Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
APRI > SEC Filings for APRI > Form 8-K on 27-Sep-2013All Recent SEC Filings

Show all filings for APRICUS BIOSCIENCES, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for APRICUS BIOSCIENCES, INC.


27-Sep-2013

Unregistered Sale of Equity Securities


Item 3.02 Unregistered Sale of Equity Securities.

On September 23, 2013, Apricus Biosciences, Inc. (the "Company") and Topotarget A/S entered into a Settlement Agreement and Release (the "Settlement Agreement"), pursuant to which the Company will issue 540,276 shares of the Company's common stock to Topotarget. The shares are being issued in consideration for the release of all claims asserted against the Company by Topotarget relating to the Stock Purchase Agreement entered into by and between the Company and Topotarget on December 15, 2011 (the "Stock Purchase Agreement"). Under the terms of the Stock Purchase Agreement, the Company was required to make future milestone payments, in shares of Company common stock, based on the achievement of various regulatory and product cost reduction milestones if achieved. The estimate of the range of the milestone stock payments varied from $0 to $2.0 million depending on future events. Pursuant to the Settlement Agreement, the Company will not be obligated to make any further milestone or other payments to Topotarget pursuant to the Stock Purchase Agreement. The aggregate value of the shares to be issued is approximately $1.1 million. Through June 30, 2013, the Company had accrued a contingent liability in its consolidated balance sheet of $1.6 million associated with the possible future milestones which will be relieved with the delivery of the shares. A non-cash gain will be recorded for the difference between the value of the shares issued and the $1.6 million liability relieved.

The Company expects to deliver the shares on or about September 27, 2013. The shares will be issued pursuant to an exemption provided by Section 4(a)(2) of the Securities Act of 1933, as amended. Accordingly, the shares will be subject to resale limitations and may be resold only pursuant to an effective registration statement or an exemption from registration.

* * *


  Add APRI to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for APRI - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.