-----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, IxiSAvJbs0GntJd3opaPoTVIXTa+W6zYo1k0KS2oBdqcIqteHcGD9/8c8aawe4l7 k0ixxeJAcmoBuQ38dqHNUg== 0001036288-98-000015.txt : 19980430 0001036288-98-000015.hdr.sgml : 19980430 ACCESSION NUMBER: 0001036288-98-000015 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980429 SROS: NASD GROUP MEMBERS: C. G. GREFENSTETTE GROUP MEMBERS: CASHON BIOMEDICAL ASSOCIATES L.P. GROUP MEMBERS: CHARLES G. HADLEY GROUP MEMBERS: ELSIE HILLIARD HILLMAN GROUP MEMBERS: HAL S. BRODERSON GROUP MEMBERS: HENRY L. HILLMAN GROUP MEMBERS: HENRY L. HILLMAN TRUST DATED 11/18/85 GROUP MEMBERS: HILLMAN CO GROUP MEMBERS: HILLMAN MEDICAL VENTURES 1993 L.P. GROUP MEMBERS: HILLMAN MEDICAL VENTURES 1994 L.P. GROUP MEMBERS: HILLMAN MEDICAL VENTURES 1995 L.P. GROUP MEMBERS: HILLMAN MEDICAL VENTURES 1996 L.P. GROUP MEMBERS: HILLMAN MEDICAL VENTURES 1997 L.P. GROUP MEMBERS: RONALD J. BRENNER GROUP MEMBERS: THE HILLMAN COMPANY GROUP MEMBERS: WILMINGTON INVESTMENTS, INC. GROUP MEMBERS: WILMINGTON SECURITIES, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SPECTRX INC CENTRAL INDEX KEY: 0000924515 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 582029543 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-51261 FILM NUMBER: 98603931 BUSINESS ADDRESS: STREET 1: 6025 A UNITY DRIVE CITY: NORCROSS STATE: GA ZIP: 30071 BUSINESS PHONE: 7702428723 MAIL ADDRESS: STREET 1: 6025 A UNITY DRIVE CITY: NORCROSS STATE: GA ZIP: 30071 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HILLMAN CO CENTRAL INDEX KEY: 0001036288 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 310 GRANT ST STREET 2: 1900 GRANT BUILDING CITY: PITTSBURGH STATE: PA ZIP: 15219 MAIL ADDRESS: STREET 1: 310 GRANT ST STREET 2: 1900 GRANT BUILDING CITY: PITTSBURGH STATE: PA ZIP: 15219 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 SCHEDULE 13D Amendment No. 1 Under the Securities Exchange Act of 1934 SPECTRX, INC. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 847635109 (CUSIP Number) H. Vaughan Blaxter, III 1900 Grant Building Pittsburgh, Pennsylvania 15219 (412) 281-2620 (Name, address and telephone number of person authorized to receive notices and communications) April 13, 1998 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 which is the subject of this statement, and is filing this statement because of Rule 13d-1(b) (3) or (4), check the following: [ ] Check the following box if a fee is being paid with this statement: [ ] Page 1 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN MEDICAL VENTURES 1993 L.P. I.D. #51-0345071 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 714,286 8 Shared Voting Power 9 Sole Dispositive Power 714,286 10 Shared Dispositve Power 11 Aggregate Amount Beneficially Owned by Each Reporting Person 714,286 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 9.4% 14 Type of Reporting Person PN Page 2 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN MEDICAL VENTURES 1994 L.P. I.D. #51-0353407 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 275,953 8 Shared Voting Power 9 Sole Dispositive Power 275,953 10 Shared Dispositve Power 11 Aggregate Amount Beneficially Owned by Each Reporting Person 275,953 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 3.6% 14 Type of Reporting Person PN Page 3 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN MEDICAL VENTURES 1995 L.P. I.D. #51-0364601 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 101,860 8 Shared Voting Power 9 Sole Dispositive Power 101,860 10 Shared Dispositve Power 11 Aggregate Amount Beneficially Owned by Each Reporting Person 101,860 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 1.3% 14 Type of Reporting Person PN Page 4 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN MEDICAL VENTURES 1996 L.P. I.D. #51-0372016 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 423,102 8 Shared Voting Power 9 Sole Dispositive Power 423,102 10 Shared Dispositve Power 11 Aggregate Amount Beneficially Owned by Each Reporting Person 423,102 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 5.6% 14 Type of Reporting Person PN Page 5 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN MEDICAL VENTURES 1997 L.P. I.D. #52-2028335 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 75,000 8 