Item 2. Management’s Discussion and Analysis
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
following discussion of our financial condition and results of operations for the three months ended June 30, 2026 and 2025 should be
read in conjunction with our unaudited condensed consolidated financial statements and the notes to those statements that are included
elsewhere in this report. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties,
such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those
anticipated in these forward-looking statements as a result of a number of factors, including those set forth under Item 1A. Risk Factors
appearing in our Annual Report on Form 10-K for the year ended March 31, 2026. We use words such as “anticipate,” “estimate,”
“plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,”
“intend,” “may,” “will,” “should,” “could,” and similar expressions to identify
forward-looking statements.
Unless
expressly indicated or the context requires otherwise, the terms “Elite”, the “Company”, “we”, “us”,
and “our” refer to Elite Pharmaceuticals, Inc. and subsidiary.
Background
Elite
Pharmaceuticals, Inc., a Nevada corporation (the “Company”, “Elite”, “Elite Pharmaceuticals”, the
“registrant”, “we”, “us” or “our”) was incorporated on October 1, 1997 under the laws
of the State of Delaware, and its wholly-owned subsidiary, Elite Laboratories, Inc. (“Elite Labs”), was incorporated on August
23, 1990 under the laws of the State of Delaware. On January 5, 2012, Elite Pharmaceuticals was reincorporated under the laws of the
State of Nevada.
We
are a specialty pharmaceutical company principally engaged in the development and manufacture of oral, controlled-release products, and
the manufacture of generic pharmaceuticals. Our strategy includes developing generic versions of controlled-release drug products with
high barriers to entry.
We
occupy manufacturing, warehouse, laboratory and office space at 135, 144 and 165 Ludlow Avenue in Northvale, NJ (the “Northvale
Facility”). The Northvale Facility operates under Current Good Manufacturing Practice and is a United States Drug Enforcement Agency
registered facility for research, development, and manufacturing. We are also party to an operating lease for office space at Pompano
Beach, Florida.
Strategy
We
focus our efforts on the following areas: (i) manufacturing of a line of generic pharmaceutical products with approved Abbreviated New
Drug Applications (“ANDAs”); (ii) development of additional generic pharmaceutical products; (iii) development of the other
product candidates in our pipeline including products co-developed with partners; (iv) commercial exploitation of our products either
by sales under our own label, license and the collection of royalties, or through the manufacture of our formulations; and (v) development
of new products for sale under our own label, and the expansion of our licensing agreements with other pharmaceutical companies, including
co-development projects, joint ventures and other collaborations.
We
continue to evaluate opportunities for the development of various types of drug products, including branded drug products which require
New Drug Applications (“NDAs”) under Section 505(b)(1) or 505(b)(2) of the Drug Price Competition and Patent Term Restoration
Act of 1984 as well as generic drug products which require ANDAs.
We
believe that our business strategy enables us to reduce our risk by having a diverse product portfolio.
Recent
Developments
On
April 2, 2026, we announced the commercial launch of our generic methadone hydrochloride 5 mg and 10 mg tablets. The product is marketed
and sold under the Elite Labs label and represents an expansion of the Company’s generic product portfolio.
On
June 1, 2026, we filed an Abbreviated New Drug Application with the US Food and Drug Administration for a generic version of an undisclosed
drug product in the class of medications called anticoagulants.
On
June 12, 2026, pursuant to a stipulated dismissal agreed to by both parties, the District Court of New Jersey signed an order dismissing
the patent infringement suit filed by Purdue Pharma against the Company in November 2023.
On
June 15, 2026, we reported positive results from a pivotal bioequivalence study for an undisclosed anticonvulsant generic drug product.
On
August 4, 2026, the Company issued a press release to announce the launch of Elite’s generic version of Requip XL® (Ropinirole
Extended-Release Tablets USP), with strengths of 2 mg, 4 mg, 6 mg, 8 mg, and 12 mg tablets. Ropinirole belongs to a class of drugs known
as a non-ergoline dopamine agonist used to treat Parkinson’s disease. This product is marketed and sold under the Elite Laboratories,
Inc. label.
