ACT / Enact Holdings, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

- 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-36867 Allergan plc (Exact name of registrant as specified in its

- POS AM

POS AM As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-189402 No. 333-194781 No. 333-201242 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-4 Registration Statement No. 333-189402 Post-Effective Amendment No. 1 to Form S-4 Registration Statement No. 333-194781 Post-Effective Amendment No. 1 to Form S-4 Re

Material Modification to Rights of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 14, 2020 ALLERGAN PLC (Exact name of registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of Incorporation) (Commission File Number) (

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on Form S-8 to Form S-4 Registrati

- POS AM

POS AM As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-189402 No. 333-194781 No. 333-201242 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-4 Registration Statement No. 333-189402 Post-Effective Amendment No. 1 to Form S-4 Registration Statement No. 333-194781 Post-Effective Amendment No. 1 to Form S-4 Re

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on Form S-8 to Form S-4 Registrati

- POS AM

POS AM As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-197816 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Allergan plc (Exact name of registrant as specified in its charter) Ireland 98-1114402 (State or other Jurisdiction of Incorporation or Or

- POSASR

POSASR As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-223089 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Allergan plc (Exact name of registrant as specified in its charter) Ireland 98-1114402 (State or other Jurisdiction of Incorporation or Or

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on Form S-8 to Form S-4 Registrati

- S-8 POS

S-8 POS 1 d921622ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on For

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on Form S-8 to Form S-4 Registrati

- S-8 POS

S-8 POS 1 d921622ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on For

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-191487 No. 333-194781 No. 333-197158 No. 333-201242 No. 333-202833 No. 333-207234 No. 333-217813 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-191487 Post-Effective Amendment No. 2 on Form S-8 to Form S-4 Registrati

- POS AM

POS AM As filed with the Securities and Exchange Commission on May 14, 2020 No. 333-189402 No. 333-194781 No. 333-201242 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-4 Registration Statement No. 333-189402 Post-Effective Amendment No. 1 to Form S-4 Registration Statement No. 333-194781 Post-Effective Amendment No. 1 to Form S-4 Re

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on May 22, 2020, pursuant to the provisions of Rule 12d2-2 (a).

Amended and Restated Memorandum and Articles of Association of Allergan plc, dated as of May 8, 2020.

EX-3.1 Exhibit 3.1 Companies Act 2014 A PUBLIC LIMITED COMPANY CONSTITUTION of ALLERGAN PUBLIC LIMITED COMPANY MEMORANDUM OF ASSOCIATION (as amended by all resolutions passed up to and including 5 May 2016) 1. The name of the Company is Allergan public limited company. 2. The Company is a public limited company deemed to be a PLC to which Part 17 of the Companies Act 2014 applies. 3. The objects f

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

EX-99.1 Exhibit 99.1 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION FOR IMMEDIATE RELEASE AbbVie Inc. Completes Acquisition of Allergan plc DUBLIN, IRELAND–Allergan plc (NYSE: AGN) (“Allergan”) announced that AbbVie has now completed the acquisi

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2020 (May 8, 2020) ALLERGAN PLC (Exact Name of Registrant as Specified in its Charter) Ireland 001-36867 98-1114402 (State or other Jurisdiction of Incorporation) (Commission F

Quarterly Report - 10-Q

o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 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 Exact name of registrant as s

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): M ay 6, 2020 (May 6, 2020) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation) (Commission

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

EX-99.1 Exhibit 99.1 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION Announcement relating to the outcome of the Court Sanction Hearing Allergan plc (NYSE: AGN) (“Allergan”) today announced that the High Court of Ireland (the “Court”) has approve

Annual Report - 10-K/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 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

-2-

EX-99.1 Exhibit 99.1 TO: Executive Officers and Directors, Allergan plc FROM: A. Robert D. Bailey, Executive Vice President & Chief Legal Officer and Corporate Secretary DATE: April 21, 2020 RE: Required Notice of Blackout Period – Acquisition-Related Trading Restrictions As you are aware, the transaction by and among Allergan plc (“Allergan”), AbbVie, Inc. a Delaware corporation, and Venice Subsi

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 21, 2 020 (April 21, 2020) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation) (Commi

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 1 7, 2020 (March 17, 2020) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation) (Commi

### AbbVie Inc. +1 (847) 938-9190 1 North Waukegan Road abbvie.com North Chicago, IL 60064

EX-99.1 Exhibit 99.1 PRESS RELEASE AbbVie and Allergan Sign Consent Decree Agreement with Federal Trade Commission Staff on Pending Transaction NORTH CHICAGO, Ill. and DUBLIN, March 17, 2020/PRNewswire/ – AbbVie (NYSE: ABBV), a research-based global biopharmaceutical company, and Allergan plc (NYSE: AGN), a leading global pharmaceutical company, today announced that they have entered into a consen

### Media: Adelle Infante (847) 938-8745 Investors: Liz Shea (847) 935-2211 AbbVie Inc. +1 (847) 938-9190 1 North Waukegan Road abbvie.com North Chicago, IL 60064

EX-99.1 Exhibit 99.1 PRESS RELEASE AbbVie and Allergan Receive Final European Approval to Close Pending Transaction NORTH CHICAGO, Ill. and DUBLIN, March 3, 2020 /PRNewswire/ – AbbVie (NYSE: ABBV), a research-based global biopharmaceutical company, and Allergan plc (NYSE: AGN), a leading global pharmaceutical company, today announced that the European Commission has approved the divestiture of bra

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 3, 2020 (March 3, 2020) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation) (Commissi

Third Supplemental Indenture, dated as of November 7, 2019, by and among Allergan, Inc., Allergan plc, Warner Chilcott Limited and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.33 THIRD SUPPLEMENTAL INDENTURE THIS THIRD SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan, Inc., a Delaware corporation (the “Company”), Allergan plc, an Irish public limited company (“Allergan”), and Warner Chilcott Limited, a Bermuda exempted company, each an indirect parent of the Company (each, a “Guarantor” and together

Fifth Supplemental Indenture, dated as of November 7, 2019, by and among Allergan Sales, LLC, Allergan plc and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.31 FIFTH SUPPLEMENTAL INDENTURE THIS FIFTH SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan Sales, LLC, a Delaware limited liability company (the “Company”), as successor in interest to Forest Laboratories, LLC, Allergan plc, an Irish public limited company and indirect parent of the Company, as guarantor (the “Parent Guaranto

First Supplemental Indenture, dated as of November 7, 2019, by and among Allergan Funding SCS, the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.30 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan Funding SCS, a limited partnership (société en commandite simple) organized under the laws of the Grand Duchy of Luxembourg, having its registered office at 2, rue Joseph Hackin, L-1746 Luxembourg, Grand Duchy of Luxembourg and register

Sixth Supplemental Indenture, dated as of November 7, 2019, by and among Allergan Finance, LLC, Allergan plc, Warner Chilcott Limited and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.35 SIXTH SUPPLEMENTAL INDENTURE THIS SIXTH SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan Finance, LLC, a Nevada limited liability company (the “Company”), Allergan plc, an Irish public limited company (“Allergan”), and Warner Chilcott Limited, a Bermuda exempted company (“Warner Chilcott” and, together with Allergan, the “G

Fifth Supplemental Indenture, dated as of November 7, 2019, by and among Allergan Sales, LLC, Allergan plc and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.32 FIFTH SUPPLEMENTAL INDENTURE THIS FIFTH SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan Sales, LLC, a Delaware limited liability company (the “Company”), as successor in interest to Forest Laboratories, LLC, Allergan plc, an Irish public limited company and indirect parent of the Company, as guarantor (the “Parent Guaranto

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 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 Exact name of registrant as specifie

Third Supplemental Indenture, dated as of November 7, 2019, by and among Allergan, Inc., Allergan plc, Warner Chilcott Limited and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.34 THIRD SUPPLEMENTAL INDENTURE THIS THIRD SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan, Inc., a Delaware corporation (the “Company”), Allergan plc, an Irish public limited company (“Allergan”), and Warner Chilcott Limited, a Bermuda exempted company, each an indirect parent of the Company (each, a “Guarantor” and together

Power of Attorney

Exhibit 24.1 power of attorney Know all men by these presents, that each person whose signature appears below constitutes and appoints A. Robert D. Bailey such person’s true and lawful attorney-in-fact and agent, with full power of substitution and revocation, for such person and in such person’s name, place and stead, in any and all capacities, to sign one or more Annual Reports on Form 10-K purs

Subsidiaries of the Company.