Shared Voting Power 9 Sole Dispositive Power 75,000 10 Shared Dispositve Power 11 Aggregate Amount Beneficially Owned by Each Reporting Person 75,000 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 1.0% 14 Type of Reporting Person PN Page 6 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HILLMAN/DOVER LIMITED PARTNERSHIP I.D. #51-0386294 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person PN Page 7 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person CASHON BIOMEDICAL ASSOCIATES L.P. I.D. #23-2555178 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person PN Page 8 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person WILMINGTON SECURITIES, INC. I.D. #51-0114700 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person CO Page 9 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person WILMINGTON INVESTMENTS, INC. I.D. #51-0344688 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person CO Page 10 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person THE HILLMAN COMPANY I.D. #25-1011286 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Pennsylvania Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person CO Page 11 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HENRY L. HILLMAN, ELSIE HILLIARD HILLMAN & C. G. GREFENSTETTE, TRUSTEES OF THE HENRY L. HILLMAN TRUST U/A DATED NOVEMBER 18, 1985 I.D. #18-2145466 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Pennsylvania Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,675,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,675,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,675,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 22.1% 14 Type of Reporting Person OO Page 12 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person C. G. GREFENSTETTE I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,675,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,675,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,675,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 22.1% 14 Type of Reporting Person IN Page 13 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HENRY L. HILLMAN I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,675,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,675,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,675,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 22.1% 14 Type of Reporting Person IN Page 14 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person ELSIE HILLIARD HILLMAN I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,675,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,675,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,675,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 22.1% 14 Type of Reporting Person IN Page 15 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person CHARLES G. HADLEY I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person IN Page 16 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person HAL S. BRODERSON I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person IN Page 17 CUSIP NO. 847635109 1 Name of Reporting Person S.S. or I.R.S. Identification No. of above Person RONALD J. BRENNER I.D. ####-##-#### 2 Check the Appropriate Box if Member of a Group (a) [ X ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization U.S. Number of Shares Beneficially Owned by Each Reporting Person With 7 Sole Voting Power 8 Shared Voting Power 1,590,201 9 Sole Dispositive Power 10 Shared Dispositve Power 1,590,201 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,590,201 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 21.0% 14 Type of Reporting Person IN Page 18 SCHEDULE 13D This statement ("Statement") constitutes Amendment No. 1 to Schedule 13D filed with the Securities and Exchange Commission (the "Commission") on April 13, 1998 (the "Filing"). Item 1. Security and Issuer This Statement relates to the Common Stock, $0.001 par value, of SpectRx, Inc., a Delaware corporation (the "Issuer"). The address of the Issuer's principal executive office is 6025A Unity Drive, Norcross, Georgia 30071. Item 2. Identity and Background (a) Names of persons filing (individually, the "Registrant" and collectively, the "Registrants"): Hillman Medical Ventures 1993 L.P., a Delaware