1
Commercial
Products
We
own, license, contract manufacture or have contractual rights to receive royalties from the following products currently approved for
commercial sale:
Product
Branded
Product
Equivalent
Therapeutic
Category
Launch
Date
Phentermine HCl 37.5mg tablets (“Phentermine
37.5mg”)
Adipex-P®
Bariatric
April 2011
Phendimetrazine Tartrate 35mg tablets (“Phendimetrazine
35mg”)
Bontril®
Bariatric
November 2012
Phentermine HCl 15mg and 30mg capsules (“Phentermine
15mg” and “Phentermine 30mg”)
Adipex-P®
Bariatric
April 2013
Naltrexone HCl 50mg tablets (“Naltrexone 50mg”)
Revia®
Pain
September 2013
Isradipine 2.5mg and 5mg capsules (“Isradipine
2.5mg” and “Isradipine 5mg”)
N/A
Cardiovascular
January 2015
Trimipramine Maleate Immediate Release 25mg, 50mg and
100mg capsules (“Trimipramine 25mg”, “Trimipramine 50mg”, “Trimipramine 100mg”)
Surmontil®
Antidepressant
May 2017
Dextroamphetamine Saccharate, Amphetamine Aspartate,
Dextroamphetamine Sulfate, Amphetamine Sulfate Immediate Release 5mg, 7.5mg, 10mg, 12.5mg, 15mg, 20mg and 30mg tablets (“Amphetamine
IR 5mg”, “Amphetamine IR 7.5mg”, “Amphetamine IR 10mg”, “Amphetamine IR 12.5mg”, “Amphetamine
IR 15mg”, “Amphetamine IR 20mg” and “Amphetamine IR 30mg”)
Adderall®
Central Nervous System (“CNS”)
Stimulant
April 2019
Dantrolene Sodium Capsules 25mg, 50mg and 100mg (“Dantrolene
25mg”, “Dantrolene 50mg”, “Dantrolene 100mg”)
Dantrium®
Muscle Relaxant
June 2019
Dextroamphetamine Saccharate, Amphetamine Aspartate,
Dextroamphetamine Sulfate, Amphetamine Sulfate Extended Release 5mg, 10mg, 15mg, 20mg, 25mg, and 30mg capsules (“Amphetamine
ER 5mg”, “Amphetamine ER 10mg”, “Amphetamine ER 15mg”, “Amphetamine ER 20mg”, “Amphetamine
ER 25mg”, and “Amphetamine ER 30mg”)
Adderall XR®
Central Nervous System (“CNS”)
Stimulant
March 2020
Loxapine Succinate 5mg, 10mg, 25mg and 50gm capsules
(“Loxapine 5mg”, “Loxapine 10mg”, “Loxapine 25mg”, and Loxapine 50mg”)
Loxapine®
Antipsychotic
May 2021
Methotrexate Sodium 2.5mg tablets (“Methotrexate
2.5mg”)
Otrexup PF®
Antimetabolite
August 2024
Acetaminophen and Codeine Phosphate 300mg/15mg, 300mg/30mg,
300mg/60mg tablets (“APAP Codeine 300mg/15mg”, “APAP Codeine 300mg/30mg”, and “APAP Codeine 300mg/60mg”)
Tylenol® with Codeine
Pain
October 2024
Acetaminophen and Hydrocodone Bitartrate 325mg/2.5mg,
325mg/5mg, 325mg/7.5mg and 325mg/10mg tablets (“APAP Hydrocodone 325mg/2.5mg”, “APAP Hydrocodone 325mg/5mg”,
APAP Hydrocodone 325mg/7.5mg and APAP Hydrocodone 325mg/10mg”)
Norco®
Pain
December 2024
Lisdexamfetamine Dimesylate 10mg, 20mg, 30mg, 40mg,
50mg, 60mg and 70mg capsules (“Lisdex 10mg”, “Lisdex 20mg”, “Lisdex 30mg”, “Lisdex 40mg”,
“Lisdex 50mg”, “Lisdex 60mg” and “Lisdex 70mg”)
Vyvanse®
ADHD
December 2024
Oxycodone Hydrochloride and Acetaminophen 5mg/325mg,
7.5mg/325mg and 10mg/325mg tablets (“Oxy APAP 5/325”, “Oxy APAP 7.5/325” and “Oxy APAP 10/325”)
Percocet®
Pain
April 2025
Methadone Hydrochloride 5mg and 10mg tablets (“Methadone
5mg” and “Methadone 10mg”)
Dolophine®
Pain
April 2026
Ropinirole Extended Release 2mg, 4mg, 6mg and 12mg
tablets (“Ropinirole 2mg”, “Ropinirole 4mg”, “Ropinirole 6mg” and “Ropinirole 12mg”)
Requip XL®
Non-Ergoline Dopamine Agonist
