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
January 4, 2006
---------------------------
Date of Report (Date of earliest event reported)
ELITE PHARMACEUTICALS, INC.
---------------------------
(Exact name of registrant as specified in its charter)
Delaware 333-45241 22-3542636
-------- --------- ----------
(State or other jurisdiction (Commission (IRS Employer
of Registrant) File Number) Identification No.)
165 Ludlow Avenue, Northvale, New Jersey 07647
----------------------------------------------
(Address of principal executive offices)
(201) 750-2646
--------------
(Registrant's telephone number, including area code)
--------------------------------------------------------------------------------
(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))
ITEM 3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE
OR STANDARD; TRANSFER OF LISTING.
On January 4, 2006, the Registrant received a letter from the American
Stock Exchange ("AMEX") notifying the Registrant that based on the Registrant's
unaudited financial statements as of September 30, 2005, the Registrant is not
in compliance with the continued listing standards set forth in the AMEX Company
Guide in that its shareholders' equity is less than $4,000,000 and it had losses
from continuing operations and/or net losses in three of its four most recent
fiscal years (Section 1003(a)(ii)) and its shareholders' equity is less than
$6,000,000 and it had losses from continuing operations and/or net losses in its
five most recent fiscal years (Section 1003(a)(iii)).
At the invitation of AMEX, the Registrant intends to submit a plan by
February 3, 2006 advising AMEX of action it has taken, or will take, to bring it
in compliance with the above continued listing standards within a maximum of 18
months from January 4, 2006. If the Registrant does not submit a plan, or
submits a plan that is not accepted, the Registrant may be subject to delisting
proceedings. Additionally, if a plan is accepted but the Registrant is not in
compliance with the continued listing standards or does not make progress
consistent with such plan during the plan period, AMEX may initiate delisting
proceedings.
A copy of the letter from AMEX is attached hereto as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
a) Not applicable.
b) Not applicable.
c) Exhibits
99.1 Letter from Listing Qualifications, AMEX, dated January 4,
2006
99.2 Press Release of the Registrant, dated January 10, 2006
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: January 10, 2006
ELITE PHARMACEUTICALS, INC.
By: /s/ BERNARD BERK
-----------------------------------
Name: Bernard Berk
Title: Chief Executive Officer