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
December 5, 2012
Date of Report
(Date of earliest event reported)
ELITE PHARMACEUTICALS, INC.
(Exact name of registrant
as specified in its charter)
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Nevada
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001-15697
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22-3542636
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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165 Ludlow Avenue, Northvale, New Jersey
07647
(Address of principal
executive offices)
(201) 750-2646
(Registrant’s
telephone number, including area code)
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(Former name or former address, if changed since last report.)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive
Agreement.
Bridge Loan Agreement
On December 5, 2012 (the “Effective
Date”), Elite Pharmaceuticals, Inc. (the “Company”) amended its bridge loan agreement (the “Loan Agreement”)
with Jerry Treppel, the Company’s Chairman and CEO pursuant to which it increased the maximum principal amount that the Company
can draw under the Loan Agreement (“Credit Line”) from $500,000 to $1,000,000. All other terms remain the same. Mr.
Treppel provided the increased Credit Line
for the purpose of providing
working capital to support
Elite’s increase in production and growth of sales.
On December 10, 2012, the Company issued
a press release announcing that it had amended the Loan Agreement. A copy of the press release is attached hereto as Exhibit 99.1
and is incorporated by reference herein.
Item 9.01 Financial
Statements and Exhibits
d) Exhibits
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Exhibit No.
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Exhibit Description
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10.1
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Amendment to Loan Agreement dated December 5, 2012
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99.1
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Press Release dated December 10, 2012
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SIGNATURE
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.
Dated: December 10, 2012
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ELITE PHARMACEUTICALS, INC.
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By:
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/s/ Chris Dick
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Chris Dick, President &
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Chief Operating Officer
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EXHIBIT 10.1
Amendment No. 1 to
Treppel Loan Agreement
WHEREAS, Elite Pharmaceuticals,
Inc., a Nevada corporation (the “
Borrower
”), and Jerry Treppel, a resident of New Jersey (the “
Lender
”)
entered into that certain Loan Agreement dated December 5, 2012 (the “
Agreement
”); and
WHEREAS, Lender and
Borrower desire to amend the Agreement to increase the maximum principal amount of the Credit Line (as defined in the Agreement)
from $500,000 to $1,000,000; and
WHEREAS, pursuant to
Section 7.5 of the Agreement the Agreement can be amended provided such amendment is in writing and executed by the Lender and
the Borrower.
NOW THEREFORE, in consideration
of the premises, the mutual provisions contained in the Agreement, and other good and valuable consideration the receipt and adequacy
of which are hereby acknowledged, the Borrower and Lender agree as follows:
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1.
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The maximum principal amount of the Credit Line (as defined in the Agreement) is hereby increased
from $500,000 to $1,000,000.
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2.
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The Promissory Note issued in conjunction with the Agreement is superseded and replaced with the
New Promissory Note, a copy of which is attached hereto.
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3.
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Except as otherwise expressly provided herein, the Agreement and the obligations of the Borrower
thereunder, and each of the rights of and benefits to the Borrower thereunder is, and shall continue to be, in full force and effect
and each is hereby ratified and confirmed in all respects.
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4.
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This Amendment may be executed in two or more identical counterparts, all of which shall be considered
one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to the other
party. In the event that any signature is delivered by facsimile transmission or by an e-mail which contains a portable document
format (.pdf) file of an executed signature page, such signature page shall create a valid and binding obligation of the party
executing (or on whose behalf such signature is executed) with the same force and effect as if such signature page were an original
thereof.
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[
signature page follows
]
IN WITNESS WHEREOF,
the Borrower and Lender have caused their respective signature page to this Amendment to be duly executed as of the 5th day of
December, 2012.
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ELITE PHARMACEUTICALS, INC.
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By:
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/s/ Chris Dick
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/s/ Jerry Treppel
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Chris Dick, President
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Jerry Treppel
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EXHIBIT 99.1
ELITE PHARMACEUTICALS ANNOUNCES AMENDMENT
TO BRIDGE LOAN FACILITY
NORTHVALE, N.J. – December 10, 2012
– Elite Pharmaceuticals, Inc. ("Elite”) (OTCBB: ELTP) announced today that it has amended the bridge loan agreement
(“Loan Agreement”) with Jerry Treppel, Elite’s Chairman & CEO. Pursuant to the amendment to the Loan Agreement,
Mr. Treppel has agreed to increase the maximum principal amount of the line of credit from $500,000 to $1,000,000. All other terms
remain the same. The additional proceeds will be used primarily for working capital to support Elite’s increase in production
and growth of sales.
A copy of the amendment to the Loan Agreement
will be filed in a Current Report on Form 8-K which will be filed with the Securities and Exchange Commission.
About Elite Pharmaceuticals, Inc.
Elite Pharmaceuticals, Inc. develops oral
sustained and controlled release products. Elite's strategy includes assisting partner companies in the life cycle management of
products to improve off-patent drug products and developing generic versions of controlled release drug products with high barriers
to entry. Elite has three commercial products being sold through a partner, two products produced for partners under contract manufacturing
agreements, two additional products approved and pending launch, and two products under review, pending approval by the FDA. Elite’s
lead pipeline products include abuse resistant opioids utilizing the company’s patented proprietary technology, and a once-daily
opioid. They are sustained release oral formulations of opioids for the treatment of chronic pain, which address two of the limitations
of existing oral opioids: the provision of consistent relief of baseline pain levels and deterrence of potential abuse. Elite also
has partnered with Mikah Pharma to develop a new product, with Hi-Tech Pharmacal to develop an intermediate for a generic product,
and a Hong Kong based company to develop a branded product for the United States market and its territories. Elite operates a GMP
and DEA registered facility for research, development, and manufacturing located in Northvale, NJ.
This news
release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of
1995. Including those related to the effects, if any, on future results, performance or other expectations that may have some correlation
to the subject matter of this press release, readers are cautioned that such forward-looking statements involve risks and uncertainties
including, without limitation,
delays, uncertainties, inability to obtain necessary ingredients
and other factors not under the control of Elite
not under the control of Elite, which may
cause actual results, performance or achievements of Elite to be materially different from the results, performance or other expectations
that may be implied by these forward-looking statements These risks and other factors, including, without limitation, the timing
or results of pending and future clinical trials, regulatory reviews and approvals by the Food and Drug Administration and other
regulatory authorities, intellectual property protections and defenses, and the Company’s ability to operate as a going concern,
are discussed in Elite's filings with the Securities and Exchange Commission, including its reports on forms 10-K, 10-Q and 8-K.
Elite undertakes no obligation to update any forward-looking statements.
Contact:
Elite Pharmaceuticals, Inc.
Dianne Will, Investor Relations, 518-398-6222
Dianne@elitepharma.com