA14A 1 d331289ddefa14a.htm DEFA14A DEFA14A

UNITED STATES SECURITY AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF

THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. 1)

 

 

Filed by the Registrant

 

  

Filed by a Party other than the Registrant

Check the appropriate box:

 

Preliminary Proxy Statement

 

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)).

 

Definitive Proxy Statement

 

Definitive Additional Materials

 

Soliciting Material Pursuant to Section 240.14a-12

 

  Endo International plc

(Name of Registrant as Specified in Its Charter)

 

         

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

 

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(1)

 

 

Title of each class of securities to which transaction applies

 

 

 

 

 

(2)

 

Aggregate number of securities to which transaction applies

 

 

 

 

 

(3)

 

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined)

 

 

 

 

 

(4)

 

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(5)

 

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Fee paid previously with preliminary materials.

 

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

(1)

 

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(2)

 

Form, Schedule or Registration Statement No.

 

 

 

 

 

(3)

 

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(4)

 

Date Filed

 

 

 

 


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Annual General Meeting of Shareholders to Be Held on June 8, 2017.

 

LOGO               

 

ENDO INTERNATIONAL PLC

 
 
 
 
 
 
 
 
 
  ENDO INTERNATIONAL PLC
 

FIRST FLOOR, MINERVA HOUSE

SIMMONSCOURT ROAD, BALLSBRIDGE

DUBLIN 4, IRELAND

ATTN: ORLA DUNLEA

 
 
 
 
 
 
 
 
 
 
 
 

 

Meeting Information

 

 

Meeting Type:

 

 

    Annual General Meeting

  For holders as of:       April 13, 2017
  Date: June 8, 2017     Time: 8:00 a.m. (Local Time)
  Location:     ENDO INTERNATIONAL PLC
 

  First Floor, Minerva House

 

  Simmonscourt Road, Ballsbridge

 

  Dublin 4, Ireland

  You are receiving this communication because you hold shares in the company named above.
  This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

  See the reverse side of this notice to obtain proxy materials and voting instructions.
 


   — Before You Vote —
  

How to Access the Proxy Materials

 

  

 

Proxy Materials Available to VIEW or RECEIVE:

 

   NOTICE AND PROXY STATEMENT              ANNUAL REPORT              ENDO INTERNATIONAL PLC FORM 10-K SHAREHOLDER LETTER                 IRISH STATUTORY ACCOUNTS
  

 

How to View Online:

  

 

Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit: www.proxyvote.com.

  

 

How to Request and Receive a PAPER or E-MAIL Copy:

  

 

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

  

 

1) BY INTERNET:          www.proxyvote.com

  

2) BY TELEPHONE:      1-800-579-1639

  

3) BY E-MAIL*:              sendmaterial@proxyvote.com

  

 

*   If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.

 

  

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 25, 2017 to facilitate timely delivery.

 

  

 

— How To Vote —

  

Please Choose One of the Following Voting Methods

 

LOGO       

 

  

 

Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.

  

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

  

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 


                   Voting Items                   

 

  The Board of Directors recommends you vote “FOR” the election of all of the following Directors to serve until the next Annual General Meeting of Shareholders or until their successors are duly elected and qualified:   

 

  1.   Election of Directors to serve until the next Annual General Meeting of the Shareholders  
    Nominees:  
    1a.   Roger H. Kimmel  
    1b.   Paul V. Campanelli  
    1c.   Shane M. Cooke  
    1d.   Nancy J. Hutson, Ph.D.  
    1e.   Michael Hyatt  
    1f.   Douglas S. Ingram  
    1g.   William P. Montague  
    1h.   Todd B. Sisitsky  
    1i.   Jill D. Smith  
  The Board of Directors recommends you vote “FOR” the following proposals:
  2.   To approve the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017 and to authorize the Board of Directors, acting through the Audit Committee, to determine the independent registered public accounting firm’s remuneration.
  3.   To approve, by advisory vote, named executive officer compensation.
  The Board of Directors recommends you vote “1 YEAR’’ on the following proposal:
  4.   To approve, by advisory vote, the frequency of future advisory votes on named executive officer compensation.
  The Board of Directors recommends you vote “FOR” the following proposals:
  5.   To approve the amendment of the Company’s Memorandum of Association.
  6.   To approve the amendment of the Company’s Articles of Association.
  7.   To approve the amendment of the Company’s Amended and Restated 2015 Stock Incentive Plan.
 

 

LOGO


 
 
 
 
 
 

 

 

 

 

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