-----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, DXanHD0qNEJCmlkqge30Bp2Kv/RIyIXO8iCA1wvMb5nE+YBxyZi6Vp20BgMmT635 Flc0WDDVK5cTvud972XwFA== 0000950124-01-502831.txt : 20010815 0000950124-01-502831.hdr.sgml : 20010815 ACCESSION NUMBER: 0000950124-01-502831 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARACO PHARMACEUTICAL LABORATORIES LTD CENTRAL INDEX KEY: 0000887708 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 382505723 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-24676 FILM NUMBER: 1710363 BUSINESS ADDRESS: STREET 1: 1150 ELIJAH MCCOY DR CITY: DETROIT STATE: MI ZIP: 48202 BUSINESS PHONE: 3138718400 MAIL ADDRESS: STREET 1: 1150 ELIJAH MCCOY DRIVE CITY: DETROIT STATE: MI ZIP: 48202 10QSB 1 k64520e10qsb.txt FORM 10-Q FOR QUARTER ENDED JUNE 30, 2001 1 U. S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2001 Commission File No. 0-24676 CARACO PHARMACEUTICAL LABORATORIES, LTD. (Exact name of registrant as specified in its charter) MICHIGAN 38-2505723 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1150 ELIJAH MC COY DRIVE, DETROIT, MICHIGAN 48202 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (313) 871-8400 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Common Stock outstanding at August 14, 2001: 21,173,818 shares 2 CARACO PHARMACEUTICAL LABORATORIES LTD. BALANCE SHEET
JUNE 30, 2001 ASSETS CURRENT ASSETS Cash and cash equivalents $ 28,592 Accounts receivables, net of allowances of $157,000 667,297 Inventories 1,909,741 Prepaid expenses and deposits 171,142 ------------ TOTAL CURRENT ASSETS 2,776,772 ------------ PROPERTY, PLANT AND EQUIPMENT - AT COST Land 197,305 Building and improvements 6,784,027 Equipment 4,363,960 Furniture and fixtures 201,000 Total 11,546,292 Less: accumulated depreciation 4,693,327 ------------ NET PROPERTY, PLANT & EQUIPMENT 6,852,965 ------------ ------------ TOTAL ASSETS $ 9,629,737 ============ LIABILITIES AND STOCKHOLDERS' DEFICIT CURRENT LIABILITIES Accounts payable - Others $ 860,418 Accounts Payable - Sun Pharma $ 528,227 Short term borrowings 75,000 Accrued expenses 396,253 Accrued interest 3,834,860 Current portion of long-term debt - EDC 5,980,000 Current portion of notes payable to stockholder - ------------ TOTAL CURRENT LIABILITIES 11,674,757 ------------ LONG-TERM LIABILITIES Notes payable to stockholders 5,950,000 Loans payable to Financial Institutions 12,500,000 Preferred stock dividends payable 270,000 TOTAL LONG-TERM LIABILITIES 18,720,000 ------------ TOTAL LIABILITIES 30,394,757 ------------ STOCKHOLDERS' DEFICIT Preferred stock, no par value, authorized 5,000,000 shares; 1,000,000 issued and outstanding, 285,714 Series A shares Common stock, no par value, authorized 30,000,000 shares; 32,955,600 issued and outstanding, 21,172,618 shares Preferred stock dividends (270,000) Accumulated deficit (54,450,620) ------------ TOTAL STOCKHOLDERS' DEFICIT (20,765,020) ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 9,629,737 ============
SEE ACCOMPANYING NOTES 3 CARACO PHARMACEUTICAL LABORATORIES, LTD. STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2001 2000 ---- ---- Net Sales $ 1,867,330 $ 1,355,432 Cost of goods sold 1,839,358 1,378,382 GROSS PROFIT (DIFFERENTIAL) 27,972 (22,950) Selling, general & administrative expenses 1,403,413 1,278,272 Research & development costs 1,237,201 1,474,289 OPERATING LOSS (2,612,641) (2,775,511) Other income (expense) Interest expense (1,006,343) (744,734) Interest income 12,203 11,520 OTHER EXPENSE - NET (994,140) (733,214) ------------------------------ NET LOSS $ (3,606,783) $ (3,508,725) ============================== ------------------------------ NET LOSS PER BASIC AND DILUTED COMMON SHARE $ (0.17) $ (0.18) ==============================
SEE ACCOMPANYING NOTES 4 CARACO PHARMACEUTICAL LABORATORIES, LTD. STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30 2001 2000 CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (3,606,783) $ (3,508,724) Adjustments to reconcile net loss to net cash used in operating activities Depreciation 254,341 284,530 Non cash interest expense 393,849 605,082 Common Shares issued for product transfer - 8,667 Common Shares issued for interest expense - 86,000 Common Shares issued for compensation - 17,495 Changes in operating assets and liabilities which provided (used) cash: Accounts receivable (200,851) (125,295) Inventories (497,820) 184,196 Prepaid expenses and