U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
--------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
----------- -------------
Commission file number 0-27354
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Impax Laboratories, Inc.
-----------------------------------------------------------
(Name of small business issuer as specified in its charter)
Delaware 65-0403311
- ---------------------------------------- ---------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
30831 Huntwood Ave., Hayward California 94544
------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (215) 289-2220
---------------
Not Applicable
-----------------------------------------------------
(Former name, former address, and former fiscal year,
if changed since last report.)
As of May 3, 2000, the number of shares outstanding of each of the issuer's
classes of common equity was 24,880,480 shares of common stock ($0.01 par
value).
Transitional Small Business Disclosure Format (Check One) Yes No X
---- --
<PAGE>
PART I FINANCIAL INFORMATION
ITEM I FINANCIAL STATEMENTS
IMPAX LABORATORIES, INC.
BALANCE SHEETS
(Unaudited)
(in thousands, except share and per share data)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------- -------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 8,281 $ 7,413
Short-term investments 11,634 --
Accounts receivable, net 3,089 3,973
Inventories 3,589 2,022
Prepaid expenses and other assets 340 256
------- -------
Total current assets 26,933 13,664
Property, plant and equipment, net 8,054 8,128
Investments and other assets 635 663
Goodwill and intangibles, net 38,014 39,250
------- -------
Total assets $73,636 $61,705
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 472 $ 472
Accounts payable 3,606 2,390
Notes payable 2,030 1,853
Accrued expenses 2,361 2,702
------- -------
Total current liabilities 8,469 7,417
Long-term debt 1,448 1,490
Accrued compensation 520 520
------- -------
10,437 9,427
------- -------
Mandatorily redeemable convertible Preferred Stock:
Series 1 mandatorily redeemable convertible Preferred Stock,
$0.01 par value, 220,000 shares outstanding, at March 31, 2000, and
at December 31, 1999, redeemable at $100 per share, respectively 22,000 22,000
Series 2 mandatorily redeemable convertible Preferred Stock,
$0.01 par value, 150,000 shares outstanding, at March 31, 2000
redeemable at $100 per share 15,000 --
------- -------
37,000 22,000
------- -------
Stockholders' equity:
Common stock, $0.01 par value, 50,000,000 authorized and 24,869,847
and 24,807,147 shares issued and outstanding at March 31, 2000 and
at December 31, 1999, respectively 249 248
Additional paid in capital 51,931 51,730
Unearned compensation (1,359) (1,470)
Accumulated deficit (24,622) (20,230)
------- -------
Total stockholders' equity 26,199 30,278
------- -------
Total liabilities and stockholders' equity $73,636 $61,705
======= =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
IMPAX LABORATORIES, INC.
STATEMENT OF OPERATIONS
(unaudited)
(dollars in thousands, except share and per share data)
Three Months Ended
March 31,
-------------------------------
2000 1999
---------- ----------
Net sales $ 2,518 $ --
Cost of sales 1,973 --
---------- ----------
Gross margin 545 --
Research and development 2,608 1,277
Selling expenses 331 --
General and administrative* 2,032 148
Other operating income, net 11 --
---------- ----------
Net loss from operations (4,415) (1,425)
Interest income, net 23 137
---------- ----------
Net loss $ (4,392) $ (1,288)
========== ==========
Net loss per share (basic and diluted) $ (0.18) $ (0.18)
========== ==========
Weighted average common shares
outstanding 24,808,129 7,163,170
========== ==========
* Includes amortization of intangibles and goodwill of $1,236K in the quarter
ended March 31, 2000.
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
IMPAX LABORATORIES, INC.
