SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 26, 1997
BENTLEY PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in its charter)
Florida 1-10581 59-1513162
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
4830 West Kennedy Boulevard, Suite 548, Tampa, FL 33609
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(Address of Principal Executive Offices) (Zip Code)
(813) 286-4401
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(Registrant's Telephone Number, Including Area Code)
Item 2. Acquisition and Disposition of Assets.
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On June 26, 1997, Bentley Pharmaceuticals, Inc. (the
"Registrant") sold 100% of the shares of its wholly-owned French
subsidiary, Chimos/LBF S.A. to the Marsing Group, a European
conglomerate, for 22,247,569 French Francs (approximately $3.8
million). The Registrant was paid 1,000,000 French Francs
(approximately $170,000) upon closing of the transaction and will
receive 17,000,000 French Francs (approximately $2.9 million) in early
August 1997. The Registrant will also receive four monthly
installments in the second half of 1997 of 520,142 French Francs
(approximately $90,000) each. An escrow fund in the amount of
2,167,000 French Francs (approximately $370,000) has been established
for certain contingent obligations or liabilities which if not
resolved by July 1, 1998, will be released to the purchaser. The sale
is contingent upon a capital restucturing of Chimos/LBF that is
anticipated to be completed by August 4, 1997.
Chimos/LBF's operations in France consist of the brokerage of
fine chemicals, sourcing of raw materials and pharmaceutical
intermediates and the distribution of ethical drugs.
The consideration was determined by arms-length negotiation
between the parties. There are no relationships between the Marsing
Group and the Registrant or any of its affiliates, its directors, its
officers or any associate of any such directors or officers.
Item 7. Financial Information and Exhibits.
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(c) Exhibits:
Exhibit Number Description
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2.1 Agreement between Bentley Pharmaceuticals, Inc. and
Marsing & Co. Ltd, A.S. dated June 26, 1997.
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S I G N A T U R E
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BENTLEY PHARMACEUTICALS, INC.
(Registrant)
Date: July 10, 1997 By: /s/ Michael D. Price
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Michael D. Price
Vice President & Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Number Description Page Number
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2.1 Agreement between
Bentley Pharmaceuticals,
Inc. and Marsing & Co.
Ltd, A.S. dated June 26,
1997.
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