APRICUS BIOSCIENCES, INC. (APRI) SPO
|Company Name||APRICUS BIOSCIENCES, INC.|
|Company Address||11975 EL CAMINO REAL
SAN DIEGO, CA 92130
|CEO||Bassam B. Damaj|
|Employees (as of 3/8/2011)||35|
|State of Inc||NV|
|Fiscal Year End||12/31|
|Exchange||Nasdaq SmallCap Market|
|Shares Over Alloted||0|
|Shareholder Shares Offered||--|
|Lockup Period (days)||180|
|Quiet Period Expiration||3/26/2012|
We estimate that the net proceeds to us from the sale of 4,938,272 units will be approximately $18,400,000, based upon the public offering price of $4.05 per unit and after deducting the underwriting discounts and commissions and estimated offering expenses payable by us and excluding the proceeds, if any, from the exercise of the warrants issued pursuant to this offering. We expect the proceeds from this offering together with existing cash and cash equivalents to be sufficient to support our operations for at least the next 12 months. We intend to use the net proceeds of this offering for general corporate purposes, including working capital, capital expenditures, development expenditures including filing for market authorization for multiple drugs in multiple territories and potential new product and company acquisitions, product re-launches and overall expansion of the commercial operations of the Company. The foregoing represents our intentions based upon our present plans and business conditions. The occurrence of unforeseen events or changed business conditions, however, could result in the application of the proceeds of the offering in a manner other than as described in this prospectus supplement. As a result, our management will retain broad discretion in the allocation and use of the net proceeds of this offering, and investors will be relying on the judgment of our management with regard to the use of these net proceeds. Pending the application of the net proceeds, we expect to invest such proceeds in short term, interest-bearing instruments.
We are engaged in a highly competitive industry. We and our licensees can expect competition from numerous companies, including large international enterprises, and others entering the market for products similar to ours. Most of these companies have greater research and development, manufacturing, patent, legal, marketing, financial, technological, personnel and managerial resources. Acquisitions of competing companies by large pharmaceutical or healthcare companies could further enhance such competitors’ financial, marketing and other resources. Competitors may complete clinical trials, obtain regulatory approvals and commence commercial sales of their products before we could enjoy a significant competitive advantage. Products developed by our competitors may be more effective than our product candidates. The Bio-Quant CRO business primarily competes against in-house departments of pharmaceutical, biotechnology and medical device companies, academic institutions and other contract research organizations in the U.S. and abroad. Competitors in Bio-Quant’s industry range from small, limited-service providers to full service, global contract research organizations. Many of Bio-Quant’s competitors have an established global presence. In addition, many of Bio- Quant’s competitors have substantially greater financial and other resources than Bio-Quant does and offer a broader range of services in more geographical areas than Bio-Quant does. Significant factors, among others, in determining whether Bio-Quant will be able to compete successfully include: its consultative capabilities; its reputation for on-time quality performance; its expertise and experience in specific drug discovery, research and development areas; the scope of its service offerings; its strength in various geographic markets; the price of its services; and its size. If Bio-Quant’s services are not competitive-based on these or other factors and Bio-Quant is unable to develop an adequate level of new business, its business, backlog position, financial condition and results of operations will be materially and adversely affected. In addition, Bio-Quant may compete for fewer clients arising out of consolidation within the pharmaceutical industry and the growing tendency of drug companies to outsource to a smaller number of preferred contract research organizations that have far greater resources and capabilities or that have lower cost structures owing to more inexpensive labor wages. Bio-Quant’s services may from time to time experience periods of increased price competition that could have a material adverse effect on its profitability and revenues. Additionally, the CRO industry is not highly capital-intensive, and the financial costs of entry into the industry are relatively low. Therefore, as a general matter, the industry has few barriers to entry. Newer, smaller entities with specialty focuses, such as those aligned to a specific disease or therapeutic area, may compete aggressively against Bio-Quant for clients which may cause Bio-Quant to seek strategic alternatives with its competitors.
We are a Nevada corporation and have been in existence since 1987. On September 10, 2010, the Company changed its name from “NexMed, Inc.” to “Apricus Biosciences, Inc.” We have operated in the pharmaceutical industry since 1995, initially focusing primarily on research and development in the
area of drug delivery and now additionally we are focusing on the specialty pharmaceutical business. Our proprietary drug delivery technology is called NexACT® and we have one approved drug using the NexACT® delivery system, Vitaros®, which is approved in Canada for the treatment of erectile dysfunction. We have added additional approved products including Totect R, Granisol® and Aquoral TM as described below being marketed in the area of Oncology Support. Our pipeline of NexACT® product candidates includes Femprox R for female sexual arousal disorder, MycoVa TM for onychomycosis excluding tinea pedis (nail fungal infection), RayVa TM for Raynaud’s Syndrome and PrevOnco TM for liver cancer. We are seeking to enhance our business development activities by offering potential partners clearly defined regulatory paths for our product candidates under development. We are seeking to expand the potential uses of the NexACT® technology into the topical, transdermal, oral, subcutaneous, ocular and rectal delivery of multi-classes of drugs for these and other indications. In addition, we are actively engaged in acquiring companies and in-licensing drugs that will complement our product portfolio. We purchased Topotarget USA, Inc., a company that owns the rights to Totect®, the only drug approved in the US for the treatment of anthracycline extravasation, and we have in-licensed the rights to co-promote the drug Gransiol®, the only FDA-approved, oral, ready-to-use liquid solution of granisetron, and AQUORAL TM, an FDA-cleared, prescription-only spray for the treatment of Xerostomia (the medical term for dry mouth due to a lack of saliva) in the US. We also own all rights to Granisol® outside the US and recently added the Ex-North American rights for Nitromist®, an FDA-approved nitrate vasodilator indicated for acute relief of an attack or acute prophylaxis of angina pectoris (chest pain) due to coronary artery disease (narrowing of the blood vessels that supply blood to the heart). We estimate the total potential addressable market for each of these products is as follows: Totect®, $50 million (Americas); Gransiol®, $70 million (Americas); AQUORAL TM, $30 million (Americas); Vitaros®, $4 billion (worldwide); Femprox®, up to $4 billion (worldwide); MycoVa TM, $1 billion (worldwide); and PrevOnco TM, $1 billion (worldwide). ----- Our principal executive offices are at 11975 El Camino Real, Suite 300, San Diego, California 92130 and our telephone number is (858) 222-8041. Our website is www.apricusbio.com.
|Auditor||Amper, Politziner & Mattia, LLP|
|Company Counsel||Brownstein Hyatt Farber Schreck, L.L.P|
|Company Counsel||Brownstein Hyatt Farber Schreck, LLP, and Ropes & Gray LLP|
|Lead Underwriter||Lazard Capital Markets LLC|
|Transfer Agent||Wells Fargo Bank N.A|
|Underwriter||JMP Securities LLC|
|Underwriter||Roth Capital Partners, Inc|
|Underwriter Counsel||Proskauer Rose LLP|
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