deposits (107,758) 1,875 Accounts payable 636,645 (400,786) Accrued expenses (16,725) 94,585 NET CASH USED IN OPERATING ACTIVITIES (3,145,102) (2,752,376) CASH FLOWS USED IN INVESTING ACTIVITIES Purchases of property, plant and equipment (13,073) (68,999) CASH FLOWS PROVIDED BY FINANCING ACTIVITIES Proceeds from Long Term Debt 3,650,000 4,475,000 Proceeds from short-term debt - 150,000 Payments on EDC debt (600,000) (1,700,000) Payment to Shareholder (50,000) NET CASH PROVIDED BY FINANCING ACTIVITIES 3,000,000 2,925,000 NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (158,176) 103,625 Cash and cash equivalents, beginning of period 186,768 445,519 ------------------------------ CASH AND CASH EQUIVALENTS, END OF PERIOD $ 28,592 $ 549,144 ==============================
SEE ACCOMPANYING NOTES 5 CARACO PHARMACEUTICAL LABORATORIES, LTD. STATEMENTS OF SHAREHOLDERS' DEFICIT FOR THE PERIOD ENDED JUNE 30, 2001 AND JUNE 30, 2001
PREFERRED PREFERRED STOCK COMMON STOCK STOCK ACCUMULATED SHARES AMOUNT SHARES AMOUNT DIVIDENDS DEFICIT TOTAL Balance at January 1, 2000 285,714 $ 1,000,000 18,556,295 $ 31,232,465 $ (180,000) $(43,221,129) $(11,168,664) Preferred dividend (30,000) $ (30,000) Issuance of common stocks 1,528,323 1,502,162 $ 1,502,162 Net loss (3,508,724) $ (3,508,724) ------------------------------------------------------------------------------------------------------ Balance at June 30, 2000 285,714 $ 1,000,000 20,084,618 $ 32,734,627 $ (210,000) $(46,729,853) $(13,205,226) ====================================================================================================== Balance at January 1, 2001 285,714 1,000,000 21,173,818 32,955,600 (240,000) (50,843,837) $(17,128,237) Preferred dividend (30,000) -- $ (30,000) Net loss (3,606,783) $ (3,606,783) ------------------------------------------------------------------------------------------------------ Balance at June 30, 2001 285,714 $ 1,000,000 21,173,818 $ 32,955,600 $ (270,000) $(54,450,620) $(20,765,020) ======================================================================================================
SEE ACCOMPANYING NOTES 6 CARACO PHARMACEUTICAL LABORATORIES LTD. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF PRESENTATION The balance sheet as of June 30, 2001 and the related statements of operations, stockholders' deficit and cash flows for the six months ended June 30, 2001 and 2000 are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of such financial statements have been included. Such adjustments consisted only of normal recurring items. Interim results are not necessarily indicative of results for the full year. The financial statements as of June 30, 2001 and for the six months ended June 30, 2001 and 2000 should be read in conjunction with the financial statements and notes thereto included in the Corporation's Annual Report on Form 10-KSB for the year ended December 31, 2000. The accounting policies followed by the Corporation with respect to the unaudited interim financial statements are consistent with those stated in the 2000 Caraco Pharmaceutical Laboratories, Ltd., Annual Report on Form 10-KSB. The accompanying financial statements have been prepared assuming that the Corporation will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. ORGANIZATION AND NATURE OF BUSINESS Caraco Pharmaceutical Laboratories, Ltd. ("Caraco" or the "Corporation") was established to develop, manufacture and market generic prescription and over-the-counter pharmaceuticals in the United States. The process of developing a line of proprietary drugs requires approvals by the Food and Drug Administration (FDA) of Abbreviated New Drug Applications (ANDA). While ANDA build-ups have proceeded, the Corporation has generated limited sales revenue. In August 1997, the Corporation and an Indian specialty pharmaceutical company, Sun Pharmaceutical Industries Ltd. (Sun Pharma) completed an agreement whereby Sun Pharma agreed to invest $7,500,000 in cash in exchange for 5,300,000 shares of Caraco common stock. Sun Pharma has delivered all of the $7.5 million investment. Sun also agreed to transfer the technology for 25 products over a period of 5 years in exchange for 544,000 shares of Caraco common stock to be issued for each ANDA (Abbreviated New Drug Application) product and 181,333 shares for each DESI (Drug Efficacy Study Implementation). The Corporation has issued shares to Sun Pharma