UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

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):  July 3, 2019

 

 

LANNETT COMPANY, INC.

(Exact name of registrant as specified in its charter)

 

 

COMMISSION FILE NO. 001-31298

 

State of Delaware

 

23-0787699

(State of Incorporation)

 

(I.R.S. Employer I.D. No.)

 

9000 State Road

Philadelphia, PA  19136

(215) 333-9000

(Address of principal executive offices and telephone number)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.001 par value

 

LCI

 

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this Chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 

 

Item 1.01                                                                    Entry into a Material Definitive Agreement

 

On July 3, 2019, Lannett Company, Inc. (the “Company”) entered into (1) an agreement (the “Agreement”) with Cediprof, Inc. (“Cediprof”), and a (2) Distribution and Supply Agreement (the “Distribution Agreement”) with Cediprof.

 

Pursuant to the Agreement and the Distribution Agreement, the Company will make an up-front payment to Cediprof in the amount of $20 million upon entering into the Agreement and the Distribution Agreement and will receive the exclusive right, commencing no later than August 1, 2022, to market and supply Levothyroxine Sodium Tablets USP manufactured by Cediprof in the United States of America and its territories and possessions, with the exception of Puerto Rico and the Virgin Islands.

 

The Company expects to file the Agreement and the Distribution Agreement as exhibits to its Quarterly Report on Form 10-Q for the fiscal quarter ending September 30, 2019.  The description of the Agreement and the Distribution Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement and the Distribution Agreement when filed.

 

Item 9.01                                                                    Financial Statements and Exhibits

 

(d)                                  Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

July 8, 2019 Press Release

 

2

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

LANNETT COMPANY

 

 

By:

/s/ Samuel H. Israel

 

 

Chief Legal Officer and General Counsel

 

 

Date: July 8, 2019

 

 

3

Exhibit 99.1

 

Contact:

Robert Jaffe

 

 

Robert Jaffe Co., LLC

 

 

(424) 288-4098

 

LANNETT ENTERS INTO DISTRIBUTION AGREEMENT FOR LEVOTHYROXINE

 

Philadelphia, PA — July 8, 2019 — Lannett Company, Inc. (NYSE: LCI) today announced that it has entered into a future exclusive supply and distribution agreement for the approved Levothyroxine Sodium Tablets USP of Cediprof, Inc., a wholly owned subsidiary of privately held Neolpharma Pharmaceutical Group.

 

Under the agreement, Lannett will commence U.S. distribution of the product no later than August 1, 2022.  Lannett will make an upfront payment of $20 million within the next five business days and will receive a portion of the net profits once it commences distribution of the product.  The term of the agreement is 10 years, which begins upon commencement of distribution.  Other terms were not disclosed.

 

“The Levothyroxine product covered under the agreement includes all 12 currently marketed dosage strengths, is FDA approved and presently commercialized by another party,” said Tim Crew, chief executive officer of Lannett.  “We know well the market dynamics for Levothyroxine, and look forward to re-entering the space, especially with Cediprof’s high quality product.  Levothyroxine is one of the most widely prescribed drugs in the U.S. and continues to be a critically important medication for thyroid deficiency.”

 

About Neolpharma Pharmaceutical Group:

 

Neolpharma Pharmaceutical Group engages in the research, development, production and distribution of generic medicines in the following therapeutic areas: CNS, oncology, metabolic disease, rheumatology and infectious diseases.  Based in Ciudad de Mexico, Mexico, Neolpharma Group has affiliates and operations in Puerto Rico, the U.S. and Latino America.  For more information, visit the company’s website at www.neolpharma.com.

 

About Lannett Company, Inc.:

 

Lannett Company, founded in 1942, develops, manufactures, packages, markets and distributes generic pharmaceutical products for a wide range of medical indications.  For more information, visit the company’s website at www.lannett.com.

 

This news release contains certain statements of a forward-looking nature relating to future events or future business performance.  Any such statement, including, but not limited to, the company successfully commercializing Levothyroxine Sodium Tablets, whether expressed or implied, is subject to market and other conditions, and subject to risks and uncertainties which can cause actual results to differ materially from those currently anticipated due to a number of factors which include, but are not limited to, the risk factors discussed in the Company’s Form 10-K and other documents filed with the SEC from time to time, including the prospectus supplement related to the proposed offering to be filed with the SEC.  These forward-looking statements represent the Company’s judgment as of the date of this news release.  The Company disclaims any intent or obligation to update these forward-looking statements.

 

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