limited partnership, whose general partners are Hillman/Dover Limited Partnership and Cashon Biomedical Associates L.P. Hillman Medical Ventures 1994 L.P., a Delaware limited partnership, whose general partners are Hillman/Dover Limited Partnership and Cashon Biomedical Associates L.P. Hillman Medical Ventures 1995 L.P., a Delaware limited partnership, whose general partners are Hillman/Dover Limited Partnership and Cashon Biomedical Associates L.P. Hillman Medical Ventures 1996 L.P., a Delaware limited partnership, whose general partners are Hillman/Dover Limited Partnership and Cashon Biomedical Associates L.P. Hillman Medical Ventures 1997 L.P., a Delaware limited partnership, whose general partners are Hillman/Dover Limited Partnership and Cashon Biomedical Associates L.P. Hillman/Dover Limited Partnership, a Delaware limited partnership whose general partner is Wilmington Securities, Inc. Cashon Biomedical Associates L.P., a Delaware limited partnership whose general partners are Charles G. Hadley, Hal S. Broderson and Ronald J. Brenner. Wilmington Securities, Inc., a wholly-owned subsidiary of Wilmington Investments, Inc. Wilmington Investments, Inc., a wholly-owned subsidiary of The Hillman Company. The Hillman Company, a corporation controlled by Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette, as Trustees of the Henry L. Hillman Trust U/A dated November 18, 1985. Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette, Trustees of the Henry L. Hillman Trust U/A dated November 18, 1985 (the "1985 Trust"). C. G. Grefenstette Henry L. Hillman Elsie Hilliard Hillman Charles G. Hadley Hal S. Broderson Ronald J. Brenner The name, position, business address and citizenship of each director and executive officer of the entities listed above, each controlling person of such entities and each director and executive officer of any person or corporation in control of said entities, is attached hereto as Exhibit 1. (b) Business Address The addresses of the Registrants are as follows: The Hillman Company and the 1985 Trust are each located at: 1900 Grant Building Pittsburgh, Pennsylvania 15219 Wilmington Securities, Inc., Wilmington Investments, Inc., Hillman/Dover Limited Partnership, Hillman Medical Ventures 1993 L.P., Hillman Medical Ventures 1994 L.P., Hillman Medical Ventures 1995 L.P., Hillman Medical Ventures 1996 L.P. and Hillman Medical Ventures 1997 L.P. are located at: 824 Market Street, Suite 900 Wilmington, Delaware 19801 Cashon Biomedical Associates L.P., Charles G. Hadley, Hal S. Broderson and Ronald J. Brenner are located at: One Tower Bridge, Suite 1350 100 Front Street Conshohocken, Pennsylvania 19428 C. G. Grefenstette 2000 Grant Building Pittsburgh, Pennsylvania 15219 Henry L. Hillman 2000 Grant Building Pittsburgh, Pennsylvania 15219 Elsie Hilliard Hillman 2000 Grant Building Pittsburgh, Pennsylvania 15219 (c) Principal occupation or employment The principal occupations of the limited partnerships listed in response to Item 2(a) are: investments in medical area. The principal occupations of the corporations, listed in response to Item 2(a) are: diversified investments and operations. The principal occupations of the 1985 Trust is: diversified investments and operations. Charles G. Hadley General Partner, Cashon Biomedical Associates L.P. Hal S. Broderson General Partner, Cashon Biomedical Associates L.P. Ronald J. Brenner General Partner, Cashon Biomedical Associates L.P. C. G. Grefenstette See Exhibit 1 Henry L. Hillman See Exhibit 1 Elsie Hilliard Hillman See Exhibit 1 (d) Criminal convictions None of the persons named in Item 2(a)(including Exhibit 1) have been convicted in a criminal proceeding in the last five years. (e) Civil proceedings None of the persons listed in response to Item 2(a)(including Exhibit 1) have in the last five years been subject to a judgment, decree or final order as described in Item 2, subsection (e) of Schedule 13D. (f) Citizenship The 1985 Trust is a Pennsylvania trust. Wilmington Securities, Inc. and Wilmington Investments, Inc. are Delaware corporations. The Hillman Company is a Pennsylvania corporation. Hillman/Dover Limited Partnership, Cashon Biomedical Associates L.P., Hillman Medical Ventures 1993 L.P., Hillman Medical Ventures 1994 L.P., Hillman Medical Ventures 1995 L.P., Hillman Medical Ventures 1996 L.P. and Hillman Medical Ventures 1997 L.P. are Delaware limited partnerships. C. G. Grefenstette, Henry L. Hillman, Elsie Hilliard Hillman, Charles G. Hadley, Hal S. Broderson and Ronald J. Brenner are U.S. citizens. Item 3. Source and Amount of Funds or Other Consideration None. Item 4. Purpose of Transaction The 1985 Trust made the following purchases of shares of the Issuer's Common Stock: 1. On February 13, 1998, the 1985 Trust purchased 10,000 shares of Common Stock for a price of $7.50 per share. 