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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
APOLLO BIOPHARMACEUTICS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 04-3160456
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
ONE KENDALL SQUARE, BUILDING 200, SUITE 2200, CAMBRIDGE, MA 02139
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each Exchange on which
to be so registered each class is to be registered
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NONE NONE
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.02 PAR VALUE
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
See "Description of Securities" on page 49 of the Registration Statement on
Form SB-2 of Apollo BioPharmaceutics, Inc. (the "Registrant") filed with the
Securities and Exchange Commission on December 24, 1996 under the Securities Act
of 1933, as amended, which is hereby incorporated by reference pursuant to Rule
12b-23 of the Securities Exchange Act of 1934, as amended.
ITEM 2. EXHIBITS.
Exhibit No. Description
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2.1 Specimen Common Stock Certificate. Filed as Exhibit 4.1 to the
Registrant's Registration Statement on Form SB-2 and hereby
incorporated by reference.
2.2 Specimen Common Stock Purchase Warrant. Filed as Exhibit 4.2 to
the Registrant's Registration Statement on Form SB-2 and hereby
incorporated by reference.
2.3 Amended and Restated Certificate of Incorporation. Filed as
Exhibit 3.1 to the Registrant's Registration Statement on Form
SB-2 and hereby incorporated by reference.
2.4 By-laws of Apollo. Filed as Exhibit 3.2 to the Registrant's
Registration Statement on Form SB-2 and hereby incorporated by
reference.
2.5 Registration Rights Agreement, dated December 18, 1996, between
Apollo and Neuroscience Partners Limited Partnership. Filed as
Exhibit 3.3 to the Registrant's Registration Statement on Form
SB-2 and hereby incorporated by reference.
2.6 Warrant to purchase Common Stock of the Company granted to
Neuroscience Partners Limited Partnership dated December 18,
1996. Filed as Exhibit 3.4 to the Registrant's Registration
Statement on Form SB-2 and hereby incorporated by reference.
2.7 Amended and Restated 1993 Incentive and Non-Qualified Stock
Option Plan. Filed as Exhibit 10.1 to the Registrant's
Registration Statement on Form SB-2 and hereby incorporated by
reference.
2.8 1996 Director Stock Option Plan. Filed as Exhibit 10.2 to the
Registrant's Registration Statement on Form SB-2 and hereby
incorporated by reference.
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2.9* Royalty Purchase Agreement dated December 18, 1996 between the
Company and Neuroscience Partners Limited Partnership. Filed as
Exhibit 10.4 to the Registrant's Registration Statement on Form
SB-2 and hereby incorporated by reference.
_________________
* Certain confidential material contained in the document has been omitted
and filed separately with the Securities and Exchange Commission pursuant
to Rule 406 of the Securities Act.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
APOLLO BIOPHARMACEUTICS, INC.
Dated: March 17, 1997 By: /s/ John J. Curry
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John J. Curry
Vice President of Finance and Administration &
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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2.1 Specimen Common Stock Certificate. Filed as Exhibit 4.1 to the
Registrant's Registration Statement on Form SB-2 and hereby
incorporated by reference.
2.2 Specimen Common Stock Purchase Warrant. Filed as Exhibit 4.2 to
the Registrant's Registration Statement on Form SB-2 and hereby
incorporated by reference.
2.3 Amended and Restated Certificate of Incorporation. Filed as
Exhibit 3.1 to the Registrant's Registration Statement on Form
SB-2 and hereby incorporated by reference.
2.4 By-laws of Apollo. Filed as Exhibit 3.2 to the Registrant's
Registration Statement on Form SB-2 and hereby incorporated by
reference.
2.5 Registration Rights Agreement, dated December 18, 1996, between
Apollo and Neuroscience Partners Limited Partnership. Filed as
Exhibit 3.3 to the Registrant's Registration Statement on Form
SB-2 and hereby incorporated by reference.
2.6 Warrant to purchase Common Stock of the Company granted to
Neuroscience Partners Limited Partnership dated December 18,
1996. Filed as Exhibit 3.4 to the Registrant's Registration
Statement on Form SB-2 and hereby incorporated by reference.
2.7 Amended and Restated 1993 Incentive and Non-Qualified Stock
Option Plan. Filed as Exhibit 10.1 to the Registrant's
Registration Statement on Form SB-2 and hereby incorporated by
reference.
2.8 1996 Director Stock Option Plan. Filed as Exhibit 10.2 to the
Registrant's Registration Statement on Form SB-2 and hereby
incorporated by reference.
2.9* Royalty Purchase Agreement dated December 18, 1996 between the
Company and Neuroscience Partners Limited Partnership. Filed as
Exhibit 10.4 to the Registrant's Registration Statement on Form
SB-2 and hereby incorporated by reference.
_________________
* Certain confidential material contained in the document has been omitted
and filed separately with the Securities and Exchange Commission pursuant
to Rule 406 of the Securities Act.
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