þ
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934.
|
¨
|
TRANSACTION
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
New
York
|
11-0853640
|
|
(State
or other Jurisdiction of
|
(I.R.S.
Employer Identification No.)
|
|
incorporation
or organization)
|
||
616
N. North Court, Suite 120
|
||
Palatine,
Illinois
|
60067
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Page
No.
|
||||
Item
1.
|
Financial
Statements (Unaudited)
|
|||
Consolidated
Balance Sheets September 30, 2007 and December 31, 2006
|
3
|
|||
|
||||
Consolidated
Statements of Operations Three months and nine months ended September
30,
2007 and September 30, 2006
|
4
|
|||
|
||||
Consolidated
Statement of Stockholders’ Equity or (Deficit) Nine months ended September
30, 2007
|
5
|
|||
|
||||
Consolidated
Statements of Cash Flows Nine months ended September 30, 2007 and
September 30, 2006
|
6
|
|||
|
||||
Notes
to Consolidated Financial Statements
|
8
|
|||
|
||||
Item
2.
|
Management's
Discussion and Analysis of Financial Condition and Results of Operations
...
|
17
|
||
|
||||
Item
4.
|
Controls
and Procedures
|
31
|
||
|
||||
PART
II. OTHER INFORMATION
|
|
|||
|
||||
Item
1A.
|
Risk
Factors Relating to the Company
|
31
|
||
|
||||
Item
2.
|
Unregistered
Sale of Equity Securities and Use of Proceeds
|
32
|
||
|
||||
Item
6.
|
Exhibits
|
33
|
||
|
||||
Signatures
|
34
|
September
30,
2007 |
December
31,
2006 |
||||||
ASSETS
|
|||||||
CURRENT
ASSETS
|
|||||||
Cash
and cash equivalents
|
$
|
12,045
|
$
|
228
|
|||
Prepaid
clinical study costs
|
1,249
|
-
|
|||||
Prepaid
insurance
|
202
|
179
|
|||||
Prepaid
expenses and other current assets
|
11
|
60
|
|||||
Total
current assets
|
13,507
|
467
|
|||||
PROPERTY,
PLANT & EQUIPMENT, NET
|
1,090
|
1,145
|
|||||
DEPOSITS
|
7
|
7
|
|||||
TOTAL
ASSETS
|
$
|
14,604
|
$
|
1,619
|
|||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|||||||
CURRENT
LIABILITIES
|
|||||||
Senior
secured convertible bridge term notes, net
|
$
|
-
|
$
|
7,005
|
|||
Conversion
features on bridge term notes
|
-
|
16,750
|
|||||
Secured
term note
|
-
|
5,000
|
|||||
Current
maturities of capital lease obligations
|
13
|
25
|
|||||
Accrued
expenses
|
412
|
328
|
|||||
Total
current liabilities
|
425
|
29,108
|
|||||
SECURED
TERM NOTE
|
4,992
|
-
|
|||||
DEFERRED
INTEREST PAYABLE
|
145
|
-
|
|||||
COMMON
STOCK WARRANTS
|
-
|
10,784
|
|||||
CAPITAL
LEASE OBLIGATIONS, less current maturities
|
-
|
7
|
|||||
TOTAL
LIABILITIES
|
5,562
|
39,899
|
|||||
COMMITMENTS
AND CONTINGENCIES
|
|||||||
STOCKHOLDERS'
EQUITY (DEFICIT)
|
|||||||
Common
stock - $.01 par value; 650,000 shares authorized; 426,756 and
330,998
shares issued and outstanding at September 30, 2007 and December
31, 2006,
respectively
|
4,268
|
3,310
|
|||||
Convertible
preferred stock - $.01 par value; 72,027 shares authorized and
available
for issuance
|
-
|
-
|
|||||
Additional
paid-in capital
|
336,154
|
275,953
|
|||||
Accumulated
deficit
|
(331,380
|
)
|
(317,543
|
)
|
|||
