AKORN, INC. Item 7.01 Regulation FD Disclosure.
As previously disclosed, on
In connection with the Sale, the Company is engaged in discussions with certain lenders and it intends to provide a copy of the presentation attached as Exhibit 99.1 hereto (the "Presentation") to such lenders.
The Presentation contains certain information related to actual and potential
effects of the COVID-19 pandemic, as well as certain projections and forecasts
including the cash flow projections, sales projections by product and the Pro
Forma capital structure. The information in the Presentation is based solely on
information available to the Company as of the date of their preparation and,
therefore, the projections and forecasts included therein may differ from actual
results and such differences may be material. Especially given the uncertainty
of the evolving COVID-19 pandemic, the Company reserves the right to make
adjustments to the preliminary results, projections and forecasts in the future,
as additional operational and financial data is received. Any projections or
forecasts included in the Presentation were not prepared with a view toward
public disclosure or compliance with the published guidelines of the
Cautionary Note Regarding Forward-Looking Statements
This report includes statements that may constitute "forward-looking
statements," including statements regarding the Chapter 11 Cases, the Company's
long-term business plan and outlook,the Company's ability to finalize closing
obligations and complete the Sale and its ability to continue operating in the
ordinary course and meet commitments while the Chapter 11 Cases are pending,
other statements regarding the Company's plans and strategy and the potential
impact of the spread of coronavirus (also known as COVID-19). When used in this
report, the words "will," "expect," "continue," "believe," "seek," "anticipate,"
"estimate," "intend," "could," "would," "strives" and similar expressions are
generally intended to identify forward-looking statements. These statements are
made pursuant to the safe harbor provisions of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). A number of important factors could cause actual
results of the Company and its subsidiaries to differ materially from those
indicated by such forward-looking statements. These factors include, but are not
limited to: (i) the Company's ability to consummate the Sale; (ii) potential
adverse effects of the Chapter 11 Cases on the Company's liquidity and results
of operations; (iii) the Company's ability to obtain timely approval by the
Court with respect to the motions filed in the Chapter 11 Cases; (iv) objections
that could protract the Chapter 11 Cases; (v) employee attrition and the
Company's ability to retain senior management and other key personnel due to the
distractions and uncertainties; (vi) the Company's ability to comply with the
restrictions imposed by the terms and conditions of the DIP Facility and other
financing arrangements; (vii) the Company's ability to maintain relationships
with suppliers, customers, employees and other third parties and regulatory
authorities as a result of the Chapter 11 Cases; (viii) the effects of the
Chapter 11 Cases on the Company and on the interests of various constituents,
including holders of the Company's common stock; (ix) the Court's rulings on the
outcome of the Chapter 11 Cases generally; (x) the length of time that the
Company will operate under Chapter 11 protection and the continued availability
of operating capital during the pendency of the Chapter 11 Cases; (xi) risks
associated with third party motions in the Chapter 11 Cases, which may interfere
with the Company's ability to consummate the Sale; (xii) increased
administrative and legal costs related to the Chapter 11 process; potential
delays in the Chapter 11 process due to the effects of the COVID-19 virus;
(xiii) other litigation and inherent risks involved in a bankruptcy process; and
(xiv) such other risks and uncertainties outlined in the risk factors detailed
in Part I, Item 1A, "Risk Factors," of the Company's Annual Report on Form 10-K
for the fiscal year ended
The description in this Form 8-K of the Presentation does not purport to be complete and is qualified in its entirety by reference to the complete Presentation attached as Exhibit 99.1 hereto.
The information being furnished in this Item 7.01 and in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description 99.1 Presentation 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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