U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2
FORM 10-KSB
(Mark One)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 1998
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 0-9036
LANNETT COMPANY, INC.
(Name of small business issuer in its charter)
State of Delaware 23-0787-699
State of Incorporation I.R.S. Employer I.D. No.
9000 State Road
Philadelphia, Pennsylvania 19136
(215) 333-9000
(Address of principal executive offices and telephone number)
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $.001 Par Value
(Title of class)
Check whether the issuer (1) filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past
12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
Yes__X__ No____
Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.
The issuer had net sales of $9,464,814 for the fiscal year ended June
30, 1998.
As of September 11, 1998, the aggregate market value of the voting
stock held by non-affiliates was approximately $7,641,694 computed by
reference to the average of the bid and asked prices of such stock as quoted
by the National Quotations Bureau, Inc.
As of September 11, 1998, there were 5,206,128 shares of the issuer's
common stock, $.001 par value, outstanding.
Page 1 of 7 pages
Exhibit Index on
Page 3
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SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
LANNETT COMPANY, INC.
Date: December 3, 1998 By: / s / William Farber
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William Farber,
Chairman of the Board
Date: December 3, 1998 By: / s /Jeffrey M. Moshal
------------------- ----------------------
Vice President -
Finance and Treasurer
In accordance with the Exchange Act, this report has been signed
below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.
Signature Title Date
/s/ William Farber Chairman of the Board December 3, 1998
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William Farber
/s/ Roy English Director December 3, 1998
- --------------------- --
Roy English
/s/ David Farber Director December 3, 1998
- --------------------- --
David Farber
2
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Exhibit Index*
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Exhibit
Number Description Method of Filing Page
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<S> <C> <C> <C>
3(a) Articles of Incorporation Incorporated by reference to the Proxy -
Statement filed with respect to the
Annual Meeting of Shareholders held on
December 6, 1991 (the "1991 Proxy
Statement").
3(b) By-Laws, as amended Incorporated by reference to the 1991 -
Proxy Statement.
4(a) Specimen Certificate for Incorporated by reference to Exhibit -
Common Stock 4(a) to Form 8 dated April 23, 1993
(Amendment No. 3 to Form 10-K f/y/e
June 30, 1992) ("Form 8")
10(a) Loan Agreement dated Incorporated by reference to the -
August 30, 1991 between Annual Report on Form 10-K f/y/e June
the Company and William 30, 1991
Farber
10(b) Amendment #1 to Loan Incorporated by reference to Exhibit -
Agreement dated March 15, 10(b) to the Annual Report on Form
1993 10-KSB f/y/e June 30, 1993 ("1993 Form
10-K")
10(c) Amendment #2 to Loan Incorporated by reference to Exhibit -
Agreement dated August 1, 10(c) to the Annual Report on Form
1994 10-KSB f/y/e June 30, 1994 ("1994 Form
10-K")
10(d) Amendment #3 to Loan Incorporated by reference to Exhibit -
Agreement dated May 15, 10(d) to the Annual Report on Form
1995 10-KSB f/y/e June 30, 1995 ("1995 Form
10-K")
10(e) Amendment #4 to Loan Incorporated by reference to Exhibit -
Agreement dated December 10(e) to the Annual Report on Form
31, 1995 10-KSB f/y/e June 30, 1996 ("1996 Form
10-K")
10(f) Amendment #5 to Loan Incorporated by reference to Exhibit -
Agreement dated June 30, 10(f) to the Annual Report on Form
1996 10-KSB f/y/e June 30, 1996 ("1996 Form
10-K")
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Exhibit
Number Description Method of Filing Page
------ ----------- ---------------- ----
<S> <C> <C> <C>
10(g) Amendment #6 to Loan Incorporated by reference to Exhibit -
Agreement dated November 10(g) to the Annual Report on Form
1, 1996 10-KSB f/y/e June 30, 1997 ("1997 Form
10-KSB")
10(h) Amendment #7 to Loan Incorporated by reference to Exhibit -
Agreement dated September 10(h) to the Annual Report on 1997
9, 1997 Form 10-KSB
10(i) Amendment #8 to Loan Incorporated by reference to Exhibit -
Agreement dated June 30, 10(i) to Amendment No. 1 to the Annual
1998 Report on Form 10-KSB f/y/e June 30,
1998 ("1998 Form 10-KSB/a)
10(j) Loan Agreement dated May Incorporated by reference to Exhibit -
4, 1993 between the 10(c) to the 1993 Form 10-K
Company and Meridian Bank
10(k) Amendment to Loan Incorporated by reference to Exhibit -
Documents between the 10(e) to the Annual Report on Form
Company and Meridian Bank 10-KSB f/y/e June 30, 1994 ("1994 Form
dated as of December 8, 10-K")
1993
