UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
BioSpecifics Technologies Corp.
-------------------------------------------------------
(Name of Issuer)
Common Stock, $0.001 par value
-------------------------------------------------------
(Title of Class of Securities)
090931106
--------------------------------------------
(CUSIP Number)
March 17, 2008
-------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Steven A. Werber, Jr.
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
United States
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 296,805
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 296,805
9. Aggregate Amount Beneficially Owned by Each Reporting Person
296,805
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
5.2%
12. Type of Reporting Person (See Instructions)
IN
Page 2 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Daniel J. Barker
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
United States
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 296,805
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 296,805
9. Aggregate Amount Beneficially Owned by Each Reporting Person
296,805
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
5.2%
12. Type of Reporting Person (See Instructions)
IN
Page 3 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Apis Capital Advisors, LLC
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 296,805
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 296,805
9. Aggregate Amount Beneficially Owned by Each Reporting Person
296,805
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
5.2%
12. Type of Reporting Person (See Instructions)
IA
Page 4 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Apis Capital, LP
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 13,790
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 13,790
9. Aggregate Amount Beneficially Owned by Each Reporting Person
13,790
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
0.2%
12. Type of Reporting Person (See Instructions)
PN
Page 5 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Apis Capital (QP), LP
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 18,220
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 18,220
9. Aggregate Amount Beneficially Owned by Each Reporting Person
18,220
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
0.3%
12. Type of Reporting Person (See Instructions)
PN
Page 6 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Apis Offshore Capital, Ltd.
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 81,870
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 81,870
9. Aggregate Amount Beneficially Owned by Each Reporting Person
81,870
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
1.4%
12. Type of Reporting Person (See Instructions)
CO
Page 7 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Apis Global Deep Value, LP
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 60,944
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 60,944
9. Aggregate Amount Beneficially Owned by Each Reporting Person
60,944
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
1.1%
12. Type of Reporting Person (See Instructions)
PN
Page 8 of 13 Pages
CUSIP No. 090931106
1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Apis Global Deep Value Offshore, Ltd.
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 121,981
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 0
PERSON WITH:
8. SHARED DISPOSITIVE POWER 121,981
9. Aggregate Amount Beneficially Owned by Each Reporting Person
121,981
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) [ ]
11. Percent of Class Represented by Amount in Row (9)
2.1%
12. Type of Reporting Person (See Instructions)
CO
Page 9 of 13 Pages
EXPLANATORY NOTE
Item 1.
(a) The name of the issuer is BioSpecifics Technologies Corp. (the "Issuer").
(b) The principal executive offices of the Issuer are located at 35 Wilbur
Street, Lynbrook, NY 11563.
Item 2.
(a) This Statement on Schedule 13G (this "Statement") is being filed by (i)
Apis Capital, LP, a Delaware limited partnership ("Apis Capital"), (ii)
Apis Capital (QP), LP, a Delaware limited partnership ("Apis QP"), (iii)
Apis Capital Offshore, Ltd., a Cayman Islands exempted company ("Apis
Offshore"), (iv) Apis Global Deep Value, LP, a Delaware limited partnership
("Apis Deep Value"), (v) Apis Global Deep Value Offshore, Ltd., a Cayman
Islands exempted company ("Apis Deep Value Offshore", and together with
Apis Capital, Apis QP, Apis Offshore and Apis Deep Value, the "Funds"),
(vi) Apis Capital Advisors, LLC, a Delaware limited liability company (the
"Investment Manager"), which serves as the general partner and/or
investment manager of the Funds, (vii) Steven A. Werber, Jr. and (viii)
Daniel J. Barker (all of the foregoing, collectively, the "Filers"). Each
Fund is a private investment vehicle formed for the purpose of investing
and trading in a wide variety of securities and financial instruments.
Messrs. Werber and Barker are the Managing Members of the Investment
Manager and the Portfolio Managers for the Funds. The Funds directly own
all of the respective shares reported in this Statement. Messrs. Werber and
Barker and the Investment Manager may be deemed to share with the Funds
voting and dispositive power with respect to such shares. Each Filer
disclaims beneficial ownership with respect to any shares other than those
owned directly by such Filer.
(b) The principal business office of Messrs. Werber and Barker, Apis Capital,
Apis QP, Apis Deep Value and the Investment Manager is:
53 Forest Avenue, Suite 103
Old Greenwich, Connecticut 06870
USA
The principal business office of Apis Offshore and Apis Deep Value Offshore
is:
c/o dms Corporate Services Ltd.
Ansbacher House
20 Genesis Close, George Town
PO Box 1344
Grand Cayman KY1-1108
Cayman Islands
Page 10 of 13 Pages
(c) For citizenship information see Item 4 of the cover page of each Filer.
(d) This Statement relates to the Common Stock, $0.001 par value, of the Issuer
(the "Common Stock").
(e) The CUSIP Number of the Common Stock is listed on the cover pages hereto.
Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or
(c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C.
78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
(d) [ ] Investment company registered under section 8 of the Investment Company
Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940
(15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(J).
Not applicable.
Item 4. Ownership.
See Items 5-9 and 11 on the cover page for each Filer, and Item 2, which
information is given as of March 17, 2008, and is based on 5,700,000 shares of
Common Stock outstanding as of March 19, 2008, as reported directly from the
Issuer.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [ ]
Not applicable.
Page 11 of 13 Pages
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
(a) Not applicable.
(b) By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
Page 12 of 13 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: March 25, 2008
DANIEL J. BARKER
APIS CAPITAL ADVISORS, LLC
APIS CAPITAL, LP
APIS CAPITAL (QP), LP
APIS CAPITAL OFFSHORE, LTD.
APIS GLOBAL DEEP VALUE, LP
APIS GLOBAL DEEP VALUE OFFSHORE, LTD.
By: /s/ Daniel J. Barker
-------------------------------------
Daniel J. Barker, for himself, as
Managing Member of the Investment
Manager and as Portfolio Manager of
each of the Funds
/s/ Steven A. Werber, Jr.
-----------------------------------------
Steven A. Werber, Jr.
Page 13 of 13 Pages
EXHIBIT INDEX
Exhibit No. Document
1 Joint Filing Agreement
Exhibit 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as
amended, the persons named below agree to the joint filing on behalf of each of
them of a statement on Schedule 13G (including amendments thereto) with respect
to the Common Stock, $0.001 par value, of BioSpecifics Technologies Corp., and
further agree that this Joint Filing Agreement be included as an Exhibit to such
joint filing. In evidence thereof, the undersigned hereby execute this
Agreement.
Dated: March 25, 2008
DANIEL J. BARKER
APIS CAPITAL ADVISORS, LLC
APIS CAPITAL, LP
APIS CAPITAL (QP), LP
APIS CAPITAL OFFSHORE, LTD.
APIS GLOBAL DEEP VALUE, LP
APIS GLOBAL DEEP VALUE OFFSHORE, LTD.
By: /s/ Daniel J. Barker
-------------------------------------
Daniel J. Barker, for himself, as
Managing Member of the Investment
Manager and as Portfolio Manager of
each of the Funds
/s/ Steven A. Werber, Jr.
-----------------------------------------
Steven A. Werber, Jr.