STOCKHOLDERS’
EQUITY (DEFICIT)
|
9,042
|
(38,280
|
)
|
||||
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
14,604
|
$
|
1,619
|
For
the nine months
ended
September 30,
|
For
the three months
ended
September 30,
|
||||||||||||
2007
|
2006
|
2007
|
2006
|
||||||||||
Research
and development
|
$
|
2,775
|
$
|
4,174
|
$
|
827
|
$
|
1,630
|
|||||
Marketing,
general and administrative
|
1,959
|
4,754
|
593
|
1,031
|
|||||||||
LOSS
FROM OPERATIONS
|
(4,734
|
)
|
(8,928
|
)
|
(1,420
|
)
|
(2,661
|
)
|
|||||
Other
Income (Expense)
|
|||||||||||||
Interest
expense
|
(1,113
|
)
|
(800
|
)
|
(294
|
)
|
(305
|
)
|
|||||
Interest
income
|
80
|
14
|
70
|
4
|
|||||||||
Amortization
of debt discount
|
(2,700
|
)
|
-
|
(598
|
)
|
-
|
|||||||
Loss
on fair value change of conversion features
|
(3,483
|
)
|
-
|
-
|
-
|
||||||||
Loss
on fair value change of common stock warrants
|
(1,904
|
)
|
-
|
(236
|
)
|
-
|
|||||||
Gain
(loss) on asset disposals
|
22
|
(10
|
)
|
2
|
7
|
||||||||
Other
expense
|
(2
|
)
|
(142
|
)
|
-
|
(142
|
)
|
||||||
TOTAL
OTHER EXPENSE
|
(9,100
|
)
|
(938
|
)
|
(1,056
|
)
|
(436
|
)
|
|||||
NET
LOSS
|
$
|
(13,834
|
)
|
$
|
(9,866
|
)
|
$
|
(2,476
|
)
|
$
|
(3,097
|
)
|
|
Basic
and diluted loss per share allocable
to common stockholders (Note 7)
|
$
|
(0.04
|
)
|
$
|
(0.03
|
)
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
|
Weighted
average shares used in computing basic and diluted loss per share
allocable to common stockholders (Note 7)
|
369,982
|
342,039
|
401,553
|
346,354
|
Common
Stock
$0.01
Par Value -
Shares
|
Common
Stock
$0.01
Par Value -
Amount
|
Additional
Paid-in
Capital
|
Accumulated
Deficit
|
Total
|
||||||||||||
Balance
at December 31, 2006
|
330,998
|
$
|
3,310
|
$
|
275,953
|
$
|
(317,543
|
)
|
$
|
(38,280
|
)
|
|||||
Net
loss
|
-
|
-
|
-
|
(13,834
|
)
|
(13,834
|
)
|
|||||||||
Deemed
dividend related to debt modification
|
-
|
-
|
-
|
(3
|
)
|
(3
|
)
|
|||||||||
Reclassification
of conversion feature value
|
-
|
-
|
21,086
|
-
|
21,086
|
|||||||||||
Reclassification
of common stock warrant value
|
-
|
-
|
12,453
|
-
|
12,453
|
|||||||||||
Conversion
feature value of issued debt
|
-
|
-
|
1,788
|
-
|
1,788
|
|||||||||||
Stock
based compensation
|
-
|
-
|
874
|
-
|
874
|
|||||||||||
Net
proceeds from unit offering
|
55,555
|
556
|
13,590
|
-
|
14,146
|
|||||||||||
Conversion
of bridge loan notes payable, net
|
39,052
|
391
|
9,609
|
-
|
10,000
|
|||||||||||
Issuance
of common stock for interest
|
837
|
8
|
804
|
-
|
812
|
|||||||||||
Issuance
of common stock for cashless exercise of common stock
warrants
|
314
|
3
|
(3
|
)
|
-
|
-
|
||||||||||
Balance
at September 30, 2007
|
426,756
|
$
|
4,268
|
$
|
336,154
|
$
|
(331,380
|
)
|
$
|
9,042
|
|
2007
|
2006
|
|||||
Cash
flows from Operating Activities:
|
|||||||
Net
loss
|
$
|
(13,834
|
)
|
$
|
(9,866
|
)
|
|
Adjustments
to reconcile net loss to net cash used in operating
activities
|
|||||||
Depreciation
and amortization
|
87
|
89
|
|||||
Amortization
