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): August 8, 2005
Savient Pharmaceuticals, Inc.
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(Exact name of registrant as specified in charter)
Delaware 0-15313 13-3033811
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(State or other juris- (Commission (IRS Employer
diction of incorporation File Number) Identification No.)
One Tower Center, 14th Floor
East Brunswick, New Jersey 08816
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (732) 418-9300
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 obligation of the registrant under any of the
following provisions:
[ ] Written communication 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 4.02. NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED
AUDIT REPORT OR COMPLETED INTERIM REVIEW.
(a) In connection with the Company's announcement of its financial
results for the quarter ended June 30, 2005, the Company determined that it had
made an error in recording its reserve for returns in the first quarter of 2005.
The Company determines its reserves for sales returns based, in part, on
notifications received from customers advising the Company through its
third-party fulfillment center of their intent to return product. After
reporting the results for the quarter ended March 31, 2005, the Company through
its third-party fulfillment center noted that the actual units of product
returned from a single customer were significantly less than the amounts
originally expected to be returned. This occurred because the customer's request
was not fully understood by the returned goods coordinator at the third-party
fulfillment center.
As a result of this error, on August 8, 2005, the Audit Committee of
the Company's Board of Directors concluded, in consultation with and upon the
recommendation of the Company's management, that the Company should restate the
financial statements in the Company's Quarterly Report on Form 10-Q for the
quarter ended March 31, 2005 and the pro forma financial statements reflecting
the sale of the Company's global biologics manufacturing business contained in
the Company's Current Report on Form 8-K, dated July 22, 2005. The Audit
Committee also determined that such statements, as well as management's
assertions on internal controls in such Quarterly Report, should no longer be
relied upon prior to their restatement. The Company's Audit Committee and
management have discussed these matters with the Company's independent
registered public accounting firm.
The Company is also evaluating whether errors similar to those
described above occurred during 2004, and if so whether a restatement of the
financial statements for any period during the fiscal year ended December 31,
2004 may be required. As promptly as practicable following the completion of
this evaluation, the Company intends to file its Quarterly Report on Form 10-Q
for the quarter ended June 30, 2005 and such amendments to any prior filing that
the Company determines are necessary.
SIGNATURE
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.
Date: August 12, 2005 SAVIENT PHARMACEUTICALS, INC.
By: /s/ Philip K. Yachmetz
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Philip K. Yachmetz
Senior Vice President - Corporate
Strategy, General Counsel and Secretary