and its subsidiaries (Sun Pharmaceutical Advanced Research Centre Private Limited (SPARC) and Sun Pharma Global Inc. (Sun Global)) for the technology transfer of 8 ANDA and 2 DESI products in favor of the Corporation. Sun Pharma holds approximately 48% of the outstanding common stock. The Corporation has never achieved sales necessary to support operations. The Corporation has, as of June 30, 2001, a stockholders' deficit of $20,765,021. Realization of a major portion of the assets is dependent upon the Corporation's ability to meet its future financing requirements and the success of future operations, the outcome of which cannot be determined at the present time. The Corporation underwent an FDA inspection during 1999, at which time it received an FDA 483 (List of Observations). The Corporation responded to those observations and met with the Detroit District Director of the FDA. During the first quarter of 2000, the FDA conducted another inspection. The Corporation received another FDA 483, to which the Corporation responded in June 2000. 7 In July 2000, the Corporation received a warning letter from the FDA relating to deviations and/or deficiencies in current Good Manufacturing Practices (cGMPs). The areas of concern relate to record-keeping systems, testing standards, staff training and proficiency and quality systems. In its letter, the FDA stated that no pending ANDA's would be confirmed until the deviations and deficiencies were corrected. In response to the FDA 483s and warning letter, the Corporation retained the services of a consulting firm to help it address the cGMP compliance issues and develop the implementation plan to respond to the noted deficiencies and/or deviations. The Corporation has responded to the FDA indicating the corrective measures and plans to rectify the deviations and deficiencies referred to above. Substantial resources, both monetary and non-monetary, were diverted to the compliance activities during 2000 and early part of 2001. The focus of management was to make the Corporation a compliant facility. The FDA commenced its inspection in March 2001 and completed its inspection in April. The Corporation is now in substantial compliance with cGMP. The Corporation did receive an FDA 483 but does not believe the observations are material. In fact, subsequent to the inspection of the facility, the FDA has confirmed that the facility is substantially cGMP compliant and has granted its approval of three of the Corporation's pending 9 ANDA products. As discussed above, the Corporation, which had scaled back manufacturing and new drug development to focus on cGMP, has begun to focus again on development and manufacturing, while remaining committed to FDA compliance. Management's plans include reducing the stockholders' deficit with the infusion of additional funding and generating operating profits by: - Continued focus on compliance with FDA regulations. - Renewed focus on research and development. Continued support from Sun Pharma having researchers working in India supporting Caraco's research and development efforts. These personnel have a proven background in pharmaceutical development. - The research and development team had already established bio-equivalence of 9 ANDA products, 6 of which are currently filed with the FDA for approval and 3 of which, have been approved by the FDA. The team is presently working on 21 products, which are in different stages of development. There is no assurance, however, that any of these products will be marketed. The Corporation intends to complete the development of four to six products each year. - The Corporation intends to increase the width and depth of its product portfolio to serve customers effectively. With the new approvals, this objective has been given an additional impetus. - The Corporation is committed to continuing R&D efforts with continuing support from Sun Pharma, through their R&D efforts and financial arrangement support. - With the increase in the number of products, as well as anticipated volume increases for existing products, it is expected that manufacturing capacity utilization will improve, resulting in better-cost absorption and improved margins. 8 - The Corporation will strive to enhance customer reach and achieve customer satisfaction through reliable product deliveries. 