-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, B4phjog9dfNd4/9ydT78wkK5gHySIK4gQq41h/dAiC1aUSUCIXvSZ+hbEPAr0iyt eoVeRiGfja0RPmrEsuGebw== 0001104659-05-015712.txt : 20050408 0001104659-05-015712.hdr.sgml : 20050408 20050408125204 ACCESSION NUMBER: 0001104659-05-015712 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20050408 DATE AS OF CHANGE: 20050408 GROUP MEMBERS: ABBOTT L. BROWN GROUP MEMBERS: LINDA L. BROWN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IOMED INC CENTRAL INDEX KEY: 0001041652 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 870441272 STATE OF INCORPORATION: UT FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-54051 FILM NUMBER: 05740906 BUSINESS ADDRESS: STREET 1: 3385 WEST 1820 SOUTH CITY: SALT LAKE CITY STATE: UT ZIP: 84104 BUSINESS PHONE: 8019751191 MAIL ADDRESS: STREET 1: 3385 WEST 1820 SOUTH STREET 2: 3385 WEST 1820 SOUTH CITY: SALT LAKE CITY STATE: UT ZIP: 84104 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RIDGESTONE CORP CENTRAL INDEX KEY: 0001160643 IRS NUMBER: 954629204 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 10877 WILSHIRE BLVD., SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90024 BUSINESS PHONE: 3102095300 MAIL ADDRESS: STREET 1: 10877 WILSHIRE BLVD., SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90024 SC 13D 1 a05-6501_1sc13d.htm SC 13D

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D (Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE

13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

Under the Securities Exchange Act of 1934
(Amendment No. )(1)

IOMED, Inc.

(Name of Issuer)

Common Stock, no par value per share

(Title of Class of Securities)

462028101

(CUSIP Number)

D. Stephen Antion
Ridgestone Corporation
10877 Wilshire Blvd, Suite 2000
Los Angeles, CA 90024
(310) 209-5300

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 31, 2005

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

(1) 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 disclosures provided in a prior cover page.

The information required on 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).

CUSIP No. 462028101

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Ridgestone Corporation

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			ý

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware Corporation

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,058,400

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,058,400

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,058,400

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 16.1%

	14.	Type of Reporting Person (See Instructions) CO

CUSIP No. 462028101

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Abbott L. Brown

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			ý

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States Citizen

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,058,400

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,058,400

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,058,400

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 16.1%

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 462028101

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Linda L. Brown

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			ý

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization United States Citizen

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,058,400

			8.	Shared Voting Power -0-

			9.	Sole Dispositive Power 1,058,400

			10.	Shared Dispositive Power -0-

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,058,400

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 16.1%

	14.	Type of Reporting Person (See Instructions) IN

Item 1.	Security and Issuer
This statement relates to the common stock, no par value per share (the “Common Stock”), of IOMED, Inc., a Utah corporation (the “Issuer”). The Issuer’s principal executive office is located at 2441 South 3850 West, Salt Lake City, Utah 84120.

Item 2.	Identity and Background
This statement is being filed by Ridgestone Corporation, Abbott L. Brown and Linda L. Brown. All of the shares of Common Stock that are covered by this statement are directly held by Ridgestone Corporation, which is controlled by Abbott L. Brown and Linda L. Brown as trustees of the Brown Living Trust dated June 26, 1989, as amended.
Ridgestone Corporation is a private investment company focused on owning, operating and financing middle market companies. Abbott L. Brown is the Chief Executive Officer and Chairman of the Board of Directors of Ridgestone Corporation. Linda L. Brown is Vice President, Secretary and a member of the Board of Directors of Ridgestone Corporation.
The principal business address of the Reporting Persons is 10877 Wilshire Blvd., Suite 2000, Los Angeles, CA 90024.
During the last five years, none of the Reporting Persons has been (a) convicted in a criminal violation (excluding traffic violations and similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Ridgestone Corporation is a Delaware corporation. Abbott L. Brown and Linda L. Brown are both United States citizens.

Item 3.	Source and Amount of Funds or Other Consideration
Ridgestone Corporation used $1,952,150 from available working capital to purchase the shares of Common Stock as detailed in Item 5.

Item 4.	Purpose of Transaction
Ridgestone Corporation purchased the shares of Common Stock covered by this statement based on the Reporting Persons’ belief that the current market price of the Common Stock is undervalued. On April 5, 2005 Ridgestone Corporation sent a letter to the Chief Executive Officer of the Issuer that described the Reporting Persons’ views about the value of the Common Stock and discussed possible means of increasing shareholder value. A copy of this letter is included as Exhibit 2 to this statement. Depending upon overall market conditions, the Reporting Persons’ other investment opportunities and the availability of shares Common Stock at desirable market prices, the Reporting Persons may attempt to purchase additional shares of Common Stock.

