Mallinckrodt plc and Endo Inc. have entered into a definitive agreement to combine in a stock and cash transaction to create a global, scaled, diversified pharmaceuticals company.

The combination of Mallinckrodt and Endo will create a strong pharmaceutical company with a diversified portfolio, enhanced financial flexibility, and a robust footprint in the United States. The combined company will benefit from a strong balance sheet, significant synergy opportunities, and a team with specialized expertise.

“The combination of Mallinckrodt and Endo brings together two essential pharmaceuticals organizations to accelerate value creation for our shareholders, customers, employees, the patients we serve and our other stakeholders,” said Siggi Olafsson, President and CEO of Mallinckrodt. “This exciting combination will create a larger and more diversified entity with the scale and resources needed to unlock the full potential of both companies.”

Mallinckrodt and Endo plan to combine their generic pharmaceuticals businesses and Endo’s sterile injectables business after the close of the transaction and intend to separate that business from the combined company at a later date.

“We believe this combination with Mallinckrodt, along with the subsequent separation of the combined sterile injectables and generics business, presents a unique opportunity to deliver significant shareholder value,” said Scott Hirsch, Interim CEO of Endo. “The combined company will possess a branded business with the scale, cash flow and balance sheet strength to invest in both internal and external growth opportunities, including pursuing commercial-stage assets. Additionally, the stable and robust free cash flow generated by the combined sterile injectables and generics business should enable consistent capital returns to shareholders following its separation.”

Upon completion of the transaction, Olafsson will become President, CEO and a member of the Board of Directors of the combined company, and Paul Efron, a member of the Endo Board of Directors, will serve as Board Chair.

Mallinckrodt’s headquarters in Dublin, Ireland, will serve as the combined company’s global headquarters following the close.

The transaction, which has been approved by the Boards of Directors of both companies, is expected to close in the second half of 2025, subject to approval by shareholders of both companies, regulatory approvals and customary closing conditions.