UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

For the month of August, 2019

Commission File Number 001-35463
 
Taro Pharmaceutical Industries Ltd.
 
(Translation of registrant’s name into English)

14 Hakitor Street, Haifa Bay 2624761, Israel
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F       Form 40-F   ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  Yes   ☐     No 


 
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____.


Taro Pharmaceutical Industries Ltd.
c/o Taro Pharmaceuticals U.S.A., Inc.
Three Skyline Drive

Hawthorne, New York 10532
 (NYSE: TARO)

FOR IMMEDIATE RELEASE

CONTACTS:
 
Mariano A. Balaguer
VP, CFO
(914) 345-9001
Mariano.Balaguer@taro.com
William J. Coote
AVP, Business Finance, Treasurer and Investor Relations
(914) 345-9001
William.Coote@taro.com

TARO PROVIDES RESULTS FOR QUARTER ENDED JUNE 30, 2019

Hawthorne, NY, August 8, 2019 - Taro Pharmaceutical Industries Ltd. (NYSE: TARO) (“Taro” or the “Company”) today provided unaudited financial results for the quarter ended June 30, 2019.

Quarter ended June 30, 2019 Highlights - compared to June 30, 2018
Net sales of $161.3 million, increased $6.7 million, or 4.3%, despite a single digit decrease in volumes primarily due to category mix.
Gross profit of $101.7 million increased $1.6 million, and as a percentage of net sales was 63.1% compared to 64.7%.
Research and development expenses of $13.4 million remained in line with prior year.
Selling, marketing, general and administrative expenses of $19.7 million decreased $3.9 million.
Operating income of $68.6 million increased $5.4 million and as a percentage of net sales was 42.5% as compared to 40.8%.
Interest and other financial income increased $1.8 million to $9.6 million.
Foreign Exchange (FX) income of $7.9 million decreased $2.1 million the result of the strengthening of the Canadian dollar vs. the U.S. dollar.
Tax expense of $20.4 million increased $6.3 million with the effective tax rate increasing to 23.6% from 17.3%.
Net income attributable to Taro was $66.2 million compared to $67.3 million, resulting in diluted earnings per share of $1.72 compared to $1.71.

Cash Flow and Balance Sheet Highlights
Cash flow provided by operations was $82.6 million compared to $82.4 million for the three months ended June 30, 2018.
As of June 30, 2019, cash, including short-term and long-term marketable securities and bank deposits, increased $77.6 million to $1.431 billion from March 31, 2019.

Mr. Uday Baldota, Taro’s CEO stated, “Operating results of this quarter reflect the impact of many underlying challenges of our industry.  Despite the headwinds, we remain steadfast in our commitment to customers and patients.  We are executing on our strategy and continue to add to our portfolio of high quality products across business and markets.”

- more -

Taro Pharmaceutical Industries Ltd.
Page 2 of 5

FDA Approvals and Filings

The Company recently received two approvals from the U.S. Food and Drug Administration (“FDA”) for Abbreviated New Drug Applications (“ANDAs”); Dapsone Gel, 7.5% and Iloperidone Tablets, 1 mg, 2 mg, 4 mg, 6 mg, 8 mg, 10 mg, and 12 mg.  The Company currently has a total of twenty-six ANDAs awaiting FDA approval, including seven tentative approvals.

Form 20-F Filings with the SEC

On June 20, 2019, the Company filed its Annual Report on Form 20-F with the U.S. Securities and Exchange Commission (“SEC”) for the fiscal year ended March 31, 2019.

************************

The Company cautions that the foregoing financial information is presented on an unaudited basis and is subject to change.

************************

About Taro
Taro Pharmaceutical Industries Ltd. is a multinational, science-based pharmaceutical company, dedicated to meeting the needs of its customers through the discovery, development, manufacturing and marketing of the highest quality healthcare products.  For further information on Taro Pharmaceutical Industries Ltd., please visit the Company’s website at www.taro.com.

SAFE HARBOR STATEMENT
The unaudited consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments necessary to present fairly the financial condition and results of operations of the Company.  The unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 20-F, as filed with the SEC.

Certain statements in this release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These statements include, but are not limited to, statements that do not describe historical facts or that refer or relate to events or circumstances the Company “estimates,” “believes,” or “expects” to happen or similar language, and statements with respect to the Company’s financial performance, availability of financial information, and estimates of financial results and information for fiscal year 2020.  Although the Company believes the expectations reflected in such forward-looking statements to be based on reasonable assumptions, it can give no assurances that its expectations will be attained.  Factors that could cause actual results to differ include general domestic and international economic conditions, industry and market conditions, changes in the Company's financial position, litigation brought by any party in any court in Israel, the United States, or any country in which Taro operates, regulatory and legislative actions in the countries in which Taro operates, and other risks detailed from time to time in the Company’s SEC reports, including its Annual Reports on Form 20-F.  Forward-looking statements are applicable only as of the date on which they are made.  The Company undertakes no obligations to update, change or revise any forward-looking statement, whether as a result of new information, additional or subsequent developments or otherwise.


