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): September 930, 2020

Akorn, Inc.

(Exact Name of Registrant as Specified in Charter)

Louisiana	001-32360	72-0717400
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

1925 W. FIELD COURT, SUITE 300, LAKE FOREST, Illinois 60045

(Address of Principal Executive Offices) (Zip Code)

(847) 279-6100

(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))

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, No Par Value(1)	AKRXQ(1)	(1)

(1) On June 9, 2020, the NASDAQ Stock Market filed a Form 25 with the Securities and Exchange Commission to delist the common stock, no par value, of Akorn, Inc. (the “common stock”) from the NASDAQ Global Select Market. The delisting was effective 10 days after the Form 25 was filed. The deregistration of the common stock under Section 12(b) of the Securities Exchange Act of 1934 will be effective 90 days, or such shorter period as the Securities and Exchange Commission may determine, after filing of the Form 25. Following deregistration of the common stock under Section 12(b) of the Securities Exchange Act of 1934, the common stock shall remain registered under Section 12(g) of the Securities Exchange Act of 1934. Trading of Akorn’s common stock now occurs on the OTC Pink Market under the symbol “AKRXQ.”

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ¨

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. ¨

Item 7.01

Regulation FD Disclosure.

As previously disclosed, on May 20, 2020, Akorn, Inc. (the “Company”) and its U.S. direct and indirect subsidiaries ~~(together with the Company, the “Company Parties”)~~ filed voluntary ~~cases~~petitions under chapter 11 (the “Chapter 11 Cases”) of title 11 of the United States Code ~~(the~~ ~~“Bankruptcy Code”)~~ in the United States Bankruptcy Court for the District of Delaware (the “~~Court”).~~Bankruptcy ~~On September 2, 2020, the~~ Court ~~approved the sale of substantially all of the assets of the Company Parties pursuant to Section 363 of the Bankruptcy Code (the “Sale~~”). ~~The closing of the Sale is subject to customary closing obligations and expects to occur in the next few weeks.~~

InOn ~~connection~~September 30, ~~with the Sale~~2020, the Company is ~~engaged~~filed ina ~~discussions~~monthly operating report with ~~certain~~the ~~lenders~~Bankruptcy ~~and~~Court itfor ~~intends~~the period from August 1, 2020 to ~~provide~~August 31, 2020 (the “Monthly Operating Report”), a copy of ~~the~~which ~~presentation~~is attached as Exhibit 99.1 ~~hereto~~to this Current Report on Form 8-K (~~the~~ “~~Presentation~~Current Report”) and is incorporated by reference herein. This Current Report (including exhibits hereto) will not be deemed an admission as to ~~such~~the ~~lenders~~materiality of any information required to be disclosed solely by Regulation FD. The Monthly Operating Reports and other filings with the Bankruptcy Court related to the Chapter 11 Cases may be available electronically at www.akorn-forward.com.

The ~~Presentation contains certain~~ information ~~related~~ tobeing ~~actual~~furnished ~~and~~under ~~potential~~this Item ~~effects of the COVID-19 pandemic~~7.01, ~~as well as certain projections and forecasts~~ including ~~the~~Exhibit ~~cash flow projections~~99.1, ~~sales~~of ~~projections~~this byCurrent ~~product~~Report ~~and~~shall ~~the~~not ~~Pro~~be ~~Forma~~deemed ~~capital structure. The information in the Presentation is based solely on information available~~ to ~~the~~be ~~Company~~“filed” asfor ofpurposes ~~the date~~ of ~~their preparation and, therefore, the projections and forecasts~~Section ~~included~~18 ~~therein may differ from actual results and such differences may be material. Especially given the uncertainty~~ of the ~~evolving COVID-19~~Securities ~~pandemic,~~Exchange ~~the~~Act ~~Company~~of ~~reserves the right to make adjustments to the preliminary results~~1934, ~~projections and forecasts in the future,~~ as ~~additional~~amended ~~operational and financial data is received. Any projections or forecasts included in~~ (the ~~Presentation were not prepared with a view toward public disclosure or compliance with the published guidelines of the U.S. Securities and~~ “Exchange ~~Commission~~ ~~(“SEC~~Act”)~~. The Company’s independent accountants have not examined~~, ~~compiled~~ or otherwise ~~applied~~subject ~~procedures~~ to the ~~projections~~liabilities of orthat ~~forecasts and~~section, ~~accordingly,~~nor doshall ~~not~~it ~~express~~be andeemed ~~opinion~~incorporated orby ~~any~~reference ~~other~~into ~~form~~any ofregistration ~~assurance~~statement ~~with respect to the projections~~ or ~~forecasts.~~other ~~The~~document ~~inclusion~~filed ofby the Company ~~projections~~under ~~or forecasts in~~ the ~~Presentation~~Securities ~~should~~Act ~~not~~of be1933, ~~regarded~~ as anamended, ~~indication that the Company~~ or ~~its representatives consider~~ the ~~projections~~Exchange ~~or forecasts to be a reliable prediction of future events~~Act, ~~and the~~except ~~projections and forecasts should not be relied upon~~ as ~~such.~~expressly ~~Therefore,~~set aforth ~~reader~~by ~~should~~specific ~~not place undue reliance on these projections~~reference orin ~~forecasts~~such filing.

