| Item 1. | |
| (a) | Name of issuer:
Mallinckrodt plc |
| (b) | Address of issuer's principal executive offices:
College Business & Technology Park, Cruiserath, Blanchardstown, Dublin 15, Ireland |
| Item 2. | |
| (a) | Name of person filing:
This statement is filed by the following Reporting Persons:
(i) Marathon Asset Management GP, L.L.C., a Delaware limited liability company ("Marathon GP"), the general partner of Marathon;
(ii) Marathon Asset Management, L.P., a Delaware limited partnership ("Marathon");
(iii) Marathon Blue Grass Credit Fund, LP, a Delaware limited partnership ("BGCF");
(iv) Marathon Centre Street Partnership, L.P., a Delaware limited partnership ("CSP");
(v) Marathon StepStone Master Fund LP, a Cayman Islands limited partnership ("StepStone");
(vi) MCSP Sub LLC, a Delaware limited liability company ("Empire");
(vii) Quaestio Alternative Funds S.C.A., SICAV-FIS: CMAB - SIF - Credit Multi Asset Pool B, a Luxembourg Societe d'Investissement a Capital Variable ("Quaestio");
(viii) TRS Credit Fund, LP, a Delaware limited partnership ("TRS");
(ix) MDCF II Investment Fund A SCSp, a Luxembourg special limited partnership ("MDCF II");
(x) Marathon Distressed Credit Fund, L.P., a Delaware limited partnership ("MDCF LP");
(xi) Marathon Special Opportunity Master Fund Ltd, a Cayman Islands limited company ("MSOM" and together with BGCF, CSP, StepStone, Empire, Quaestio, TRS, MDCF II and MDCF LP, the "Marathon Funds");
(xii) Bruce Richards, a managing member of Marathon GP; and
(xiii) Louis Hanover, a managing member of Marathon GP.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of information by another Reporting Person.
Marathon, pursuant to certain investment management agreements and in its capacity as the investment manager of each of the Marathon Funds, has the sole power to vote and the sole power to direct the disposition of all ordinary shares, par value $0.01 per share (the "Ordinary Shares"), held by the Marathon Funds. Accordingly, for the purposes of Section 240.13d-3 of the Exchange Act, Marathon may be deemed to beneficially own the Ordinary Shares held by the Marathon Funds. The general partner of Marathon is Marathon GP. Bruce Richards and Louis Hanover are the managing members of Marathon GP. This report shall not be deemed an admission that Marathon, each Marathon Fund or any other person is the beneficial owner of the securities reported herein for purposes of Section 13 of the Exchange Act or for any other purpose.
The following ceased being Reporting Persons as of August 27, 2024 pursuant to that certain Schedule 13G Amendment No. 1 filed with the Securities and Exchange Commission on August 27, 2024:
(i) Internationale Kapitalanlagegesellschaft mbH Acting for SDF 2, a German Kapitalanlagegesellschaft mit beschrankter Haftung;
(ii) Marathon CLO V Ltd., a Cayman Islands limited liability company;
(iii) Marathon CLO VII Ltd., a Cayman Islands limited liability company;
(iv) Marathon Distressed Credit Master Fund, an Irish Collective Asset Management Vehicle;
(v) Marathon Mornington Fund, L.P., a Delaware limited partnership; and
(vi) Marathon Pacesetter High-Yield Fund, L.P., a Delaware limited partnership. |
| (b) | Address or principal business office or, if none, residence:
The principal business and principal office address of the Reporting Persons is c/o Marathon Asset Management, L.P., 1 Bryant Park, 38th Floor, New York, NY 10036. |
| (c) | Citizenship:
Marathon GP, Marathon, BGCF, CSP, Empire, TRS and MDCF LP are organized under the laws of the State of Delaware. StepStone and MSOM organized under the laws of the Cayman Islands. Quaestio and MDCF II are organized under the laws of Luxembourg. Mr. Richards and Mr. Hanover are citizens of the United States. |
| (d) | Title of class of securities:
Ordinary Shares, par value $0.01 per share |
| (e) | CUSIP No.:
G5890A102 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Marathon GP - 3,030,311.00
Marathon - 3,030,311.00
BGCF - 319,726.00
CSP - 426,265.00
StepStone - 78,188.00
Empire - 100,764.00
Quaestio - 1,344.00
TRS - 330,188.00
MDCF II - 752,102.00
MDCF LP - 1,002,997.00
MSOM - 18,737.00
Mr. Richards - 3,030,311.00
Mr. Hanover - 3,030,311.00 |
| (b) | Percent of class:
Marathon GP - 7.7%
Marathon - 7.7%
BGCF - 0.8%
CSP - 1.1%
StepStone - 0.2%
Empire - 0.3%
Quaestio - 0.0%
TRS - 0.8%
MDCF II - 1.9%
MDCF LP - 2.5%
MSOM - 0.1%
Mr. Richards - 7.7%
Mr. Hanover - 7.7% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0.00
|
| | (ii) Shared power to vote or to direct the vote:
Marathon GP - 3,030,311.00
Marathon - 3,030,311.00
BGCF - 319,726.00
CSP - 426,265.00
StepStone - 78,188.00
Empire - 100,764.00
Quaestio - 1,344.00
TRS - 330,188.00
MDCF II - 752,102.00
MDCF LP - 1,002,997.00
MSOM - 18,737.00
Mr. Richards - 3,030,311.00
Mr. Hanover - 3,030,311.00
|
| | (iii) Sole power to dispose or to direct the disposition of:
0.00
|
| | (iv) Shared power to dispose or to direct the disposition of:
Marathon GP - 3,030,311.00
Marathon - 3,030,311.00
BGCF - 319,726.00
CSP - 426,265.00
StepStone - 78,188.00
Empire - 100,764.00
Quaestio - 1,344.00
TRS - 330,188.00
MDCF II - 752,102.00
MDCF LP - 1,002,997.00
MSOM - 18,737.00
Mr. Richards - 3,030,311.00
Mr. Hanover - 3,030,311.00
|
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
Not Applicable
|
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule 13d-1(b)
Rule 13d-1(c)