July 2026
2
Products
Under FDA Review
SequestOx™
- Immediate Release Oxycodone with sequestered Naltrexone
SequestOx™
is our abuse-deterrent candidate for the management of moderate to severe pain where the use of an opioid analgesic is appropriate. SequestOx™
is an immediate-release Oxycodone Hydrochloride containing sequestered Naltrexone which incorporates 5mg, 10mg, 15mg, 20mg and 30mg doses
of oxycodone into capsules.
In
January 2016, the Company submitted a 505(b)(2) NDA for SequestOx™, after receiving a waiver of the $2.3 million filing fee from
the FDA. In March 2016, the Company received notification of the FDA’s acceptance of this filing and that such filing has been
granted priority review by the FDA with a target action under the Prescription Drug User Fee Act (“PDUFA”) of July 14, 2016.
On
July 15, 2016, the FDA issued a Complete Response Letter, (“CRL”), regarding the NDA. The CRL stated that the review cycle
for the SequestOx™ NDA was complete and the application is not ready for approval in its present form.
On
July 7, 2017, the Company reported topline results from a pivotal bioequivalence fed study for SequestOx™. The mean Tmax (the amount
of time that a drug is present at the maximum concentration in serum) of SequestOx™ was 4.6 hr. with a range of 0.5 hr. to 12 hr.
and the mean Tmax of the comparator, Roxicodone®, was 3.4 hr. with a range of 0.5 hr. to 12 hr. A key objective for the study was
to determine if the reformulated SequestOx™ had a similar Tmax to the comparator when taken with a high fat meal. Based on these
results, the Company paused clinical trials for this formulation of SequestOx™. On January 30, 2018, the Company reported positive
topline results from a pilot study conducted for a modified SequestOx™ wherein, based on the results of this pilot study, the modified
SequestOx™ formulation is expected to achieve bioequivalence with a Tmax range equivalent to the reference product when conducted
in a pivotal trial under fed conditions. The Company has provided the pilot data to the FDA, requesting clarification as to the requirements
for resubmission of the NDA. The FDA has provided guidance for repeated bio-equivalence studies in order to bridge the new formulation
to the original SequestOx™ studies. Due to the prohibitive cost of such repeated bio-equivalence studies and the uncertain commercial
viability given the regulatory and competitive landscape, the Company has paused development of this product candidate.
There
can be no assurances of the Company conducting future clinical trials, or if such trials are conducted, there can be no assurances of
the success of any future clinical trials, or if such trials are successful, there can be no assurances that an intended future resubmission
of the NDA product filing, if made, will be accepted by or receive marketing approval from the FDA. In addition, even if marketing authorization
is received, there can be no assurances that there will be future revenues or profits, or that any such future revenues or profits would
be in amounts that provide adequate return on the significant investments made to secure this marketing authorization.