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM JANUARY 1, 1997 THROUGH MARCH 31, 2000
(unaudited)
(dollars and shares in thousands)
<TABLE>
<CAPTION>
Convertible Redeemable Preferred Stock Series D
-------------------------------------- Preferred Stock
Series A Series B Series C Series D Subscription
Shares Amount Shares Amount Shares Amount Shares Amount Amount
------ ------ ------ ------ ------ ------ ------ ------ ---------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at January 1, 1997 ............. 727 $727 410 $2,050 456 $3,720 - $ - $ -
January 1, 1997 to December 31, 1997:
issuance of Series C Preferred Stock
for cash at $8.76 per share net of
issuance costs of $4 ............... - - - - 64 556 - - -
Proceeds from Series D Stock
Subscriptions ............ - - - - - - - - 3,000
Issuance of Common Stock upon
exercise of stock options for cash
at $1.67 per share ................... - - - - - - - - -
Net loss ............................... - - - - - - - - -
------ ------ ------ ------ ------ ------ ------ ------ -------
Balance at December 31, 1997 ........... 727 727 410 2,050 520 4,276 - - 3,000
January 1, 1998 to Decemer 31, 1998:
Issuance of Series A Preferred Stock
upon exercise of warrants for cash
at $1.00 per share ................. 715 715 - - - - - - -
Issuance of Series A Preferred Stock
upon conversion of revolving
credit notes ......................... 138 138 - - - - - - -
Proceeds from Series D Stock
Subscriptions ........................ - - - - - - - - 1,300
Issuance of Common Stock upon
exercise of stock options for cash
at $2.50 per share ................... - - - - - - - - -
Grant of stock options to
non-employees ........................ - - - - - - - - -
Intrinsic value of warrants issued ..... - - - - - - - - -
Net loss ............................... - - - - - - - - -
------ ------ ------ ------ ------ ------ ------ ------ -------
Balance at December 31, 1998 ........... 1,580 $1,580 410 $2,050 520 $4,276 - $ - $4,300
<CAPTION>
Additional
Common Stock Paid-In Unearned Deficit
Shares Amount Capital Compensation Accumulated Total
------ ------ ---------- ------------ ------------- -------
<S> <C> <C> <C> <C> <C> <C>
Balance at January 1, 1997 ............. 7,125 $72 $391 - ($2,451) $4,509
January 1, 1997 to December 31, 1997:
issuance of Series C Preferred Stock
for cash at $8.76 per share net of
issuance costs of $4 ............... - - - - - 556
Proceeds from Series D Stock
Subscriptions ............ - - - - - 3,000
Issuance of Common Stock upon
exercise of stock options for cash
at $1.67 per share ................... 20 - 10 - - 10
Net loss ............................... - - - - (3,608) (3,608)
------ ------ ---- ----- ------- -------
Balance at December 31, 1997 ........... 7,145 72 401 - (6,059) 4,467
January 1, 1998 to Decemer 31, 1998:
Issuance of Series A Preferred Stock
upon exercise of warrants for cash
at $1.00 per share ................. - - - - - 715
Issuance of Series A Preferred Stock
upon conversion of revolving
credit notes ......................... - - - - - 138
Proceeds from Series D Stock
Subscriptions ........................ - - - - - 1,300
Issuance of Common Stock upon
exercise of stock options for cash
at $2.50 per share ................... 17 - 13 - - 13
Grant of stock options to
non-employees ........................ - - 11 - - 11
Intrinsic value of warrants issued ..... - - 260 - - 260
Net loss ............................... - - - - (5,222) (5,222)
------ ------ ---- ----- ------- -------
Balance at December 31, 1998 ........... 7,162 $72 $685 - $(11,281) $1,682
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
IMPAX LABORATORIES, INC.