of debt discount
|
2,700
|
-
|
|||||
Loss
on fair value change of conversion features
|
3,483
|
-
|
|||||
Loss
on fair value change of common stock warrants
|
1,904
|
-
|
|||||
Common
stock issued for interest
|
812
|
596
|
|||||
Non-cash
stock compensation expense
|
874
|
5,096
|
|||||
(Gain)
loss on asset disposals
|
(22
|
)
|
10
|
||||
Changes
in assets and liabilities
|
|||||||
Prepaid
expenses and other current assets
|
(1,223
|
)
|
(58
|
)
|
|||
Accrued
expenses
|
231
|
430
|
|||||
Total
adjustments
|
8,846
|
6,163
|
|||||
Net
cash used in operating activities
|
(4,988
|
)
|
(3,703
|
)
|
|||
Cash
flows from Investing Activities:
|
|||||||
Capital
expenditures
|
(32
|
)
|
(21
|
)
|
|||
Proceeds
from asset disposals
|
22
|
69
|
|||||
Net
cash (used in) provided by investing activities
|
(10
|
)
|
48
|
||||
Cash
flows from Financing Activities:
|
|||||||
Proceeds
from issuance of senior secured term notes payable
|
2,696
|
3,574
|
|||||
Proceeds
from the exercise of stock options
|
-
|
72
|
|||||
Proceeds
(net) from the unit offering
|
14,146
|
-
|
|||||
Repayments
of bridge loans
|
(8
|
)
|
-
|
||||
Payments
on capital lease obligations
|
(19
|
)
|
(23
|
)
|
|||
Net
cash provided by financing activities
|
16,815
|
3,623
|
|||||
Increase
(decrease) in cash and cash equivalents
|
11,817
|
(32
|
)
|
||||
Cash
and cash equivalents at beginning of period
|
228
|
260
|
|||||
Cash
and cash equivalents at end of period
|
$
|
12,045
|
$
|
228
|
|||
Cash
paid for interest
|
$
|
156
|
$
|
201
|
1.
|
The
Company issued 475,522 shares of common stock valued at $460,000
as
payment of Senior Secured Convertible Bridge Term Notes Payable accrued
interest.
|
2.
|
The
Company issued 361,505 shares of common stock valued at $352,000
as
payment of Secured Term Note Payable accrued
interest.
|
3.
|
Warrants
to purchase an aggregate 580,092 shares of common stock were exercised
at
exercise prices between $0.12 and $0.66 per share in a series of
cashless
exercise transactions resulting in the issuance of aggregate 313,616
shares of common stock.
|
4.
|
The
issuance of $896,000 Senior Secured Convertible Bridge term Notes
during
the period January 1, 2007 through March 29, 2007 included conversion
features measured at $849,000, which resulted in the recording of
an equal
amount of debt discount and conversion feature liabilities.
|
5.
|
The
change in all separated conversion feature’s fair value through March 30,
2007 resulted in a loss of $3,483,000. Due to a debt agreement
modification on March 30, 2007, the then current conversion feature
fair
value of $21,086,000 was reclassified from liabilities to
equity.
|
6.
|
The
issuance of $1,800,000 of Senior Secured Bridge Term Notes included
conversion features measured at $1,552,000, which resulted in a recording
of an equal amount of debt discount to
equity.
|
7.
|
The
change in the common stock warrants’ fair value through the earlier of
their exercise date or March 30, 2007 resulted in a loss of 1,668,000.