**Financial Tables Follow**

Taro Pharmaceutical Industries Ltd.
Page 3 of 5


TARO PHARMACEUTICAL INDUSTRIES LTD.
SUMMARY CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(U.S. dollars in thousands, except share data)

   
Three Months Ended June 30,
 
   
2019
   
2018
 
Sales, net
 
$
161,296
   
$
154,618
 
Cost of sales
   
59,572
     
54,536
 
Gross profit
   
101,724
     
100,082
 
                 
Operating Expenses:
               
   Research and development
   
13,443
     
13,345
 
   Selling, marketing, general and administrative
   
19,718
     
23,582
 
Operating income
   
68,563
     
63,155
 
                 
Financial income, net:
               
  Interest and other financial income
   
(9,624
)
   
(7,804
)
  Foreign exchange income
   
(7,905
)
   
(9,962
)
Other gain, net
   
594
     
603
 
Income before income taxes
   
86,686
     
81,524
 
Tax expense
   
20,445
     
14,096
 
Net income
   
66,241
     
67,428
 
Net  income attributable to non-controlling interest
   
58
     
151
 
Net income attributable to Taro
 
$
66,183
   
$
67,277
 
                 
Net income per ordinary share attributable to Taro:
               
Basic and Diluted
 
$
1.72
   
$
1.71
 
                 
Weighted-average number of shares used to compute net income per share:
               
Basic and Diluted
   
38,539,056
     
39,260,218
 

May not foot due to rounding.

Taro Pharmaceutical Industries Ltd.
Page 4 of 5

TARO PHARMACEUTICAL INDUSTRIES LTD.
 SUMMARY CONSOLIDATED BALANCE SHEETS
 (U.S. dollars in thousands)

   
June 30,
   
March 31,
 
   
2019
   
2019
 
ASSETS
 
(unaudited)
   
(audited)
 
CURRENT ASSETS:
           
Cash and cash equivalents
 
$
632,986
   
$
567,451
 
Marketable securities
   
506,751
     
481,883
 
Accounts receivable and other:
               
   Trade, net
   
213,514
     
237,945
 
   Corporate tax receivable
   
9,476
     
25,969
 
   Other receivables and prepaid expenses
   
22,645
     
21,393
 
Inventories
   
148,283
     
148,079
 
TOTAL CURRENT ASSETS
   
1,533,655
     
1,482,720
 
Long-term deposits and marketable securities
   
291,544
     
304,322
 
Property, plant and equipment, net
   
205,654
     
206,242
 
Deferred income taxes
   
108,852
     
110,974
 
Other assets
   
32,495
     
31,068
 
TOTAL ASSETS
 
$
2,172,200
   
$
2,135,326
 
                 
LIABILITIES AND SHAREHOLDERS' EQUITY
               
CURRENT LIABILITIES:
               
Trade payables
 
$
37,210
   
$
35,060
 
Other current liabilities
   
152,023
     
181,761
 
TOTAL CURRENT LIABILITIES
   
189,233
     
216,821
 
Deferred taxes and other long-term liabilities
   
8,122
     
7,383
 
TOTAL LIABILITIES
   
197,355
     
224,204
 
                 
Taro shareholders' equity
   
1,969,201
     
1,905,536
 
Non-controlling interest
   
5,644
     
5,586
 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
 
$
2,172,200
   
$
2,135,326
 

Taro Pharmaceutical Industries Ltd.
Page 5 of 5


TARO PHARMACEUTICAL INDUSTRIES LTD.
SUMMARY CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(U.S. dollars in thousands)

   
Three Months Ended June 30,
 
   
2019
   
2018
 
Cash flows from operating activities:
           
Net income
 
$
66,241
   
$
67,428
 
Adjustments required to reconcile net income to net cash provided by operating activities:
               
     Depreciation and amortization
   
5,071
     
4,299
 
     Realized gain on sale of marketable securities
   
     
(7
)
     Change in derivative instruments, net
   
(2,421
)
   
3,546
 
     Effect of change in exchange rate on inter-company balances, marketable securities and bank deposits
   
(5,624
)
   
(28,918
)
     Deferred income taxes, net
   
2,930
     
1,575
 
     Decrease (increase) in trade receivables, net
   
24,431
     
(2,897
)
     (Increase) decrease in inventories, net
   
(205
)
   
2,653
 
     Decrease in other receivables, income tax receivable, prepaid expenses and other
   
15,671
     
52,479
 
     Decrease in trade, income tax, accrued expenses, and other payables
   
(22,965
)
   
(17,408
)
     Income from marketable securities, net
   
(525
)
   
(310
)
Net cash provided by operating activities
   
82,604
     
82,440
 
                 
Cash flows from investing activities:
               
     Purchase of plant, property & equipment, net
   
(7,969
)
   
(6,078
)
     Investment in other intangible assets
   
(30
)
   
(45
)
     Proceeds from short-term bank deposits, net
   
     
51,345
 
     Proceeds from long-term deposits and other assets
   
     
70,685
 
     Investment in marketable securities, net
   
(9,070
)
   
(107,644
)
Net cash (used in) provided by investing activities
   
(17,069
)
   
8,263
 
                 
Cash flows from financing activities:
               
     Purchase of treasury stock
   
     
(24,655
)
Net cash used in financing activities
   
     
(24,655
)
                 
Effect of exchange rate changes on cash and cash equivalents
   
     
(670
)
Increase in cash and cash equivalents
   
65,535
     
65,378
 
Cash and cash equivalents at beginning of period
   
567,451
     
576,611
 
Cash and cash equivalents at end of period
 
$
632,986
   
$
641,989
 
                 
Cash Paid during the year for:
               
Income taxes
 
$
10,432
   
$
36,830
 
Cash Received during the year for:
               
Income taxes
 
$
7,128
   
$
60,544
 
Non-cash investing transactions:
               
Purchase of property, plant and equipment included in accounts payable
 
$
2,317
   
$
1,823
 
Non-cash financing transactions:
               
Purchase of marketable securities
 
$
2,436
   
$
8,629
 

#####

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.
 
Date:  August 8, 2019
 
TARO PHARMACEUTICAL INDUSTRIES LTD.

By:
/s/ Uday Baldota

Name:    Uday Baldota
 
Title:      Chief Executive Officer and Director