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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) March 3, 1999
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GLOBAL PHARMACEUTICAL CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-27354 65-0403311
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
Castor & Kensington Avenues, Philadelphia, PA 19124
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (215) 289-2220
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
On March 3, 1999, Global Pharmaceutical Corporation issued the press
release filed herewith as Exhibit 99.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
99. Press Release dated March 3, 1999.
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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.
GLOBAL PHARMACEUTICAL CORPORATION
Date: March 5, 1999 By:/s/ Barry R. Edwards
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Name: Barry R. Edwards
Title: President and Chief Executive
Officer
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Exhibit 99
COMPANY PRESS RELEASE
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GLOBAL PHARMACEUTICAL COMPLETES
INITIAL CLOSING OF $5 MILLION OF
SERIES D CONVERTIBLE PREFERRED STOCK
Philadelphia, Pennsylvania, March 3, 1999 -- Global Pharmaceutical Corporation
(Nasdaq: GLPC) today announced that it has entered into agreements to sell an
aggregate of $5 million of its Series D Preferred Stock to two Fleming Capital
Management funds. Pursuant to the agreements, the initial $3 million of Series D
Preferred Stock was sold on March 2, 1999, simultaneously with the execution of
the agreements. The remaining $2 million of Series D Preferred Stock is
scheduled to close prior to June 30, 1999. The Series D Preferred Stock is
convertible into Global Pharmaceutical Common Stock at $2.00 per share of common
stock subject to certain antidilution provisions afforded the investors. The
proceeds of this private placement will go towards funding research and
development efforts, working capital and general corporate needs. Brean Murray &
Co. was involved in the arrangement of the transaction.
Barry R. Edwards, President and Chief Executive Officer of Global Pharmaceutical
Corporation, commented, "We are very pleased to have such a prestigious firm as
Fleming Capital Management commit to such a significant investment in our
Company. In the past year, Global has established itself as a developer,
manufacturer and marketer of specialty generic pharmaceuticals. Global has built
a base of customers who are among the top tier pharmaceutical wholesalers,
retail chains, and mass merchandisers. Now we are moving into a more aggressive
stage, which is the planned implementation of the Company's growth strategy.
This involves continued expansion of our core business, coupled with the
proposed acceleration of business development activities, drug delivery
technologies, as well as product licensing and acquisitions. This investment by
Fleming better allows us to pursue parallel path development along several
strategic lines in order to help drive our future growth."
Global Pharmaceutical Corporation is a specialty pharmaceutical company engaged
in the development, manufacture and marketing of solid, oral generic
prescription drug products primarily targeting niche markets. The Company is
headquartered at its 113,000 square-foot state-of-the-art research and
manufacturing facility located in Philadelphia, PA.
"Safe Harbor" statement under the Private Securities Litigation Reform Act of
1995: To the extent any statements made in this release contain information that
is not historical, these statements are essentially forward looking and are
subject to risks and uncertainties, including the difficulty of predicting FDA
approvals, acceptance and demand for new pharmaceutical products, the impact of
competitive products and pricing, new product development and launch, reliance
on key strategic alliances, availability of raw materials, the regulatory
environment, fluctuations in operating results and other risks detailed from
time to time in the Company's filings with the Securities and Exchange
Commission.
