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

 

Date of Report (Date of earliest event reported): July 20, 2017

 

 

 

PERNIX THERAPEUTICS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

         

Maryland

  

001-14494

  

33-0724736

(State or other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

         

10 North Park Place, Suite 201, Morristown, NJ

  

07960

(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (800) 793-2145

 

 

(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))
   

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

 

1 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

2 

 

Item 2.02 Results of Operations and Financial Condition

 

On July 20, 2017, Pernix Therapeutics Holdings, Inc. (the “Company”) issued a press release announcing preliminary unaudited financial results for the second quarter ended June 30, 2017. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

 

The financial results furnished in Exhibit 99.1 are preliminary and may change. This preliminary financial information includes calculations or figures that have been prepared internally by management and have not been reviewed or audited by the Company’s independent registered public accounting firm. There can be no assurance that the Company’s actual results for the quarter ended June 30, 2017 will not differ from the preliminary financial data presented herein and such changes could be material. This preliminary financial data should not be viewed as a substitute for full financial statements prepared in accordance with GAAP and is not necessarily indicative of the results to be achieved for any future periods.

 

Exhibit 99.1 is deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and, therefore, may be incorporated by reference in filings under the Securities Act of 1933, as amended.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

         

Exhibit

Number

  

Description

   
99.1   Press Release of Pernix Therapeutics Holdings, Inc. dated July 20, 2017

3 

 

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.

 

Date: July 20, 2017

 

         
  PERNIX THERAPEUTICS HOLDINGS, INC.  
       
  By:  

/s/ John A. Sedor

   
  Name:   John A. Sedor  
  Title:   Chief Executive Officer  

4 

 

EXHIBIT LISTING

 

     

Exhibit No.

  

Description

   
99.1   Press Release of Pernix Therapeutics Holdings, Inc. dated July 20, 2017
   

5