2. COMPUTATION OF LOSS PER SHARE Loss per share is computed using the weighted average number of common shares outstanding during each period and considers a dual presentation and reconciliation of "basic" and "diluted" per share amounts. Diluted reflects the potential dilution of all common stock equivalents. Since the assumed exercise of common stock options and warrants and the assumed conversion of preferred stock and convertible stockholder notes into common stock would be antidilutive, such exercise is not assumed for purposes of determining diluted loss per share. Accordingly, diluted and basic per share amounts are equal in each period. The weighted average number of common shares outstanding (basic and diluted) for the periods ended June 30, 2001 and June 2000 were 21,172,618 and 20,084,618, respectively. 3. MORTGAGE NOTE EDC Loan Debt at June 30, 2001 includes a note payable to the Economic Development Corporation (EDC) of the City of Detroit, related to funds advanced to the Corporation pursuant to a Development and Loan Agreement (the "Agreement") dated August 10, 1990 as amended. The note is collateralized by a first mortgage, effectively, on all of the Corporation's property and equipment purchased pursuant to the Agreement. Effective April 2, 1993, and subsequently on August 5, 1997, the Corporation and the EDC of the City of Detroit restructured the Agreement discussed above. The amendments included the deferral of scheduled principal and interest payments until February 1, 1999, at which time additional deferred principal and interest due under the terms of the original agreement were required in amounts sufficient to amortize the total deferred amount through July 2002. Additionally, the amendment included a reduction in the stipulated interest rate from the inception of the loan through 1993 from 10% to 8.5%. The interest rates from 1994 through July 2002 vary from 5% to 6.3% as described in the amendments (effective rate 5.93% at June 30, 2001). As a condition of the deferral, the EDC was provided additional security on all the Corporation's existing equipment and the Corporation is required to comply with several additional financial and operating covenants which include, limiting capital expenditures made without the consent of the EDC to under $2 million during the deferral period, and abstaining from share redemption during the payment deferral period. The Corporation is currently renegotiating the repayment terms with the EDC. Through June 2001, the Corporation has made payments of $2,900,000 to the EDC ($300,000 each in the first and second quarters of 2001). All payments on the EDC loan to date have been applied against the principal balance for financial statements purposes. The Corporation continues to accrue interest at stipulated rates. Upon the renegotiation of the debt, some amount may be required to be reclassified between accrued interest and principal. Such payments have not brought the Corporation current in its obligation to the EDC, and all such payments were made without prejudice to the rights of the EDC to exercise all remedies available to the EDC for failure to make the scheduled payments. 9 While the terms of the restructured loan are being negotiated, the Corporation intends to continue to make payments to the EDC, again without prejudice to the rights of the EDC. Upon a final agreement of the final restructured terms of the loan, of which there can be no assurance, the Corporation expects to then commence making the requisite agreed upon payments. 4. STOCKHOLDER NOTES PAYABLE Stockholder Notes Payable Stockholder notes payable consist of the following obligations as of June 30, 2001: 10% Promissory note payable to Sun Pharma, principal balance payable in full in October 2003, with interest payable semi-annually. $5,300,000 10% promissory note payable to Sun Pharma Global, Inc., a $650,000 wholly owned subsidiary of Sun Pharma. ---------- Shareholders Notes due $5,950,000 ==========