Due
to a debt agreement modification on March 30, 2007, the then current
fair
value of all 15,921,000 outstanding common stock warrants of $12,307,000
was reclassified from liabilities to equity, as was $146,000 of such
value
related to warrants exercised during the
period.
|
8.
|
Anti-dilution
provisions in certain warrant grants were triggered resulting in
a loss of
$236,000 with an equal amount recorded against
equity.
|
9.
|
Senior
Secured Convertible Bridge Term Notes Payable of $10,544,000, less
unamortized debt discount of $544,000 was converted into 39,051,844
shares
of common stock.
|
1.
|
The
Company issued 653,284 shares of Common Stock as payment of $463,000
of
Secured Term Note Payable accrued
interest.
|
2.
|
The
Company issued 193,447 shares of Common Stock as payment of $133,000
of
Bridge Loan accrued interest.
|
3.
|
Warrants
to purchase 165,934 shares of Common Stock were exercised in March
2006 at
an exercise price of $0.48 per share in a cashless exercise transaction
resulting in the issuance of 19,065 shares of Common
Stock.
|
4.
|
Warrants
to purchase 30,698 shares of Common Stock were exercised in May 2006
at an
exercise price of $0.47 per share in a cashless exercise transaction
resulting in the issuance of 4,729 shares of Common
Stock.
|
5.
|
A
warrant to purchase 150,000 shares of Common Stock was modified due
to its
anti-dilution clause resulting in a $142,000 stock compensation
expense.
|
Nine
months ended
September
30,
|
Three
months ended
September
30,
|
||||||||||||
(in
thousands, except per share data)
|
2007
|
2006
|
2007
|
2006
|
|||||||||
Numerator:
|
|||||||||||||
Net
loss
|
$
|
(13,598
|
)
|
$
|
(9,866
|
)
|
$
|
(2,240
|
)
|
$
|
(3,097
|
)
|
|
Deemed
dividend from modification of debt
|
(3
|
)
|
(774
|
)
|
-
|
(774
|
)
|
||||||
Net
loss allocable to common stockholders
|
$
|
(13,601
|
)
|
$
|
(10,640
|
)
|
$
|
(2,240
|
)
|
$
|
(3,871
|
)
|
|
Denominator:
|
|||||||||||||
Common
shares (weighted)
|
346,198
|
329,443
|
375,340
|
329,974
|
|||||||||
Vested
restricted stock units (weighted)
|
23,784
|
12,596
|
26,213
|
16,380
|
|||||||||
Weighted
average shares used in computing basic and diluted loss per share
allocable to common
stockholders
|
369,982
|
342,039
|
401,553
|
346,354
|
|||||||||
Basic
and diluted loss per share allocable
to common stockholders
|
$
|
(0.04
|
)
|
$
|
(0.03
|
)
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
|
Potentially
dilutive securities as of period end:
|
|||||||||||||
Common
stock issuable (see #1 below):
|
|||||||||||||
Vested
and nonvested employee and
director stock options
|
18,995
|
19,195
|
18,995
|
19,195
|
|||||||||
Nonvested
restricted stock units
|
2,458
|
12,292
|
2,458
|
12,292
|
|||||||||
Common
stock warrants
|
39,716
|
16,021
|
39,716
|
16,021
|
|||||||||
Total
excluded dilutive common stock equivalents
|
61,169
|
47,508
|
61,169
|
47,508
|
(1)
Number of common shares issuable is based on maximum number of common
shares issuable on exercise or conversion of the related securities
as of
period end. Such amounts have not been adjusted for the treasury
stock
method or weighted average outstanding calculations required if the
securities were dilutive.
