Impax labs (NASDAQ:IPXLE)
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From Feb 2020 to Feb 2025
IMPAX Laboratories, Inc. (NASDAQ:IPXLE) today reported
steps taken to complete its financial closing and file its Annual
Report on Form 10-K for the year ended December 31, 2004. The Company,
in consultation with its auditor, decided to approach the Office of
the Chief Accountant of the Securities and Exchange Commission ("SEC")
to discuss the Company's accounting for its transactions under its
Strategic Alliance Agreement with a subsidiary of Teva Pharmaceutical
Industries Ltd. ("Teva") prior to filing its 2004 Annual Report on
Form 10-K. The Company is presently preparing its submission.
As previously announced, the Company and Teva have agreed to the
net sales and margin allocable to IMPAX for 2004 and have also agreed
not to make any further adjustments to such agreed amounts. The
Company refers to this agreement as the 2004 Close-Out Letter.
Additionally, the Company and Teva have entered into an amendment to
the Strategic Alliance Agreement whereby, effective January 1, 2005,
certain sales deductions that were previously required to be estimated
have been replaced by fixed percentages thereby simplifying the
accounting under the agreement. Both the 2004 Close-Out Letter and the
amendment were completed in March 2005.
Until the Company completes and files its 2004 Annual Report on
Form 10-K, it will not be able to file its Quarterly Report on Form
10-Q for the quarter ended March 31, 2005.
In related matters, also previously reported, on April 5, 2005,
IMPAX received a Nasdaq Staff determination letter indicating that
IMPAX failed to comply with the requirement for continued listing set
forth in Nasdaq Marketplace Rule 4310(c)(14) because IMPAX failed to
file its 2004 Annual Report on Form 10-K with Nasdaq and, therefore,
IMPAX's common stock is subject to delisting from The Nasdaq Stock
Market. A hearing has been scheduled before a Nasdaq Listing
Qualifications Panel on May 19, 2005 to review the Staff's
determination, although there can be no assurance that the Panel will
grant IMPAX's request for continued listing pending its filing of its
Annual Report. In the event that IMPAX's common stock is delisted from
Nasdaq and is not otherwise approved for trading on any United States
national securities exchange, it will constitute a "designated event"
under the Indenture governing the Company's $95 million principal
amount of 1.250% Convertible Senior Subordinated Debentures due 2024
(the "Debentures"), giving each Debenture holder the option to require
the Company to redeem the holder's Debentures at 100% of their
principal amount, together with accrued and unpaid interest.
In addition, IMPAX received a notice, dated April 22, 2005, from a
holder of more than 25% aggregate principal amount of the Debentures
stating that the Company failed to file its Annual Report on Form 10-K
for the year ended December 31, 2004 with the SEC as required by the
governing Indenture and requiring that the Company remedy such default
forthwith. Under the Indenture, if the Company fails to file the
Annual Report within 60 days after the date of the notice, it will
constitute an "event of default" under the Indenture and thereafter
either the Trustee or the holders of 25% in aggregate principal amount
of the Debentures then outstanding, by notice to the Company, may
declare the principal of and premium, if any, on all the Debentures
then outstanding and the interest accrued thereon to be due and
payable immediately.
IMPAX Laboratories, Inc. is a technology based specialty
pharmaceutical company applying its formulation expertise and drug
delivery technology to the development of controlled-release and
specialty generics in addition to the development of branded products.
IMPAX markets its generic products through its Global Pharmaceuticals
division and intends to market its branded products through the IMPAX
Pharmaceuticals division. Additionally, where strategically
appropriate, IMPAX has developed marketing partnerships to fully
leverage its technology platform. IMPAX Laboratories is headquartered
in Hayward, California, and has a full range of capabilities in its
Hayward and Philadelphia facilities. For more information, please
visit the Company's Web site at: www.impaxlabs.com.
"Safe Harbor" statement under the Private Securities Litigation
Reform Act of 1995:
To the extent any statements made in this news release contain
information that is not historical, these statements are
forward-looking in nature and express the beliefs and expectations of
management. Such statements are based on current expectations and
involve a number of known and unknown risks and uncertainties that
could cause IMPAX's future results, performance or achievements to
differ significantly from the results, performance or achievements
expressed or implied by such forward-looking statements. Such risks
and uncertainties include, but are not limited to, possible adverse
effects resulting from IMPAX's delay in filing its 2004 Form 10-K
including possible delisting from the NASDAQ National Market, IMPAX's
ability to obtain sufficient capital to fund its operations, the
difficulty of predicting FDA filings and approvals, consumer
acceptance and demand for new pharmaceutical products, the impact of
competitive products and pricing, IMPAX's ability to successfully
develop and commercialize pharmaceutical products, IMPAX's reliance on
key strategic alliances, the uncertainty of patent litigation, the
availability of raw materials, the regulatory environment, dependence
on patent and other protection for innovative products, exposure to
product liability claims, fluctuations in operating results and other
risks detailed from time to time in IMPAX's filings with the
Securities and Exchange Commission. Forward-looking statements speak
only as to the date on which they are made, and IMPAX undertakes no
obligation to update publicly or revise any forward-looking statement,
regardless of whether new information becomes available, future
developments occur or otherwise.
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