PROSPECTUS
TITAN PHARMACEUTICALS, INC.
This Prospectus relates to the offer and resale by Hoechst Marion Roussel,
Inc. (the "Selling Stockholder") of 594,595 shares (the "Shares") of common
stock, $.001 par value (the "Common Stock") of Titan Pharmaceuticals, Inc. (the
"Company").
The Company is obligated under certain circumstances, upon the request of
the Selling Stockholder, to pay the Selling Stockholder, in cash, the difference
between (i) $5,500,000 and (ii) the net proceeds received by the Selling
Stockholder from the sale of Shares. See "Selling Stockholder."
The Selling Stockholder is obligated to sell the Shares through a
broker-dealer designated by the Company. The Company has designated Everen
Securities, Inc. ("Everen"), which firm has advised that it intends to use its
best efforts to place the Shares primarily with institutional investors. Subject
to the foregoing, the Shares may be offered by the Selling Stockholder through
Everen from time to time in transactions on the Nasdaq SmallCap Market, in
privately negotiated transactions, or a combination of such methods of sale, at
fixed prices that may be changed, at market prices prevailing at the time of
sale, at prices related to such prevailing market prices or at negotiated
prices. The Selling Stockholder and Everen may effect such transactions by
selling the Shares to or through other broker-dealers, and Everen and such other
broker-dealers may receive compensation in the form of discounts, concessions or
commissions from the Selling Stockholder or the purchasers of the Shares for
whom they act as agent or to whom they sell as principal or both (which
compensation to a particular broker-dealer might be in excess of customary
commissions). See "Selling Stockholder" and "Plan of Distribution."
The Company will not receive any of the proceeds from the sale of the
Shares by the Selling Stockholder. The Company has agreed to bear certain
expenses (other than fees and expenses, if any, of counsel or other advisors to
the Selling Stockholder) in connection with the registration and sale of the
Shares. The Company has agreed to indemnify the Selling Stockholder against
certain liabilities, including certain liabilities under the Securities Act of
1933, as amended (the "Act").
The Company's Units, Common Stock and Class A Warrants are traded on The
Nasdaq SmallCap Market ("Nasdaq") under the symbols TTNPU, TTNP, and TTNPW,
respectively. On January 15, 1998, the closing prices of the Units, Common Stock
and Warrants were $5.50, $4.56 and $1.00, respectively.
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THE SECURITIES OFFERED HEREBY INVOLVE A HIGH DEGREE OF RISK. SEE "RISK
FACTORS" BEGINNING ON PAGE 5.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
The date of this Prospectus is January 16, 1998
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AVAILABLE INFORMATION
The Company has filed with the Securities and Exchange Commission (the
"Commission"), Washington, D.C. a Registration Statement on Form S-3 under the
Securities Act of 1993, as amended (the "Act") covering the securities offered
by this Prospectus. This Prospectus does not contain all of the information set
forth in the Registration Statement and the exhibits thereto. Statements
contained in this Prospectus as to the contents of any contract or other
document referred to are not necessarily complete and in each instance such
statement is qualified by reference to each such contract or document. The
Company is subject to the informational requirements of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), and in accordance therewith files
reports and other information with the Commission. Copies of such material can
be obtained from the Public Reference Section of the Commission at 450 Fifth
Street, N.W., Washington, D.C. 20549 at prescribed rates. The Company is an
electronic filer, and the Commission maintains a web site that contains reports,
proxy and information statements and other information regarding the Company at
www.sec.gov./edgar.html.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
The following documents filed with the Commission (File No. 0-27436)
pursuant to the Exchange Act are incorporated herein by reference:
1. The Company's Annual Report on Form 10-KSB for the fiscal year ended
December 31, 1996, including any documents or portions thereof
incorporated by reference therein;
2. The Company's Current Report on Form 8-K filed with the Commission on
January 15, 1997;
3. The Company's Quarterly Report on Form 10-QSB for the period ended March
31, 1997;
4. The Company's Current Report on Form 8-K filed with the Commission on May
30, 1997;
5. The Company's Current Report on Form 8-K filed with the Commission on June
10, 1997;
6. The Company's definitive Proxy Statement dated June 25, 1997;
7. The Company's Quarterly Report on Form 10-QSB for the period ended June
30, 1997;
8. The Company's Current Report on Form 8-K filed with the Commission on July
18, 1997;
9. The Company's Quarterly Report on Form 10-QSB for the period ended
September 30, 1997;
10. The Company's Current Report on Form 8-K filed with the Commission on
November 21, 1997;
11. The Company's Registration Statement on Form 8-A declared effective on
January 18, 1996, registering the Common Stock and Class A Warrants under
the Exchange Act; and
12. All other documents filed by the Company pursuant to Sections 13(a),
13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this
Prospectus and prior to the termination of this offering.