Generic
Products Filed
Currently
the Company has filed the following ANDA’s which have been accepted for review by the FDA:
● Generic
dopamine agonist accepted for review in December 2022
● Generic
opiate analgesic for pain management accepted for review in September 2023
Approved
Product Not Yet Commercialized
Doxycycline
Hyclate Tablets
The
Company received approval in April 2022 from the FDA of an ANDA for a generic version of an antibiotic product, Doxycycline Hyclate Tablets.
The product is jointly owned by Elite and Praxgen Pharmaceuticals LLC, formerly SunGen Pharma LLC, (“Praxgen”).
There
can be no assurances in relation to the above approved products not yet commercialized, that there will be future revenues or
profits, or that any such future revenues or profits would be in amounts that provide adequate return on the significant investment
made to secure the marketing authorizations.
3
Discontinued
and Transferred Products
As
part of standard operating practices, the Company, from time to time, as relevant, conducts evaluations of all ANDAs owned, consisting,
without limitation, of ANDAs acquired or approved prior to the quarter ended June 30, 2026 and ANDAs acquired or approved during the
quarter ended June 30, 2026. Such evaluations include, without limitation, costs and benefits analyses relating to each ANDA owned, with
such costs including those fees required under the FDA’s Generic Drug User Fee Amendment which is significantly influenced by the
number of ANDAs owned, and other costs and benefits taking into consideration various specific market factors for each ANDA. Those ANDAs
with a cost/benefit profile not consistent with management criteria for continuation are identified for disposition and effort is made
to determine the optimal course of action to achieve disposition of the ANDA. The Company did not discontinue or transfer any ANDA during
the quarter ended June 30, 2026.
Critical
Accounting Estimates
Our
management’s discussion and analysis of our financial condition and results of operations is based on our consolidated financial
statements, which have been prepared in accordance with United States generally accepted accounting principles (“GAAP”).
The preparation of our condensed consolidated financial statements and related disclosures requires us to make estimates, assumptions
and judgments that affect the reported amount of assets, liabilities, costs and expenses and related disclosures. Our critical accounting
estimates are those estimates that involve a significant level of uncertainty at the time the estimate was made, and changes in them
have had or are reasonably likely to have a material effect on our financial condition or results of operations. Accordingly, actual
results could differ materially from our estimates. The following discussion addresses our most critical accounting estimates, which
are those that are both important to the portrayal of our financial condition and results of operations and that require significant
judgment or use of complex estimates.
Revenue
Recognition - Manufacturing Fees
The
Company’s revenues are offset by variable consideration, which may include, without limitation, chargebacks, distribution fees,
rebates, group purchasing organization fees, prompt payment cash discounts, consideration payable to the customer, billbacks, Medicaid
and other government pricing programs, price protection and shelf stock adjustments, sales returns and profit shares. The Company’s
estimates for variable consideration are adjusted as required at each reporting period for specific known developments that may result
in a change in the amount of total consideration it expects to receive as well as updating estimate assumptions to reflect current and/or
historical trends.
Like
most competitors in this market, our marketing partners also give credits for chargebacks to wholesalers that have contracts with our
marketing partners, prospectively, for their sales to hospitals, group purchasing organizations, pharmacies, or other customers. We do
the same in the case of prospective direct sales made by us. A chargeback is the difference between the price the wholesaler pays and
the price that the wholesaler’s end-customer pays for a product. Although, our marketing partners establish, and prospectively
we would also establish reserves based on prior experience and best estimates of the impact that these policies may have in subsequent
periods, we cannot ensure that such reserves established are adequate or that actual product returns, rebates, allowances, and chargebacks
will not exceed estimates. Differences between established reserves and actual amounts of such credits and charges, could result in a
material adverse effect on our business, financial condition, results of operations, cash flow and stock price.