Cautionary ~~Note~~Statement ~~Regarding~~Concerning the Monthly Operating Report and Forward-Looking Statements

~~This~~The ~~report includes statements that may constitute “forward-looking statements,” including statements regarding the Chapter 11 Cases, the~~ Company’s ~~long-term business~~cautions ~~plan~~ investors and ~~outlook,the~~potential ~~Company’s~~investors ~~ability~~not to ~~finalize~~place ~~closing~~undue ~~obligations~~reliance ~~and~~upon ~~complete~~ the ~~Sale~~information ~~and~~contained ~~its ability to continue operating~~ in the ~~ordinary~~Monthly ~~course~~Operating ~~and~~Report, ~~meet~~which ~~commitments~~was ~~while~~not prepared for the ~~Chapter~~purpose 11of ~~Cases~~providing ~~are pending, other statements regarding~~ the ~~Company’s~~basis ~~plans~~for ~~and~~an ~~strategy~~investment ~~and~~decision ~~the~~relating ~~potential~~to ~~impact~~any of the ~~spread~~securities of ~~coronavirus~~the ~~(also known as COVID-19)~~Company. ~~When used~~The inMonthly ~~this~~Operating ~~report,~~Report ~~the~~is ~~words~~limited ~~“will,”~~in ~~“expect~~scope,” ~~“continue,”~~covers ~~“believe,”~~a ~~“seek,”~~ limited ~~“anticipate,”~~time ~~“estimate,”~~period ~~“intend,” “could,” “would,” “strives”~~ and ~~similar~~has ~~expressions~~been ~~are~~prepared ~~generally~~solely ~~intended~~for ~~to identify forward-looking statements. These statements are made pursuant to~~ the ~~safe~~ ~~harbor~~purpose ~~provisions~~ of ~~Section~~complying with ~~27A of~~ the ~~Securities~~monthly ~~Act~~reporting ofrequirements ~~1933, as amended, and Section 21E~~ of the ~~Securities~~Bankruptcy ~~Exchange Act of 1934, as amended (the “Exchange Act”)~~Court. AThe ~~number~~Monthly ofOperating ~~important~~Report ~~factors~~was ~~could~~not ~~cause~~audited ~~actual~~or ~~results~~reviewed ~~of the Company and its subsidiaries to differ materially from those indicated~~ by ~~such forward-looking statements. These factors include~~independent accountants, ~~but~~was ~~are~~ not ~~limited~~ ~~to:~~prepared ~~(i)~~in ~~the~~accordance Company’s ability to consummate the Sale; (ii) potential adverse effects of the Chapter 11 Cases on the Company’s liquidity and results of operations; (iii) the Company’s ability to obtain timely approval by the Court with ~~respect~~ togenerally ~~the~~accepted ~~motions~~accounting ~~filed~~principles in the ~~Chapter~~United 11States, ~~Cases;~~is ~~(iv)~~in ~~objections~~a ~~that could protract the Chapter 11 Cases; (v) employee attrition~~format ~~and~~prescribed ~~the~~by ~~Company’s~~applicable ~~ability~~bankruptcy tolaws ~~retain~~or ~~senior~~rules, ~~management~~ and ~~other~~is ~~key~~subject ~~personnel due~~ to ~~the~~future ~~distractions~~adjustment and ~~uncertainties; (vi)~~reconciliation. ~~the~~There ~~Company’s~~can ~~ability~~be tono ~~comply with the restrictions imposed by the terms and conditions of the DIP Facility and other~~assurance ~~financing arrangements; (vii) the Company’s ability to maintain relationships with suppliers~~that, ~~customers,~~from ~~employees and other third parties and regulatory authorities as a result of~~ the ~~Chapter~~perspective ~~11 Cases; (viii) the effects~~ of ~~the~~an ~~Chapter~~investor 11or ~~Cases~~potential oninvestor ~~the Company~~in ~~and on~~ the ~~interests of various constituents, including holders of the~~ Company’s ~~common~~securities, ~~stock; (ix)~~ the ~~Court’s rulings~~Monthly onOperating ~~the outcome of the Chapter 11 Cases generally; (x) the length of time that the Company will operate under Chapter 11~~Report ~~protection~~is ~~and~~complete. ~~the~~The ~~continued~~Monthly ~~availability~~Operating ofReport ~~operating~~also ~~capital~~contains ~~during~~information ~~the~~for ~~pendency~~periods ofwhich ~~the~~are ~~Chapter~~shorter 11or ~~Cases;~~otherwise ~~(xi)~~different ~~risks~~from ~~associated~~those ~~with~~required ~~third party motions~~ in the ~~Chapter 11 Cases, which may interfere with the~~ Company’s ~~ability~~reports topursuant ~~consummate the Sale; (xii) increased administrative and legal costs related~~ to the ~~Chapter~~Exchange 11Act, ~~process; potential delays in the Chapter 11 process due to the effects of the COVID-19 virus; (xiii) other litigation~~ and ~~inherent risks involved in a bankruptcy process; and (xiv)~~ such ~~other~~ ~~risks~~information ~~and~~might ~~uncertainties~~not ~~outlined~~be inindicative ~~the risk factors detailed in Part I, Item 1A, “Risk Factors,”~~ of the Company’s ~~Annual~~financial ~~Report~~conditions onor ~~Form~~operating ~~10-K~~results for the ~~fiscal~~period ~~year~~that ~~ended~~would ~~December~~be ~~31,~~reflected ~~2019~~in ~~(as filed with~~ the ~~SEC on February 26, 2020), Part II, Item 1A, “Risk Factors,” of the~~ Company’s ~~Quarterly~~financial ~~Reports~~statements ~~on Form 10-Q for the fiscal quarters ended March 31, 2020~~or ~~(as~~in ~~filed~~its ~~with~~reports ~~the~~pursuant ~~SEC~~to ~~on May 11, 2020) and June 30, 2020 (as filed with~~ the ~~SEC~~Exchange onAct. ~~August~~Results 7,set ~~2020)~~forth ~~and other risk factors identified from time to time~~ in the ~~Company’s~~Monthly ~~filings~~Operating ~~with~~Report ~~the SEC. Readers~~ should ~~carefully review these risk factors, and should~~ not ~~place~~ ~~undue~~be ~~reliance~~viewed onas ~~the Company’s forward-looking statements. These forward-looking statements are based on information,~~indicative ~~plans and estimates at the date~~ of ~~this report. The Company undertakes no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information,~~ future ~~events or other changes~~results.