Any statement contained in any document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Prospectus to the extent that a statement contained herein
or in any subsequently filed document which also is or is deemed to be
incorporated by reference herein modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as modified or
superseded, to constitute a part of this Prospectus. The Company will provide
without charge to each person to whom this Prospectus is delivered, upon written
or oral request of any such person, a copy of any or all of the documents
incorporated herein by reference (other than exhibits to such documents which
are not specifically incorporated by reference into such documents). Requests
for such documents should be directed to the Company, 400 Oyster Point
Boulevard, South San Francisco, California 94080, Attention: Chief Financial
Officer, telephone (415) 244-4990.
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PROSPECTUS SUMMARY
This Prospectus contains forward-looking statements that involve risks and
uncertainties. The Company's actual results may differ significantly from the
results discussed in the forward-looking statements due to, among other factors,
the results of ongoing research and development activities, pre-clinical and
clinical testing, financing and strategic agreements and relationships; and
those factors discussed in the Section entitled "Risk Factors," as well as those
factors described elsewhere herein and in any documents actually or deemed to be
incorporated herein.
Titan Pharmaceuticals, Inc. ("Titan") is engaged in the development of
therapeutic products for the treatment of cancer, disorders of the central
nervous system and other serious and life-threatening diseases. Titan's products
utilize core technologies, including molecular therapy, cell therapy and gene
therapy. Titan's strategy is to develop the products in its current portfolio,
while actively seeking to acquire additional complementary therapeutic
technologies and products.
In January 1997, Titan obtained an exclusive worldwide license from
Hoechst Marion Roussel, Inc. ("Hoechst") to Iloperidone, an "atypical"
antipsychotic agent in development for the treatment of schizophrenia and
related disorders. Iloperidone has been evaluated in Phase I and II human
clinical trials and is set to enter Phase III clinical trials. In November 1997,
Titan entered into an agreement (the" Sublicense Agreement") with Novartis
Pharma AG ("Novartis") pursuant to which Novartis was granted a sublicense for
the worldwide (with the exception of Japan) development, manufacturing and
marketing of Iloperidone. Pursuant to the Sublicense Agreement, Novartis paid
Titan $18 million in license fees and reimbursement of research and development
expenses and made a $5 million equity investment in Titan, and is required to
make additional milestone and royalty payments to Titan.
Titan's product pipeline includes three potential cancer vaccines
utilizing anti-idiotypic antibody technology which have demonstrated the ability
to generate an immune response against antigens associated with most
adenocarcinomas (such as colon, gastrointestinal and non-small cell lung
cancer), breast cancer, small cell lung cancer, ovarian cancer and melanoma: Cea
Vac, TriGem and TriAB have all completed Phase I clinical trials in various
cancer types and Phase II/III studies are planned for 1998.
Two additional cancer products in Titan's portfolio are MDRx1, a gene
therapy product which has completed Phase I testing in ovarian and breast cancer
patients at M.D. Anderson Cancer Center in Houston, and Pivanex Injection, a
product which has demonstrated encouraging results in an ongoing Phase I study.
Titan's portfolio also includes additional potential cancer therapeutics, as
well as two platform technologies and two potential products relating to the
treatment of central nervous system ("CNS") diseases, which are all in the
preclinical development stage.
A portion of Titan's operations are currently conducted through three
entities (the "Operating Companies"). Ingenex, Inc. ("Ingenex"), a company
engaged in the development of proprietary gene-based therapies; ProNeura, Inc.,
("ProNeura"), a company engaged in research and development activities relating
to a polymeric implantable drug delivery technology; and Theracell, Inc.