Notes payable to Sun Pharma and Sun Pharma Global, Inc. are subordinated to the EDC loan. Sun Pharma and Sun Global currently have no intention of demanding payment within the upcoming year; therefore, such notes have been classified as long term. 5. TERM LOAN FROM ICICI BANK The Corporation had obtained a term loan of $5 million from ICICI Bank of India with the support of Sun Pharma. This term loan has been used to finance research and development activities, upgrade facilities, repay loans and meet working capital requirements. The Corporation, as of June 30, 2001, has received proceeds in the amount of $5,000,000 with interest payments due quarterly. Quarterly principal payments are scheduled, to be made from December 2003 through September 2005. 6. TERM LOAN FROM BANK OF NOVA SCOTIA The Corporation has obtained a term loan of $10 million from the Bank of Nova Scotia with the support of Sun Pharma. This term loan has been used to finance research and development activities, upgrade facilities, repay loans and meet working capital requirements. The Corporation as of June 30, 2001 has received proceeds in the amount of $7,500,000 with interest payments due quarterly. Semi-annual principal payments are scheduled to be made from February 2004 through September 2005. 7. SHORT TERM BORROWINGS Short term borrowings consist of unsecured draws on a temporary credit facility from Taurus Financial Services Limited with interest charged at 10%. Principal and interest payments are payable on demand. 10 8. COMMON STOCK ISSUANCES During the fiscal year 2001 the Corporation issued 1,200 shares of its common stock to its non-employee directors for participation in meeting of the Board and/or its committees. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS Sales Net sales for the six months ended June 30, 2001 and 2000 were $1,867,330 and $1,355,432 respectively. While this represents a 37.8% increase over the previous year, it is still at a low level, which the Corporation hopes to enhance through increased focus on new product introductions, increase in production of existing products and new drug development. Gross Profit (Differential) The Corporation posted a nominal gross profit of $27,972 for the first six months of 2001, compared to a gross profit differential of $22,950 during the same period of 2000. The improvement is mainly due to higher sales in the current period as compared to that during the corresponding period of 2000. Selling, General and Administrative Expenses (SG&A) Selling, general and administrative expenses for the six months ended June 30, 2001 and June 30, 2000 were $1,496,455 and $1,278,272 respectively, representing an increase of almost 14.6%. The increase in SG&A is mainly due to the expenses incurred for FDA compliance, including the retention of an FDA consulting firm, and the expenses of employing additional personnel primarily in the Quality Control and Quality Assurance departments for FDA compliance and new product introductions. Research and Development Expenses Research and development expenses of $1,144,158 for the period ended June 30, 2001 were lower by 22.4%, when compared with $1,474,289 incurred during the corresponding period of 1999. The reduced spending reflects the emphasis of the Corporation on FDA compliance. Interest Expense Interest expense, which is incurred primarily in connection with the Corporation's mortgage obligation to the EDC, interest on notes payable to Sun Pharma and Sun Global as well as a term loans granted to the Corporation by ICICI Bank and the Bank of Nova Scotia, and guaranteed by Sun Pharma was $1,006,343 and $744,734, for periods ended June 30, 2001 and 2000, respectively. This increase is primarily the result of higher borrowing levels. Results of Operations Net losses for the period ended June 30, 2001 and 2000 were $3,606,783 and $3,508,725 respectively. The operating losses are directly related to (1) net sales, which were inadequate to absorb the fixed costs of the Corporation's operational expenses and (2) the impact of research and development spending and increased SG&A expenses due to the change of focus of the Corporation to FDA compliance. The losses are higher in the current period as compared to the previous period primarily due to higher interest expenses. A number of uncertainties exist that may influence the Corporation's future operating results, including general economic conditions, changes in conditions 11 affecting the pharmaceutical industry primarily related to generic drug competition, obtaining additional financing, government restrictions on sale of certain products, obtaining new FDA approvals, development by competitors of new or superior products or new technology for production of products or the entry into the market of new competitors. Liquidity and Capital Resources At June 30, 2001, the Corporation had negative working capital of $8,897,986 compared with a negative working capital of $9,457,939 at the corresponding period of 2000. The negative working capital for the period ended June 30, 2001 and June 30, 2000 was mainly due to the classification of the entire balance of the EDC debt and related accrued interest as current until renegotiation of the of the repayment terms is completed. To enable the Corporation to fund its research and development activities, repayment of term loans and the increased working capital needs Sun Pharma has become a security guarantor for a credit line of $5 million from ICICI Bank of India and $10 million from Bank of Nova Scotia on behalf of the Corporation. As of June 30, 2001 the Corporation has received $5,000,000 from ICICI Bank of India and $7,500,000 from Bank of Nova Scotia through these credit facilities. Further, Sun Pharma continues to support the Corporation in its activities and is trying to negotiate and help the Corporation raise additional funds required for the financial needs of the Corporation. FDA Compliance As discussed above, the Corporation underwent an FDA inspection during 1999, at which time it received an FDA 483 (List of Observations). The Corporation responded to those observations and met with the Detroit District Director of the FDA. During the 1st quarter of 2000, the FDA conducted another inspection. The Corporation received another FDA 483, to which the Corporation responded in June 2000. In July 2000, the Corporation received a warning letter from the FDA relating to deviations and/or deficiencies in cGMPs. The areas of concern related to record-keeping systems, testing standards, staff training and proficiency and quality systems. In response to the FDA 483s and warning letter, the Corporation retained the services of a consulting firm to help it address the cGMP compliance issues and develop the implementation plan to respond to the noted deficiencies and/or deviations. The Corporation responded to the FDA indicating the corrective measures and its plans to rectify the deviations and deficiencies referred to above. The FDA commenced its inspection in March 2001 and completed its inspection in April. The Corporation is now in substantial compliance with cGMP. The Corporation did receive an FDA 483 but does not believe the observations are material and, in fact, subsequent to the inspection of the facility, the FDA has confirmed its approval of three of the Corporation's pending 9 ANDA products. As discussed above, the Corporation that had scaled back manufacturing and new drug development to focus on cGMP, has begun to refocus again on development and manufacturing, while remaining committed to FDA compliance. 12 PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULTS UPON SENIOR SECURITIES Although the Corporation has made payments of $2,900,000 to date to the EDC ($300,000 during the second quarter of 2001), such payments have not brought the Corporation current in its obligation to the EDC, and all such payments were made without prejudice to the rights of the EDC to exercise all remedies available to the EDC for failure to make the scheduled payments. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The Annual Meeting of Shareholders of the Company was held on June 4, 2001 in Detroit, Michigan, for the purposes of electing three directors for three-year terms expiring in 2004 and upon the election and qualification of their successors. The results of the election were as follows:
NAME OF DIRECTOR VOTES FOR VOTES WITHHELD ---------------- --------- -------------- Narendra N. Borkar 17,741,669 78,800 Phyllis Harrison-Ross 17,774,769 78,700 Sudhir Valia 17,774,569 78,900
ITEM 5. OTHER INFORMATION On June 4, 2001, the Company elected the following executive officers: Narendra N. Borkar Chief Executive Officer, President and Chief Financial Officer Jitendra Doshi Chief Operating Officer Robert Kurkiewicz Senior Vice President - Technical ITEM 6. EXHIBITS AND REPORTS a. There are no exhibits to be filed as part of this report. b. There were no Form 8-K's filed during the second quarter of 2001. 13 SIGNATURES 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. CARACO PHARMACEUTICAL LABORATORIES, LTD. By: /s/ Narendra N. Borkar ---------------------------------------- Narendra N. Borkar Chief Executive Officer and Chief Financial Officer DATED: August 14, 2001 -----END PRIVACY-ENHANCED MESSAGE-----