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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 4, 2004
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A.P. PHARMA, INC.
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(Exact name of Registrant as specified in its charter)
DELAWARE 1-16109 94-2875566
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
123 SAGINAW DRIVE, REDWOOD CITY, CALIFORNIA 94063
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(650) 366-2626
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. Other Events
(c) Exhibits
99.1 Press release dated May 5, 2004.
On May 5, 2004, the Registrant issued a press release announcing
that it has filed a shelf registration statement with the
Securities and Exchange Commission covering up to $15,000,000 of
its common stock. The press release is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
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.
A.P. PHARMA, INC.
Date: May 4, 2004 By: /S/ Michael O'Connell
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Michael P. J. O'Connell,
President and Chief
Executive Officer
EXHIBIT INDEX
99.1 Press release dated May 5, 2004.
(continued from previous page)
Exhibit 99.1
A.P. Pharma Logo
News Release
A.P. PHARMA FILES SHELF REGISTRATION STATEMENT
REDWOOD CITY, Calif. (May 5, 2004) - A.P. Pharma, Inc. (NASDAQ
NM: APPA), a specialty pharmaceutical company, today announced
that it has filed a shelf registration statement with the
Securities and Exchange Commission covering up to $15,000,000 of
its common stock. The specific terms of any offering under the
shelf registration will be established at the time of such
offering.
A registration statement relating to these securities has been
filed with the Securities and Exchange Commission, but has not
yet become effective. These securities may not be sold, nor may
offers to buy be accepted prior to the time the registration
statement becomes effective. This press release shall not
constitute an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of these securities in any
state in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of such state.
At the time any of the shares covered by the registration
statement are offered for sale, a prospectus supplement will be
prepared and filed containing specific information about the
terms of any such offering. When available, such a written
prospectus may be obtained from A.P. Pharma at 123 Saginaw
Drive, Redwood City, California 94063.
About A.P. Pharma
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A.P. Pharma is a specialty pharmaceutical company focused on the
development of ethical (prescription) pharmaceuticals utilizing
its proprietary polymer-based drug delivery systems. The
Company's primary focus is the development and commercialization
of its bioerodible injectable and implantable systems under the
trade name Biochronomer. Initial target areas of application
for the Company's drug delivery technology include pain
management, anti-nausea, inflammation, oncology and
ophthalmology applications. The Company's product development
programs are funded by royalties from topical products currently
marketed by pharmaceutical partners, by proceeds from the
divestitures of its cosmeceutical and analytical standards
product lines and by fees it receives from collaborative
partners. For further information visit the Company's Web site
at www.appharma.com.
Forward-looking Statements
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Except for historical information, this news release contains
certain forward-looking statements that involve risks and
uncertainties including, among others, uncertainty associated
with timely development, approval, launch and acceptance of new
products, establishment of new corporate alliances and progress
in research and development programs. Other risks and
uncertainties associated with the Company's business and
prospects are identified in the Company's filings with the
Securities and Exchange Commission. The Company does not
undertake to revise these forward-looking statements to reflect
events or circumstances occurring in the future.
Investor Relations Contacts: Company Contact:
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Lippert/Heilshorn & Associates Gordon Sangster
Zachary Bryant (zbryant@lhai.com) Chief Financial Officer
Jody Cain (jcain@lhai.com) (650) 366-2626
Bruce Voss (bvoss@lhai.com)
(310) 691-7100