~~The~~Furthermore, ~~description~~this inCurrent Report ~~this~~and ~~Form~~the 8exhibit hereto may contain “forward-Klooking statements” within the meaning of the Private Securities ~~Presentation~~Litigation ~~does~~Reform ~~not~~Act ~~purport~~of to1995. beAll ~~complete~~statements, other than statements of historical facts, included in this filing that address activities, events or developments that the Company expects, believes, targets or anticipates will or may occur in the future are forward-looking statements and isare ~~qualified~~based on management’s current expectations, beliefs, assumptions and estimates. The Company’s actual results may differ materially and adversely from those expressed or implied in ~~its~~the ~~entirety~~forward-looking bystatements ~~reference~~as a result of the risk factors and cautionary language described from time to time in the ~~complete~~Company’s ~~Presentation~~most ~~attached~~recent Annual Report on Form as10-K, ~~Exhibit~~the 99Company’s Quarterly Reports on Form 10-Q and the Company’s Current Reports on Form 8-K, including those risk factors associated with the Chapter 11 Cases.1 ~~hereto~~The Company has no obligation to update or revise these forward-looking statements and does not undertake to do so.

The information being furnished in this Item 7.01 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.

Item 9.01

Financial Statements and Exhibits

Exhibit No.		Description
99.1		Presentation
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

(d) Exhibits

Exhibit No.		Description of Exhibit
99.1		Monthly Operating Report for the period from August 1, 2020 to August 31, 2020, filed with the United States Bankruptcy Court for the District of Delaware
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

		Akorn, Inc.
Date: September 9, 2020	By:	/s/ Duane A. Portwood
Date: September 30, 2020	By:	/s/ Duane A. Portwood
		Duane A. Portwood
		Chief Financial Officer

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