|
Sept
30,
|
Dec
31,
|
||||||
2007
|
2006
|
||||||
Payroll,
payroll taxes and benefits
|
$
|
79
|
$
|
62
|
|||
Legal
fees
|
85
|
19
|
|||||
Accounting
and tax service fees
|
88
|
70
|
|||||
Franchise
taxes
|
11
|
15
|
|||||
Property
taxes
|
73
|
52
|
|||||
Clinical,
regulatory and patent consulting fees
|
70
|
60
|
|||||
Other
fees and services
|
6
|
50
|
|||||
$
|
412
|
$
|
328
|
|
Sept
30,
|
Dec
31,
|
|||||
2007
|
2006
|
||||||
Senior
secured convertible bridge term notes (a):
|
|||||||
Face
value
|
$
|
-
|
$
|
7,848
|
|||
Debt
discount
|
-
|
(843
|
)
|
||||
-
|
7,005
|
||||||
Conversion
feature value
|
-
|
16,750
|
|||||
$
|
-
|
$
|
23,755
|
||||
Secured
term note (b)
|
$
|
4,992
|
$
|
5,000
|
|||
Capital
lease obligations
|
$
|
13
|
$
|
32
|
|
Mar
30, 2007
|
Dec
31, 2006
|
||
Company
stock price
|
$
0.85
|
$
0.74
|
||
Exercise
price
|
(see
#1 below)
|
(see
#1 below)
|
||
Expected
dividend
|
0.0%
|
0.0%
|
||
Risk
-free interest rate
|
5.07%
|
5.0%
|
||
Expected
volatility
|
none
|
88.8%
|
||
Contracted
term
|
1
day
|
3
months
|
Technical
and Pre-Clinical Development
|
Status
|
|
Formulation
development
|
Complete
|
|
Pilot
bioequivalence study
|
Complete
|
|
Pivotal
oxycodone extraction study
|
Complete
(results summarized below)
|
|
Viscosity
and syringability of dissolved tablets in various solvents
|
Complete
|
|
Tablet
stability for NDA submission
|
Testing
in process. 24 month real time data demonstrates stability acceptable
for
NDA submission
|
|
Toxicology
studies
|
Not
required per FDA written guidance to the
Company
|
Regulatory
Affairs
|
Status
|
|
Investigational
New Drug Application (IND)
|
Active
|
|
End
of Phase II meeting with FDA
|
Complete
|
|
Factorial
design clinical studies
|
Not
required per FDA written guidance to Company
|
|
Product
labeling
|
Strategy
and concepts discussed with FDA. Written guidance provided by FDA
to the
Company
|
|
Regulatory
submission for commercial distribution in the U.S.
|
ACUROX™
Tablets are eligible for submission as a 505(b)(2) NDA per FDA written
guidance to Company
|
|
Phase
III pivotal clinical trial
|
A
single phase III efficacy and safety trial is required per FDA written
guidance to Company
|
Product
Tested,
Oxycodone
HCl Strength
and
Product Supplier
|
|
Approximate
laboratory time required to produce a form suitable for intravenous
injection
|
|
Extraction
Scheme
and
Yield
|
|
Difficulty
Rating
1
=
Easy
to
10
= Difficult
|
OxyContin®
Tablets
1x
40mg tablet
Purdue
Pharma
|
3
minutes
|
3
steps
~92%
Yield
|
1
|
|||
Oxycodone
HCl Tablets
8
x
5mg tablets,
Mallinckrodt
|
6
minutes
|
3
Steps
~71%
Yield
|
2
|
|||
Percocet®
Tablets
8
x
5/325mg tablets
Endo
Labs
|
<10
minutes
with
vacuum assisted filtration
|
3
Steps
~75%
Yield
|
3-4
|
|||
ACUROX™
Tablets
8
x
5/30mg tablets
Acura
Pharmaceuticals
|
355
minutes
with
no success
|
23
Steps
~0%
Yield
|
10
|
Clinical
Study Number
|
Clinical
Study Description
|
Status
|
||
Phase
I
|
||||
AP-ADF-101
|
Niacin
dose-response in normal subjects
|
Final
study report complete
|
||
AP-ADF-104
|
Phase
I:
Bioequivalence to non
Aversion® Technology Reference Listed Drug
|
Final
study report complete. ACUROX™ tablets are bioequivalent to reference
listed drug
|
||
AP-ADF-106
|
Evaluate
effects of nasal snorting
|
Received
FDA written guidance for protocol design
|
||
AP-ADF-108
|
Single
dose pharmacokinetics
(dose
linearity
and food effect)
|
Subject
enrollment in progress
|
||
AP-ADF-109
|
Multi-dose
pharmacokinetics (dose linearity)
|
Received
FDA written guidance for protocol design
|
||
AP-ADF-110
|
Single
dose pharmacokinetics and bioavailability. Required if there is not
dose
linearity
|
Received
FDA written guidance for protocol design