Exhibit 21.1 Name Jurisdiction of Incorporation AGN International Inc. US - Delaware AGN Kythera, L.P. US- Delaware AGN Labs LLC US - Delaware AGN LLC US - Delaware AGN Sundry LLC US - Delaware Akarna Therapeutics, Limited UK Allergan WC 1 S.a r.l. Luxembourg Allergan (Chengdu) Medical Aesthetics Clinic Co., Ltd. China Allergan (Thailand) Limited Thailand Allergan AG Switzerland Allergan AHI S.à r

Fifth Supplemental Indenture, dated as of November 7, 2019, by and among Allergan Funding SCS, the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee.

Exhibit 4.29 FIFTH SUPPLEMENTAL INDENTURE THIS FIFTH SUPPLEMENTAL INDENTURE, dated as of November 7, 2019 (this “Supplemental Indenture”), is by and among Allergan Funding SCS, a limited partnership (société en commandite simple) organized under the laws of the Grand Duchy of Luxembourg, having its registered office at 2, rue Joseph Hackin, L-1746 Luxembourg, Grand Duchy of Luxembourg and register

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.36 DESCRIPTION OF THE SECURITIES OF ALLERGAN PLC REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 17, 2020, Allergan plc (“Allergan,” the “Company,” “we,” “our” and “us”) has seven classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) ordinary shares; (2) Floating rate notes du

AGN / Allergan plc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Allergan PLC Title of Class of Securities: Common Stock CUSIP Number: G0177J108 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 1

Allergan Reports Fourth Quarter and Full-Year 2019 Financial Results

Exhibit 99.1 Allergan Reports Fourth Quarter and Full-Year 2019 Financial Results - Full-Year 2019 GAAP Net Revenues of $16.1 Billion; Q4 2019 GAAP Net Revenues of $4.4 Billion - - Full-Year 2019 GAAP Loss Per Share of $16.02; Non-GAAP Performance Net Income Per Share of $17.64 - - Q4 2019 GAAP Loss Per Share of $0.97; Non-GAAP Performance Net Income Per Share of $5.22 - - Q4 2019 GAAP Operating L

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 10, 2020 (February 10, 2020) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Comm

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): Jan uary 27, 2020 (January 27, 2020) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation) (C

### Media: Adelle Infante (847) 938-8745 Investors: Liz Shea (847) 935-2211 AbbVie Inc. +1 (847) 938-9190 1 North Waukegan Road abbvie.com North Chicago, IL 60064

EX-99.1 Exhibit 99.1 PRESS RELEASE AbbVie and Allergan Announce Agreements to Divest Brazikumab and Zenpep Agreements Contingent on FTC and European Commission Approval and Completion of AbbVie’s Pending Acquisition of Allergan NORTH CHICAGO, Ill. and DUBLIN, Jan. 27, 2020 – AbbVie (NYSE: ABBV), a research-based global biopharmaceutical company, and Allergan (NYSE: AGN), a leading global pharmaceu

Third Quarter 2019 Financial Results—Frequently Asked Questions

EX-99.1 Exhibit 99.1 Third Quarter 2019 Financial Results—Frequently Asked Questions 1. What were some of the key drivers of the strong financial results in the third quarter of 2019? (unaudited; $ in millions) Q3’19 Q3’18 Q3’19 vs Q3’18 (ex-FX) Total Net Revenues $ 4,051 $ 3,911 4.3 % Gross Margin 84.2 % 84.7 % (0.5 )% Operating Margin (14.7 )% 6.6 % (21.3 )% Non-GAAP Net Revenues $ 4,026 $ 3,911

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): Nov ember 5, 2019 (November 5, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commi

Allergan Reports Third Quarter 2019 Financial Results

Exhibit 99.1 Allergan Reports Third Quarter 2019 Financial Results - Q3 2019 GAAP Net Revenues of $4.05 Billion - - Q3 2019 GAAP Loss Per Share of $2.40; Non-GAAP Performance Net Income Per Share of $4.25 - - Q3 2019 GAAP Operating Loss of $596.6 Million; Non-GAAP Operating Income of $1.76 Billion - - Q3 2019 GAAP Net Revenue Driven by Growth in Top Promoted Products Including VRAYLAR®, BOTOX®, JU

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 5, 2019 (November 5, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commis

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 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 Exact name of registrant as

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 15, 2019 (October 14, 2019) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation) (Co

Allergan Shareholders Approve Proposed Acquisition by AbbVie

EX-99.1 Exhibit 99.1 Allergan Shareholders Approve Proposed Acquisition by AbbVie DUBLIN, Oct. 14, 2019 /PRNewswire/ — NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION Allergan plc (NYSE: AGN) (the “Company” or “Allergan”) today announced that its

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 27, 2019 (September 27, 2019) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation)

Allergan and AbbVie Receive Second Request from Federal Trade Commission on Pending Transaction

EX-99.1 Exhibit 99.1 NEWS RELEASE CONTACTS: Allergan: Investors: Manisha Narasimhan, PhD (862) 261-7488 Media: Lisa Brown (862) 261-7320 Allergan and AbbVie Receive Second Request from Federal Trade Commission on Pending Transaction DUBLIN, IRELAND – SEPTEMBER 27, 2019 – NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTI

REPORT OF J.P. MORGAN SECURITIES LLC ON ALLERGAN PROFIT FORECAST

EX-99.2 Exhibit 99.2 REPORT OF J.P. MORGAN SECURITIES LLC ON ALLERGAN PROFIT FORECAST The Board of Directors Allergan plc Clonshaugh Business and Technology Park Coolock Dublin D17 E400 Ireland September 16, 2019 Dear Ladies and Gentlemen, Proposed sale of Allergan plc (“Allergan”) to AbbVie Inc. (“AbbVie”) We refer to the profit forecast comprising the statements made by Allergan in respect of th

REPORT OF PRICEWATERHOUSECOOPERS IRELAND ON ALLERGAN PROFIT

EX-99.1 Exhibit 99.1 REPORT OF PRICEWATERHOUSECOOPERS IRELAND ON ALLERGAN PROFIT FORECAST The Directors Allergan plc Clonshaugh Business and Technology Park Coolock Dublin D17 E400 J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10017 United States 16 September 2019 Dear Ladies and Gentlemen Allergan plc We report on the profit forecast comprising the statement by Allergan plc (“Allerga

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 16, 2019 (September 16, 2019) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation)

AGN / Allergan plc DEFM14A - - DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 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 Pro

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 10, 2019 (September 10, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Co

Allergan Shareholder Meetings Scheduled for October 14, 2019

EX-99.1 Exhibit 99.1 Allergan Shareholder Meetings Scheduled for October 14, 2019 DUBLIN, Sept. 10, 2019 /PRNewswire/ — NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION Allergan plc (NYSE: AGN) announced that following a hearing today before the I

AGN / Allergan plc PREM14A - - PRELIMINARY PROXY STATEMENT

Preliminary Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 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 Exact name of registrant as spec

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 6, 2019 (August 6, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (C

Frequently Asked Questions

EX-99.1 Exhibit 99.1 Frequently Asked Questions 1. What were the key drivers of Allergan’s financial results in the second quarter of 2019? (unaudited; $ in millions) Q2’19 Q2’18 Q2’19 v Q2’18 Total Net Revenues $ 4,090.1 $ 4,124.2 (0.8 )% Gross Margin 84.1 % 88.3 % (4.3 )% Operating Margin (30.9 )% (11.3 )% (19.6 )% Non-GAAP Net Revenues $ 4,090.1 $ 4,099.2 (0.2 )% Non-GAAP Gross Margin 84.7 % 85

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 6, 2019 (August 6, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission

Allergan Reports Second Quarter 2019 Financial Results

Exhibit 99.1 Allergan Reports Second Quarter 2019 Financial Results – Q2 2019 GAAP Net Revenues of $4.09 Billion – – Q2 2019 GAAP Loss Per Share of $5.37; Non-GAAP Performance Net Income Per Share of $4.38 – – Q2 2019 GAAP Operating Loss of $1.26 Billion; Non-GAAP Operating Income of $1.85 Billion – – Q2 2019 GAAP Net Revenue Driven by Growth in Top Promoted Products Including BOTOX®, VRAYLAR®, JU

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A 1 d729615ddefa14a.htm DEFA14A UNITED STATES SECURITIES 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. ) 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

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A 1 d773494ddefa14a.htm DEFA14A UNITED STATES SECURITIES 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. ) 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

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A 1 d769036ddefa14a.htm DEFA14A UNITED STATES SECURITIES 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. ) 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

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

AGN / Allergan plc DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES 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. ) 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))

Appendix III to the Rule 2.5 Announcement, dated as of June 25, 2019 (incorporated by reference to Exhibit 2.2 to Allergan plc’s Current Report on Form 8-K filed on June 25, 2019).