("Theracell"), a company engaged in the development of cell-based therapeutics
intended for the restorative treatment of neurological diseases and central
nervous system disorders. In November 1997, Ansan Pharmaceuticals, Inc.
("Ansan"), a former Operating Company, completed a merger which resulted in
Titan divesting itself of its equity interest in Ansan in exchange for the
rights to Pivanex Injection and the repayment of outstanding indebtedness to
Titan.
References to the Company include the Operating Companies unless the
context requires otherwise. Titan was incorporated in Delaware in February 1992.
Titan's executive offices are located at 400 Oyster Point Blvd., Suite 505,
South San Francisco, California 94080, and its telephone number is (415)
244-4990.
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RISK FACTORS
The Shares offered hereby are speculative in nature and an investment in
the Shares offered hereby involves a high degree of risk. In addition to the
other information contained in this Prospectus, prospective investors should
carefully consider the following risk factors in evaluating whether to purchase
the Shares offered hereby.
History of Operating Losses; Need for Additional Financing. The Company
has experienced substantial operating losses since its inception in July 1991.
As of September 30, 1997, the Company's accumulated deficit was approximately
$56.9 million. Such losses have been principally the result of the various costs
associated with research and development activities and the Company's provision
of financial, administrative, regulatory and management services to the
Operating Companies. At December 15, 1997 the Company had working capital of
approximately $25.5 million and believes that available funds will enable it to
fund its operations for at least 18-24 months. The Company will be required to
seek substantial additional financing to commercialize any products that it may
successfully develop. The Company has no bank lines of credit and there can be
no assurance that the Company will be able to obtain any needed additional
financing on commercially reasonable terms.
Early Stage of Development of Proposed Products. The Company's proposed
products are at various stages of development and will require significant
further research, development, testing and regulatory clearances prior to
commercialization. There can be no assurance that any proposed products will be
successfully developed, prove to be safe and efficacious, receive requisite
regulatory approvals, demonstrate substantial therapeutic benefits in the
treatment of any disease or condition, be capable of being produced in
commercial quantities at reasonable costs or be successfully marketed.
Accordingly, the Company must be evaluated in light of the expenses, delays,
uncertainties and complications typically encountered by newly established
biopharmaceutical businesses, many of which may be beyond the Company's control.
These include, but are not limited to, unanticipated problems relating to
product development, testing, regulatory compliance, manufacturing, marketing
and competition, and additional costs and expenses that may exceed current
estimates. There can be no assurance that the Company will successfully develop
and commercialize any products or ever achieve profitable operations.
Government Regulation. The research, preclinical development, clinical
trials, product manufacturing and marketing to be conducted by or on behalf of
the Company are subject to regulation by the FDA and similar health authorities
in foreign countries. FDA approval of products, as well as the manufacturing
processes and facilities, if any, used to produce such products, will be
required before such products may be commercialized in the United States. The
process of obtaining approvals from the FDA is costly, time consuming and often
subject to unanticipated delays. There can be no assurance that approvals of any
of the proposed products, processes or facilities will be granted on a timely
basis, if at all. Even if regulatory approval is granted, such approval may
include significant limitations on indicated uses for which any such products
could be marketed. Further, even if such regulatory approvals are obtained, a
marketed drug and its manufacturer are subject to continued review, and later
discovery of previously unknown problems may result in restrictions on such
product or manufacturer, including withdrawal of the product from the market.
New government regulations in the United States or foreign countries also may be
established that could delay or prevent regulatory approval of products under
development. Further, because gene therapy is a relatively new technology and
has not been extensively tested in humans, the regulatory requirements governing
gene therapy products are uncertain and may be subject to substantial further
review by various regulatory authorities in the United States and abroad. This
uncertainty may result in extensive delays in initiating clinical trials and in
the regulatory approval process for Ingenex. Regulatory requirements ultimately
imposed could have a material adverse effect upon the business of Ingenex and,
ultimately, the Company. Failure by the Company to obtain regulatory approval of
its proposed products, processes or facilities could have a material adverse
effect on its business, financial condition and results of operations. The
proposed products under development may also be subject to certain other
federal, state and local government regulations, including, but not limited to,
the Federal Food, Drug and Cosmetic Act, the Environmental Protection Act, the
Occupational Safety and Health Act, and state, local and foreign counterparts to
certain of such acts.
