0000912057-01-533890.txt : 20011009 0000912057-01-533890.hdr.sgml : 20011009 ACCESSION NUMBER: 0000912057-01-533890 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010928 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20010928 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEOPHARM INC CENTRAL INDEX KEY: 0000942788 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 510327886 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12493 FILM NUMBER: 1748361 BUSINESS ADDRESS: STREET 1: 100 CORPORATE NORTH STREET 2: STE 215 CITY: BANNOCKBURN STATE: IL ZIP: 60015 BUSINESS PHONE: 8472958678 MAIL ADDRESS: STREET 1: C/O WILSON SONSIN GOODRICH & ROSETI STREET 2: 650 PAGE MILL ROAD CITY: PALO ALTO STATE: CA ZIP: 94304 8-K 1 a2060233z8-k.htm 8-K Prepared by MERRILL CORPORATION
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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) September 28, 2001

NeoPharm, Inc.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

33-90516   51-0327886
(Commission File Number)   (IRS Employer Identification No.)

150 Field Drive, Suite 195, Lake Forest, IL 60045
(Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code  (847) 295-8678

________________________________________________
(Former name or former address, if changed since last report)





Item 5.  Other Events and Regulation FD Disclosure

    On September 28, 2001, the Issuer's Board of Directors adopted a Common Stock Repurchase Program (the "Repurchase Program"). Under the terms of the Repurchase Program, the Issuer is authorized to purchase up to 1 million shares over the next twelve months. Any purchases under the Repurchase Program may be made, from time to time, in the open market, through block trades or otherwise and, depending on market conditions and other factors, may be commenced or suspended at any time or from time to time without prior notice. Repurchased shares may be used for the Issuer's employee benefit plans, subsequent acquisitions or other general corporate purposes.

    Regulation FD Disclosure

    On September 28, 2001, the Issuer issued a press release relating to the authorization by the Issuer's Board of Directors of a Stock Repurchase Program. A copy of the press release is attached as Exhibit 99.1.


Item 7.  Financial Statements, Pro Forma Financials and Exhibits

(c)
Exhibits

Exhibit Number

  Description

99.1   Press Release dated September 28, 2001.


SIGNATURE PAGE

    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, thereunto duly authorized.

    NEOPHARM INC.

Date: September 28, 2001

 

By:

 

/s/ 
LAWRENCE A. KENYON   
Lawrence A. Kenyon,
Chief Financial Officer
(Principal Accounting Officer and
Principal Financial Officer)



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SIGNATURE PAGE
EX-99.1 3 a2060233zex-99_1.htm PRESS RELEASE Prepared by MERRILL CORPORATION
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EXHIBIT 99.1

Contact:   NeoPharm, Inc.   Investors please contact:
    Larry Kenyon   Janet Dally
    CFO   MontRidge, LLC
    Tel: 847.295.8678   Tel: 203.894.8038

NEOPHARM AUTHORIZES COMMON STOCK REPURCHASE PROGRAM

LAKE FOREST, IL, SEPTEMBER 28, 2001–NeoPharm, Inc. (Nasdaq National Market: NEOL) today announced that its Board of Directors has authorized a stock repurchase program of up to 1 million shares over the next twelve months. Any purchases under the stock repurchase program may be made, from time-to-time, in the open market, through block trades or otherwise. Depending on market conditions and other factors, these purchases may be commenced or suspended at any time or from time-to-time without prior notice. Repurchased shares may be used for the Company's employee benefit plans, subsequent acquisitions or other general corporate purposes. The Company has approximately 14.7 million shares outstanding.

"The Board believes that NeoPharm's current stock price does not properly value our strong cash position, representing approximately $9.00 per share, and our ongoing product development efforts," said James Hussey, President and Chief Executive Officer of NeoPharm. "NeoPharm currently has two compounds in Phase II/III development with our partner, Pharmacia, and three of our own compounds in late Phase I development, which we anticipate will enter Phase II clinical studies in 2002. In addition, NeoPharm continues to pursue licensing opportunities using our proprietary NeoLipid™ system."

NeoPharm, Inc., based in Lake Forest, IL, is a publicly traded biopharmaceutical company dedicated to the discovery and commercialization of new and innovative cancer drugs for therapeutic applications. The Company has a broad portfolio of cancer compounds in various stages of development.

This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such statements include, but are not limited to, any statements relating to the Company's drug development program and any other statements that are not historical facts. Such statements involve risks and uncertainties, including, but not limited to, those risks and uncertainties relating to difficulties or delays in development, testing, regulatory approval, production and marketing of the Companies' drug candidates, unexpected adverse side effects or inadequate therapeutic efficacy of the Companies' drug candidates that could slow or prevent products coming to market, the uncertainty of patent protection for the Company's intellectual property or trade secrets and other risks detailed from time to time in filings the Company makes with Securities and Exchange Commission including their annual reports of Form 10-K and their quarterly reports on Forms 10-Q. Such statements are based on management's current expectations, but actual results may differ materially due to various factors, including those risks and uncertainties mentioned or referred to in this press release.




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