4
Income
Taxes
Income
taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future
tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and
their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which
those temporary differences are expected to be recovered or settled. Where applicable, the Company records a valuation allowance to reduce
any deferred tax assets that it determines will not be realizable in the future.
Results
of Operations
The
following set forth our results of operations for the periods presented. The period-to-period comparison of financial results is not
necessarily indicative of future results.
t hree
months ended June 30, 2026 compared to the three months ended June 30, 2025
Revenue,
Cost of manufacturing and Gross profit:
For
the Three Months Ended June 30,
Change
2026
2025
Dollars
Percentage
Revenue
$ 32,355,283
$ 40,211,097
$ (7,855,814 )
(20 )%
Cost of manufacturing
18,847,738
12,985,127
5,862,611
45 %
Gross profit
$ 13,507,545
$ 27,225,970
$ (13,718,425 )
(50 )%
Gross profit - percentage
42 %
68 %
Total
revenues for the three months ended June 30, 2026 decreased by $7.9 million or 20%, to $32.4 million, as compared to $40.2 million, for
the corresponding period of the prior year. This decrease is primarily due to a decrease in manufacturing fees revenue of $7.6 million,
primarily due to increased market competition, as compared to the comparable period of the prior year, resulting in decreased average
net prices being achieved from the sales of Elite label products, including, without limitation lower net sales prices of the Lisdexamfetamine
product line. Additionally, licensing fees revenue decreased by $0.2 million, primarily due to the comparable period of the prior year
including licensing fee revenues from the Precision Dose License agreement which expired in September 2025 and accordingly had no material
effect on license fees revenues during the three months ended June 30, 2026.
Cost
of manufacturing consists of manufacturing and assembly costs. Our cost of manufacturing increased by $5.9 million or 45%, to $18.8 million
as compared to $13.0 million for the corresponding period in the prior fiscal year. These costs have a strong positive correlation with
manufacturing operations and the increase was due to an increased volume of products sold during the three months ended June 30, 2026,
as compared to the comparable period of the prior fiscal year, especially and without limitation in sales volumes generated by Elite’s
Lisdexamfetamine, Amphetamine IR and Amphetamine ER product lines.
Our
gross profit margin was 42% during the three months ended June 30, 2026 as compared to 68% during the comparable period of the prior
fiscal year. The decrease is primarily due to the decrease in average net prices resulting from increased market competition during the
three months ended June 30, 2026, as compared to the comparable period of the prior year.
Operating
expenses:
For
the Three Months Ended June 30,
Change
2026
2025
Dollars
Percentage
Operating expenses:
Research and development
$ 2,032,471
$ 1,674,964
$ 357,507
21 %
General and administrative
3,549,556
3,404,084
145,472
4 %
Non-cash compensation
28,476
52,329
(23,853 )
(46 )%
Depreciation and amortization
367,761
394,886
(27,125 )
(7 )%
Total operating expenses
$ 5,978,264
$ 5,526,263
$ 452,001
8 %
5
Operating
expenses for the three months ended June 30, 2026 increased by $0.5 million, or 8%, to $6.0 million as compared to $5.5 million for the
corresponding period in the prior fiscal year, largely due to increases in research and development expenses of $0.4 million and general
and administrative expenses of $0.1 million.
Research
and development costs during the three months ended June 30, 2026 were $2.0 million, an increase of $0.4 million, or 21 %, from approximately
$1.7 million of such costs for the comparable period of the prior year. The increase was the result of costs incurred in relation to
the successful pivotal bio equivalence study and ANDA filed during the three months ended June 30, 2026. In addition, the number, timing
and nature of product development activities always has a significant effect on research and development expenses incurred during any
period.
General
and administrative expenses for the three months ended June 30, 2026 were $3.5 million as compared to $3.4 million for the corresponding
period in the prior fiscal year, an increase of $0.1 million or approximately 4 %. This increase is due primarily to general increases
in costs of human resources, legal, consulting, regulatory, other professional services and overhead operating costs as compared to the
comparable period of the prior year.