EX-2.2 Exhibit 2.2 APPENDIX III CONDITIONS OF THE ACQUISITION AND THE SCHEME The Acquisition and the Scheme will comply with the Takeover Rules and, where relevant, the rules and regulations of the Exchange Act, the Act and the NYSE, and are subject to the terms and conditions set out in this Announcement and to be set out in the Scheme Document. The Acquisition and the Scheme are, to the extent r

Dear Colleagues,

EX-99.3 7 d771837dex993.htm EX-99.3 Exhibit 99.3 Dear Colleagues, Today, we are announcing an exciting new chapter for our company – a combination with AbbVie to create the fourth largest biopharma company in the world! With leadership positions in Immunology, Hematologic Oncology, Medical Aesthetics, Neurosciences, Women’s Health, Eye Care, Virology and Anti-Infectives, the combination promises t

RECOMMENDED OFFER ABBVIE TO ACQUIRE ALLERGAN FOR $63 BILLION IN CASH AND STOCK BY MEANS OF A SCHEME OF ARRANGEMENT UNDER CHAPTER 1 OF PART 9 OF THE COMPANIES ACT 2014

EX-99.1 Exhibit 99.1 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION THIS ANNOUNCEMENT IS BEING MADE PURSUANT TO RULE 2.5 OF THE IRISH TAKEOVER RULES FOR IMMEDIATE RELEASE AbbVie to Acquire Allergan in Transformative Move for Both Companies • Pro

What’s the rationale for combining with AbbVie?

EX-99.2 Exhibit 99.2 CONFIDENTIAL What’s the rationale for combining with AbbVie? • By combining with AbbVie, we will be bring together two complementary companies to accelerate the achievement of long-term strategic objectives. • The proposed combination would expand global commercial and R&D scale to further enhance the value of Allergan’s portfolio of fast-growing products and continue developm

Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company – And Well Positioned to Enhance Eye Care Leadership

EX-99.7 Exhibit 99.7 June [25], 2019 Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company – And Well Positioned to Enhance Eye Care Leadership Dear <>, Earlier today, Allergan announced its intent to combine with AbbVie to create the 4th largest global biopharmaceutical company in the world. I wanted to let you know more about this proposed combination. AbbVie i

Forward-looking Statements NO OFFER OR SOLICITATION This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or

EX-99.4 GLOBAL BUSINESS UPDATE June 25, 2019 Exhibit 99.4 Forward-looking Statements NO OFFER OR SOLICITATION This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the acquisition or

Expenses Reimbursement Agreement, dated as of June 25, 2019, by and between Allergan plc and AbbVie Inc. (incorporated by reference to Exhibit 2.3 to Allergan plc’s Current Report on Form 8-K filed on June 25, 2019).

EX-2.3 4 d771837dex23.htm EX-2.3 EXECUTION VERSION Exhibit 2.3 EXPENSES REIMBURSEMENT AGREEMENT dated as of June 25, 2019 between ABBVIE INC. and ALLERGAN PLC TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Construction 7 ARTICLE 2 PRE-CONDITION 7 ARTICLE 3 ABBVIE REIMBURSEMENT 7 Section 3.1 Reimbursement Payments 7 Section 3.2 Payment Events 8 Section 3.3 Requ

Transaction Agreement, dated as of June 25, 2019, by and among AbbVie Inc., Venice Subsidiary, LLC and Allergan plc (incorporated by reference to Exhibit 2.1 to Allergan plc’s Current Report on Form 8-K filed on June 25, 2019).

EX-2.1 EXECUTION VERSION Exhibit 2.1 TRANSACTION AGREEMENT dated as of June 25, 2019 among ABBVIE INC. VENICE SUBSIDIARY, LLC and ALLERGAN PLC TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Construction 19 ARTICLE 2 RULE 2.5 ANNOUNCEMENT, SCHEME DOCUMENT AND ALLERGAN EQUITY AWARD HOLDER PROPOSAL 20 Section 2.1 Rule 2.5 Announcement 20 Section 2.2 Scheme 20

Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company – And a Bigger Powerhouse in Medical Aesthetics

EX-99.6 10 d771837dex996.htm EX-99.6 Exhibit 99.6 June [25], 2019 Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company – And a Bigger Powerhouse in Medical Aesthetics Dear <>, Earlier today, Allergan announced its intent to combine with AbbVie to create the 4th largest global biopharmaceutical company in the world. I wanted to let you know more about this propos

Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company

EX-99.5 Exhibit 99.5 June [25], 2019 Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company Dear <>, Earlier today, Allergan announced its intent to combine with AbbVie to create the 4th largest global biopharmaceutical company in the world. I wanted to let you know more about this proposed combination. AbbVie is a world class global pharmaceutical company, headqu

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 25, 2019 (June 25, 2019) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation)

Tweet, dated June 25, 2019.

EX-99.8 12 d771837dex998.htm EX-99.8 Exhibit 99.8 Allergan plc @AIIergan · 9m Allergan has entered into a definitive agreement to combine with AbbVie in a transformative move for both companies. Read more in the press release. bit.ly/2X2GVyw

Tweet, dated June 25, 2019.

EX-99.8 Exhibit 99.8 Allergan plc @AIIergan · 9m Allergan has entered into a definitive agreement to combine with AbbVie in a transformative move for both companies. Read more in the press release. bit.ly/2X2GVyw

AGN / Allergan plc DEFA14A - - FORM 8-K

DEFA14A 1 d771837d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 25, 2019 (June 25, 2019) ALLERGAN PLC (Exact name of Registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisd

Employee Letter from Brenton L. Saunders, dated June 25, 2019.

EX-99.3 Exhibit 99.3 Dear Colleagues, Today, we are announcing an exciting new chapter for our company – a combination with AbbVie to create the fourth largest biopharma company in the world! With leadership positions in Immunology, Hematologic Oncology, Medical Aesthetics, Neurosciences, Women’s Health, Eye Care, Virology and Anti-Infectives, the combination promises to better serve patients and

Customer Letter - Eye Care, dated June 25, 2019.

EX-99.7 Exhibit 99.7 June [25], 2019 Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company – And Well Positioned to Enhance Eye Care Leadership Dear <>, Earlier today, Allergan announced its intent to combine with AbbVie to create the 4th largest global biopharmaceutical company in the world. I wanted to let you know more about this proposed combination. AbbVie i

Customer Letter - Generic, dated June 25, 2019.

EX-99.5 9 d771837dex995.htm EX-99.5 Exhibit 99.5 June [25], 2019 Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company Dear <>, Earlier today, Allergan announced its intent to combine with AbbVie to create the 4th largest global biopharmaceutical company in the world. I wanted to let you know more about this proposed combination. AbbVie is a world class global ph

Rule 2.5 Announcement, dated as of June 25, 2019.

EX-99.1 Exhibit 99.1 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION THIS ANNOUNCEMENT IS BEING MADE PURSUANT TO RULE 2.5 OF THE IRISH TAKEOVER RULES FOR IMMEDIATE RELEASE AbbVie to Acquire Allergan in Transformative Move for Both Companies • Pro

Transaction Agreement, dated as of June 25, 2019, by and among AbbVie, Inc., Venice Subsidiary, LLC and Allergan plc.

EX-2.1 2 d771837dex21.htm EX-2.1 EXECUTION VERSION Exhibit 2.1 TRANSACTION AGREEMENT dated as of June 25, 2019 among ABBVIE INC. VENICE SUBSIDIARY, LLC and ALLERGAN PLC TABLE OF CONTENTS Page ARTICLE 1 INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Construction 19 ARTICLE 2 RULE 2.5 ANNOUNCEMENT, SCHEME DOCUMENT AND ALLERGAN EQUITY AWARD HOLDER PROPOSAL 20 Section 2.1 Rule 2.5 Announcement

Agreement Frequently Asked Questions, dated June 25, 2019.

