<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
---------
UNIMED PHARMACEUTICALS, INC.
--------------------------------------------------------
(Name of Issuer)
Common Stock, $0.25
--------------------------------------------------------
(Title of Class of Securities)
904801 10 7
--------------------------------------------------------
(CUSIP Number)
Mr. Kevin Harris, 225 East Deerpath Road, Lake Forest, IL 60045 (847) 295-8665
------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 25, 1999
--------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of SECTION 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box. / /
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See SECTION 240.13d-7
for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on its form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION
CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A
CURRENTLY VALID OMB CONTROL NUMBER.
(Continued on following page(s))
Page 1 of 7 Pages
---
<PAGE>
CUSIP No. 904801 10 7 13D Page 2 of 7 Pages
--------- --- ---
- -------------------------------------------------------------------------------
(1) Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only).
EJ Financial/UNIMED Management, L.P 36-4299010
- -------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member (a) / /
of a Group (See Instructions) (b) / /
- -------------------------------------------------------------------------------
(3) SEC Use Only
- -------------------------------------------------------------------------------
(4) Source of funds (See Instructions): 00
- -------------------------------------------------------------------------------
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
- -------------------------------------------------------------------------------
(6) Citizenship of Place of Organization: Delaware
- -------------------------------------------------------------------------------
Number of Shares (7) Sole Voting
Beneficially Owned Power 750,000 (See Items 5 and 6)
by Each Reporting --------------------------------------------------
Person With (8) Number of Shares Beneficially Owned by Each
Reporting Person with Shared Voting Power: 0
--------------------------------------------------
(9) Sole Dispositive
Power 750,000 (See Items 5 and 6)
--------------------------------------------------
(10) Shared Dispositive
Power 0
- -------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person: 750,000
- -------------------------------------------------------------------------------
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions):
- -------------------------------------------------------------------------------
(13) Percent of Class Represented by Amount in Row (11): 8.05%
- -------------------------------------------------------------------------------
(14) Type of Reporting Person (See Instructions): PN
- -------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
2
<PAGE>
CUSIP No. 904801 10 7 13D Page 3 of 7 Pages
--------- --- ---
- -------------------------------------------------------------------------------
(1) Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only).
John N. Kapoor
- -------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member (a) / /
of a Group (See Instructions) (b) / /
- -------------------------------------------------------------------------------
(3) SEC Use Only
- -------------------------------------------------------------------------------
(4) Source of funds (See Instructions): 00
- -------------------------------------------------------------------------------
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
- -------------------------------------------------------------------------------
(6) Citizenship of Place of Organization: United States
- -------------------------------------------------------------------------------
Number of Shares (7) Sole Voting
Beneficially Owned Power 2,421,429 (See Items 5 and 6)
by Each Reporting --------------------------------------------------
Person With (8) Number of Shares Beneficially Owned by Each
Reporting Person with Shared Voting Power:
20,000 (See Items 5 and 6)
--------------------------------------------------
(9) Sole Dispositive
Power 2,421,429 (See Items 5 and 6)
--------------------------------------------------
(10) Shared Dispositive
Power 20,000 (See Items 5 and 6)
- -------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person: 2,441,429
- -------------------------------------------------------------------------------
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions):
- -------------------------------------------------------------------------------
(13) Percent of Class Represented by Amount in Row (11): 26.23%
- -------------------------------------------------------------------------------
(14) Type of Reporting Person (See Instructions): IN
- -------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
3
<PAGE>
Page 4 of 7 Pages
--- ---
ITEM 1:
This statement is being jointly filed by EJ Financial/UNIMED
Management, L.P. (the "Limited Partnership") and the Managing General
Partner of the Limited Partnership, John N. Kapoor ("Kapoor") and
relates to the Common Stock, par value $0.25 of Unimed
Pharmaceuticals, Inc. (the "Company" or "Issuer") the principal
office of which is located at 2150 East Lake Cook Road, Buffalo
Grove, Illinois 60089.
ITEM 2:
(i) The Limited Partnership, a Delaware limited partnership, was
organized in May, 1999 for the purpose of acquiring, owning, managing
and selling property for investment purposes. The principal office
of the Limited Partnership is 225 East Deerpath Road, Suite 250, Lake
Forest, Illinois 60015. Within the least five years, the Limited
Partnership has not been convicted of any criminal proceeding nor
been subject to any final order or decree enjoining future violations
of, or prohibiting or mandating activities subject to federal or
state securities laws, or finding any violation with respect to such
laws.
(ii) (a) John N. Kapoor
(b) 225 East Deerpath Road, Suite 250, Lake Forest, Illinois 60015
(c) President of EJ Financial Investments, Inc., 225 East Deerpath
Road, Lake Forest, Illinois
(d) No
(e) No
(f) United States
ITEM 3:
The limited partners of Limited Partnership have each given notes
(the "Notes") in the aggregate amount of $3,807,441 to the John N.
Kapoor Trust dtd 9/20/89, (the "Trust") of which Kapoor is the sole
Trustee and sole beneficiary. The Notes will be repaid from the
outside resources of the limited partners of the Limited Partnership.
