UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
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SEC
FILE NUMBER
001-15697
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(Check
One):
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x Form
10-K
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o Form
20-F
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o Form
11-K
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o Form
10-Q
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o Form
10-D
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o Form
N-SAR
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o Form
N-CSR
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For
Period Ended: March
31,
2010
o
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Transition
Report on Form 10-K
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o
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Transition
Report on Form 20-F
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o
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Transition
Report on Form 11-K
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o
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Transition
Report on Form 10-Q
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o
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Transition
Report on Form N-SAR
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For the
Transition Period Ended:
Read
Instruction (on back page) Before Preparing Form. Please Print or
Type.
Nothing
in this form shall be construed to imply that the Commission has verified any
information contained herein.
If the
notification relates to a portion of the filing checked above, identify the
Item(s) to which the notification relates:
PART
I—REGISTRANT INFORMATION
Elite
Pharmaceuticals, Inc.
Full Name
of Registrant
Former
Name if Applicable
165
Ludlow Avenue
Address
of Principal Executive Office (Street and
Number)
Northvale,
New Jersey 07647
PART
II—RULES 12B-25(b) AND (c)
If the
subject report could not be filed without unreasonable effort and expense and
the registrant seeks relief pursuant to Rule 12b-25(b), the following should be
completed. (Check box if appropriate)
x
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(a)
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The
reason described in reasonable detail in Part III of this form could not
be eliminated without unreasonable effort or
expense
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x
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(b)
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The
subject annual report, semi-annual report, transition report on Form 10-K,
Form 20-F, 11-K, Form N-SAR or Form N-CSR, or portion thereof will be
filed on or before the fifteenth calendar day following the prescribed due
date; or the subject quarterly report or transition report on Form 10-Q or
subject distribution report on Form 10-D, or portion thereof, will be
filed on or before the fifth calendar day following the prescribed due
date; and
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(c)
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The
accountant’s statement or other exhibit required by Rule 12b-25 has been
attached if applicable.
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PART
III—NARRATIVE
State
below, in reasonable detail, the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D,
N-SAR or N-CSR, or the transition report or portion thereof, could not be filed
within the prescribed period.
(Attach
extra Sheets if Needed)
The
Registrant’s Annual Report on Form 10-K for the year ended March 31, 2010 could
not be filed within the prescribed period due to the Registrant’s settlement of
litigation with Midsummer Investment, Ltd. and Bushido Capital Master Fund, LP
announced on June 30, 2010. The extension is necessary to allow the
material information of the settlement agreement to be properly included in the
Form 10-K and the Registrant is unable to include such information in its Form
10-K in a timely manner without unreasonable effort and expense.
PART
IV—OTHER INFORMATION
(1) Name
and telephone number of person to contact in regard to this
notification
Carter
Ward
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(201)
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750-2646
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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Have
all other periodic reports under section 13 or 15(d) of the Securities
Exchange Act of 1934 or section 30 of the Investment Company Act of 1940
during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If
the answer is no, identify
report(s).
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(3)
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Is
it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion
thereof?
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x
Yes o No
If so,
attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
See
Attachment A.
Elite Pharmaceuticals,
Inc.
(Name of
Registrant as specified in charter)
has
caused this notification to be signed on its behalf by the undersigned thereunto
duly authorized.
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Date:
June 30, 2010
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By:
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/s/ Carter
Ward |
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Name:
Carter Ward |
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Title: Chief
Financial Officer |
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INSTRUCTION: The
form may be signed by an executive officer of the registrant or by any other
duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative’s authority to sign on behalf of the registrant shall be filed
with the form.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See
18 U.S.C. 1001).
Attachment
A
Elite
Pharmaceuticals, Inc. (“we” or “us”) anticipates that it will
report significant changes in its results of operations for the year ended March
31, 2010 as compared to the same period in the prior fiscal year.
Based
on information available to us at this time, total revenues increased from
approximately $2.3 million for the year ended March 31, 2009 to approximately
$3.3 million in the year ended March 31, 2010, cost of revenues increased from
approximately $1.5 million in the year ended March 31, 2009 to approximately
$2.3 million in the year ended March 31, 2010, operating expenses decreased from
approximately $7.2 million in the year ended March 31, 2009 to approximately $3
million in the year ended March 31, 2010 and other expenses increased from
approximately $0.2 million for the year ended March 31, 2009 to other expenses
of approximately $6.1 million for year ended March 31, 2010, resulting in an
increase of net loss from approximately $6.6 million for the year ended March
31, 2009 to approximately $8.1 for the year ended March 31, 2010.
Growth
in revenues was attributable to an increase in manufacturing fees and royalty
fees due to growth of product sales. Operating expenses decreased as a result of
a reduction in salaries and wages, consulting fees and lower active
pharmaceutical ingredient costs offset in part by increases in legal fees
related to the Midsummer et
al litigation. Other expenses increased as a result of derivative
expenses related to changes in the fair value of our preferred shares and
outstanding warrants, derivative interest expense, and discount in the Series E
issuance attributable to beneficial ownership features. As a result of the
foregoing, net loss for the year ended 2010 increased by 22 % as compared to the
same period in 2009.
The
foregoing is qualified in its entirety by reference to our audited financial
statements for the year ended March 31, 2010, to be filed in our Annual Report
on Form 10-K for the year ended March 31, 2010.