EX-99.2 Exhibit 99.2 CONFIDENTIAL What’s the rationale for combining with AbbVie? • By combining with AbbVie, we will be bring together two complementary companies to accelerate the achievement of long-term strategic objectives. • The proposed combination would expand global commercial and R&D scale to further enhance the value of Allergan’s portfolio of fast-growing products and continue developm

Employee Townhall Presentation, dated June 25, 2019.

EX-99.4 GLOBAL BUSINESS UPDATE June 25, 2019 Exhibit 99.4 Forward-looking Statements NO OFFER OR SOLICITATION This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the acquisition or

Customer Letter - Medical Aesthetics, dated June 25, 2019.

EX-99.6 Exhibit 99.6 June [25], 2019 Allergan and AbbVie Are Combining to Create 4th Largest Global Biopharmaceutical Company – And a Bigger Powerhouse in Medical Aesthetics Dear <>, Earlier today, Allergan announced its intent to combine with AbbVie to create the 4th largest global biopharmaceutical company in the world. I wanted to let you know more about this proposed combination. AbbVie is a w

Expenses Reimbursement Agreement, dated as of June 25, 2019, by and between Allergan plc and AbbVie, Inc.

EX-2.3 EXECUTION VERSION Exhibit 2.3 EXPENSES REIMBURSEMENT AGREEMENT dated as of June 25, 2019 between ABBVIE INC. and ALLERGAN PLC TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Construction 7 ARTICLE 2 PRE-CONDITION 7 ARTICLE 3 ABBVIE REIMBURSEMENT 7 Section 3.1 Reimbursement Payments 7 Section 3.2 Payment Events 8 Section 3.3 Requests for Reimbursement 9 S

Appendix III to the Rule 2.5 Announcement, dated as of June 25, 2019 (Conditions Appendix).

EX-2.2 Exhibit 2.2 APPENDIX III CONDITIONS OF THE ACQUISITION AND THE SCHEME The Acquisition and the Scheme will comply with the Takeover Rules and, where relevant, the rules and regulations of the Exchange Act, the Act and the NYSE, and are subject to the terms and conditions set out in this Announcement and to be set out in the Scheme Document. The Acquisition and the Scheme are, to the extent r

The Plan’s Annual Report on Form 11-K for the year ended December 31, 2018, as filed with the Commission by Allergan on June 17, 2019 (File No. 001- 36867).

Form 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE YEAR ENDED DECEMBER 31, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number

Allergan plc Conflict Minerals Report For the reporting period from January 1, 2018 to December 31, 2018

EX-1.01 Exhibit 1.01 Conflict Mineral Form SD Allergan plc Conflict Minerals Report For the reporting period from January 1, 2018 to December 31, 2018 This Conflict Minerals Report (the “Report”) of Allergan plc (the “Company” or “Allergan”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934 for the reporting period January 1, 20

AGN / Allergan plc SD - - FORM SD

Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ALLERGAN PLC (Exact name of registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) Clonshaugh Business and Technology Park Coolock, Dublin, Irelan

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 7, 2019 (May 7, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission File

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 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 Exact name of registrant as spe

Allergan Reports First Quarter 2019 Financial Results

Allergan Reports First Quarter 2019 Financial Results - Q1 2019 GAAP Net Revenues of $3.

Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 1, 2019 (May 1, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commiss

AGN / Allergan plc DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

AGN / Allergan plc

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 7 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhibit 1: Press Release regarding letter from

AGN / Allergan plc DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

AGN / Allergan plc

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 6 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhibit 1: Press Release regarding letter from

AGN / Allergan plc DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

AGN / Allergan plc

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 5 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhibit 1: Press Release regarding letter from

AGN / Allergan plc DEFA14A

DEFA14A 1 d693768ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐

AGN / Allergan plc

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 4 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhibit 1: Press Release regarding letter from

AGN / Allergan plc DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

AGN / Allergan plc DEFA14A

DEFA14A 1 d707698ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 22, 2019 (March 22, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commis

AGN / Allergan plc DEFA14A

DEFA14A 1 a19-62912defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box:

Schedule 14A

DEF 14A 1 a2238122zdef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the

AGN / Allergan plc

PX14A6G 1 wdpx14a6g4-allerganappaloos.htm U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 3 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhib

AGN / Allergan plc

PX14A6G 1 wdpx14a6g3-allerganappaloos.htm U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 2 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhib

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2019 (February 28, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (

AGN / Allergan plc 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2019 (February 28, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (

AGN / Allergan plc PX14A6G

PX14A6G 1 wdpx14a6g2-allerganappaloos.htm U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation Amendment No. 1 NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 WRITTEN MATERIALS: The following written materials are attached: Exhib

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 19, 2019 (February 18, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (

Allergan Responds to Public Shareholder Letter

EX-99.2 3 d700822dex992.htm EX-99.2 Exhibit 99.2 NEWS RELEASE CONTACTS: Allergan: Investors: Manisha Narasimhan, PhD (862) 261-7162 Media: Amy Rose (862) 289-3072 Allergan Responds to Public Shareholder Letter DUBLIN, IRELAND – February 19, 2018 – Allergan plc (NYSE: AGN) today issued the following statement from its Board of Directors in response to a public shareholder letter: “While we apprecia

Robert J. Hugin Appointed to Allergan Board of Directors – Sixth New Director Since 2017 as Part of Allergan’s Transformation from a Generic to a Branded Biopharmaceutical Company – – Company to Recommend FOR a Shareholder Proposal to Phase In Indepe

EX-99.1 2 d700822dex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE CONTACTS: Allergan: Investors: Manisha Narasimhan, PhD (862) 261-7162 Media: Amy Rose (862) 289-3072 Robert J. Hugin Appointed to Allergan Board of Directors – Sixth New Director Since 2017 as Part of Allergan’s Transformation from a Generic to a Branded Biopharmaceutical Company – – Company to Recommend FOR a Shareholder Proposal to Ph

Press Release of Allergan plc entitled “Robert J. Hugin Appointed to Allergan Board of Directors” dated February 19, 2019.

EX-99.1 Exhibit 99.1 NEWS RELEASE CONTACTS: Allergan: Investors: Manisha Narasimhan, PhD (862) 261-7162 Media: Amy Rose (862) 289-3072 Robert J. Hugin Appointed to Allergan Board of Directors – Sixth New Director Since 2017 as Part of Allergan’s Transformation from a Generic to a Branded Biopharmaceutical Company – – Company to Recommend FOR a Shareholder Proposal to Phase In Independent Board Cha

AGN / Allergan plc 8-K

DEFA14A 1 d700822d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 19, 2019 (February 18, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdi

Press Release of Allergan plc entitled “Allergan Responds to Public Shareholder Letter” dated February 19, 2019.

EX-99.2 Exhibit 99.2 NEWS RELEASE CONTACTS: Allergan: Investors: Manisha Narasimhan, PhD (862) 261-7162 Media: Amy Rose (862) 289-3072 Allergan Responds to Public Shareholder Letter DUBLIN, IRELAND – February 19, 2018 – Allergan plc (NYSE: AGN) today issued the following statement from its Board of Directors in response to a public shareholder letter: “While we appreciate the input of Appaloosa as

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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 Exact name of registrant as specifie

Power of Attorney

Exhibit 24.1 power of attorney Know all men by these presents, that each person whose signature appears below constitutes and appoints A. Robert D. Bailey such person’s true and lawful attorney-in-fact and agent, with full power of substitution and revocation, for such person and in such person’s name, place and stead, in any and all capacities, to sign one or more Annual Reports on Form 10-K purs

Subsidiaries of the Company.

