UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
December 12, 2005
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Date of Report (Date of earliest event reported)
ELITE PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-45241 22-3542636
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
165 Ludlow Avenue, Northvale, New Jersey 07647
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(Address of principal executive offices)
(201) 750-2646
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report.)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
This Amendment No. 1 to the Form 8K, dated December 12, 2005 and filed with the
Securities and Exchange Commission (the "Commission") on December 16, 2005 (the
"Original Filing"), is being filed for the purpose of amending Exhibit 10.1.
Except as indicated below and filed herewith, the exhibits listed below were
filed as exhibits to the Original Filing.
Item 1.01. MATERIAL AGREEMENTS
On December 12, 2005, the Registrant, Elite Laboratories, Inc., a Delaware
corporation and wholly-owned subsidiary of the Registrant ("Elite Labs") and
IntelliPharmaCeutics Corp. ("IPC") entered into an agreement to amend their
obligations under that certain Product Development and Commercialization
Agreement, dated as of June 21, 2005 (the "IPC Agreement"), among the
Registrant, Elite Labs and IPC with respect to the development and
commercialization of the controlled release drug product in Canada. Since, IPC
intends to enter into an agreement with ratiopharm, a Canadian company with
respect to the development, distribution and sale of the drug product in Canada,
the parties agree to suspend their obligations under the IPC Agreement with
respect to the development and commercialization of the controlled release drug
product in Canada. IPC agrees to pay the Registrant a certain percentage of any
payments received by IPC with respect the commercialization of the controlled
release drug product by ratiopharm. The term of this agreement is the duration
of the third party agreement with IPC. A copy of the agreement is attached
hereto as exhibit 10.1
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
a) Not applicable.
b) Not applicable.
c) Exhibits
10.1 Agreement, dated December 12, 2005, by and among the
Registrant, Elite Laboratories, Inc., and
IntelliPharmaCeutics Corp.*
* The Registrant has requested confidential treatment with respect to the
referenced exhibit. In the event that the Securities and Exchange Commission
should deny such request in whole or in part, such exhibit or the relevant
portions thereof shall be filed by amendment to this Current Report on Form 8-K.
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: March 2, 2006
ELITE PHARMACEUTICALS, INC.
By: /s/ Bernard Berk
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Name: Bernard Berk
Title: Chief Executive Officer
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