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM JANUARY 1, 1997 THROUGH MARCH 31, 2000
(unaudited)
(dollars and shares in thousands)
<TABLE>
<CAPTION>
Series D
Preferred Stock
Series A Series B Series C Series D Subscription
Account Title Shares Amount Shares Amount Shares Amount Shares Amount Amount
------------- ------ ------ ------ ------ ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1998 1,580 $1,580 410 $2,050 520 $4,276 - - $4,300
January 1, 1999 to December 31, 1999
Issuance of Series B Preferred Stock
in exchange for amounts payable to
Board member ............................ - - 19 93 - - - - -
Issuance of Series D Preferred Stock
For cash at $5.00 per share ............... - - - - - - 3,400 17,000 (4,300)
Intrinsic value of options issued in 1999 . - - - - - - - - -
Amortization of unearned compensation ..... - - - - - - - - -
Exercise of options during period ......... - - - - - - - - -
Conversion of Preferred Series A, ......... (1,580) (1,580) - - - - - - -
Conversion of Preferred Series B .......... - - (429) (2,143) - - - - -
Conversion of Preferred Series C .......... - - - - (520) (4,276) - - -
Conversion of Preferred
Series D to Series 1-B .................... - - - - - - (3,400) (17,000) -
Acquisition of Global ..................... - - - - - - - - -
Net loss .................................. - - - - - - - - -
------ ------ ------ ------ ----- ------ ------ ------- ------
Balance at December 31, 1999 .............. - $ - - $ - - $ - - $ - $ -
Issuance of Common Stock upon exercise of
stock options for cash .................. - - - - - - - - -
Amortization of unearned compensation ..... - - - - - - - - -
Net Loss .................................. - - - - - - - - -
------ ------ ------ ------ ----- ------ ------ ------- ------
Balance at March 31, 2000 ................. - $ - - $ - - $ - - $ - $ -
====== ====== ====== ====== ===== ====== ====== ======= ======
<CAPTION>
Deficit
Accumulated
Additional During the
Series 1-B Preferred Common Stock Paid-In Unearned Development
Account Title Shares Amount Shares Amount Capital Compensation Stage Total
------------- ------ ------ ------ ------ ------- ------------ ------------ -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1998 - - 7,162 $ 72 $ 685 - ($11,281) $1,682
January 1, 1999 to December 31, 1999
Issuance of Series B Preferred Stock
in exchange for amounts payable to
Board member ............................ - - - - - - - 93
Issuance of Series D Preferred Stock
For cash at $5.00 per share ............... - - - - - - - 12,700
Intrinsic value of options issued in-1999 . - - - - 1,805 (1,805) - -
Amortization of unearned compensation ..... - - - - - 335 - 335
Exercise of options during period ......... - - 200 2 148 - - 150
Conversion of Preferred Series A, ......... - - 5,271 53 1,527 - - -
Conversion of Preferred Series B .......... - - 1,430 14 2,129 - - -
Conversion of Preferred Series C .......... - - 3,039 30 4,246 - - -
Conversion of Preferred
Series D to Series 1-B .................... - - - - - - - (17,000)
Acquisition of Global ..................... - - 7,704 77 41,190 41,267
Net loss .................................. - - - - - - (8,949) (8,949)
----- ------ ------ ---- ------- ------- -------- -------
Balance at December 31, 1999 .............. - $ - 24,807 $248 $51,730 ($1,470) ($20,230) $30,278
Issuance of Common Stock upon exercise of
stock options for cash .................. - - 63 1 201 - - 202
Amortization of unearned compensation ..... - - - - - 111 - 111
Net Loss .................................. - - - - - - (4,392) (4,392)
----- ------ ------ ---- ------- ------- -------- -------
Balance at March 31, 2000 ................. - $ - 24,870 $249 $51,931 ($1,359) ($24,622) $26,199
===== ====== ====== ==== ======= ======= ======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
IMPAX LABORATORIES, INC.
STATEMENT OF CASH FLOWS
(unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------
2000 1999
-------- -------
<S> <C> <C>
Cash flows from operating activities: $ (4,392) $(1,288)
Net loss
Adjustments to reconcile net loss to net cash used by
operating activities:
Depreciation and amortization 1,536 164
Non-cash compensation charge (warrants and options) 111 --
Change in assets and liabilities:
Accounts receivable 884 --
Inventory (1,567) --
Prepaid expenses and other assets (56) (78)
Accounts payable and accrued expenses 875 (604)
-------- -------
Net cash used for operating activities (2,609) (1,806)
-------- -------
Cash flows from investing activities:
Purchases of property and equipment (226) (157)
Purchases of short-term investments (11,634) (9,078)
-------- -------
Net cash provided by (used in) investing activities (11,860) (9,235)
-------- -------
Cash flows from financing activities:
Notes payable borrowings: 177 --
Repayment of long-term debt (42) --
Proceeds from issuance of Series 2 Preferred Stock 15,000 --
Proceeds from issuance of Series D Preferred Stock -- 12,700
Proceeds from issuance of Common Stock (upon exercise of Stock Options) 202 --
Repayments of advances from stockholders -- (80)
-------- -------
Net cash provided by financing activities 15,337 12,620
-------- -------
Net increase in cash and cash equivalents 868 1,579
Cash and cash equivalents, beginning of year $ 7,413 $ 370
-------- -------
Cash and cash equivalents, end of year $ 8,281 $ 1,949
======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
6
<PAGE>
IMPAX LABORATORIES, INC.
