-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CYtnjFY7RWq6tpL2uA0rog66ycznWyolj6M4qocHjHBdFJXJeIka2PAsWm9gOdCi YPmOQKnLN3Y1qgmqoVQ5pw== 0001193805-04-001032.txt : 20040721 0001193805-04-001032.hdr.sgml : 20040721 20040721171844 ACCESSION NUMBER: 0001193805-04-001032 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040719 FILED AS OF DATE: 20040721 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EDELMAN JOSEPH CENTRAL INDEX KEY: 0001164426 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31812 FILM NUMBER: 04924941 MAIL ADDRESS: STREET 1: C/O FIRST NEW YORK SECURITIES, LLC STREET 2: 850 THIRD AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BIOSANTE PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001023024 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 582301143 STATE OF INCORPORATION: WY FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 111 BARCLAY BLVD STE 280 CITY: LINCOLNSHIRE STATE: IL ZIP: 60069 MAIL ADDRESS: STREET 1: 111 BARCLAY BLVD STE 280 CITY: LINCOLNSHIRE STATE: IL ZIP: 60069 FORMER COMPANY: FORMER CONFORMED NAME: BEN ABRAHAM TECHNOLOGIES INC DATE OF NAME CHANGE: 19991027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERCEPTIVE ADVISORS LLC CENTRAL INDEX KEY: 0001224962 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31812 FILM NUMBER: 04924939 BUSINESS ADDRESS: STREET 1: PERCEPTIVE CAPITAL STREET 2: 5437 CONNECTICUT AVENUE NW STE 100 CITY: WASHINGTON STATE: DC ZIP: 20015 BUSINESS PHONE: 2025370029 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERCEPTIVE LIFE SCIENCES MASTER FUND LTD CENTRAL INDEX KEY: 0001249675 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31812 FILM NUMBER: 04924940 BUSINESS ADDRESS: STREET 1: 5437 CONNECTICUT AVE NW STE 100 CITY: WASHINGTON STATE: DC ZIP: 20015 BUSINESS PHONE: 2035370029 MAIL ADDRESS: STREET 1: 5437 CONNECTICUT AVE NW STE 100 CITY: WASHINGTON STATE: DC ZIP: 20015 4 1 e400638_ex.xml X0202 4 2004-07-19 0 0001023024 BIOSANTE PHARMACEUTICALS INC BPA 0001164426 EDELMAN JOSEPH C/O FIRST NEW YORK SECURITIES 850 THIRD AVENUE, 8TH FLOOR NEW YORK NY 10022 0 0 1 0 0001249675 PERCEPTIVE LIFE SCIENCES MASTER FUND LTD 5437 CONNECTICUT AVE NW STE 100 WASHINGTON DC 20015 0 0 1 0 0001224962 PERCEPTIVE ADVISORS LLC PERCEPTIVE CAPITAL 5437 CONNECTICUT AVENUE NW STE 100 WASHINGTON DC 20015 0 0 1 0 Common Stock 2004-07-19 4 P 0 25652 5.6747 A 1745050 I Through Master Fund Common Stock 2004-07-19 4 P 0 2800 5.6747 A 4950 I FNYT Account Common Stock 225000 D This transaction was effected through Perceptive Life Sciences Master Fund ("Master Fund"). Master Fund and its investment advisor, Perceptive Advisors LLC ("Advisors"), are jointly filing this statement with Mr. Edelman, the managing member of Advisors, as described on the Joint Filer Information Statement attached as an exhibit hereto. In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Master Fund is reported herein. Mr. Edelman and Advisors each disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, beneficial ownership of any such securities, except to the extent of its indirect pecuniary interest therein, and this report shall not be deemed an admission that Mr. Edelman or Advisors is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. This transaction was effected through an account of First New York Trading, LLC ("FNYT"). In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held through the FNYT account is reported herein. Mr. Edelman disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, beneficial ownership of any such securities, except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that Mr. Edelman is the beneficial owner of such securities for purposes of Section 16 or for any other purposes. Each of the Master Fund and the Advisors disclaims beneficial ownership, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, of any such securities. These shares are held directly by Mr. Edelman. /s/ Joseph Edelman 2004-07-21 EX-99.1 2 e400638_ex99-1.txt JOINT FILER INFORMATION Exhibit 99.1 Joint Filer Information Names: Perceptive Life Sciences Master Fund Ltd. and Perceptive Advisors LLC IRS I.D. No.: 980338943 (Master Fund) 52-2291758 (Advisors) Address: c/o First New York Securities, LLC 850 Third Avenue, 8th Floor New York, New York 10022 Designated Filer: Joseph Edelman Issuer and Ticker Symbol: Biosante Pharmaceuticals, Inc. (BPA) Date of Earliest Transaction (Month/Day/Year) July 19, 2004 The undersigned, Perceptive Life Sciences Master Fund Ltd. and Perceptive Advisors LLC are jointly filing the attached Statement of Changes in Beneficial Ownership on Form 4 with Joseph Edelman with respect to the beneficial ownership of securities of Biosante Pharmaceuticals, Inc. PERCEPTIVE LIFE SCIENCES PERCEPTIVE ADVISORS LLC MASTER FUND LTD. By: Perceptive Advisors LLC, its investment advisor By: /s/ Joseph Edelman By: /s/ Joseph Edelman ------------------------------ ------------------------------ Name: Joseph Edelman Name: Joseph Edelman Title: Managing Member Title: Managing Member -----END PRIVACY-ENHANCED MESSAGE-----