|
||
Phase
II
|
||||
AP-ADF-102
|
Relative
dislike of oxycodone HCl/niacin versus oxycodone alone in subjects
with a
history of opioid abuse
|
Final
study report complete
|
||
AP-ADF-103
|
Repeat
dose safety and tolerability in normal subjects
|
Final
study report complete
|
||
AP-ADF-107
|
Niacin
dose-response in normal subjects
|
Final
study report complete
|
||
AP-ADF-111
|
Abuse
Liability of ACUROX™ Tablets
|
Study
protocol drafted
|
||
Phase
III
|
||||
AP-ADF-105
|
Pivotal
efficacy and safety
|
Special
Protocol Assessment (SPA) agreed by FDA. Patient enrollment in
progress
|
(1)
|
In
the fasting state, all three doses of niacin (240mg, 480mg and 600mg)
in
combination with oxycodone 40mg produced significant (p ≤ .05) disliking
scores compared to oxycodone 40mg alone. The linear regression across
niacin dose was not significant. No other subjective measure was
significantly affected by the niacin addition to
oxycodone.
|
(2)
|
The
high fat meal eliminated the niacin effect on oxycodone 40 mg. The
high
fat meal also delayed the time to oxycodone peak blood
levels.
|
(3)
|
The
addition of niacin to oxycodone alters the subjective response to
oxycodone as indicated by the significant responses on the disliking
scale. This observation in conjunction with the results from the
Treatment
Enjoyment Questionnaire indicates that the addition of niacin reduces
the
attractiveness of oxycodone to opiate
abusers.
|
(4)
|
There
were no serious adverse events. Niacin produced a dose related attenuation
of pupillary constriction, diastolic blood pressure increase and
probably
systolic blood pressure increase produced by oxycodone. The alterations
by
niacin on the vital sign responses to oxycodone 40 mg were minimal,
were
seen primarily with the 600 mg niacin dose and were not clinically
significant.
|
|
Nine Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Research
and development expenses
|
$
|
2,775
|
$
|
4,174
|
$
|
(1,399
|
)
|
(33.5)7
|
%
|
|
Nine Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Marketing,
general & administrative expenses
|
$
|
1,959
|
$
|
4,754
|
$
|
(2,795
|
)
|
(58.8
|
)%
|
|
Nine Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Interest
expense, net of interest income
|
$
|
1,033
|
$
|
786
|
$
|
247
|
31.4
|
%
|
|
Nine Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Net
loss
|
$
|
(13,834
|
)
|
$
|
(9,866
|
)
|
$
|
3,968
|
40.2
|
%
|
|
Three Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Research
and development expenses
|
$
|
827
|
$
|
1,630
|
$
|
(803
|
)
|
(49.3
|
)%
|
|
Three Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Marketing,
general & administrative expenses
|
$
|
593
|
$
|
1,031
|
$
|
(440
|
)
|
(42.7)7
|
%
|
|
Three Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Interest
expense, net of interest income
|
$
|
224
|
$
|
301
|
$
|
(77
|
)
|
(25.6
|
)%
|
|
Three Months Ended Sept
30,
|
Change
|
|||||||||||
($ in thousands):
|
2007
|
2006
|
Dollars
|
%
|
|||||||||
Net
loss
|
$
|
(2,476
|
)
|
$
|
(3,097
|
)
|
$
|
(621
|
)
|
(20.1
|
)%
|
Expected
cash payments on
contractual
obligations outstanding
at
September 30, 2007
|
Total
|
Due
in 2007
|
Due
in 2008
|
Due
Thereafter
|
|||||||||
Term
note
|
$
|
4,992
|
$
|
-
|
$
|
4,992
|
$
|
-
|
|||||
Interest
on term note (see #1 below)
|
770
|
-
|
770
|
-
|
|||||||||
Capital
leases
|
13
|
6
|
7
|
-
|
|||||||||
Operating
leases
|
12
|
7
|
5
|
-
|
|||||||||
Clinical
trials
|
4,303
|
2,170
|
2,133
|
-
|
|||||||||
Employment
agreements
|
185
|
185
|
-
|
-
|
|||||||||
Total
contractual cash obligations
|
$
|
10,275
|
$
|
2,368
|
$
|
7,907
|
$
|
-
|
Expected
cash payments on
contractual
obligations entered into
subsequent to September 30, 2007 |