NOTES TO FINANCIAL STATEMENTS
Three Months Ended
March 31, 2000
Note 1: The financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and disclosures normally included
in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations; however, the Company believes that the disclosures are adequate to
make the information presented not misleading. It is suggested that these
financial statements be read in conjunction with the financial statements and
the notes thereto included in the Company's latest annual report on Form 10-KSB.
The results of operations for the three months ended March 31, 2000, are not
necessarily indicative of the results of operations expected for the year ending
December 31, 2000.
In the opinion of management, the information contained in this report
reflects all adjustments necessary, which are of a normal recurring nature, to
present fairly the results for the interim periods presented.
Note: 2: Pursuant to the terms of the Agreement and Plan of Merger (the
"Merger Agreement"), by and between Global Pharmaceutical Corporation ("Global")
and Impax Pharmaceuticals, Inc., on December 14, 1999, Global acquired all of
the outstanding common stock of Impax Pharmaceuticals, Inc., with Impax
Pharmaceuticals, Inc. stockholders receiving 3.3358 shares of Global common
stock for each share of Impax Pharmaceuticals, Inc. common stock. For accounting
purposes, however, the acquisition has been treated as the re-capitalization of
Impax Pharmaceuticals, Inc., with Impax Pharmaceuticals, Inc. deemed the
acquirer of Global in a reverse acquisition. Therefore, the historical equity of
the company has been adjusted to reflect the conversion of Impax
Pharmaceuticals, Inc. common stock to that of Global. Global in connection with
the transaction changed its name to Impax Laboratories, Inc.
Additionally, as a reverse acquisition, the historical operating results
prior to the acquisition are those of Impax Pharmaceuticals, Inc. and only
include the operating results of Global after the acquisition. The following pro
forma information on results of operations assumes the purchase of Global as if
the companies had combined on January 1, 1999:
Pro forma quarter ended
March 31, 1999*
-----------------------
(unaudited)
Net sales $ 1,827
Loss from operations (3,364)
Net loss (3,251)
Less: Imputed dividends on preferred stock (1,474)
Net loss applicable to common stock $(4,725)
Net loss per common share - basic and diluted ($0.20)
- -------------
* Excludes non-recurring charges related to acquisition of $1,420 or ($0.06)
per share.
Note 3: On March 23, 2000, the Company issued 150,000 shares of Mandatorily
Redeemable Convertible Series 2 Preferred Stock for aggregate proceeds of
$15,000,000.
At the option of the holder, each share of Series 2 Preferred Stock is
convertible into that number of shares of the
7
<PAGE>
Company's common stock as is determined by dividing the liquidation value by the
conversion price. The conversion price is $5.00 per share of common stock,
subject to certain anti-dilution provisions. The Series 2 Preferred Stock will
rank senior in all respects, including payment on liquidation and redemption, to
all other equity securities of the Company, provided that it will rank pari
passu with the Series 1-A Preferred Stock and Series 1-B Preferred Stock.
At the option of the investor, the Company will pay liquidation value to
the investors if the following occur: (i) a sale of all or substantially all of
the operating assets of the Company; (ii) an event that causes the Company to
become insolvent; (iii) an event that takes the Company private; and (iv) a
merger or other business combination involving the Company in which stockholders
of the Company (as determined immediately prior to such transaction) cease to
own stock of the surviving entity (a) that possesses greater than 50% of the
voting power of all classes of stock of such entity that are entitled to vote or
(b) that constitutes greater than 50% of the total value of the equity
securities in such entity.
Note 4: On January 31, 2000, the Company obtained $5 million of insurance
coverage with American International Specialty Lines Insurance Company (a member
of AIG) covering primarily potential claims brought against Impax under the
Waxman-Hatch Act provisions relating to Paragraph IV Certification. As of April
30, 2000, no claims were filed against the Company.
