STOCK PURCHASE AGREEMENT dated as of March 5, 2015 by and among COMPOUND HOLDINGS I, LLC, COMPOUND HOLDINGS II, INC., MALLINCKRODT PLC (solely for purposes of Section 9.21) and MALLINCKRODT ENTERPRISES LLCStock Purchase Agreement • March 5th, 2015 • Mallinckrodt PLC • Pharmaceutical preparations • Delaware
Contract Type FiledMarch 5th, 2015 Company Industry JurisdictionThis STOCK PURCHASE AGREEMENT, dated as of March 5, 2015 (this “Agreement”), is entered into by and among COMPOUND HOLDINGS II, INC., a Delaware corporation (the “Company”), COMPOUND HOLDINGS I, LLC, a Delaware limited liability company (“Seller”), Mallinckrodt plc, an Irish public limited company (“Parent”), solely for purposes of Section 9.21, and Mallinckrodt Enterprises LLC, a Delaware limited liability company (“Purchaser”). Defined terms used but not otherwise defined herein have the meanings set forth in Section 9.14.
ContractStrategic Agreement • March 5th, 2015 • Mallinckrodt PLC • Pharmaceutical preparations
Contract Type FiledMarch 5th, 2015 Company IndustryForward-Looking Statements 3/5/2015 1 Statements in this document that are not strictly historical, including statements regarding, the proposed acquisition of Ikaria, Inc., the expected timetable for completing the transaction, future financial condition and operating results, economic, business, competitive and/or regulatory factors affecting Mallinckrodt’s and Ikaria’s businesses and any other statements regarding events or developments that we believe or anticipate will or may occur in the future, may be "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve a number of risks and uncertainties. There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These factors include risks and uncertainties related to, among other things: General econo