As
a result of the foregoing, our income from operations during the three months ended June 30, 2026 was $7.5 million, compared to income
from operations of $21.7 million for the comparable period of the prior fiscal year.
Other
income (expense):
For
the Three Months Ended June 30,
Change
2026
2025
Dollars
Percentage
Other income (expense):
Change in fair value of derivative financial instruments - warrants
$ 94,247
$ (22,109,537 )
$ 22,203,784
(100 )%
Interest expense and amortization of debt issuance costs
(73,103 )
(158,926 )
85,823
(54 )%
Interest income
166,117
4,542
161,575
3557 %
Other income (expense), net
$ 187,261
$ (22,263,921 )
$ 22,451,182
(101 )%
Net
other income (expenses) for the three months ended June 30, 2026 was a net other income of $0.2 million, an increase in other income
of $22.5 million from a net other expense of $22.3 million for the comparable period of the prior fiscal year. The increase in other
income was primarily due to increases in other income relating to the change in fair value of derivative financial instruments of $22.3
million and interest income of $0.2 million, and decreases in interest expense of $0.1 million, as compared to the comparable period
of the prior year.
The
change in the fair value of derivative instruments is determined in large part by the change in the closing price of the Company’s
Common Stock as of the end of the period, as compared to the closing price at the beginning of the period. There is a strong correlation
between changes in the closing price of the Company’s Common Stock and other income (expense) recorded, with increases in the closing
price resulting in other expenses and decreases in closing price resulting in other income. The closing price of the Company’s
common stock as of June 30, 2026 was essentially unchanged from the closing price at the beginning of the three months ended June 30,
2026, therefore, reflecting the impact of other factors, resulted in a small other income being recorded, while the closing price as
of June 30, 2025 was $0.30 higher than the closing price at the beginning of the three month period ended June 30, 2025, resulting in
a large other expense being recorded.
The
decrease in interest expense is primarily related to the Company servicing a lesser principal amount of loans payable during the three
months ended June 30, 2026 as compared to the comparable period of the prior year.
As
a result of the foregoing, our net income before income taxes for the three months ended June 30, 2026 was $7.7 million, compared to
net loss before income taxes of $0.6 million for the comparable period of the prior fiscal year.
6
Liquidity
and Capital Resources
Capital
Resources
June 30, 2026
March 31, 2026
Change
Current assets
$ 114,487,702
$ 112,106,551
$ 2,381,151
Current liabilities
$ 30,441,614
$ 17,391,464
$ 13,050,150
Working capital
$ 84,046,088
$ 94,715,087
$ (10,668,999 )
Our
working capital (total current assets less total current liabilities) decreased by $10.7 million from $94.7 million as of March 31, 2026
to $84.0 million as of June 30, 2026, with such decrease being due to the reclassification of derivative financial instruments - warrants,
valued at $17.3 million, from non-current liabilities as of March 31, 2026 to current liabilities as of June 30, 2026.
Summary
of Cash Flows:
For
the Three Months Ended June 30,
2026
2025
Net cash provided by operating activities
$ 10,069,817
$ 14,775,842
Net cash used in investing activities
$ (808,964 )
$ (218,204 )
Net cash used in financing activities
$ (114,594 )
$ (4,130,684 )
Net
cash provided by operating activities for the three months ended June 30, 2026 was $10.1 million, which included, without limitation,
net income of $5.9 million, decreased by the change in fair value of derivative financial instruments-warrants of $0.1 million, recovery
for losses on accounts receivable of $0.2 million, decrease in deferred tax of $1.3 million, increased by other non-cash expenses totaling
$0.3 million and increased by changes in operating assets and liabilities totaling $2.6 million. Net cash provided by operating activities
during the comparable period in the prior fiscal year was $14.8 million, which included, without limitation, net loss of $5.9 million,
increased by the change in fair value of derivative financial instruments - warrants of $22.1 million, deferred tax expenses of $4.9
million, and reduced by the change in operating assets and liabilities totaling $7.1 million.