ITEM II. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
When used in this discussion, the words "believes", "anticipates",
"expects", and similar expressions are intended to identify forward-looking
statements. Such statements are subject to certain risks and uncertainties which
could cause actual results to differ materially from those projected.
The Company's business and results of operations are affected by a wide
variety of factors that could materially and adversely affect the Company and
its actual results, including, but not limited to, the ability to obtain and
maintain governmental approvals on additional products, the ability to integrate
merged businesses and operation, the ability to adequately fund its operating
requirements, the impact of competitive products and pricing, product demand and
market acceptance, new product development, the funding of potential patent
infringement litigation, reliance on key strategic alliances, the availability
of raw materials and the regulatory environment. As a result of these and other
factors, the Company may experience material fluctuations in future operating
results on a quarterly or annual basis (including, to the extent appropriate
governmental approvals are not obtained, the inability to manufacture and sell
products), which could materially and adversely affect its business, financial
condition, operating results, and stock price. An investment in the Company
involves various risks, including those referred to above and those which are
detailed from time-to-time in the Company's other filings with the Securities
and Exchange Commission.
These forward-looking statements speak only as of the date hereof. The
Company undertakes no obligation to publicly release the results of any
revisions to these forward-looking statements which may be made to reflect
events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
General
The Company is the result of a business combination on December 14, 1999,
of Impax Pharmaceuticals, Inc., a privately held drug delivery company and
Global Pharmaceutical Corporation, a specialty generic pharmaceutical company.
Global acquired all of the outstanding common stock of Impax Pharmaceuticals,
Inc. with Impax stockholders receiving 3.3358 shares of Global common stock for
each share of Impax Pharmaceuticals, Inc. For accounting purposes, however, the
acquisition has been treated as the re-capitalization of Impax Pharmaceuticals,
Inc. with Impax Pharmaceuticals, Inc., deemed the acquirer of Global in a
reverse acquisition. At the conclusion of the merger, Impax Pharmaceuticals,
Inc. stockholders held over 70% of the combined company. As a reverse
acquisition, the historical operating results prior to the acquisition are those
of Impax Pharmaceuticals, Inc. and only include the operating results of Global
after the acquisition. Additionally, in connection with the merger, Global
changed its name to Impax Laboratories, Inc.
The Company's main business is the development, manufacturing and marketing
of specialty prescription pharmaceutical products utilizing its own formulation
expertise and unique delivery technologies. The Company is currently marketing
over 25 products and has five applications under review with Food and Drug
Administration ("FDA") and fifteen additional products under development.
8
<PAGE>
Results of Operations
The Company was considered a development stage company as defined in
Statement of Financial Accounting Standards No. 7 until the fourth quarter of
1999, when the Company determined it had begun operations. The net loss for the
three months ended March 31, 2000, was $4,392,000 compared to a net loss of
$1,288,000 in the three months ended March 31, 1999. The increase in the net
loss in 2000 compared to 1999 was primarily due to higher research and
development expenses, and higher selling, general and administrative expenses,
including $1,236,000 in amortization of intangibles and goodwill.
The net sales for the three months ended March 31, 2000, were $2,518,000
compared to $0 for the same period in 1999. On a pro forma basis, if the
acquisition took place January 1, 1999, the Company's net sales for the three
months ended March 31, 1999, would have been $1,827,000. The increase of
$691,000 over the pro forma net sales was primarily due to an increase in the
number of products offered and customers served in 2000 as compared to 1999.
The increase in cost of sales, gross margin and selling expenses for the
three months ended March 31, 2000, was due to the fact that operations for Impax
began late in 1999.
The research and development expenses for the three months ended March 31,
2000, were $2,608,000 compared to $1,277,000 for the same period in 1999. The
increase was primarily due to additional personnel, higher bio-study costs, and
the associated testing expenses.
The general and administrative expenses for the three months ended March
31, 2000, were $2,032,000 compared to $148,000 for the same period in 1999. The
increase was primarily due to amortization of intangibles and goodwill of
$1,236,000 and, higher professional fees and additional personnel.
Net interest income for the three months ended March 31, 2000, was $23,000
compared to $137,000 for the same period in 1999 primarily due to a decrease in
investment in cash equivalents and increase in borrowing costs.
