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
February 25, 1998
-----------------
(Date of Report)
ENTROPIN, INC.
------------------------------------------------------
(Exact Name of Registrant as specified in its charter)
Colorado 33-23693 84-1090424
- ---------------------------- ------------ -------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
45926 Oasis Street, Indio, CA 92201
-----------------------------------------------------------
(Address of principal executive offices including zip code)
(760) 347-3369
---------------------------------------------------
(Registrant's telephone number including area code)
N/A
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
On February 25, 1998, the Registrant issued the following press release:
NEWS RELEASE
FOR IMMEDIATE RELEASE
ENTROPIN(R), INC. ANNOUNCES COMPLETION OF MERGER
Indio, CA, February 25, 1998 - Entropin(R), Inc. (OTC Board: ETPN), announced
today that it has become a public company by completion of a merger with Vanden
Capital Group, Inc. Entropin(R), Inc. is a pharmaceutical research and
development company. Its initial product, Esterom(R), is beginning the final
U.S. Food and Drug Administration's clinical study phase, Phase III, and when
satisfactorily completed a New Drug Application will be filed with the FDA.
Entropin(R)'s Chairman of the reorganized Board of Directors, Dr. Higgins D.
Bailey, stated: "We are extremely pleased with the completion of our recent
acquisition and the greater opportunity to now introduce our Company and its
product, Esterom(R), to the medical and financial communities."
Esterom(R) is a topically applied compound for the treatment of impaired range
of motion associated with acute lower back sprain and acute painful shoulders.
The results of the Phase I and II studies indicate that the drug is safe and
effective. Clinicians and scientists who have helped develop Esterom(R) indicate
that its unique mechanism of action is yet to be defined. There are other
medical applications for Esterom(R) to be explored and marketed.
The range of motion of the two conditions tested (acute lower back sprain and
acute painful shoulder) by the topical application of Esterom(R) were improved
significantly when compared with patients receiving a placebo. These two
conditions affect about one hundred million Americans each year and represent a
substantial domestic market. While palliative treatment is available, there is
no effective drug therapy recognized for acute back strain today. The domestic
and international veterinary market is yet to be explored.
Lowell M. Somers, MD., invented Esterom(R). Dr. Somers and James E. Wynn, Ph.D.,
primary scientific investigator identified three new molecules which serve as
the basis for seven U.S. patents owned by Entropin(R). Approximately eighteen
years of patent protection remains. Patent applications have been filed in
foreign countries providing protection for about 90% of the world wide human
medicinal market.
Entropin(R) is in the process of expanding its Board by adding outside Directors
from the business, scientific, and medical communities. Future plans include the
research and development of additional drugs related to Esterom(R)'s technology
in addition to others.
-2-
<PAGE>
This announcement contains various "forward-looking statements" within the
meaning of Federal Securities Laws. Investors and potential investors should
recognize that such statements express expectations which may or may not occur.
Whether such expectations occur is subject to uncertainty caused, among other
things, by factors that are beyond the control of Entropin(R)'s management or
other unforeseeable influences unknown at this time. Investors are urged to be
cautious in assessing the impact of such "forward-looking statements".
For further information call Michael Underwood at (303)-534-1119.
-3-
<PAGE>
SIGNATURES
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.
Date: February 27, 1998 ENTROPIN, INC.
By /s/ Higgins D. Bailey
--------------------------------------------
Higgins D. Bailey
Chairman of the Board of Directors
-4-