10(l) Letter Agreement between Incorporated by reference to Exhibit -
the Company and Meridian 10(f) to the Annual Report on Form
Bank dated December 21, 10-KSB f/y/e June 30, 1994 ("1994 Form
1993 10-K")
10(m) Third Amendment to Loan Incorporated by reference to Exhibit -
Agreement dated as of June 10(g) to the Annual Report on Form
9, 1994 10-KSB f/y/e June 30, 1994 ("1994 Form
10-K")
10(n) Fourth Amendment to Loan Incorporated by reference to Exhibit -
Documents between the 10(i) to the Annual Report on Form
Company and Meridian Bank 10-KSB f/y/e June 30, 1995 ("1995 Form
as of October 27, 1994 10-K")
10(o) Letter Agreement between Incorporated by reference to Exhibit -
the Company and Meridian 10(j) to the Annual Report on Form
Bank dated October 27, 1994 10-KSB f/y/e June 30, 1995 ("1995 Form
10-K")
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Exhibit
Number Description Method of Filing Page
------ ----------- ---------------- ----
<S> <C> <C> <C>
10(p) Letter Agreement between Incorporated by reference to Exhibit -
the Company and Meridian 10(k) to the Annual Report on Form
Bank dated July 10, 1995 10-KSB f/y/e June 30, 1995 ("1995 Form
10-K")
-
10(q) Amendment to Security Incorporated by reference to Exhibit
Agreement between the 10(l) to the Annual Report on Form
Company and Meridian Bank 10-KSB f/y/e June 30, 1995 ("1995 Form
dated as of July 31, 1995 10-K")
10(r) Line of Credit Note dated Incorporated by reference to Exhibit -
July 31, 1995 10(m) to the Annual Report on Form
10-KSB f/y/e June 30, 1995 ("1995 Form
10-K")
10(s) Fifth Amendment to Loan Incorporated by reference to Exhibit -
Agreement dated July 31, 10(n) to the Annual Report on Form
1995 10-KSB f/y/e June 30, 1995 ("1995 Form
10-K")
10(t) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(q) to the Annual Report on Form
Company and Meridian Bank, 10-KSB f/y/e June 30, 1996 ("1996 Form
dated March 5, 1996. 10-K")
10(u) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(h) to the Annual Report on 1997
Company and Corestates Form 10-KSB Bank, dated March
20, 1997.
10(v) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(h) to the Annual Report on 1997
Company and Corestates Form 10-KSB
Bank, dated March 20,
1997.
10(w) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(h) to the Annual Report on 1997
Company and Corestates Form 10-KSB
Bank, dated May
23, 1997.
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Exhibit
Number Description Method of Filing Page
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<S> <C> <C> <C>
10(x) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(h) to the Annual Report on 1997
Company and Corestates Form 10-KSB
Bank, dated September 24,
1997.
10(y) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(h) to the Annual Report on 1997
Company and Corestates Form 10-KSB
Bank, dated December 10,
1997.
10(z) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(h) to the Annual Report on 1997
Company and Corestates Form 10-KSB
Bank, dated December 10,
1997.
10(aa) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(aa) to the Annual Report on 1998
Company and Corestates Form 10-KSB/a
Bank, dated June 1998.
10(ab) Amendment to Loan Incorporated by reference to Exhibit -
agreement between the 10(ab) to the Annual Report on 1998
Company and Corestates Form 10-KSB/a
Bank, dated June 11, 1998.
10(ac) Employment agreement Incorporated by reference to Exhibit -
between the Company and 10(i) to the Annual Report on Form
Vlad Mikijanic 10-KSB f/y/e June 30, 1994 ("1994 Form
10-K")
10(ad) Supply Agreement dated Incorporated by reference to Exhibit -
January 14, 1997 10(ad) to the Annual Report on 1998
Form 10-KSB/a
10(ae) Supply Agreement dated Incorporated by reference to Exhibit -
January 17, 1997 10(ae) to the Annual Report on 1998
Form 10-KSB/a
10(af) Supply Agreement dated Incorporated by reference to Exhibit -
January 17, 1997 10(af) to the Annual Report on 1998
Form 10-KSB/a
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Exhibit
Number Description Method of Filing Page
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<S> <C> <C> <C>
10(ag) Supply Agreement dated Incorporated by reference to Exhibit -
February 11, 1997 10(ag) to the Annual Report on 1998
Form 10-KSB/a
10(ah) Omitted as immaterial
11 Computation of Per Share Incorporated by reference to Exhibit -
Earnings 11 to the Annual Report on 1998
Form 10-KSB/a
22 Subsidiaries of the Company Incorporated by reference to the -
Annual Report on Form 10-K f/y/e June
30, 1990
23(a) Consent of Grant Thornton Incorporated by reference to Exhibit -
23(a) to the Annual Report on 1998
Form 10-KSB/a
23(b) Consent of Incorporated by reference to Exhibit -
Deloitte & Touche 23(b) to the Annual Report on 1998
Form 10-KSB/a
27 Financial Data Schedule Incorporated by reference to Exhibit 27 -
to the Annual Report on 1998
Form 10-KSB/a
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