8-K

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): May 20, 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)

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

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 8.01 OTHER EVENTS

On May 21, 2019, Lannett Company, Inc. (“Lannett”, the “Company”, “our”) announced that it completed the purchase of approximately $30.5 million principal amount of its Term A Loans in a private transaction.

In order to reduce future cash interest payments, as well as future amounts due at maturity, Lannett may, from time to time, purchase our debt for cash in open market purchases and/or privately negotiated transactions.  Lannett will evaluate any such transactions in light of then-existing market conditions, taking into account the Company’s current liquidity among other factors.  Any purchases would reduce the excess cash flow sweep mandatory pre-payment obligation required by the Credit Agreement at fiscal year-end, if applicable.  The amounts involved in any such transactions, individually or in the aggregate, may be material.

A copy of the press release announcing these purchases is attached hereto as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)     Exhibits

99.1   May 21, 2019 Press Release

EXHIBIT INDEX

Exhibit:	Description:
99.1	May 21, 2019 Press Release

SIGNATURE

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

LANNETT COMPANY, INC
By:	/s/ Samuel H. Israel
	Chief Legal Officer and General Counsel
	Date: May 21, 2019

2

EX-99.1

Exhibit 99.1

	Contact:	Robert Jaffe
		Robert Jaffe Co., LLC
		(424) 288-4098

LANNETT PURCHASES ADDITIONAL $30.5 MILLION OF TERM A LOANS

Philadelphia, PA — May 21, 2019 — Lannett Company, Inc. (NYSE: LCI) today announced that it completed the purchase of approximately $30.5 million, face value, of its Term A Loans in a private transaction.

“We are particularly pleased to use our strong cash position to continue to reduce our Term A Loans, which have a nearer term maturity than our Term B Loans,” said Tim Crew, chief executive officer of Lannett.  “With this transaction, we have substantially and strategically reduced our debt levels and future expected interest payments.  After closing this transaction, our outstanding Term Loan A balance now stands at approximately $168 million.  As we have said previously, we will continue to assess opportunities to further improve our capital structure.”

Crew noted that the company’s solid financial performance over the last three quarters contributed to its ability to purchase the Term A Loans prior to maturity.  In March 2019, the company completed the purchase of approximately $24 million principal amount of its Term A and Term B Loans in open market transactions, bringing the total purchases of its Term Loans to approximately $55 million over the last three months.  These amounts are in addition to the company’s required annual principal payments of approximately $67 million.

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 statements, including, but not limited to, further improving the company’s capital structure, whether expressed or implied, are 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 difficulty in predicting the timing or outcome of FDA or other regulatory approvals or actions, the ability to successfully commercialize products upon approval, including acquired products, and Lannett’s estimated or anticipated future financial results, future inventory levels, future competition or pricing, future levels of operating expenses, product development efforts or performance, and other risk factors discussed in the company’s Form 10-K and other documents filed with the Securities and Exchange Commission from time to time.  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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