Perrigo Announces Change of Venue and Time of the Annual General Meeting to be Held on Wednesday, May 6, 2020 and Measures to Minimise Any Risk of Coronavirus (COVID-19) Transmission
DUBLIN, April 22, 2020 /PRNewswire/ -- The Perrigo Company plc (NYSE; TASE: PRGO) Board of Directors considers the well-being of shareholders, employees and service providers at the upcoming Annual General Meeting ("AGM") a primary concern and, in this context, has been closely monitoring developments in relation to the Coronavirus (COVID-19).
Based on the information available to us at the date of this notice, the AGM remains scheduled to take place on Wednesday, May 6 2020, but it will take place at a different location and time and under very constrained circumstances. As the scheduled location for the AGM may not be available to us at the scheduled day given the impact of COVID-19, we have decided to adjourn the AGM to the offices of the Company's Irish legal counsel, A&L Goodbody, North Wall Quay, IFSC, Dublin 1, Ireland at 11.30am (IST).
While Perrigo has historically encouraged our shareholders to attend the AGM, we are regrettably forced to take a different position this year. Given the restrictions announced by the Irish Government on Friday, March 27, 2020 to reduce the spread of Coronavirus (COVID-19), which will remain in place until at least May 5, 2020, we strongly encourage all shareholders on this occasion to submit proxy forms to ensure they can vote and be represented at the AGM without having to physically attend the meeting.
The Company advises that shareholders who are experiencing any COVID-19 symptoms or anyone who has been in contact with any person experiencing any COVID-19 symptoms should not attend the AGM in person. The Company may put in place additional procedures or limitations on meeting attendees, including limiting seating, requiring health screenings, protective masks and other reasonable or required measures in order to enter the building. Please note that in order to comply with the latest Irish Government guidelines, we may be required to refuse entry to the meeting. The meeting will be conducted swiftly and efficiently and the venue will be vacated promptly.
Shareholders can vote their shares by proxy in advance of the AGM by using one of the options detailed on the proxy card enclosed with the original Proxy Statement.
We advise shareholders to monitor the Company's website, investor.perrigo.com, regularly as circumstances may change at short notice.
By order of the Board of Directors
Todd W. Kingma
Executive Vice President, General Counsel
and Company Secretary
About Perrigo Company plc
Perrigo Company plc (NYSE; TASE: PRGO) is dedicated to making lives better by bringing "Quality, Affordable Self-care Products™" that consumers trust everywhere they are sold. The Company is a leading provider of over-the-counter health and wellness solutions that enhance individual well-being by empowering consumers to proactively prevent or treat conditions that can be self-managed. Visit Perrigo online at http://www.perrigo.com.
Certain statements in this press release are "forward-looking statements." These statements relate to future events or the Company's future financial performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company or its industry to be materially different from those expressed or implied by any forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may," "will," "could," "would," "should," "expect," "forecast," "plan," "anticipate," "intend," "believe," "estimate," "predict," "potential" or the negative of those terms or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes 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 the Company's control, including: the effect of the novel coronavirus (COVID-19) pandemic and the associated economic downturn and supply chain impacts on the Company's business; general economic, credit, and market conditions; 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 the Company does; pricing pressures from customers and consumers; resolution of uncertain tax positions, including the Company's appeal of the Notice of Assessment (the "NoA") issued by the Irish tax authority and the draft and final Notices of Proposed Assessment ("NOPAs") issued by the U.S. Internal Revenue Service and the impact that an adverse result in any such proceedings would have on operating results, cash flows, and liquidity; pending and potential third-party claims and litigation, including litigation relating to the Company's restatement of previously-filed financial information and litigation relating to uncertain tax positions, including the NoA and the NOPAs; potential impacts of ongoing or future government investigations and regulatory initiatives; potential costs and reputational impact of product recalls or sales halts; the impact of tax reform legislation and healthcare policy; the timing, amount and cost of any share repurchases; fluctuations in currency exchange rates and interest rates; the consummation of announced acquisitions or dispositions and the success of such transactions, and the Company's ability to realize the desired benefits thereof; and the Company's ability to execute and achieve the desired benefits of announced cost-reduction efforts and strategic and other initiatives. An adverse result with respect to our appeal of any material outstanding tax assessments or pending litigation, including securities or drug pricing matters, could ultimately require the use of corporate assets to pay such assessments, damages from third-party claims, and related interest and/or penalties, and any such use of corporate assets would limit the assets available for other corporate purposes. Statements regarding the separation of the Rx business, including the expected benefits, anticipated timing, form of any such separation and whether the separation ultimately occurs, are all subject to various risks and uncertainties, including future financial and operating results, our ability to separate the business, the effect of existing interdependencies with our manufacturing and shared service operations, and the tax consequences of the planned separation to the Company or its shareholders. These and other important factors, including those discussed under "Risk Factors" in the Company's Form 10-K for the year ended December 31, 2019, as well as the Company's subsequent filings with the United States 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 press release are made only as of the date hereof, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Perrigo Company plc
For further information: Bradley Joseph, Vice President, Global Investor Relations & Corporate Communications, (269) 686-3373, E-mail: firstname.lastname@example.org; Lyndsey Chmiel, Senior Manager, Global Investor Relations & Corporate Communications, (269) 673-9324, E-mail: email@example.com