Reliance on Patents and Other Proprietary Rights. The Company's success
will depend, in part, on its ability, and the ability of the Operating Companies
and their licensor(s), to obtain protection for their products and technologies
under United States and foreign patent laws, to preserve their trade secrets,
and to operate without infringing the proprietary rights of third parties. The
Company has obtained rights to certain patents and patent applications and may,
in the future, seek rights from third parties to additional patents and patent
applications.
4
<PAGE>
There can be no assurance that patent applications relating to potential
products or technologies, including those licensed from others, or that the
Company may license in the future, will result in patents being issued, that any
issued patents will afford adequate protection or not be challenged,
invalidated, infringed, or circumvented, or that any rights granted thereunder
will afford competitive advantages to the Company. Furthermore, there can be no
assurance that others have not independently developed, or will not
independently develop, similar products and/or technologies, duplicate any of
the Company's products or technologies, or, if patents are issued to, or
licensed by, the Company, design around such patents.
There can be no assurance that the validity of any of the patents licensed
to the Company would be upheld if challenged by others in litigation or that the
Company's activities would not infringe patents owned by others. The Company
could incur substantial costs in defending itself and/or the Operating Companies
in suits brought against them or any of their licensors, or in suits in which
the Company may assert, against others, patents in which the Company has rights.
Should the Company's products or technologies be found to infringe patents
issued to third parties, the manufacture, use, and sale of such products could
be enjoined and the Company could be required to pay substantial damages. In
addition, the Company may be required to obtain licenses to patents or other
proprietary rights of third parties, in connection with the development and use
of their products and technologies. No assurance can be given that any licenses
required under any such patents or proprietary rights would be made available on
acceptable terms, if at all.
Titan also relies on trade secrets and proprietary know-how, which it
seeks to protect, in part, by confidentiality agreements with employees,
consultants, advisors, and others. There can be no assurance that such
employees, consultants, advisors, or others, will maintain the confidentiality
of such trade secrets or proprietary information, or that the trade secrets or
proprietary know-how of the Company will not otherwise become known or be
independently developed by competitors in such a manner that the Company will
have no practical recourse.
Titan is aware of an issued United States patent (as well as corresponding
patents and patent applications in foreign countries) relating to multidrug
resistance in mammalian cells. This patent claims substantially the same subject
matter as is claimed by certain issued United States patents that have been
licensed by Ingenex. The Company is also aware of an issued United States
patent, relating to ex vivo gene therapy. The Company believes that this patent
claims subject matter that relates to any gene therapeutic developed by Ingenex
to the extent that the introduction of the gene into the subject's cells is
performed ex vivo. Thus, it may be necessary for Ingenex to obtain a license
under either or both of such patents to pursue commercialization of its proposed
gene therapy products utilizing the MDR1 gene or ex vivo therapies, as
applicable. There can be no assurance that Ingenex will be able to obtain such
licenses or that such licenses, if available, can be obtained on terms
acceptable to Ingenex. Failure of Ingenex to obtain such licenses could have a
material adverse effect on the business, financial condition and results of
operations of Ingenex and the Company. Ingenex has received notice that three
companies are opposing the grant of a European patent which has claims directed
to the human MDR1 gene and gene fragments.
Competition and Technological Change. Competition in the pharmaceutical
and biotechnology industries is intense and is expected to increase. The Company
will face competition from numerous companies that currently market, or are
developing, products for the treatment of diseases and disorders targeted by the
Company. Many of these entities have significantly greater research and
development capabilities, experience in obtaining regulatory approvals and
manufacturing, marketing, financial and managerial resources than the Company.
Acquisitions of or investments in competing biotechnology companies by large
pharmaceuticals companies could enhance such competitors' financial, marketing
and other resources. The Company also competes with universities and other
research institutions in the development of products, technologies and
processes. There can be no assurance that competitors of the Company will not
succeed in developing technologies or products that are more effective than the
Company or that will render the Company's products or technologies
noncompetitive or obsolete. In addition, certain of such competitors may achieve
product commercialization or patent protection earlier than the Company.