Except as described herein or as would occur upon completion of any of the actions described herein, the Reporting Persons do not as of the date of this statement have any specific plans or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons intend to review their investment in the Issuer on a continuing basis and engage in discussions with the Issuer’s management and the Board of Directors concerning the Issuer’s business, operations and future plans. Depending on various factors, including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Common Stock, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may take such actions with respect to its investment in the Issuer as they deem appropriate, including, without limitation, seeking representation on the Issuer’s Board of Directors, making proposals to the Issuer, purchasing additional shares of Common Stock, selling some or all of their shares of Common Stock, engaging in short selling of or any hedging or similar transaction with respect to the Common Stock or changing their intention with respect to any and all matters referred to in this Item 4.

Item 5.	Interest in Securities of the Issuer
(a) As of the date of this statement, the Reporting Persons beneficially own an aggregate of 1,058,400 shares of Common Stock constituting 16.1% of the Issuer’s outstanding shares of Common Stock (based on 6,585,213 shares of Common Stock outstanding as of January 31, 2005 as set forth in the Issuer’s Form 10-QSB filed with the Securities and Exchange Commission on February 11, 2005).
(b) All of the shares of Common Stock that are covered by this statement are directly held by Ridgestone Corporation, which is controlled by Abbott L. Brown and Linda L. Brown as trustees of the Brown Living Trust dated June 26, 1989, as amended. Consequently, each Reporting Person has sole voting and dispositive power with respect to all 1,058,400 shares of Common Stock held by Ridgestone Corporation.
(c) Following is a list of the transactions by Ridgestone Corporation in the Common Stock within the past 60 days (in each case, all trades were executed on the OTC (over-the-counter) market):

DATE	TRANSACTION	NO. OF SHARES		PRICE/SHARE
2/2/2005	Purchase	5,300		$	2.16
2/2/2005	Sale	(1,000	)	$	2.22
2/3/2005	Sale	(1,300	)	$	2.25
2/4/2005	Purchase	7,100		$	2.21
2/7/2005	Purchase	500		$	2.23
2/8/2005	Purchase	5,900		$	2.24
2/9/2005	Purchase	11,600		$	2.24
2/10/2005	Purchase	17,600		$	2.25
2/11/2005	Purchase	7,200		$	2.26
2/14/2005	Purchase	600		$	2.25
2/15/2005	Purchase	15,900		$	2.29
2/15/2005	Sale	(1,000	)	$	2.30
2/16/2005	Sale	(1,000	)	$	2.30
2/16/2005	Purchase	500		$	2.29

DATE	TRANSACTION	NO. OF SHARES		PRICE/SHARE
2/17/2005	Purchase	1,900		$	2.29
2/18/2005	Sale	(2,000	)	$	2.36
2/23/2005	Sale	(100	)	$	2.50
2/24/2005	Sale	(6,200	)	$	2.45
2/25/2005	Sale	(100	)	$	2.49
2/28/2005	Sale	(11,900	)	$	2.44
3/1/2005	Purchase	2,000		$	2.24
3/2/2005	Sale	(6,700	)	$	2.40
3/3/2005	Sale	(1,000	)	$	2.35
3/3/2005	Purchase	1,000		$	2.28
3/7/2005	Purchase	11,800		$	2.29
3/8/2005	Purchase	7,000		$	2.26
3/9/2005	Purchase	3,500		$	2.15
3/23/2005	Purchase	9,800		$	2.18
3/24/2005	Purchase	10,000		$	2.19
3/28/2005	Purchase	10,000		$	2.07
3/31/2005	Purchase	821,000		$	1.70

(d) No person other than Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale, of the shares of Common Stock covered by this statement.
(e) Not applicable.

Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Christopher S. Kiper and D. Stephen Antion, who are employed by Ridgestone Corporation, each has profit participations in connection with Ridgestone Corporation’s ownership of the Issuer’s Common Stock. Linda L. Brown is the wife of Abbott L. Brown.

Item 7.	Material to Be Filed as Exhibits
Exhibit 1. Agreement and Power of Attorney Exhibit 2. Letter to IOMED, Inc.

SIGNATURE

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: April 8, 2005	RIDGESTONE CORPORATION
	By:	/s/ ABBOTT L. BROWN
	Name:	Abbott L. Brown
	Title:	Chairman and Chief Executive Officer


	By:	/s/ ABBOTT L. BROWN
	Name:	Abbott L. Brown


	By:	/s/ LINDA L. BROWN
	Name:	Linda L. Brown

EX-1 2 a05-6501_1ex1.htm EX-1

Exhibit 1

AGREEMENT AND POWER OF ATTORNEY

JOINT FILING OF SCHEDULE 13D

Each of the undersigned hereby agrees to file jointly the Schedule 13D to which this Agreement is attached, and any amendments to the Schedule 13D (the “Schedule 13D”) filed with respect to the common stock of IOMED, Inc. that may be deemed necessary, pursuant to Regulation 13D-G under the Securities Exchange Act of 1934, as amended.

