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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
Date of Report (Date of earliest event reported)
NOVEMBER 15, 1999
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NUTRAMAX PRODUCTS, INC.
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(Exact name of registrant as specified in charter)
DELAWARE 0-18671 061200464
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(State or other jurisdiction (Commission file number) (IRS employer
of incorporation) identification no.)
51 BLACKBURN DRIVE, GLOUCESTER, MASSACHUSETTS 01930
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (978) 282-1800
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Item 5. Other Events.
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NutraMax Products, Inc. (the "Company") advised Deloitte & Touche LLP, its
former auditors ("Deloitte & Touche"), that it had determined that its financial
statements for the year ended October 3, 1998 should be restated. The analysis
supporting the restatement was performed by Arthur Andersen LLP ("Arthur
Andersen") serving in its role as an advisor to Company counsel, with the
assistance of management. Subsequently, Deloitte & Touche informed the Company
that it was unable to make a determination as to the appropriateness of the
proposed restatement of the 1998 financial statements, and as a result of the
Company's conclusion that the 1998 financial statements should be restated,
Deloitte & Touche is withdrawing its audit report dated November 24, 1998
covering each of the three years in the period ended October 3, 1998.
NutraMax has engaged Arthur Andersen to perform an audit with respect to
its balance sheet as of September 30, 1999. Once available, the Company intends
to release such balance sheet together with its unaudited other financial
statements for fiscal 1999 and its unaudited restated financial statements for
fiscal 1998.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits
Exhibit Name
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99.1+ Press Release issued for publication on November 24, 1999.
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+ Filed herewith.
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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 thereunto duly authorized.
NUTRAMAX PRODUCTS, INC.
Date: November 24, 1999 By: /s/ David J. Radeke
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David J. Radeke
Acting Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Name
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99.1+ Press Release issued for publication on November 24, 1999
______________________
+ Filed herewith.
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Exhibit 99.1
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NEWS RELEASE
DAVID RADEKE, Chief Operating Officer
(978) 282-1800 November 24, 1999
NUTRAMAX ANNOUNCES ACCOUNTING DEVELOPMENT
GLOUCESTER, MA -- NUTRAMAX PRODUCTS, INC. announced today that the Company
advised Deloitte & Touche LLP, its former auditors, that it had determined that
its financial statements for the year ended October 3, 1998 should be restated.
The analysis supporting the restatement was performed by Arthur Andersen LLP
serving in its role as an advisor to Company counsel, with the assistance of
management. Subsequently, Deloitte & Touche informed the Company that it was
unable to make a determination as to the appropriateness of the proposed
restatement of the 1998 financial statements, and as a result of the Company's
conclusion that the 1998 financial statements should be restated, Deloitte &
Touche is withdrawing its audit report dated November 24, 1998 covering each of
the three years in the period ended October 3, 1998.
NutraMax has engaged Arthur Andersen to perform an audit with respect to
its balance sheet as of September 30, 1999. Once available, the Company intends
to release such balance sheet together with its unaudited other financial
statements for fiscal 1999 and its unaudited restated financial statements for
fiscal 1998.
The Company also announced the resignations of Donald Lepone, former
President and Chief Executive Officer, and Robert Burns, former Chief Financial
Officer. Dawn Larson has been appointed Chief Financial Officer. David Radeke,
Executive Vice President, has been promoted to Chief Operating Officer. The
Company is conducting a search for a Chief Executive Officer.
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NutraMax is a leading consumer health care products company and the number
one manufacturer and marketer of Store Brand Disposable Douches, ready-to-use
Enemas, Pediatric Electrolyte Oral Maintenance Solutions, Disposable Baby
Bottles, Cough Drops and Throat Lozenges. The Company also markets a broad line
of Toothbrushes, Dental Floss, and various First Aid Products for the hospital
and industrial safety markets. In addition, the Company offers a broad range of
pharmaceutical manufacturing capabilities to a select group of contract
customers. NutraMax products are sold by supermarkets, drug chains and mass
merchandisers under both store brand and control brands, including Powers, Sweet
'n Fresh(R), Pure & Gentle, Fresh 'n Easy, Pro Dental, American White Cross and
NutraMax.
Visit NutraMax on the Internet at http://www.nutramax.com.
Some of the information contained in this new release constitutes forward-
looking statements within the meaning of Section 27A of the Securities Section
21E of the Exchange Act. Although the Company believes its expectations are
based upon reasonable assumptions within the bounds of its knowledge of its
business operations, there can be no assurance that actual results will not
differ materially from those set forth in the forward-looking statements.
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