Dependence Upon Key Collaborative Relationships and License and Sponsored
Research Agreements. The Company relies significantly on the resources of third
parties to conduct research and development. The Company's success will depend,
in part, on its ability and the ability of the Operating Companies to maintain
existing collaborative relationships and to develop new collaborative
relationships with third parties. There can be no assurance that the Company
will be successful in maintaining its existing collaborative arrangements or
that any collaborative arrangements will lead to the successful
commercialization of products.
5
<PAGE>
The license agreements relating to the in-licensing of technology that
have been or may in the future be entered into by the Company or the Operating
Companies typically require the payment of an up-front license fee and royalties
based on sales of licensed products and processes under the license and any
sublicense with minimum annual royalties, the use of due diligence in developing
and bringing products to market, the achievement of funding milestones and, in
some cases, the grant of stock to the licensor. The sponsored research
agreements that have been or may in the future be entered into by generally
require periodic payments on an annual or quarterly basis. Some agreements also
may require funding or production facilities relating to clinical research.
Failure to meet financial or other obligations under either license agreements
or sponsored research agreements in a timely manner, the rights to proprietary
technology or the right to have the applicable university or institution conduct
research and development efforts could be lost.
Dependence on Third Parties for Manufacturing and Marketing Activities. To
date, the Company has not introduced any products on the commercial market. To
conduct human clinical trials and ultimately to gain market acceptance, the
products under development must be manufactured in compliance with regulatory
requirements and at acceptable costs. It is not expected that the Company will
have the resources in the foreseeable future to allocate to the manufacture or
direct marketing of any proposed products and, therefore, it is intended that
collaborative arrangements be pursued regarding the manufacture and marketing of
any products that may be successfully developed. There can also be no assurance
that additional collaborative arrangements to manufacture or market any proposed
products will be entered into or, in lieu thereof, that any manufacturing
operations can be successfully established or that any sales force can be
successfully implemented.
Dependence on Key Personnel. The Company is highly dependent on the
services of Dr. Louis R. Bucalo, President and Chief Executive Officer, as well
as the other principal members of management and scientific staff of the Company
and the Operating Companies. The loss of one or more of such individuals could
substantially impair ongoing research and development programs and the Company's
ability to obtain additional financing. The future success of the Company
depends in large part upon its ability and that of the Operating Companies to
attract and retain highly qualified personnel. This intense competition for such
highly qualified personnel from other pharmaceutical and biotechnology
companies, as well as universities and nonprofit research organizations, and may
have to pay higher salaries to attract and retain such personnel. There can be
no assurance that sufficient qualified personnel can be hired on a timely basis
or retained. The loss of such key personnel or failure to recruit additional key
personnel could have a material adverse effect on the Company's business,
financial condition and results of operations.
Shares Eligible for Future Sale. Future sales of the Company's Common
Stock by existing stockholders pursuant to Rule 144 under the Securities Act,
pursuant to an effective registration statement or otherwise, could have an
adverse effect on the price of the Company's securities.
USE OF PROCEEDS
The Company will not receive any proceeds from the sale of the Shares by
the Selling Stockholder.
DIVIDEND POLICY
The Company has never paid cash dividends on its Common Stock and does not
anticipate paying cash dividends in the foreseeable future. The Company
currently intends to retain all earnings, if any, for use in the expansion of
the Company's business. The declaration and payment of future dividends, if any,
will be at the sole discretion of the Board of Directors and will depend upon
the Company's profitability, financial condition, cash requirements, future
prospects and other factors deemed relevant by the Board of Directors.
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SELLING STOCKHOLDER
In January 1997, the Company issued the Shares to the Selling Stockholder
in connection with entering into a worldwide exclusive license agreement for the
antipsychotic agent, Iloperidone (the "HMR Agreement"). Pursuant to the HMR
Agreement, the Company agreed, at the request of the Selling Stockholder, to
register the Shares under the Act to permit public secondary trading of the
Shares.The HMR Agreement obligates the Company, upon the request of the Selling
Stockholder, to pay the Selling Stockholder, in cash, the difference between (i)
$5,500,000 and (ii) the net proceeds received by the Selling Stockholder from
the sale of Shares within 10 days of receipt of written notice from the Selling
Stockholder. Notice is required to be provided upon the earlier of (i)
completion of the sale of the Shares or (ii) 120 days after the effective date
of the registration statement on Form S-3 (the "Registration Statement") of
which this Prospectus forms a part. The Selling Stockholder has notified the
Company that it intends to make such a request for payment at the appropriate
time. Any Shares remaining unsold pursuant to this Prospectus will be
surrendered to the Company.
