UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 9, 2004
Impax Laboratories, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-27354 65-0403311
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
30831 Huntwood Ave., Hayward, CA 94544
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 476-2000
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Not Applicable
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 9, 2004, Impax Laboratories, Inc. (the "Company") issued a
press release reporting its financial results for the third quarter of 2004 and
announcing that it intends to restate its financial results for the first and
second quarters of 2004. A copy of the press release is furnished as Exhibit
99.1 to this report.
ITEM 4.02(a). NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A
RELATED AUDIT REPORT OR COMPLETED INTERIM REVIEW
On November 8, 2004, management of the Company concluded that the
Company's previously issued financial statements for the first and second
quarter of 2004 should (i) no longer be relied upon because of errors in those
financial statements and (ii) be restated to reflect the accounting adjustments
necessary to cure such errors. Accordingly, the Company will restate its
financial results for the first and second quarter of 2004, and intends to file
as soon as practicable amendments to its Quarterly Reports on Form 10-Q for the
first and second quarters of 2004 to reflect the restatement.
The restatement is required as a result of customer credits granted by
one of the Company's strategic partners on sales of the Company's buproprion
products made by the strategic partner during March 2004. The strategic partner
notified the Company of the customer credits when reporting sales of the
Company's products for the quarter ended September 30, 2004. Under the terms of
the Strategic Alliance Agreement, the Company's strategic partner has sole and
exclusive right to determine all terms and conditions of sale to its customers
including pricing, discounts, allowances, price adjustments, returns and
rebates.
The restatement will include an adjustment to the Company's reported
total revenues for the first quarter of 2004, reducing them by $4,308,000, from
$38,853,000 to $34,545,000. As a result of the restatement, the Company's
reported net income for the first quarter of 2004 is expected to decrease by
$3,832,000, from $9,048,000 to $5,216,000, and the Company's reported earnings
per share for the first quarter of 2004 is expected to decrease by $0.07 per
share ($0.07 per share on a fully diluted basis) from $0.16 per share to $0.09
per share ($0.08 per share on a fully diluted basis).
The restatement will include an adjustment to the Company's reported
total revenues for the second quarter of 2004, reducing them by $281,000 from
$30,845,000 to $30,564,000. As a result of the restatement, the Company's
reported net income for the second quarter of 2004 is expected to decrease by
$251,000, from $572,000 to $321,000. The Company's reported earnings per share
for the second quarter of 2004 will remain $0.01 per share ($0.01 per share on a
fully diluted basis).
The restatement will also result in corresponding changes to accounts
receivable, accrued expenses and deferred revenues, and accumulated deficit line
items in the balance sheets for those periods.
The Company's Audit Committee and senior management discussed the
matters disclosed in this report with the Company's independent registered
public accountants, Deloitte & Touche LLP. On November 8, 2004, the Company
decided to restate its financial statements as described above.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
99.1 - Press release dated November 9, 2004 (Furnished)
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SIGNATURES
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.
IMPAX LABORATORIES, INC.
Date: November 9, 2004 By: /s/ Cornel C. Spiegler
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Name: Cornel C. Spiegler
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated November 9, 2004.