Exhibit 21.1 Name Jurisdiction of Incorporation AGN International Inc. US - Delaware AGN Labs LLC US - Delaware AGN LLC US - Delaware AGN Sundry LLC US - Delaware AHI CV HoldCo, LLC, Irish Branch in the process of being de-registered in Ireland Ireland Akarna Therapeutics, Limited UK Allergan Acquisition 1 S.à r.l. (f/k/a Actavis Acquisition 1 S.à r.l.) Luxembourg Allergan Acquisition 2 S.à r.l. (

AGN / Allergan plc / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Allergan plc (Name of Issuer) Ordinary Shares (Title of Class of Securities) G0177J108 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

AGN / Allergan plc / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 allerganplc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Allergan PLC Title of Class of Securities: Common Stock CUSIP Number: G0177J108 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to designate the rule pursuant to which this

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8 (February 5, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commissi

AGN / Allergan plc 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8 (February 5, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commissi

AGN / Allergan plc PX14A6G

U.S. Securities and Exchange Commission Washington, DC 20549 Notice of Exempt Solicitation NAME OF REGISTRANT: Allergan plc NAME OF PERSON RELYING ON EXEMPTION: Appaloosa LP ADDRESS OF PERSON RELYING ON EXEMPTION: 51 John F. Kennedy Parkway, Short Hills, New Jersey 07078 Written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934. Submission i

Allergan Reports Fourth Quarter and Full-Year 2018 Financial Results

Exhibit 99.1 Allergan Reports Fourth Quarter and Full-Year 2018 Financial Results – Full-Year 2018 GAAP Net Revenues of $15.8 Billion; Q4 2018 GAAP Net Revenues of $4.1 Billion – – Full-Year 2018 GAAP Loss Per Share of $15.26; Non-GAAP Performance Net Income Per Share of $16.69 – – Q4 2018 GAAP Loss Per Share of $12.83; Non-GAAP Performance Net Income Per Share of $4.29 – – Q4 2018 GAAP Operating

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2019 (January 29, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commis

AGN / Allergan plc 8-K (Current Report)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 25, 2019 (January 24, 2019) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Co

AGN / Allergan plc / GIC Private Ltd - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No.

Consent of Greenberg Traurig LLP (contained in Exhibit 5.4 above).

EX-5.4 Exhibit 5.4 November 15, 2018 Allergan Finance, LLC 5 Giralda Farms Madison, New Jersey 07940 Re: Allergan Finance, LLC Ladies and Gentlemen: We have acted as special Nevada counsel in the State of Nevada (“State”) to Allergan Finance, LLC, a Nevada limited liability company (“Company”), in connection with the issuance by Allergan Funding SCS, a limited partnership (société en commandite si

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 15, 2018 (November 15, 2018) Commission File Number Exact name of registrant as specified in its charter, principal office and address and telephone number State of

Consent of Appleby (Bermuda) Limited (contained in Exhibit 5.3 above).

EX-5.3 Exhibit 5.3 DRAFT – SUBJECT TO APPLEBY OPINION COMMITTEE REVIEW AND APPROVAL Warner Chilcott Limited Email [email protected] Canon’s Court 22 Victoria Street Hamilton HM 12 Bermuda Direct Dial +1 441 298 3281 Tel +1 441 295 2244 Fax +1 441 292 8666 Your Ref Appleby Ref 441589.0003/SE 15 November 2018 Bermuda Office Appleby (Bermuda) Limited Canon’s Court 22 Victoria Street PO Box HM

Fourth Supplemental Indenture, dated as of November 15, 2018, among Allergan Funding SCS and Wells Fargo Bank, National Association, as trustee, including the forms of Allergan Funding SCS’s 1.500% Notes due 2023, 2.625% Notes due 2028 and Floating Rate Notes due 2020 (incorporated by reference to Exhibit 4.1 to Allergan plc’s Current Report on Form 8-K, filed with the SEC on November 15, 2018).

EX-4.1 2 d649753dex41.htm EX-4.1 Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE THIS FOURTH SUPPLEMENTAL INDENTURE, dated as of November 15, 2018 (this “Supplemental Indenture”), is between Allergan Funding SCS, a limited partnership (société en commandite simple) organized under the laws of the Grand Duchy of Luxembourg, having its registered office at 46A, avenue J.F. Kennedy, L-1855 Luxembourg, Gran

Underwriting Agreement, dated November 8, 2018, by and among Allergan Funding SCS, the guarantors listed therein, Allergan plc, and Barclays Bank PLC, Goldman Sachs & Co. LLC, J.P. Morgan Securities plc, and Morgan Stanley & Co. International plc, as representatives of the several underwriters listed in Schedule 1 thereto.

EX-1.1 Exhibit 1.1 MiFID II professionals / ECPs-only; no PRIIPS KID ALLERGAN FUNDING SCS €500,000,000 1.500% Notes due 2023 €500,000,000 2.625% Notes due 2028 €700,000,000 Floating Rate Notes due 2020 Underwriting Agreement November 8, 2018 Barclays Bank PLC 5 The North Colonnade Canary Wharf London E14 4BB United Kingdom Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 J.P. Morga

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 8, 2018 (November 8, 2018) Commission File Number Exact name of registrant as specified in its charter, principal office and address and telephone number State of in

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1)(2)(3) 1.500% Notes due 20

424B2 1 d635409d424b2.htm 424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-223089, 333-223089-01, 333-223089-02, 333-223089-03, 333-223089-04 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price Amount of Registration Fe

€ Allergan Funding SCS € % Notes due 2023 € % Notes due 2028 € Floating Rate Notes due 2020 Guaranteed by Warner Chilcott Limited, Allergan Capital S.à r.l. and Allergan Finance, LLC

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No.

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 31, 2018 (October 31, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation

Investor FAQ dated October 31, 2018

EX-99.1 2 d647081dex991.htm EX-99.1 Exhibit 99.1 Investor FAQ dated October 31, 2018 1. On the 3Q18 earnings call, management provided a reminder that operating margins throughout 2018 YTD and versus your expectations for the fiscal year have been running on the high side by approximately 200 bps because you have had the exclusivity of Restasis while your P&L simultaneously reflects the lower cost

AGN / Allergan plc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 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 Exact name of registrant as

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 30, 2018 (October 30, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commis

Allergan Reports Third Quarter 2018 Results Including GAAP Net Revenues of $3.9 Billion

Exhibit 99.1 Allergan Reports Third Quarter 2018 Results Including GAAP Net Revenues of $3.9 Billion – Q3 2018 GAAP Loss Per Share of $0.11; Non-GAAP Performance Net Income Per Share of $4.25 – – Q3 2018 GAAP Operating Income of $257.5 Million; Non-GAAP Operating Income of $1.91 Billion – – Q3 2018 GAAP Revenue Driven by Growth in Top Promoted Products Including BOTOX®, VRAYLAR®, JUVÉDERM® Collect

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 29, 2018 (August 26, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 8, 2018 (August 5, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission

AGN / Allergan plc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 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 Exact name of registrant as spec

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 26, 2018 (July 26, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission F

Allergan Reports Strong Second Quarter 2018 Results Including GAAP Net Revenues of $4.1 Billion

Allergan Reports Strong Second Quarter 2018 Results Including GAAP Net Revenues of $4.

AGN / Allergan plc 11-K

11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 14, 2018 (June 9, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission Fi

Allergan plc Conflict Minerals Report For the reporting period from January 1, 2017 to December 31, 2017

EX-1.01 Exhibit 1.01 Conflict Mineral Form SD Allergan plc Conflict Minerals Report For the reporting period from January 1, 2017 to December 31, 2017 This Conflict Minerals Report (the “Report”) of Allergan plc (the “Company” or “Allergan”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934 for the reporting period January 1, 20

AGN / Allergan plc FORM SD

SD 1 d597275dsd.htm FORM SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ALLERGAN PLC (Exact name of registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) Clonshaugh Business and Technology Park Coo

AGN / Allergan plc 10-Q/A (Quarterly Report)

10-Q/A 1 d594016d10qa.htm 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1 to Form 10-Q) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per

Offer Letter from Allergan plc to Matthew M. Walsh, dated January 30, 2018 (incorporated by reference to Exhibit 10.2 to Allergan plc’s Amended Quarterly Report on Form 10-Q/A, filed with the SEC on May 25, 2018).

EX-10.2 Exhibit 10.2 5 Giralda Farms · Madison, NJ 07940 January 15, 2018 Mr. Matthew M. Walsh [redacted] Dear Matt, We are pleased to offer you employment with Allergan plc in the position of Executive Vice President & Chief Financial Officer. In this position, located in Madison, NJ, you will report to Brent Saunders, Chairman, President and Chief Executive Officer and be a key member of our exe

AGN / Allergan plc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 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 Exact name of registrant as spe

Separation Agreement by and between Robert A. Stewart and Allergan, Inc. dated as of March 8, 2018 (incorporated by reference to Exhibit 10.1 to Allergan plc’s Quarterly Report on Form 10-Q, filed with the SEC on May 3, 2018.