Net
cash used in investing activities for the three months ended June 30, 2026 was comprised of purchases of property and equipment of approximately
$0.8 million. Net cash used in investing activities during the comparable period in the prior fiscal year was comprised of purchases
of property and equipment of approximately $0.2 million.
Net
cash used in financing activities was $0.1 million for the three months ended June 30, 2026, primarily related to payments on finance
lease obligations, compared to net cash used in financing activities of $4.1 million for the corresponding period of the prior year.
Net cash used in financing activities of $4.1 million during the prior fiscal year was due to payments of loan principal totaling $4.0
million and payments on principal on finance lease obligations of $0.1 million.
East
West Bank
On
July 1, 2022, East West Bank (“EWB”) provided a mortgage loan (“EWB Mortgage Loan”) in the amount of $2.55 million
for the purchase of the property at 135-137 Ludlow Avenue, which was formerly a lease held by the Company. The EWB Mortgage Loan matures
in ten years and bears interest at a fixed rate of 4.75% fixed for the first five years then adjustable at WSJP plus 0.5% with floor
rate of 4.5%. The total transaction costs associated with the EWB Mortgage Loan incurred as of June 30, 2026, were $13,251, which are
being amortized on a monthly basis over ten years, beginning in July 2022. The EWB Mortgage Loan contains customary representations,
warranties and covenants. These covenants include maintaining a minimum debt coverage ratio of 1.50 to 1.00 tested annually and a minimum
trailing 12-month debt coverage ratio of 1.50 to 1.00. As of June 30, 2026, and through the date of filing of this Quarterly Report on
Form 10-Q, the Company was not aware of the existence of any violations of financial covenants included in the EWB Mortgage Loan.
7
NJEDA
Bonds
On
August 31, 2005, the Company successfully completed a refinancing of a prior 1999 bond issue (the “1999 Bonds”) through
the issuance of new tax-exempt bonds (the “NJEDA Bonds”). The refinancing involved borrowing $4,155,000, evidenced by a
6.5% Series A Note in the principal amount of $3,660,000 maturing on September 1, 2030. The net proceeds, after payment of issuance
costs, were used (i) to redeem the outstanding tax-exempt 1999 Bonds originally issued by the New Jersey Economic Development
Authority on September 2, 1999, (ii) to refinance other equipment financing and (iii) for the purchase of certain equipment to be
used in the manufacture of pharmaceutical products. As of June 30, 2026, all of the proceeds were utilized by the Company for such
stated purposes.
Interest
is payable semi-annually on March 1 and September 1. The NJEDA Bonds are collateralized by a first lien on the Company’s
facility and equipment acquired with the proceeds of the 1999 Bonds and NJEDA Bonds. The related Indenture requires the maintenance
of a debt service reserve fund of $366,000 in relation to the Series A Notes.
Bond
issue costs of $354,454 were paid from the proceeds of the NJEDA Bonds and are being amortized over the life of the NJEDA bonds. Amortization
of bond issuance costs amounted to $3,544 for the three months ended June 30, 2026.
The
NJEDA Bonds require the Company to make an annual principal payment on September 1st of varying amounts as specified in the loan documents
and semi-annual interest payments on March 1st and September 1st, equal to interest due on the outstanding principal at the applicable
rate for the semi-annual period just ended.
In
addition, the Company had previously received Notices of Default from the Trustee of the NJEDA Bonds as a result of the utilization of
the debt service reserve fund being used to pay interest payments as well as the Company’s failure to make scheduled principal
payments. All monetary defaults were cured during Fiscal Year 2015 and the Company is current on all NJEDA Bond interest and principal
payments.
As
of the date of filing of this Quarterly Report on Form 10-Q, there are no interest or principal amounts in arrears.
8
ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As
a smaller reporting company, we are not required to provide the information required by this Item.
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