ITEM 4:
The Limited Partnership has acquired 750,000 shares of the Issuer's
common stock (the "Shares") from the Trust, of which Kapoor is the
sole beneficiary and sole trustee. Kapoor is also the Managing
General Partner of the Limited Partnership with sole power to vote
and to sell the Shares. The Editha Kapoor 1995 Trust, of which
Kapoor's spouse, Editha Kapoor is the sole trustee, is also named as
a general partner, but has no authority to bind the Limited
4
<PAGE>
Page 5 of 7 Pages
--- ---
Partnership nor to act on its behalf. The purpose of the transaction
was to facilitate certain estate planning actions on behalf of Kapoor
by transferring the Shares from the Trust to the Limited Partnership,
the limited partners of which are all individuals or trusts
established for individuals who have a family relationship with
Kapoor or Kapoor's spouse. The Shares have been acquired for
investment purposes only. Although the Reporting Persons have not
formulated any definitive plans, they may from time to time acquire,
or dispose of, common stock and/or other securities of the Issuer if
and when they deem it appropriate. The Reporting Persons may
formulate other purposes, plans or proposals relating to any of such
securities of the Issuer to the extent deemed advisable in light of
market conditions, investment policies and other factors. Except as
indicated in Item 6 and elsewhere in this Schedule 13D, the Reporting
Persons have no current plans or proposals which would relate to or
would result in any of the matters described in subparagraphs (a)
through (j) of Item 4 of Schedule 13D.
ITEM 5 - INTEREST AND SECURITIES OF THE ISSUER
(a) The Limited Partnership is the record and beneficial owner of
750,000 shares of the Issuer's common stock. Kapoor, being the
Managing General Partner of the Limited Partnership, is also
deemed to be the beneficial owner of such 750,000 shares. In
addition, Kapoor, individually, and through the John N. Kapoor
Trust, dated 9/20/98 (the "Trust") of which he is the sole
beneficiary and sole trustee, and through various trusts set up
for the benefit of his minor children for which Kapoor's wife
serves as sole trustee, and through EJ Financial Investments, III
L.P., of which Kapoor is the managing general partner,
beneficially owns an additional 1,691,429 shares, which number
includes 250,000 options which are vested and currently
exercisable for shares of common stock. Accordingly, pursuant to
Rule 13d-3 under the Exchange Act, as of the date hereof, the
Limited Partnership would be deemed beneficial owner of 750,000
shares of the Issuer's common stock. Based on the number of
shares of Issuer's common stock outstanding as of June 11, 1999,
such 750,000 shares represent approximately 8.05% of the Issuer's
issued and outstanding common stock. In addition, Kapoor, again
in accordance with Rule 13d-3, would be deemed beneficial owner of
2,441,429 shares which constitute, based on the number of shares
of the Issuer's common stock outstanding as of June 11, 1999,
approximately 26.23% of the Issuer's common stock.
(b) The number of shares of Issuer common stock which each Reporting
Person has:
1. Limited Partnership.
(i) Sole voting power: 750,000
(ii) Shared voting power: 0
(iii) Sole dispositive power: 750,000
(iv) Shared dispositive power: 0
5
<PAGE>
Page 6 of 7 Pages
--- ---
2. Kapoor
(i) Sole voting power: 2,421,429
(ii) Shared voting power: 20,000
(iii) Sole dispositive power: 2,421,429
(iv) Shared dispositive power: 20,000
(c) The following transactions were made in the 60 days prior to
May 25, 1999.
1. On May 25, 1999 ownership of 750,000 shares was transferred to
the Limited Partnership in a private transaction as described in
Item 4 above.
(d) Not applicable.
(e) Not applicable.
ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
On June 17, 1999, Utah Acquisition Corporation, a direct
wholly-owned subsidiary of Solvay Pharmaceuticals, Inc., and an
indirect wholly-owned subsidiary of Solvay S.A. (collectively,
"Solvay"), announced an offer to purchase for cash all of the
outstanding shares of common stock of the Company. Kapoor, as a
director of the Company, voted, along with all of the Company's
other directors, to support Solvay's tender offer and has
confirmed to Solvay that, subject to his fiduciary duty as a
trustee of certain trusts holding Company stock, he intends to
tender all of the shares of the Company which he directly or
indirectly owns, to Solvay pursuant to Solvay's tender offer.
ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS
Exhibit A - Copy of an Agreement between the Limited Partnership and Kapoor
to file this Statement on Schedule 13D on behalf of each of them.
6
<PAGE>
Page 7 of 7 Pages
--- ---
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
DATED: June 25, 1999
Chicago, Illinois
E. J. FINANCIAL/UNIMED MANAGEMENT, L.P.
BY: /s/ John N. Kapoor
-------------------------------------
JOHN N. KAPOOR
Its Managing General Partner
/s/ John N. Kapoor
DATED: June 25, 1999 --------------------------------------
Chicago, Illinois JOHN N. KAPOOR
7
<PAGE>
EXHIBIT A
AGREEMENT
TO
JOINTLY FILE SCHEDULE 13D
The undersigned hereby agree to jointly prepare and file with regulatory
authorities a Schedule 13D and any future amendments thereto reporting each
of the undersigned's ownership of Securities of NeoPharm, Inc. and hereby
affirm that such Schedule 13D is being filed on behalf of each of the
undersigned.
DATED: June 25, 1999
Chicago, Illinois
E. J. FINANCIAL/UNIMED MANAGEMENT, L.P.
BY: /s/ John N. Kapoor
--------------------------------------
JOHN N. KAPOOR
Its Managing General Partner
/s/ John N. Kapoor
DATED: June 25, 1999 --------------------------------------
Chicago, Illinois JOHN N. KAPOOR