Exhibit 10.1 EXECUTION VERSION SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (the “Agreement”) is entered into between Robert Alan Stewart (“Executive”) and Allergan, Inc. (“Allergan”) on its own behalf and on behalf of its parent companies, subsidiaries, affiliates, predecessors and successors, and the affiliates, predecessors and successors of such entities (specifically

Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 3, 2018 (May 2, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commiss

Allergan Reports 3% Increase in First Quarter 2018 GAAP Net Revenues to $3.7 Billion

Exhibit 99.1 Allergan Reports 3% Increase in First Quarter 2018 GAAP Net Revenues to $3.7 Billion - Q1 2018 GAAP Continuing Operations Loss Per Share of $0.99; Q1 Non-GAAP Performance Net Income Per Share of $3.74 - - Q1 2018 GAAP Operating Loss from Continuing Operations of $654.0 Million; Q1 Non-GAAP Adjusted Operating Income from Continuing Operations of $1.76 Billion - - Q1 2018 GAAP Revenue G

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 30, 2018 ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IR

AGN / Allergan plc DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

AGN / Allergan plc DEFA14A

DEFA14A 1 d556781ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐

AGN / Allergan plc DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

AGN / Allergan plc DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐

AGN / Allergan plc DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

AGN / Allergan plc PRE 14A

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 12, 2018, pursuant to the provisions of Rule 12d2-2 (a).

Opinion of Appleby (Bermuda) Limited in respect of Allergan Funding SCS Debt Securities and Warner Chilcott Limited guarantees.

EX-5.3 Exhibit 5.3 Warner Chilcott Limited Canon?s Court 22 Victoria Street Hamilton HM 12 Bermuda Email [email protected] Direct Dial 441-298-3596 Your Ref Appleby Ref 441589.0001 16 February 2018 Warner Chilcott Limited (Company) INTRODUCTION This opinion as to Bermuda law is addressed to you in connection with the registration statement on form S-3 to be filed with the U.S. Securities and

Power of Attorney for Warner Chilcott Limited.

EX-24.2 Exhibit 24.2 POWER OF ATTORNEY Know all men by these presents, that each person whose signature appears below (each a ?Grantor? and together the ?Grantors?) constitutes and appoints A. Robert D. Bailey (for so long as he is an employee or officer of Warner Chilcott Limited or an affiliate of Warner Chilcott Limited), such Grantor?s true and lawful attorney-in-fact and agent, with full powe

Power of Attorney for Allergan Capital S.à r.l.

EX-24.4 Exhibit 24.4 POWER OF ATTORNEY Know all men by these presents, that each person whose signature appears below constitutes and appoints A. Robert D. Bailey (for so long as he is an employee or officer of Allergan Capital S.? r.l. or an affiliate of Allergan Capital S.? r.l.), such person?s true and lawful attorney-in-fact and agent, with full power of substitution and revocation, for such p

Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm for Warner Chilcott Limited.

EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in this Registration Statement on Form S-3 of our report dated February 16, 2018 relating to the financial statements and financial statement schedule, which appears in Warner Chilcott Limited?s Annual Report on Form 10-K for the year ended December 31, 2017. We also co

Statement Regarding Computation of Ratio of Earnings to Fixed Charges and Ratio of Earnings to Combined Fixed Charges and Preferred Share Dividends

EX-12.1 Exhibit 12.1 Ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preferred share dividends The following table shows Allergan?s ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preferred share dividends for each of the periods indicated (dollars in millions): Year ended December 31, 2017 2016 2015 2014 2013 Fixed Char

Opinion of Greenberg Traurig LLP in respect of Allergan Funding SCS Debt Securities and Allergan Finance, LLC guarantees.

EX-5.5 February 16, 2018 Allergan Finance, LLC 5 Giralda Farms Madison, New Jersey 07940 Re: Allergan Finance, LLC Ladies and Gentlemen: We have acted as special Nevada counsel in the State of Nevada (?State?) to Allergan Finance, LLC, a Nevada limited-liability company (?Company?), in connection with a registration statement on Form S-3 (the ?Shelf Registration Statement?) to be filed with the Un

Power of Attorney for Allergan plc.

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY Know all men by these present, that each person whose signature appears below constitutes and appoints A. Robert D. Bailey and Brent L. Saunders such person?s true and lawful attorneys-in-fact and agents, with full power of substitution and revocation, for such person and in such person?s name, place and stead, in any and all capacities, to any and all regist

Power of Attorney for Allergan Funding SCS.

EX-24.3 12 d539560dex243.htm EX-24.3 Exhibit 24.3 POWER OF ATTORNEY Know all men by these presents, that each person whose signature appears below constitutes and appoints A. Robert D. Bailey (for so long as he is an employee or officer of Allergan Funding SCS or an affiliate of Allergan Funding SCS), such person’s true and lawful attorney-in-fact and agent, with full power of substitution and rev

Opinion of Loyens & Loeff Luxembourg S.à r.l. in respect of Allergan Funding SCS Debt Securities and Allergan Capital S.à r.l. guarantees.

EX-5.4 Exhibit 5.4 OFFICE ADDRESS 18-20, rue Edward Steichen L-2540 LUXEMBOURG Luxembourg - Kirchberg TELEPHONE +352 466 230 FAX +352 466 234 INTERNET www.loyensloeff.lu Allergan Funding SCS 46A, avenue J.F. Kennedy, L-1855 Luxembourg Grand Duchy of Luxembourg Luxembourg Allergan Plc Clonshaugh Business and Technology Park Coolock Dublin, D17 E400, Ireland Luxembourg, 16 February 2018 Dear Sir or

Form T-1 Statement of Eligibility of Trustee (Allergan Funding SCS Debt Securities).

EX-25.(A) 14 d539560dex25a.htm EX-25.(A) Exhibit 25(a) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee

AGN / Allergan plc FORM S-3ASR

S-3ASR 1 d539560ds3asr.htm FORM S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 16, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Allergan plc (Exact name of registrant as specified in its charter) Ireland 98-1114402 (State or other jurisdi

Power of Attorney

Exhibit 24.1 power of attorney Know all men by these present, that each person whose signature appears below constitutes and appoints A. Robert D. Bailey such person’s true and lawful attorney-in-fact and agent, with full power of substitution and revocation, for such person and in such person’s name, place and stead, in any and all capacities, to sign one or more Annual Reports on Form 10-K pursu

Subsidiaries of the Company.

EX-21.1 4 agn-ex21192.htm EX-21.1 Exhibit 21.1 Name Jurisdiction of Incorporation AGN Seabreeze, LLC US - Delaware AHI C.V. Netherlands, The AHI CV HoldCo, LLC US - Delaware AHI CV HoldCo, LLC, Irish Branch Ireland Akarna Therapeutics, Limited UK Allergan Acquisition 1 S.à r.l. (f/k/a Actavis Acquisition 1 S.à r.l.) Luxembourg Allergan Acquisition 2 S.à r.l. (f/k/a Actavis Acquisition 2 S.à r.l.)

AGN / Allergan plc 10-K (Annual Report)

10-K 1 agn-10k20171231.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 Exac

Separation Agreement and Release between Maria Teresa Hilado and Allergan, Inc. dated February 6, 2018 (incorporated by reference to Exhibit 10.48 to Allergan plc’s Annual Report on Form 10-K, filed with the SEC on February 16, 2018).

EX-10.48 2 agn-ex1048153.htm EX-10.48 Exhibit 10.48 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (the “Agreement”) is entered into between Maria Teresa Hilado (“Executive”) and Allergan, Inc. (“Allergan”) on its own behalf and on behalf of its parent companies, subsidiaries, affiliates, predecessors and successors, and the affiliates, predecessors and successors of such e

Consulting Agreement by and between Allergan plc and Maria Teresa Hilado dated as of February 6, 2018 (incorporated by reference to Exhibit 10.49 to Allergan plc’s Annual Report on Form 10-K, filed with the SEC on February 16, 2018).

