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SEC 1344
(10-2002) PERSONS WHO POTENTIALLY ARE TO RESPOND TO THE COLLECTION OF
Previous INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND
versions UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.
obsolete
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UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION --------------------------
WASHINGTON, D.C. 20549 OMB Number: 3235-0058
Expires: January 31, 2005
FORM 12b-25 Estimated average burden
hours per response....2.50
NOTIFICATION OF LATE FILING --------------------------
SEC FILE NUMBER
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CUSIP NUMBER
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(Check One): / / Form 10-K / / Form 20-F / / Form 11-K /X/ Form 10-Q
/ / Form N-SAR / / Form N-CAR
For Period Ended: September 30, 2003
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/ / Transition Report on Form 10-K
/ / Transition Report on Form 20-F
/ / Transition Report on Form 11-K
/ / Transition Report on Form 10-Q
/ / Transition Report on Form N-SAR
For the Transition Period Ended:
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Read Instruction (on back page) Before Preparing Form. Please Print or Type.
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NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
AKORN, INC.
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Full Name of Registrant
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Former Name, if Applicable
2500 Millbrook Drive
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Address of Principal Executive Office (Street and Number)
Buffalo Grove, Illinois 60089
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City, State and Zip Code
PART II -- RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
/ / (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report or transition report on Form
10-Q, or portion thereof will be filed on or before the fifth calendar
day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
PART III -- NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report portion thereof, could not be filed within the
prescribed time period.
On October 7, 2003, the Registrant closed an exchange transaction (the
"Exchange Transaction"), the primary purpose of which was to reduce the
Registrant's outstanding senior bank debt and provide the Registrant with
additional working capital. As described in more detail in the Form 8-K
filed with the Commission on October 24, 2003, the Exchange Transaction
resulted in significant changes to the Registrant's liquidity and capital
structure.
Due to the management resources devoted to the Exchange Transaction and
related matters and to the additional disclosure required as a result of
the Exchange Transaction, additional time is needed by the Registrant to
complete the required filing.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Bernard J. Pothast
Chief Financial Officer (847) 279-6151
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of
1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s). / / Yes /X / No
As disclosed in such filings, the Registrant's Form 10-Q for the
quarter ended March 31, 2003 and Form 10-Q for the quarter ended June 30, 2003
were filed without being reviewed by independent accountants because the
Registrant did not have an independent accountant engaged at the time of such
filings.
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(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
/X / Yes / / No
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If so attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
The Registrant anticipates reporting in its Form 10-Q for the quarter ended
September 30, 2003, revenues of approximately $13.5 million and $35.1 million
for the three and nine month periods ended September 30, 2003 compared to $12.1
million and $39.7 million for the comparable periods in 2002. The Registrant
anticipates a net loss of $(0.06) and $(0.27) per basic share for the three and
nine months ended September 30, 2003 compared to $(0.48) and $(0.51) per basic
share for the comparable period in 2002. The results for the three and nine
month periods ended September 2002 include a $7.7 million or $(0.39) per basic
share charge related to the establishment of a deferred tax valuation allowance.
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Akorn, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date November 14, 2003 By /s/ Bernard J. Pothast
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Bernard J. Pothast, Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant
or by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
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INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
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GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules
and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange Commission,
Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and
Regulations under the Act. The information contained in or filed with the form
will be made a matter of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed with
each national securities exchange on which any class of securities of the
registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but need
not restate information that has been correctly furnished. The form shall be
clearly identified as an amended notification.
5. Electronic Filers. This form shall not be used by electronic filers unable
to timely file a report solely due to electronic difficulties. Filers unable to
submit a report within the time period prescribed due to difficulties in
electronic filing should comply with either Rule 201 or Rule 202 of Regulation
S-T (Section 232.201 or Section 232.202 of this chapter) or apply for an
adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (Section
232.13(b) of this Chapter).