SEC FORM
4
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
C/O FIRST NEW YORK SECURITIES |
850 THIRD AVENUE, 8TH FLOOR |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BIOSANTE PHARMACEUTICALS INC
[ BPA ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year) 09/30/2004
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
X |
Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
09/30/2004 |
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P |
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1,000 |
A |
$8.9645
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19,750 |
I |
FNYT Account
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Common Stock |
09/30/2004 |
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P |
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9,000 |
A |
$8.9645
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1,892,350 |
I |
Through Master Fund
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Common Stock |
10/01/2004 |
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P |
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2,100 |
A |
$9.59
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21,850 |
I |
FNYT Account
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Common Stock |
10/01/2004 |
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P |
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19,400 |
A |
$9.59
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1,911,750 |
I |
Through Master Fund
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Common Stock |
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225,000 |
D
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
C/O FIRST NEW YORK SECURITIES |
850 THIRD AVENUE, 8TH FLOOR |
(Street)
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1. Name and Address of Reporting Person*
5437 CONNECTICUT AVE NW STE 100 |
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(Street)
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1. Name and Address of Reporting Person*
PERCEPTIVE CAPITAL |
5437 CONNECTICUT AVENUE NW STE 100 |
(Street)
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Explanation of Responses: |
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/s/ Joseph Edelman |
10/04/2004 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 99.1
Joint Filer Information
Names: Perceptive Life Sciences Master Fund Ltd. and Perceptive
Advisors LLC
IRS I.D. No.: 980338943 (Master Fund) 52-2291758 (Advisors)
Address: c/o First New York Securities, LLC
850 Third Avenue, 8th Floor
New York, New York 10022
Designated Filer: Joseph Edelman
Issuer and Ticker Symbol: Biosante Pharmaceuticals, Inc.
(BPA)
Date of Earliest Transaction (Month/Day/Year) September 30, 2004
The undersigned, Perceptive Life Sciences Master Fund Ltd. and Perceptive
Advisors LLC are jointly filing the attached Statement of Changes in Beneficial
Ownership on Form 4 with Joseph Edelman with respect to the beneficial ownership
of securities of Biosante Pharmaceuticals, Inc.
PERCEPTIVE LIFE SCIENCES PERCEPTIVE ADVISORS LLC
MASTER FUND LTD.
By: Perceptive Advisors LLC, its
investment advisor
By: /s/ Joseph Edelman By: /s/ Joseph Edelman
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Name: Joseph Edelman Name: Joseph Edelman
Title: Managing Member Title: Managing Member
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