Exhibit 10.49 EXECUTION VERSION CONSULTING AGREEMENT This Consulting Agreement is entered into as of February 6, 2018 (this “Agreement”) by and between Allergan plc (the “Company”), and Maria Teresa Hilado (the “Consultant” and, together with the Company, the “Parties”). RECITALS WHEREAS, the Consultant has served the Company and its affiliates, as the Company’s Executive Vice President and Chief

TEVA / Teva Pharmaceutical Industries Ltd. / Allergan plc - SCHEDULE 13D AMENDMENT NO. 4 Activist Investment

Schedule 13D Amendment No. 4 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 4* Teva Pharmaceutical Industries Ltd. (Name of Issuer) Ordinary Shares (Title of Class of Securities)

[DEALER LETTERHEAD]

EX-99.1 Exhibit 1 [DEALER LETTERHEAD] [DATE] Allergan W.C. Holding Inc. 5 Giralda Farms Madison, NJ 07940 Re: Master Confirmation: Premium Share Forward Transactions The purpose of this communication (this “Master Confirmation”) is to set forth certain terms and conditions of one or more share forward transactions (each, a “Transaction”) that may be entered into from time to time between Allergan

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 9, 2018 (February 8, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation

AGN / Allergan plc / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Allergan plc (Name of Issuer) Ordinary Shares (Title of Class of Securities) G0177J108 (CUSIP Number) December 29, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

AGN / Allergan plc / VANGUARD GROUP INC Passive Investment

allerganplc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Allergan plc Title of Class of Securities: Common Stock CUSIP Number: G0177J108 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to designat

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 6, 2018 ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission File Number) (

Allergan Reports Solid Finish to 2017 with 12% Increase in Fourth Quarter GAAP Net Revenues to $4.3 Billion

EX-99.1 2 tv484870ex99-1.htm EXHIBIT 99.1 Allergan Reports Solid Finish to 2017 with 12% Increase in Fourth Quarter GAAP Net Revenues to $4.3 Billion - Q4 2017 GAAP Continuing Operations Income Per Share of $9.97; Q4 Non-GAAP Performance Net Income Per Share of $4.86 - - Q4 2017 GAAP Operating Loss from Continuing Operations of $90.5 Million; Q4 Non-GAAP Adjusted Operating Income from Continuing O

AGN / Allergan plc FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 5, 2018 (February 5, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation

Results of Operations and Financial Condition, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2018 (January 31, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation

AGN / Allergan plc AMENDMENT NO. 3 TO SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) REPROS THERAPEUTICS INC. (Name of Subject Company) CELESTIAL MERGER SUB, INC. (Offeror) A Wholly Owned Subsidiary of ALLERGAN SALES, LLC (Parent of Offeror) An Indirect Wholly Owne

AGN / Allergan plc / GIC Private Ltd - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No.

TEVA / Teva Pharmaceutical Industries Ltd. / Allergan plc - SCHEDULE 13D AMENDMENT NO. 3 Activist Investment

Schedule 13D Amendment No. 3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 3* Teva Pharmaceutical Industries Ltd. (Name of Issuer) Ordinary Shares (Title of Class of Securities)

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 8, 2018 (January 8, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation)

Allergan Provides 2018 Preliminary Financial Outlook for Select Income Statement Categories and Other Updates at 36th Annual J. P. Morgan Conference

EX-99.1 Exhibit 99.1 NEWS RELEASE CONTACTS: Allergan: Investors: Daphne Karydas (862) 261-8006 Karina Calzadilla (862) 261-7328 Media: Mark Marmur (862) 261-7558 Allergan Provides 2018 Preliminary Financial Outlook for Select Income Statement Categories and Other Updates at 36th Annual J. P. Morgan Conference DUBLIN, IRELAND ? January 8, 2017 ? Allergan plc (NYSE: AGN), a leading global pharmaceut

AGN / Allergan plc AMENDMENT NO. 2 TO SC TO-T

Amendment No. 2 to SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) REPROS THERAPEUTICS INC. (Name of Subject Company) CELESTIAL MERGER SUB, INC. (Offeror) A Wholly Owned Subsidiary of ALLERGAN SALES, LLC (Parent of Offer

AGN / Allergan plc SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) REPROS THERAPEUTICS INC. (Name of Subject Company) CELESTIAL MERGER SUB, INC. (Offeror) A Wholly Owned Subsidiary of ALLERGAN SALES, LLC (Parent of Offeror) An Indirect W

AGN / Allergan plc FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 3, 2018 (January 3, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation)

Fourth Supplemental Indenture, among Allergan Sales, LLC, Allergan plc and Wells Fargo Bank, National Association, as trustee, dated July 1, 2014 (incorporated by reference to Exhibit 4.2 of Allergan plc’s Current Report on Form 8-K filed with the SEC on January 2, 2018).

EX-4.2 Exhibit 4.2 FOURTH SUPPLEMENTAL INDENTURE This Fourth Supplemental Indenture, dated as of January 1, 2018 (this “Supplemental Indenture”), among Allergan Sales, LLC, a Delaware limited liability company (the “Company”), as successor in interest to Forest Laboratories, LLC, a Delaware limited liability company (“Forest Labs”), Allergan plc, an Irish public limited company, as guarantor (the

Fourth Supplemental Indenture, among Allergan Sales, LLC, Allergan plc and Wells Fargo Bank, National Association, as trustee, dated July 1, 2014 (incorporated by reference to Exhibit 4.1 of Allergan plc’s Current Report on Form 8-K filed with the SEC on January 2, 2018).

EX-4.1 Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE This Fourth Supplemental Indenture, dated as of January 1, 2018 (this ?Supplemental Indenture?), among Allergan Sales, LLC, a Delaware limited liability company (the ?Company?), as successor in interest to Forest Laboratories, LLC, a Delaware limited liability company (?Forest Labs?), Allergan plc, an Irish public limited company, as guarantor (the

AGN / Allergan plc FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 2, 2018 (January 1, 2018) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation)

NOTICE OF GUARANTEED DELIVERY For Tender of Shares of Common Stock REPROS THERAPEUTICS INC. a Delaware corporation $0.67 per share Pursuant to the Offer to Purchase dated December 29, 2017 CELESTIAL MERGER SUB, INC. a wholly owned subsidiary of ALLER

Exhibit (a)(1)(C) Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY For Tender of Shares of Common Stock of REPROS THERAPEUTICS INC.

LETTER OF TRANSMITTAL To Tender Shares of Common Stock REPROS THERAPEUTICS INC. a Delaware corporation $0.67 per share Pursuant to the Offer to Purchase dated December 29, 2017 CELESTIAL MERGER SUB, INC. a wholly owned subsidiary of ALLERGAN SALES, L

Exhibit (a)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of REPROS THERAPEUTICS INC.

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely by

EX-99.(A)(1)(G) 7 d495832dex99a1g.htm EXHIBIT (A)(1)(G) Exhibit (a)(1)(G) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely by the Offer to Purchase, dated December 29, 2017, and the related Letter of T

Offer to Purchase for Cash All Outstanding Shares of Common Stock REPROS THERAPEUTICS INC. $0.67 per share CELESTIAL MERGER SUB, INC. a wholly owned subsidiary of ALLERGAN SALES, LLC and an indirect wholly owned subsidiary of ALLERGAN plc

Exhibit (a)(1)(A) Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of REPROS THERAPEUTICS INC.

MUTUAL CONFIDENTIAL DISCLOSURE AGREEMENT

EX-99.(D)(2) 8 d495832dex99d2.htm EXHIBIT (D)(2) Exhibit (d)(2) MUTUAL CONFIDENTIAL DISCLOSURE AGREEMENT This Confidential Disclosure Agreement (this “Agreement”), is executed and entered into this 11th day of April, 2017 (the “Effective Date”), by and between Repros Therapeutics Inc., a Delaware corporation with its principal place of business at 2408 Timberloch Pl, Suite B7, The Woodlands, TX 77

Offer To Purchase For Cash All Outstanding Shares of Common Stock REPROS THERAPEUTICS INC. a Delaware corporation $0.67 per share Pursuant to the Offer to Purchase dated December 29, 2017 CELESTIAL MERGER SUB, INC. a wholly owned subsidiary of ALLERG

Exhibit (a)(1)(E) Exhibit (a)(1)(E) Offer To Purchase For Cash All Outstanding Shares of Common Stock of REPROS THERAPEUTICS INC.

