-----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, WVPp6M7GwfEPA/6BZFRD/5I2D3SSt3V6L2d9PYiA1o2nLEAj5GA/NeOtLfj6yy8T GpJCvbllu9vXO3tfKBgsLA== 0000898432-07-000396.txt : 20070514 0000898432-07-000396.hdr.sgml : 20070514 20070514130128 ACCESSION NUMBER: 0000898432-07-000396 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070514 DATE AS OF CHANGE: 20070514 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MINRAD INTERNATIONAL, INC. CENTRAL INDEX KEY: 0001121225 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 870299034 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80813 FILM NUMBER: 07845154 BUSINESS ADDRESS: STREET 1: 847 MAIN ST. CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 716-855-1068 MAIL ADDRESS: STREET 1: 847 MAIN ST. CITY: BUFFALO STATE: NY ZIP: 14203 FORMER COMPANY: FORMER CONFORMED NAME: TECHNOLOGY ACQUISITION CORP DATE OF NAME CHANGE: 20000804 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KIMBERLIN KEVIN CENTRAL INDEX KEY: 0000904841 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: SPENCER TRASK SECURITIES INC STREET 2: 535 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2123555565 SC 13D/A 1 schedule13da.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A (Amendment No. 4) Under the Securities Exchange Act of 1934 MINRAD INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, $0.01 PAR VALUE PER SHARE. (Title of Class of Securities) 60443P103 (CUSIP Number) KEVIN B. KIMBERLIN C/O SPENCER TRASK & CO. 535 MADISON AVENUE, 18TH FLOOR NEW YORK, NY 10022 Tel: (212) 355-5565 Fax: (212) 751-3483 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) MAY 10, 2007 (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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. 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 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. CUSIP NO.: 60443P103 1. NAME OF REPORTING PERSON: Kevin B. Kimberlin 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) (b) x 3. SEC USE ONLY 4. SOURCE OF FUNDS: AF 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e): Yes No X 6. CITIZENSHIP OR PLACE OF ORGANIZATION: UNITED STATES 7. SOLE VOTING POWER: 7,617,625 shares 8. SHARED VOTING POWER: 0 shares 9. SOLE DISPOSITIVE POWER: 7,617,625 shares 10. SHARED DISPOSITIVE POWER: 0 shares 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 7,617,625 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: Yes No x 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 14.95% 14. TYPE OF REPORTING PERSON: IN 1 The information reported in Item 5 hereof replaces the information reported in Item 5 of the amended Schedule 13D filed by the Reporting Person on April 2, 2007 (the "April Schedule 13D"), relating to the common stock, $0.01 par value per share (the "Common Stock"), of Minrad International, Inc., a Nevada corporation (the "Company", formerly Technology Acquisition Corporation). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the April Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) As of the date of this Statement, Mr. Kimberlin is a beneficial owner, for purposes of Section 13(d) of the Act, of 7,617,625 shares of Common Stock, which represents beneficial ownership of approximately 14.95% of the Common Stock. Specifically, Mr. Kimberlin may be deemed beneficially to own the 3,762,220 shares of Common Stock and the currently exercisable warrants to purchase up to 3,855,405 shares of Common Stock held by the Spencer Trask Entities in the aggregate. The percentage of shares of Common Stock reported beneficially owned by the Reporting Person is based upon 47,080,031 shares of Common Stock outstanding, which is the total number of shares of Common Stock reported by the Company as outstanding as of March 22, 2006 in its Form 10-KSB filed with the Securities and Exchange Commission (the "Commission") on March 29, 2007. Beneficial ownership has been determined in accordance with the rules of the Commission. On May 10, 2007, the Reporting Person sold 320,800 shares of Common Stock, at a price of $5.80 per share. (b) Mr. Kimberlin indirectly has the sole power to vote or direct the voting of, and dispose or direct the disposition of, all shares of Common Stock deemed to be beneficially owned by him. (c) There have been no transactions in any securities of the Company effected during the past 60 days by Mr. Kimberlin, other than as described herein. (d) With respect to the securities held by Fund I and Fund II, the investors of Fund I and Fund II have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities. With respect to the securities held by each of the other Spencer Trask Entities, no person other than Mr. Kimberlin (indirectly) and such other Spencer Trask Entity 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, such securities. (e) Not applicable. [SIGNATURE PAGE FOLLOWS] 2 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. May 14, 2007 KEVIN B. KIMBERLIN /s/ Kevin B. Kimberlin ---------------------------- Kevin B. 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