The Company has agreed to bear certain expenses (other than fees and
expenses, if any, of counsel to the Selling Stockholder) in connection with the
registration and sale of the Shares being offered by the Selling Stockholder.
See "Plan of Distribution." The Company has agreed to prepare and file such
amendments and supplements to the Registration Statement and Prospectus as may
be necessary to keep the Registration Statement effective as provided for in the
HMR Agreement.
The following table sets forth certain information regarding the
beneficial ownership of Common Stock by the Selling Stockholder and as adjusted
to give effect to the sale of the Shares offered hereby.
Percentage
Number of Shares Ownership Number of
Beneficially Owned Prior to Shares Being
Selling Stockholder(1) Prior to Offering(2) Offering Offered(2)
- ---------------------- -------------------- -------- ----------
Hoechst Marion Roussel, Inc. 594,595 4 43% 594,595
(1) The address of such stockholder is 10236 Marion Park Drive, Dock 6, Kansas
City, Missouri 64137.
PLAN OF DISTRIBUTION
Pursuant to the HMR Agreement, the Selling Stockholder is obligated to
sell the Shares through a broker-dealer designated by the Company. The Company
has designated Everen Securities, Inc. as the broker-dealer to effectuate such
sales.
Everen has advised that it intends to use its best efforts to place the
Shares primarily with institutional investors. Subject to the foregoing, the
Selling Stockholder may sell Shares through Everen from time to time in
transactions on the Nasdaq SmallCap Market, in privately negotiated
transactions, or a combination of such methods of sale, at fixed prices which
may be changed, at market prices prevailing at the time of sale, at prices
related to such prevailing market prices or at negotiated prices. The Selling
Stockholder and Everen may effect such transactions by selling the Shares to or
through other broker-dealers, and Everen and such other broker-dealers may
receive compensation in the form of discounts, concessions or commissions from
the Selling Stockholder or the purchasers of the Shares for whom they act as
agent or to whom they sell as principal, or both (which compensation to a
particular broker-dealer might be in excess of customary commissions).
The Selling Stockholder, Everen and any broker-dealers who act in
connection with the sale of Shares hereunder may be deemed to be "underwriters"
as that term is defined in the Act, and any commissions received by them and
profit on any resale of the Shares as principal might be deemed to be
underwriting discounts and commissions under the Act.
The Company has agreed to indemnify the Selling Stockholder against
certain liabilities, including certain liabilities under the Act.
LEGAL MATTERS
The validity of the securities offered hereby have been passed upon for
the Company by Bachner, Tally, Polevoy & Misher LLP, New York, New York.
7
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No dealer, salesman or other person has been authorized to give any
information or to make any representations, other than those contained in this
Prospectus, and, if given or made, such information or representations must not
be relied upon as having been authorized by the Company or by the Underwriter.
This Prospectus does not constitute an offer to sell, or a solicitation of an
offer to buy, any securities offered hereby by anyone in any jurisdiction in
which such offer or solicitation is not authorized or in which the person making
such offer or solicitation is not qualified to do so or to anyone to whom it is
unlawful to make such offer, or solicitation. Neither the delivery of this
Prospectus nor any sale made hereunder shall, under any circumstances, create
any implication that the information herein contained is correct as of any time
subsequent to the date of this Prospectus.
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TABLE OF CONTENTS
Page
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Available Information....................................................... 2
Incorporation of Certain Documents by Reference............................. 2
Prospectus Summary.......................................................... 4
Risk Factors................................................................ 5
Use of Proceeds............................................................. 9
Dividend Policy............................................................. 9
Selling Stockholder......................................................... 10
Plan of Distribution........................................................ 10
Legal Matters............................................................... 11
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TITAN PHARMACEUTICALS, INC.
PROSPECTUS
January 16, 1998
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