It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement and any future amendments to the Schedule 13D, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness or accuracy of information concerning any other party unless such party knows or has reason to believe that such information is inaccurate.

It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the Schedule 13D, and any future amendments to the Schedule 13D, filed on behalf of each of the parties hereto.

Each of the undersigned constitutes and appoints each of Abbott L. Brown, David G. Brown and D. Stephen Antion as such person’s true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for such person and in such person’s name, place and stead, in any and all capacities, to sign any and all amendments the Schedule 13D, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as such person might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or a substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Date: April 8, 2005	RIDGESTONE CORPORATION
	By:	/s/ ABBOTT L. BROWN
	Name:	Abbott L. Brown
	Title:	Chairman and Chief Executive Officer


	By:	/s/ ABBOTT L. BROWN
	Name:	Abbott L. Brown


	By:	/s/ LINDA L. BROWN
	Name:	Linda L. Brown

EX-2 3 a05-6501_1ex2.htm EX-2

Exhibit 2

April 5, 2005

Mr. Robert J. Lollini

President & CEO
IOMED, Inc.
2441 South 3850 West
Salt Lake City, Utah 84120

Dear Mr. Lollini:

Ridgestone Corporation (“Ridgestone”) has recently acquired 1,058,400 shares of IOMED Inc. (the “Company”). We believe we are now the Company’s largest shareholder owning approximately 16% of the outstanding common stock of the Company.

We support management’s business strategy relating to the Company’s core iontopheresis products. The Company is asset rich and trades at a market value less than what we estimate to be its intrinsic value. We base our analysis on the following:

• If you apply a 7.0x multiple to the Company’s EBITDA over the last twelve months, you arrive at a base valuation of the Company’s operations of $12.3 million. We believe a 7.0x multiple on cash flow is a conservative multiple for this business given its strong market share, brand recognition, and fairly consistent sales of the Company’s core iontopheresis products.

• The Company has a significant net cash position of $7.0 million (including restricted cash), which should increase through further profitable operation of the business.

• The Company has significant net deferred tax assets of $11.8 million as of June 30, 2004. We believe that these deferred tax assets will shield the Company’s profits from taxes for many years to come. Using a discount rate and our estimate of future earnings, we believe these deferred tax assets are worth $4.4 million today.

• We also believe that the Company holds a strong portfolio of intellectual property consisting of the Company’s (a) proprietary drug delivery products for the ophthalmic marketplace, (b) intellectual property acquired from Elan Corporation in 1997 and (c) broad base of patents related to the Company’s core iontopheresis products. Additionally, we believe that there is an unrecorded value in the highly depreciated property, plant and equipment utilized by the Company in its operations. We estimate the value of these assets at $3.0 million.

Based on our analysis above, we believe that the Company’s equity should be fairly valued at $26.7 million, which would represent a $3.53 stock price per share based on the current fully diluted shares outstanding. You will note that this valuation represents a 61% premium to the $2.19 closing price of the stock today.

As the largest individual shareholder of the Company, we would like to make the following recommendation designed to maximize shareholder value:

We believe that the single greatest value enhancing action that can be taken would be to deploy the Company’s significant cash balance more effectively. From a shareholder’s perspective, we note that the Company’s cash balance represents a substantial portion of our investment. In fact, for every $1 invested currently, $0.43 goes to buy into the Company’s cash balance which is

earning a very low rate of return. We feel that there are several options that are available to management to enhance shareholder value in this regard. These are as follows:

1. Make an acquisition of a complementary business, with stable and strong cash flows, at a reasonable price. Making a good acquisition would have the effect of (a) employing the Company’s cash for higher returns and (b) increasing the value of the Company’s NOLs as more current earnings could be shielded from taxes. You will remember that we suggested this course of action to you in our meeting at the Company’s headquarters in February.

2. To the extent that the Company is not able to identify any suitable acquisitions, we would strongly recommend a significant one-time distribution of at least $6.0 million in cash to the Company’s shareholders. This course of action would be a clear message to shareholders that management is acting in their best interests and would likely result in significant stock appreciation for current shareholders.

3. As a third alternative, we believe the Company should implement a common stock repurchase program. As we have discussed in some detail above, we believe the Company’s stock is significantly undervalued and we think that the repurchase of shares at the current levels is highly advisable. We do note, however, that given the low liquidity in the stock, it may be difficult to utilize a significant portion of the excess cash through repurchases alone.

We look forward to and would appreciate a continued dialogue regarding strategies to maximize shareholder value and invite you to discuss with us any thoughts that you might have regarding value enhancing activities.

Sincerely,

	/s/ D. STEPHEN ANTION
	D. Stephen Antion
	President

-----END PRIVACY-ENHANCED MESSAGE-----

Under the Securities Exchange Act of 1934 (Amendment No. )(1)

Under the Securities Exchange Act of 1934
(Amendment No. )(1)