UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): March 24, 2003
ANTARES PHARMA, INC.
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(Exact Name of Registrant as Specified in Charter)
Minnesota 0-20945 41-1350192
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
707 Eagleview Boulevard, Suite 414, Exton, PA 19341
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (610) 458-6200
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events and Required FD Disclsoure.
By letter dated March 24, 2003, the Listing Qualifications arm of The
Nasdaq Stock Market, Inc. notified Antares Pharma, Inc. (the "Company") that the
Company is at risk of having its common stock delisted from the Nasdaq SmallCap
Stock Market. Specifically, the letter indicated that the Company currently does
not comply with Marketplace Rule 4310(c)(2)(B), which requires listed companies
to have a minimum of (i) $2,500,000 in stockholders' equity, (ii) $35,000,000
market value of listed securities or (iii) $500,000 of net income from
continuing operations for the most recently completed fiscal year or two of the
three most recently completed fiscal years. Based on the Company's Annual Report
on Form 10-K for the year ended December 31, 2002, the Company's stockholders'
equity was $655,288. Additionally, as of March 24, 2003, the market value of the
Company's listed securities was $5,943,753 (based on 11,887,506 shares
outstanding multiplied by the closing bid price of $0.50). Finally, the Company
reported a net loss from continuing operations for each of the last three fiscal
years.
Accordingly, Nasdaq has requested that by April 7, 2003, the Company
provide Nasdaq with the Company's specific plan to achieve and sustain
compliance with Nasdaq's SmallCap Market listing requirements, including the
time frame for completion of the plan. Following Nasdaq's review of the
Company's proposed plan, if Nasdaq determines that the Company's plan does not
adequately address the listing issues noted in Nasdaq's notification letter,
Nasdaq advises that it will provide written notification to the Company that the
Company's securities will be delisted. In such event, the Company may appeal
Nasdaq's determination to delist its securities.
The Company also received a separate notice from Nasdaq on November 29,
2002, because for the 30 consecutive trading days prior to November 29, 2002,
the Company's common stock closed below the minimum $1.00 per share requirement
for continued listing under certain of Nasdaq's marketplace rules. Nasdaq
provided the Company 180 calendar days, or until May 28, 2003, to regain
compliance with respect to this per share bid price requirement. This notice was
described more fully in the Company's Current Report on Form 8-K, filed on
December 3, 2002.
To maintain listing on the Nasdaq SmallCap Market, the Company must
address the issues raised by both the November 28, 2002 and March 24, 2003
notice letters received from Nasdaq.
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.
Date: March 25, 2003 ANTARES PHARMA, INC.
By /s/ Lawrence M. Christian
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Lawrence M. Christian
Chief Financial Officer