-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GKYlG0J9eGK3DYgsXGyvbgL1YoXEWTUD+LT65Ukt8xTbttKy/3OdTesRKuj2fxlN ldshVM9d7M6xMWt7mRhDBA== 0000927016-99-003871.txt : 19991125 0000927016-99-003871.hdr.sgml : 19991125 ACCESSION NUMBER: 0000927016-99-003871 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991115 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUTRAMAX PRODUCTS INC /DE/ CENTRAL INDEX KEY: 0000818467 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 061200464 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-18671 FILM NUMBER: 99764526 BUSINESS ADDRESS: STREET 1: 51 BLACKBURN DRIVE CITY: GLOUCESTER STATE: MA ZIP: 01930 BUSINESS PHONE: 9782831800 MAIL ADDRESS: STREET 1: 51 BLACKBURN DRIVE CITY: GLOUCESTER STATE: MA ZIP: 01930 8-K 1 FORM 8-K 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) NOVEMBER 15, 1999 ----------------- NUTRAMAX PRODUCTS, INC. ------------------------------- (Exact name of registrant as specified in charter) DELAWARE 0-18671 061200464 - ---------------------------- ------------------------ ------------------- (State or other jurisdiction (Commission file number) (IRS employer of incorporation) identification no.) 51 BLACKBURN DRIVE, GLOUCESTER, MASSACHUSETTS 01930 --------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (978) 282-1800 -------------- Item 5. Other Events. - --------------------- NutraMax Products, Inc. (the "Company") advised Deloitte & Touche LLP, its former auditors ("Deloitte & Touche"), that it had determined that its financial statements for the year ended October 3, 1998 should be restated. The analysis supporting the restatement was performed by Arthur Andersen LLP ("Arthur Andersen") serving in its role as an advisor to Company counsel, with the assistance of management. Subsequently, Deloitte & Touche informed the Company that it was unable to make a determination as to the appropriateness of the proposed restatement of the 1998 financial statements, and as a result of the Company's conclusion that the 1998 financial statements should be restated, Deloitte & Touche is withdrawing its audit report dated November 24, 1998 covering each of the three years in the period ended October 3, 1998. NutraMax has engaged Arthur Andersen to perform an audit with respect to its balance sheet as of September 30, 1999. Once available, the Company intends to release such balance sheet together with its unaudited other financial statements for fiscal 1999 and its unaudited restated financial statements for fiscal 1998. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. - --------------------------------------------------------------------------- (c) Exhibits Exhibit Name - ------- ---- 99.1+ Press Release issued for publication on November 24, 1999. ____________________ + Filed herewith. 2 SIGNATURES 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 thereunto duly authorized. NUTRAMAX PRODUCTS, INC. Date: November 24, 1999 By: /s/ David J. Radeke --------------------------------- David J. Radeke Acting Chief Financial Officer 3 EXHIBIT INDEX ------------- Exhibit Name - ------- ---- 99.1+ Press Release issued for publication on November 24, 1999 ______________________ + Filed herewith. EX-99.1 2 PRESS RELEASE Exhibit 99.1 ------------ NEWS RELEASE DAVID RADEKE, Chief Operating Officer (978) 282-1800 November 24, 1999 NUTRAMAX ANNOUNCES ACCOUNTING DEVELOPMENT GLOUCESTER, MA -- NUTRAMAX PRODUCTS, INC. announced today that the Company advised Deloitte & Touche LLP, its former auditors, that it had determined that its financial statements for the year ended October 3, 1998 should be restated. The analysis supporting the restatement was performed by Arthur Andersen LLP serving in its role as an advisor to Company counsel, with the assistance of management. Subsequently, Deloitte & Touche informed the Company that it was unable to make a determination as to the appropriateness of the proposed restatement of the 1998 financial statements, and as a result of the Company's conclusion that the 1998 financial statements should be restated, Deloitte & Touche is withdrawing its audit report dated November 24, 1998 covering each of the three years in the period ended October 3, 1998. NutraMax has engaged Arthur Andersen to perform an audit with respect to its balance sheet as of September 30, 1999. Once available, the Company intends to release such balance sheet together with its unaudited other financial statements for fiscal 1999 and its unaudited restated financial statements for fiscal 1998. The Company also announced the resignations of Donald Lepone, former President and Chief Executive Officer, and Robert Burns, former Chief Financial Officer. Dawn Larson has been appointed Chief Financial Officer. David Radeke, Executive Vice President, has been promoted to Chief Operating Officer. The Company is conducting a search for a Chief Executive Officer. NutraMax is a leading consumer health care products company and the number one manufacturer and marketer of Store Brand Disposable Douches, ready-to-use Enemas, Pediatric Electrolyte Oral Maintenance Solutions, Disposable Baby Bottles, Cough Drops and Throat Lozenges. The Company also markets a broad line of Toothbrushes, Dental Floss, and various First Aid Products for the hospital and industrial safety markets. In addition, the Company offers a broad range of pharmaceutical manufacturing capabilities to a select group of contract customers. NutraMax products are sold by supermarkets, drug chains and mass merchandisers under both store brand and control brands, including Powers, Sweet 'n Fresh(R), Pure & Gentle, Fresh 'n Easy, Pro Dental, American White Cross and NutraMax. Visit NutraMax on the Internet at http://www.nutramax.com. Some of the information contained in this new release constitutes forward- looking statements within the meaning of Section 27A of the Securities Section 21E of the Exchange Act. Although the Company believes its expectations are based upon reasonable assumptions within the bounds of its knowledge of its business operations, there can be no assurance that actual results will not differ materially from those set forth in the forward-looking statements. -End- --- -----END PRIVACY-ENHANCED MESSAGE-----