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
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MAY 18, 1999
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
PHARMACEUTICAL
FORMULATIONS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 0-11274 22-2367644
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
460 PLAINFIELD AVENUE, EDISON, NJ 08818
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
732-985-7100
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE
N.A.
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
<PAGE>
ITEM 5. OTHER EVENTS.
On May 18, 1999 the Company issued a press release stating that it
will delay the reporting of third quarter 1999 results to restate six months
results for unaccrued write-offs of receivables and for inventory adjustments
attributed to problems with a new computer system and Oracle software. A copy of
such release is attached as an exhibit to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
c. EXHIBITS
99.1 Press release issued May 18, 1999
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.
PHARMACEUTICAL FORMULATIONS, INC.
By: /S/ CLIFFORD STRAUB
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Name: Clifford Straub
Title: Senior Vice President-Chief
Administrative Officer and Chief
Financial Officer
Dated: May 18, 1999
<PAGE>
EXHIBITS
99.1 Press release issued May 18, 1999
Exhibit 99.1
FOR IMMEDIATE RELEASE CONTACT: RICHARD JAY COYLE
BENTLEY PARTNERS, INC.
800-891-7782
PHARMACEUTICAL FORMULATIONS, INC. WILL DELAY REPORTING THIRD QUARTER RESULTS TO
RESTATE SIX MONTH RESULTS FOR UNACCRUED WRITE-OFFS OF RECEIVABLES AND FOR
INVENTORY ADJUSTMENTS ATTRIBUTED TO PROBLEMS WITH NEW COMPUTER SYSTEM AND ORACLE
SOFTWARE.
EDISON, NJ, MAY 18, 1999 - Pharmaceutical Formulations, Inc. ("PFI") (OTC: PHFR)
announced today it will delay reporting financial results for the third quarter
ended March 31, 1999 pending a review to restate the unaudited earnings of the
two previously reported quarters.
PFI said it has requested its independent certified public accountants, BDO
Seidman LLP, to assist in the restatement of unaudited results for the first and
second quarters of Fiscal 1999 ended September 30 and December 31, 1998,
respectively, and that no adjustments to previously reported audited financial
statements are currently anticipated.
The restatements will include adjustments for write-offs of accounts receivable
related to various customer deductions not previously accrued, various inventory
adjustments and other accruals.
The adjustments will largely relate to or be associated with previously reported
problems caused by the installation of a new computer system and Oracle
software, which commenced in July 1998 and continued through the current quarter
ended March 31, 1999. PFI had engaged a third-party implementation firm to
replace its antiquated system in order to better serve its growing customer base
and ensure Y2K compliance.
The company expects to report further details and nine-month YTD financial
results at the completion of the current review.
Relatedly, PFI also said it has commenced discussions with its major lender,
CIT, in anticipation that adjustments resulting from the restatements and
results for the current quarter will negatively impact certain loan covenants as
of June 30, 1999.
SAFE HARBOR STATEMENT
This press release may contain forward-looking information and should be read in
conjunction with the Company's Form 10-K for the period ended June 30, 1998 and
the Company's other filings with the Securities and Exchange Commission.
COMPANY DESCRIPTION
PFI is the second largest solid dosage over-the-counter generic pharmaceutical
manufacturer in the country, offering more than 120 different types of
analgesics, cough-cold preparations, sinus/allergy and gastrointestinal relief
products in tablet, caplet and capsule form. The company also manufactures and
distributes products for national brand pharmaceutical companies, and sells and
markets a line of antifungal aerosols. ICC Industries Inc., owner of
approximately 67% of the common stock of PFI, is a major international
manufacturer and marketer of chemical, plastic and pharmaceutical products with
1998 sales in excess of $1 billion.