Offer To Purchase For Cash All Outstanding Shares of Common Stock REPROS THERAPEUTICS INC. a Delaware corporation $0.67 per share Pursuant to the Offer to Purchase dated December 29, 2017 CELESTIAL MERGER SUB, INC. a wholly owned subsidiary of ALLERG

Exhibit (a)(1)(D) Exhibit (a)(1)(D) Offer To Purchase For Cash All Outstanding Shares of Common Stock of REPROS THERAPEUTICS INC.

AGN / Allergan plc SC TO-T

SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REPROS THERAPEUTICS INC. (Name of Subject Company) CELESTIAL MERGER SUB, INC. (Offeror) A Wholly Owned Subsidiary of ALLERGAN SALES, LLC (Parent of Offeror) An Indirect Wholly Owned Subsidia

AGN / Allergan plc FORM 8-K (Current Report)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 18, 2017 (December 15, 2017) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporati

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 18, 2017 (December 12, 2017) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporati

AGN / Allergan plc / GIC Private Ltd - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No.

AGREEMENT OF JOINT FILING

EX-99.1 Exhibit 1 AGREEMENT OF JOINT FILING This joint filing agreement (this “Agreement”) is made and entered into as of this 10th day of November, 2017, by and among Allergan Holdings B1, Inc., Allergan W.C. Holding Inc., Warner Chilcott Limited, Allergan WC Holdings Ireland Limited (formerly known as Warner Chilcott plc) and Allergan plc. The parties to this Agreement hereby agree to prepare jo

Party required to deliver document

EX-99.4 3 d486332dex994.htm EX-99.4 Exhibit 4 [DEALER] [ADDRESS] [DATE] Allergan Holdings B1, Inc. 5 Giralda Farms Madison, NJ 07940 Allergan W.C. Holding Inc. 5 Giralda Farms Madison, NJ 07940 Re: Master Confirmation: Post-paid Premium Share Forward Transactions The purpose of this communication (this “Master Confirmation”) is to set forth certain terms and conditions of one or more share forward

TEVA / Teva Pharmaceutical Industries Ltd. / Allergan plc - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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 Exact name of registrant as

Allergan FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 1, 2017 ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission File Number) (

Allergan Reports Solid Top-Line Execution in Third Quarter 2017 with 11% Increase in GAAP Net Revenues to $4.03 Billion

Exhibit 99.1 Allergan Reports Solid Top-Line Execution in Third Quarter 2017 with 11% Increase in GAAP Net Revenues to $4.03 Billion - Q3 2017 GAAP Continuing Operations Loss Per Share of $12.05; Q3 Non-GAAP Performance Net Income Per Share of $4.15 - - Q3 2017 GAAP Operating Loss from Continuing Operations of $4.02 Billion; Q3 Non-GAAP Adjusted Operating Income from Continuing Operations of $1.97

TEVA / Teva Pharmaceutical Industries Ltd. / Allergan plc - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.

AGREEMENT OF JOINT FILING

EX-1 Exhibit 1 AGREEMENT OF JOINT FILING This joint filing agreement (this “Agreement”) is made and entered into as of this 1st day of November, 2017, by and among Allergan Holdings B1, Inc.

Allergan FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 25, 2017 (September 22, 2017) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorpora

Allergan plc 2017 Executive Severance Plan (Effective July 20, 2017) (incorporated by reference to Exhibit 10.1 to Allergan plc’s Quarterly Report on Form 10-Q, filed with the SEC on August 9, 2017).

Exhibit 10.1 ALLERGAN PLC 2017 Executive Severance Plan (Effective July 20, 2017) ALLERGAN PLC 2017 Executive Severance Plan Page 1. Purpose 1 2. Definitions 1 3. Eligibility 5 4. Administration 5 5. Termination of Employment for any Reason 6 6. Termination of Employment at any time by the Company without Cause or, during the CIC Protection Period, by the Employee for Good Reason 6 7. Effect of Fe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 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 Exact name of registrant as spec

Allergan Reports Continued Strong Execution in Second Quarter 2017 with 9% Increase in GAAP Net Revenues to $4.0 Billion

Exhibit 99.1 Allergan Reports Continued Strong Execution in Second Quarter 2017 with 9% Increase in GAAP Net Revenues to $4.0 Billion ? Q2 2017 GAAP Continuing Operations Loss Per Share of $2.35; Q2 Non-GAAP Performance Net Income Per Share of $4.02 ? ? Q2 2017 GAAP Operating Loss from Continuing Operations of $902.4 Million; Q2 Non-GAAP Adjusted Operating Income from Continuing Operations of $1.9

Allergan FORM 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 3, 2017 ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IR

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2017 (July 18, 2017) ALLERGAN PLC (Exact Name of Registrant as Specified in Charter) Ireland 001-36867 98-1114402 (State or Other Jurisdiction of Incorporation) (Com

Allergan 11-K

11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Conflict Mineral Form SD Allergan plc Conflict Minerals Report For the reporting period from January 1, 2016 to December 31, 2016

EX-1.01 Exhibit 1.01 Conflict Mineral Form SD Allergan plc Conflict Minerals Report For the reporting period from January 1, 2016 to December 31, 2016 This Conflict Minerals Report (the ?Report?) of Allergan plc (the ?Company? or ?Allergan?) has been prepared pursuant to Rule 13p-1 and Form SD (the ?Rule?) promulgated under the Securities Exchange Act of 1934 for the reporting period January 1, 20

Allergan SD

SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report ALLERGAN PLC (Exact name of registrant as specified in its charter) Ireland 001-36867 98-1114402 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) Clonshaugh Business and Technology Park Coolock, Dublin, Ireland D17

GREENBERG TRAURIG, LLP

EX-5.4 May 26, 2017 Allergan Finance, LLC Morris Corporate Center III 400 Interpace Parkway Parsippany, NJ 07054 Re: Allergan Finance, LLC Ladies and Gentlemen: We have acted as special Nevada counsel in the State of Nevada (?State?) to Allergan Finance, LLC, a Nevada limited liability company (?Company?), in connection with the issuance by Allergan Funding SCS, a limited partnership (soci?t? en c

Allergan FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 26, 2017 (May 26, 2017) Commission File Number Exact name of registrant as specified in its charter, principal office and address and telephone number State of incorporat

Allergan Announces Closing of Public Offering of Senior Notes to Refinance Existing Debt

EX-99.1 Exhibit 99.1 NEWS RELEASE CONTACTS: Allergan: Investors: Daphne Karydas (862) 261-8006 Media: Mark Marmur (862) 261-7558 Allergan Announces Closing of Public Offering of Senior Notes to Refinance Existing Debt DUBLIN, IRELAND ? May 26, 2017 ? Allergan plc (NYSE: AGN) today announced that it has closed an offering of ?2.7 billion aggregate principal amount of senior unsecured notes (the ?No

SCHEDULE

EX-5.3 Exhibit 5.3 Warner Chilcott Limited Canon?s Court 22 Victoria Street Hamilton HM 12 Bermuda Email [email protected] Direct Dial +1 441 295 3586 Tel +1 441 295 2244 Fax +1 441 292 8666 Appleby Ref 433966.0006/TB 26 May 2017 Dear Sirs Warner Chilcott Limited (Company) We have acted as legal advisers as to matters of Bermuda law to the Company. We have been requested to render this opini

Third Supplemental Indenture, dated as of May 26, 2017, among Allergan Funding SCS and Wells Fargo Bank, National Association, as trustee, including the forms of Allergan Funding SCS’s 0.500% Notes due 2021, 1.250% Notes due 2024, 2.215% Notes due 2029 and Floating Rate Notes due 2019 (incorporated by reference to Exhibit 4.1 to Allergan plc’s Current Report on Form 8-K, filed with the SEC on May 26, 2017).

EX-4.1 2 d370581dex41.htm EX-4.1 Exhibit 4.1 THIRD SUPPLEMENTAL INDENTURE THIS THIRD SUPPLEMENTAL INDENTURE, dated as of May 26, 2017 (this “Supplemental Indenture”), is between Allergan Funding SCS (formerly known as Actavis Funding SCS), a limited partnership (société en commandite simple) organized under the laws of the Grand Duchy of Luxembourg, having its registered office at 46A, avenue J.F.