Mallinckrodt Third-Party Payor Trust
On October 12, 2020, Mallinckrodt plc and certain of its affiliates (together, “Mallinckrodt” or the “Debtors”) filed bankruptcy petitions under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The bankruptcy cases are jointly administered under case number 20-12522, and the Court’s docket in these cases can be accessed through the link on the above left or through the official docket maintained by the U.S. Bankruptcy Court for the District of Delaware.
The Bankruptcy Court entered an Order approving the Fourth Amended Joint Plan of Reorganization (With Technical Modifications) of Mallinckrodt Plc and Its Debtor Affiliates under Chapter 11 of the Bankruptcy Code (as the same may be further amended, the “Plan”) on March 2, 2022, and the Plan became effective in accordance with its terms on June 16, 2022 (the “Effective Date”).
The Plan contains the following definitions:
“Third-Party Payor Opioid Claims” means any Opioid Claims (including Opioid Demands) held by a health insurer, an employer-sponsored health plan, an union health and welfare fund or any other provider of health care benefits, and including any third-party administrator or agent on behalf thereof, in each case in its capacity as such (including any Opioid Claim or Opioid Demand based on the subrogation rights of the Holder thereof) and that is not held by a Governmental Unit.
“Opioid Claim” means a Claim or Cause of Action (other than Claims or Causes of Action arising from violations of the Voluntary Injunction or Opioid Operating Injunction) whether existing now or arising in the future, based in whole or in part on any conduct or circumstance occurring or existing on or before the Effective Date, and arising out of, relating to or in connection with any opioid product or substance, and any and all Opioids Demands related thereto, including, for avoidance of doubt, claims for indemnification, contribution, or reimbursement on account of payments or losses in any way arising out of, relating to, or in connection with any such conduct or circumstances and Co-Defendant Claims. For the avoidance of doubt, Opioid Claims do not include (i) any liability solely to the extent premised on allegations regarding conduct undertaken by the Reorganized Debtors after the Effective Date, (ii) any Generics Price-Fixing Claims, or (iii) any claims arising under section 502(h) of the Bankruptcy Code.
“Claim” means any claim, as defined in section 101(5) of the Bankruptcy Code. Except where otherwise provided in context, “Claim” refers to such a claim against any of the Debtors.
The Creation and Role of the TPP Trust
The Mallinckrodt TPP [Third-Party Payor] Trust (the “TPP Trust”) was established pursuant to the Plan. The Trustee of the TPP Trust is Alan D. Halperin. The TPP Trust is expected to receive almost all of its funding in three equal installments, payable (i) six months after the Effective Date, (ii) one year after that and (iii) one year after the prior payment. Details of such distributions are set forth in the Plan and summarized in the TPP Trust Distribution Procedures (the “TPP TDP”). The amount available for distribution to holders of allowed Third-Party Payor Opioid Claims will be net of the TPP Trust’s operating expenses, as well as subject to certain deductions required by the Plan (for example, the assessment set forth in Article IV.X.8(A) of the Plan).
The TPP TDP is available here, and you are urged to review that document, which provides more detail about all of the matters noted above.
As set forth in the Plan, all Third-Party Payor Opioid Claims (which are, per the defined terms in the Plan, claims against Mallinckrodt) are channeled to the TPP Trust as of the Effective Date and will be resolved by the TPP Trust. There will be no distributions on account of such Third-Party Payor Opioid Claims except distributions made by the TPP Trust.
The TPP Trust is an Abatement Trust, and any distributions made to holders of Third-Party Payor Opioid Claims by the TPP Trust must be used for Authorized Abatement Purposes, as that is defined in the Plan. Per the Plan, “Authorized Abatement Purpose” means, with respect to any Abatement Trust, (i) an authorized opioid abatement purpose for which an Abatement Distribution from such Abatement Trust may be used as set forth in the Abatement Trust Documents for such Abatement Trust, or (ii) the payment of attorneys’ fees and costs of Holders of Opioid Claims channeled to such Abatement Trust (including any counsel to any ad hoc group or other group of such Holders, including any such counsel that is not a Retained Professional).
In order to be eligible for a distribution from the TPP Trust, you must timely file a claim with the TPP Trust. The claim form (generally referred to as a TPP Abatement Claim Form) can be accessed and completed through the link titled "Submit a Third-Party Payor Abatement Claim".
If you believe that you hold a Third-Party Payor Opioid Claim against Mallinckrodt and want to be eligible for a distribution on account of your claim, you must complete the TPP Abatement Claim Form, consistent with the instructions included with the claim form and submit the completed claim form so that it is RECEIVED by the agent for the TPP Trust (as described on the TPP Abatement Claim Form) on or before December 13, 2022 (the “TPP Abatement Claim Deadline”).
You must also submit a completed IRS form W-9 or W-8, as applicable, to the TPP Trust so that such tax form is received by the agent for the TPP Trust on or before December 13, 2022. The tax forms can be found on the official IRS website, www.irs.gov or by using the link on the above left. The appropriate tax form may be included as an attachment when filing the TPP Abatement Claim Form electronically. Alternatively, the appropriate tax form may also be mailed to Mallinckrodt/TPP Opioid Claims, c/o Kroll Restructuring Administration LLC, 850 3rd Avenue, Suite 412, Brooklyn, NY 11232, or emailed to MallinckrodtTPPTrust@ra.kroll.com.
TPPs that timely submit completed claim forms shall receive passwords which will permit them to access the TPP Trust Non-Public Website, which will contain a TPP claims register and other information for TPPs.
Additional information about the claims process, the funding of the TPP Trust, the rights and responsibilities of the TPP Trust, deadlines for initial claims determinations by the Trustee, challenges to such determinations and anticipated distribution dates is provided in the TPP Trust Distribution Procedures.
Important Information & Dates
The below is not a comprehensive list of deadlines. TPPs are referred to the Plan, the TPP TDP, and (upon submission of TPP Abatement Forms and receipt of passwords), the TPP Trust Non-Public Website for additional information.
TPP Abatement Claim Deadline: December 13, 2022
IRS Form W-9 or W-8 subject to same deadline
Contact Information for Trust
Alan D. Halperin
c/o Halperin Battaglia Benzija, LLP
40 Wall Street
New York, NY 10005