-----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, CHTgIukNmDEOYK1gdrlMCRF4dSH7G5ydfQVBljOtIgCllQPN8KjXcQY6wuM1GYvi 0q0PE6NDjyJR3uWLVtsuZg== 0000950130-98-002232.txt : 19980504 0000950130-98-002232.hdr.sgml : 19980504 ACCESSION NUMBER: 0000950130-98-002232 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980427 ITEM INFORMATION: FILED AS OF DATE: 19980430 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROBERTS PHARMACEUTICAL CORP CENTRAL INDEX KEY: 0000853022 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 222429994 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10432 FILM NUMBER: 98605315 BUSINESS ADDRESS: STREET 1: MERIDIAN CENTER II STREET 2: 4 INDUSTRIAL WAY W CITY: EATONTOWN STATE: NJ ZIP: 07724 BUSINESS PHONE: 7323891182 MAIL ADDRESS: STREET 1: 4 INDUSTRIAL WAY WEST STREET 2: 4 INDUSTRIAL WAY WEST CITY: EATONTOWN STATE: NJ ZIP: 07755 8-K 1 FORM 8-K FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest event reported): April 27, 1998 ROBERTS PHARMACEUTICAL CORPORATION - -------------------------------------------------------------------------------- (exact name of registrant as specified in its charter) NEW JERSEY 1-1-432 22-2429994 - ---------------------- ---------------- ---------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) Meridian Center II 4 Industrial Way West Eatontown, New Jersey 07724 - ------------------------------------------------------------------------------- (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: 732-389-1182 Meridian Center II 4 Industrial Way West Eatontown, New Jersey 07724 - -------------------------------------------------------------------------------- (Former name or former address, if changed from last report) -2- Item 5. Other Events Roberts Pharmaceutical Corporation today announced the cash sale of its subsidiary VRG International to Verum Staticon GmbH of Munich, Germany. Financial details were not disclosed, but Roberts said that under the terms of the agreement it will receive cash payments from this transaction over the next twelve months. Roberts will realize a gain on the sale of this company over its book value. VRG International is a contract research business, an operation outside of Roberts' strategic area of focus. For financial reporting purposes, VRG had been previously classified by Roberts as a discontinued operation. With today's announcement, Roberts has completed its plans to divest non-strategic, non-pharmaceutical businesses. With the sale of VRG and the recent purchases of pharmaceutical manufacturing and distribution facilities, Roberts is now positioned to dedicate its resources exclusively to its core pharmaceutical operations. Separately, Roberts said that it expects shortly to report strong year-to-year improvements in first-quarter 1998 revenues, operating profits, and net earnings. Per share earnings for the first quarter 1998 are expected to exceed the First Call estimate of $0.05. 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 hereunto duly authorized. ROBERTS PHARMACEUTICAL CORPORATION ---------------------------------- (Registrant) Date: April 30, 1998 By: /s/ Anthony A. Rascio ------------------------------- Anthony A. Rascio Vice President -3- FORWARD LOOKING STATEMENTS Certain statements included in Item 5 of this Form 8-K are intended to be, and are hereby identified as, forward looking statements for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. The Registrant cautions readers that forward looking statements, including, without limitation, those relating to the Registrant's future business prospects, revenues, cost of sales, intangible dispositions and write-offs, continuing operations and discontinued operations, and liquidity and capital resources, are subject to certain risks and uncertainties, including, without limitation, the ability of the Registrant to secure regulatory approval in the United States and in foreign jurisdictions for the Registrant's developmental pipeline drugs, the efforts of the Registrant's competitors and the introduction of rival pharmaceutical products which may prove to be more effective than the Registrant's products, general market conditions, the availability of capital, and the uncertainty over the future direction of the healthcare industry, that could cause actual results to differ materially from those indicated in the forward looking statements. -----END PRIVACY-ENHANCED MESSAGE-----