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| FORM 12b-25 | SEC FILE NUMBER | |
| 1-10113 | ||
| CUSIP NUMBER | ||
| NOTIFICATION OF LATE FILING | 00509L 802 |
| (Check one): | ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR |
| For Period Ended: September 30, 2019 [_] Transition Report on Form 10-K [_] Transition Report on Form 20-F [_] Transition Report on Form 11-K [_] Transition Report on Form 10-Q [_] Transition Report on Form N-SAR For the Transition Period Ended: ___________________________ |
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
PART I — REGISTRANT INFORMATION
| Acura Pharmaceuticals, Inc. |
| Full Name of Registrant |
| N/A |
| Former Name if Applicable |
| 616 N. North Court |
| Address of Principal Executive Office (Street and Number) |
| Palatine, IL 60067 |
| City, State and Zip Code |
PART II — RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
| x | (a) | The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; | ||
| (b) | The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D,or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and | |||
| (c) | The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III — NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
The Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019 could not be filed within the prescribed time period, as we were seeking to secure additional sources of financing to fund continued operations during the six months ended June 30, 2019. On July 2, 2019 we issued a press release announcing the signing of a license development and commercialization agreement with Abuse Deterrent Pharma LLC for LIMITx™ LTX-03 (hydrocodone bitartrate with acetaminophen) immediate-release for a transaction valued at up to $21.3 million, not including royalties. Our quarterly review of our 3rd quarter 2019 financial results will begin after the completion of the quarterly review of our 2nd quarter 2019 financial results.
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification | ||||
| Peter A. Clemens | 847 | 705-7709 | |||
| (Name) | (Area Code) | (Telephone Number) | |||
| (2) | Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). | ||||
| Yes ¨ NO x | |||||
| The Registrant’s Quarterly Report for quarterly period ending June 30, 2019 has not been filed. | |||||
| (3) | Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? | ||||
| Yes ¨ NO x | |||||
| If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. | |||||
Acura Pharmaceuticals, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: | November 8, 2019 | By: | /s/ Peter A. Clemens, Senior VP & CFO |