Total
|
|
|
Due
in 2007
|
|
|
Due
in 2008
|
|
|
Due
Thereafter
|
|
||
Clinical
trials
|
$
|
398
|
$
|
172
|
$
|
226
|
$
|
-
|
|||||
Employment
agreements
|
740
|
-
|
740
|
-
|
|||||||||
Total
contractual cash obligations
|
$
|
1,138
|
$
|
172
|
$
|
966
|
$
|
-
|
(1)
|
The
interest on the
Company’s fixed rate Senior Secured Term Note is payable in cash upon the
earlier of (i) the maturity date of the Note or (ii) the Company’s receipt
of proceeds in excess of $5.0 million from a third party company
in a
licensing or similar transaction relating to the Company’s Aversion®
Technology.
|
31.1
|
Certification
of Periodic Report by Chief Executive Officer pursuant to Rule 13a-14
and
15d-14 of the Securities Exchange Act of
1934.
|
31.2
|
Certification
of Periodic Report by Chief Financial Officer pursuant to Rule 13a-14
and
15d-14 of the Securities Exchange Act of
1934.
|
32.1
|
Certification
of Periodic Report by the Chief Executive Officer and Chief Financial
Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section
906 of the Sarbanes-Oxley Act of
2002.
|
November
2,
2007
|
ACURA PHARMACEUTICALS, INC. | |
|
|
|
/s/
Andrew D. Reddick
|
||
Andrew
D. Reddick
President
& Chief Executive Officer
|
/s/
Peter A. Clemens
|
||
Peter
A. Clemens
Senior
VP & Chief Financial
Officer
|
1.
|
I
have reviewed this quarterly report on Form 10-Q of Acura Pharmaceuticals,
Inc.;
|
2.
|
Based
on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to
make the statements made, in light of the circumstances under which
such
statements were made, not misleading with respect to the period covered
by
this quarterly report;
|
3.
|
Based
on my knowledge, the financial statements, and other financial information
included in this quarterly report, fairly present in all material
respects
the financial condition, results of operations and cash flows of
the
registrant as of, and for, the periods presented in this quarterly
report;
|
4.
|
The
registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
and we
have:
|
5.
|
The
registrant's other certifying officer and I have disclosed, based
on our
most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing
the
equivalent function):
|
6.
|
The
registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in
internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
|
November
2, 2007
|
/s/
Andrew D. Reddick
|
|
Andrew
D. Reddick
Chief
Executive Officer
|
1.
|
I
have reviewed this quarterly report on Form 10-Q of Acura Pharmaceuticals,
Inc.;
|
2.
|
Based
on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to
make the statements made, in light of the circumstances under which
such
statements were made, not misleading with respect to the period covered
by
this quarterly report;
|
3.
|
Based
on my knowledge, the financial statements, and other financial information
included in this quarterly report, fairly present in all material
respects
the financial condition, results of operations and cash flows of
the
registrant as of, and for, the periods presented in this quarterly
report;
|
4.
|
The
registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
and we
have:
|
5.
|
The
registrant's other certifying officer and I have disclosed, based
on our
most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing
the
equivalent function):
|
6.
|
The
registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in
internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
|
November
2, 2007
|
/s/
Peter A. Clemens
|
|
Peter
A. Clemens
Chief
Financial
Officer
|
November
2, 2007
|
/s/
Andrew D. Reddick
|
|
Andrew
D. Reddick
Chief
Executive
Officer
|
|
/s/
Peter A. Clemens
|
|
Peter
A. Clemens
Chief
Financial
Officer
|