Liquidity and Capital Resources
Prior to the merger, Impax Pharmaceuticals, Inc. financed its research and
development expenses and operating activity through private placements of
equity. The aggregate proceeds raised by Impax Pharmaceuticals, Inc. was
approximately $25.5 million.
On March 2, 1999, Impax Pharmaceuticals, Inc. issued 3,400,000 shares of
its Series D Preferred Stock at $5.00 per share for a total of $17,000,000.
Pursuant to the terms of the Merger Agreement on December 14, 1999, each share
of Series D Preferred Stock of Impax Pharmaceuticals, Inc. was converted into
.05 shares of Series 1-B Convertible Preferred Stock of the Company.
On March 23, 2000, the Company issued 150,000 shares of Mandatorily
Redeemable Convertible Series 2 Preferred Stock for aggregate proceeds at
$15,000,000. The proceeds of this private placement will go towards funding
research and development efforts, capital expenditures and general corporate
needs.
The Company believes that it has adequate financing for its 2000
operational plan.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings: None Applicable.
Item 2. Changes in securities:
On March 23, 2000, the Company sold, in a private placement 150,000 shares
of its Series 2 Convertible Preferred Stock ("Preferred Stock") to certain
"accredited investors," as such term is defined in Rule 501 (a) under the
Securities Act of 1933, as amended (the "Act"), for an aggregate consideration
of $15,000,000. The Preferred Stock is convertible at the option of each holder
at any time after the date of issuance of the Preferred Stock into such number
of fully paid and nonassessable shares of the Company's common stock as is
determined by dividing the Liquidation Value ($100.00 per
9
<PAGE>
share) by the Conversion Price. The conversion Price is $5.00 per share of
common stock, subject to certain anti-dilution provisions.
The Series 2 Preferred Stock will rank senior in all respects, including
payment on liquidation and redemption, to all other equity securities of the
Company, provided that it will rank pari passu with the Series 1-A Preferred
Stock and Series 1-B Preferred Stock.
At the option of the investor, the Company will pay liquidation value to
the investors if the following occur: (i) a sale of all or substantially all of
the operating assets of the Company; (ii) an event that causes the Company to
become insolvent; (iii) an event that takes the Company private; and (iv) a
merger of other business combination involving the Company in which shareholders
of the Company (as determined immediately prior to such transaction) cease to
own stock of the surviving entity (a) that possesses greater than 50% of the
voting power of all classes of stock of such entity that are entitled to vote or
(b) that constitutes greater than 50% of the total value of the equity
securities in such entity.
Item 3. Defaults Upon Senior Securities: None Applicable
Item 4. Submission of Matters to a Vote of Security Holders: None Applicable
Item 5. Other Information: None Applicable
Item 6. Exhibits and Reports on Form 8-K:
(a) Exhibits:
27. Financial Data Schedule
(b) Reports on Form 8-K:
None
10
<PAGE>
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 thereunto duly authorized.
IMPAX LABORATORIES, INC.
By: /s/ BARRY R. EDWARDS
------------------------------------------
Chairman and Co-Chief Executive Officer
(Principal Executive Officer)
By: /s/ CORNEL C. SPIEGLER
-------------------------------------------
Chief Financial Officer
(Principal Financial and Accounting Officer)
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET (UNAUDITED) AND THE CONSOLIDATED STATEMENT OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2000(UNAUDITED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 8,281
<SECURITIES> 11,634
<RECEIVABLES> 3,149
<ALLOWANCES> 60
<INVENTORY> 3,589
<CURRENT-ASSETS> 26,933
<PP&E> 10,210
<DEPRECIATION> 2,156
<TOTAL-ASSETS> 73,636
<CURRENT-LIABILITIES> 8,469
<BONDS> 0
<COMMON> 249
37,000
0
<OTHER-SE> 25,950
<TOTAL-LIABILITY-AND-EQUITY> 73,636
<SALES> 2,518
<TOTAL-REVENUES> 2,518
<CGS> 1,973
<TOTAL-COSTS> 1,973
<OTHER-EXPENSES> 4,971
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,392)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,392)
<EPS-BASIC> (.18)
<EPS-DILUTED> (.18)
</TABLE>
