Filed
Pursuant to Rule 424(b)(3)
Registration
No. 333-169132
APRICUS
BIOSCIENCES, INC.
SUPPLEMENT
NO. 3 TO
PROSPECTUS
DATED SEPTEMBER 28, 2010
This
supplement, dated January 11, 2010, supplements certain information contained in
our prospectus, dated September 28, 2010, registering units, comprised of three
shares of common stock and a warrant to purchase one additional share of common
stock, and the common stock underlying the warrant. This supplement
is not complete without, and may not be delivered or utilized except in
connection with, the prospectus, including any amendments or supplements to
it.
* * *
On
January 3, 2011, NexMed (U.S.A.), Inc. and NexMed Holdings, Inc. (together,
“NexMed”), wholly owned subsidiaries of Apricus Biosciences, Inc. (“Apricus”
and, together with NexMed, the “Company”), entered into a license agreement (the
“License Agreement”) with Elis Pharmaceuticals Ltd. (“Elis”), granting Elis the
exclusive rights to commercialize Vitaros®, the Company’s erectile dysfunction
treatment, in the United Arab Emirates, Oman, Bahrain, Qatar, Saudi Arabia,
Kuwait, Lebanon, Syria, Jordan, Iraq and Yemen (the “Territory”).
Vitaros
is approved for commercialization in Canada, and the application for approval to
market Vitaros in the Territory is expected to be filed in the first half of
2011. Under the License Agreement, Elis will have responsibility for
filing for regulatory approval of Vitaros in the Territory. Upon
obtaining regulatory approval in a given country within the Territory, Elis will
be required to commercially launch Vitaros in that country within three months,
and thereafter to undertake certain efforts to successfully commercialize the
product.
Under the
License Agreement, the Company is entitled to receive upfront license fees and
milestone payments of up to $2.1 million over the term of the License
Agreement. The future milestones are tied to regulatory approval and
the achievement of certain levels of aggregate net sales of
Vitaros. Additionally, the Company is entitled to receive escalating
tiered double-digit royalties on Elis’s sales of Vitaros in the
Territory.
Forward-Looking
Statement Safe Harbor
With
the exception of the historical information contained in this release, the
matters described herein contain forward-looking statements that involve risks
and uncertainties that may individually or mutually impact the matters herein
described for a variety of reasons that are outside the control of the Company,
including, but not limited to, timing for seeking foreign approvals for Vitaros,
timing and success of the commercial launch of Vitaros in the Territory and
ability to execute additional commercialization agreements. Readers are
cautioned not to place undue reliance on these forward-looking statements as
actual results could differ materially from the forward-looking statements
contained herein. Readers are urged to read the risk factors set forth in the
prospectus and in the Company's most recent annual report on Form 10-K and
subsequent quarterly reports filed on Form 10-Q. Copies of these reports are
available from the SEC's website or without charge from the
Company.