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): MAY 22, 2003 HALSEY DRUG CO., INC. 695 NORTH PERRYVILLE ROAD, ROCKFORD, ILLINOIS 61107 (815-399-2060) Incorporated under the laws of Commission File Number I.R.S. Employer Identification Number State of New York 1-10113 11-0853640
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURES. On May 22, 2003, Halsey Drug Co., Inc. (the "Company") issued a press release indicating that Mr. Jerry Karabelas, a Director of the Company since 2002, has been appointed Chairman of the Board of Directors of the Company. In this capacity, Mr. Karabelas will oversee the overall strategy and direction of the Company. Mr. Karabelas replaces Michael K. Reicher who is retiring from the Company and will assist in the transition. The Company will begin a search immediately to find a new Chief Executive Officer. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (C) EXHIBITS EXHIBIT NUMBER DESCRIPTION 99.1 Press Release of Halsey Drug Co., Inc. dated May 22, 2003 announcing the appointment of Jerry Karabelas as Chairman of the Board of Directors of the Company and the retirement of Michael Reicher as Chairman and Chief Executive Officer. ITEM 9. REGULATION FD DISCLOSURE. The Registrant is furnishing under Item 9 of this Current Report on Form 8-K: (i) Exhibit 99.1 consisting of a copy of the press release issued on May 22, 2003 announcing the appointment of Jerry Karabelas as Chairman of the Board of Directors of the Company and the retirement of Michael Reicher as Chairman and Chief Executive Officer. The statements in this Current Report on Form 8-K, including the exhibits, contain forward-looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements involve risk and uncertainties which may affect the Registrant's business prospects, including, economic, competitive, governmental, technological and other factors discussed in filings with the Securities and Exchange Commission. 2
SIGNATURES 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 thereunto duly authorized. HALSEY DRUG CO., INC. By: /s/ Peter A. Clemens ----------------------------------- Peter A. Clemens Vice President & Chief Financial Officer Date: May 22, 2003 3
EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION 99.1 Press Release of Halsey Drug Co., Inc. dated May 22, 2003 announcing appointment of Jerry Karabelas as Chairman of the Board of Directors of the Company and the retirement of Michael Reicher as Chairman and Chief Executive Officer. 4
Exhibit 99.1 Contact: Halsey Pharmaceuticals Investor Relations - Peter A. Clemens, Vice President & CFO (815) 399-2060 FOR IMMEDIATE RELEASE HALSEY PHARMACEUTICALS ANNOUNCES APPOINTMENT OF JERRY KARABELAS AS CHAIRMAN OF THE BOARD OF DIRECTORS ROCKFORD, IL, MAY 22, 2003: Halsey Pharmaceuticals (OTC.BB-HDGC) today announced that Jerry Karabelas, a Director of the Company since December 2002, has been appointed Chairman of the Board. In this capacity, Mr. Karabelas will oversee the overall strategy and direction of the Company. Mr. Karabelas was Head of Healthcare and CEO of Worldwide Pharmaceuticals for Novartis AG from 1998 until July 2000. Prior to joining Novartis, Mr. Karabelas was Executive Vice President of SmithKline Beecham. From July 2000 until December 2001, Mr. Karabelas was the Founder and Chairman of the Novartis Bio Venture Fund. Since November 2001 he has been a Partner with Care Capital LLC., a current investor in Halsey. Mr. Karabelas holds a Ph.D. in pharmacokinetics from the Massachusetts College of Pharmacy and serves as a Director of SkyePharma Plc., Human Genome Sciences, Nitromed, Anadys, Vanda Pharmaceuticals and Renovo. Mr. Karabelas replaces Michael K. Reicher who is retiring and will assist in the transition. The Company will begin a search immediately to find a new Chief Executive Officer. Regarding Mr. Reicher, Mr. Karabelas said, "Mike was instrumental in bringing Halsey from near bankruptcy five years ago to where it is today, poised to provide unique products to the pain management market. The strategy begun under his leadership to become a vertically integrated manufacturer of pain management products utilizing proprietary processes will continue." Halsey Pharmaceuticals, together with its subsidiaries, is an emerging pharmaceutical company specializing in innovative drug development. The statements in this press release are forward looking and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward looking statements involve risk and uncertainties which may affect Halsey's business prospects, including economic, competitive, governmental, technological and other factors discussed in filings with the Securities and Exchange Commission. This and past press releases for Halsey Pharmaceuticals are available at the Company's web site at www.halseydrug.com.