2. On February 17, 1998, the 1985 Trust purchased 2,500 shares of Common Stock for a price of $7.88 per share. 3. On February 27, the 1985 Trust purchased 50,000 shares of Common Stock for a price of $8.25 per share. 4. On April 8, the 1985 Trust purchased 7,500 shares of Common Stock for a price of $8.00 per share. 5. On April 13, 1998, the 1985 Trust purchased 15,000 shares of Common Stock for a price of $8.00 per share. Except as set forth above, the Registrants have no present plans or proposals which relate to or would result in (a) the acquisition by any person of additional securities of the Issuer or the disposition of securities of the Issuer, (b) an extraordinary corporate transaction, such as a merger, reorganization, or liquidation involving the Issuer or any of its subsidiaries, (c) a sale or transfer of a material amount of the assets of the Issuer or any of its subsidiaries, (d) any change in the present Board of Directors or Management of the Issuer including any plans or proposals to change the number or term of Directors or to fill any existing vacancies on the Board, (e) any material change in the present capitalization or dividend policy of the Issuer, (f) any other material change in the Issuer's business or corporate structure, (g) changes in the Issuer's charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person, (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association, (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act of 1933, or (j) any action similar to those enumerated above. Item 5. Interest in Securities of the Issuer (a) Beneficial Ownership The following is a list of the Issuer's Common Stock of which each Registrant is a direct, beneficial owner. It includes the number of shares held and the percentage of the class of such shares that are held by such Registrant. Name Number of Shares % of Class of Shares The 1985 Trust 85,000 1.12% Hillman Medical Ventures 1993 L.P. 714,286 9.43% Hillman Medical Ventures 1994 L.P. 275,953 3.64% Hillman Medical Ventures 1995 L.P. 101,860 1.34% Hillman Medical Ventures 1996 L.P. 423,102 5.59% Hillman Medical Ventures 1997 L.P. 75,000 .99% (b) Power to Vote or Dispose of Shares Each person listed above in response to Item 5(a) has the sole power to vote and to direct the vote and the sole power to dispose of and direct the disposition of those shares except as follows: (i) Wilmington Securities, Inc., Wilmington Investments, Inc., The Hillman Company, Henry L. Hillman, as settlor and Trustee of the 1985 Trust, and Elsie Hilliard Hillman and C. G. Grefenstette, as Trustees of the 1985 Trust, may be deemed to share voting and disposition power regarding 1,675,201 shares of Common Stock held beneficially by the 1985 Trust and Hillman Medical Ventures 1993 L.P., Hillman Medical Ventures 1994 L.P., Hillman Medical Ventures 1995 L.P., Hillman Medical Ventures 1996 L.P. and Hillman Medical Ventures 1997 L.P., whose general partners are Hillman/Dover Limited Partnership and Cashon Biomedical Associates L.P. Wilmington Securities, Inc. is the general partner of Hillman/Dover Limited Partnership. (ii) As trustees of the 1985 Trust, Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette may be deemed to own beneficially and share voting and disposition power over 1,675,201 shares of Common Stock. (iii)Cashon Biomedical Associates L.P., Charles G. Hadley, Hal S. Broderson and Ronald J. Brenner may be deemed to own benefically and share voting and disposition power over 1,590,201 shares of Common Stock. (c), (d) and (e). Not applicable. Item 6. Contracts, Arrangements, Understandings of Relationships With Respect to Securities of the Issuer None. Item 7. Material to be Filed as Exhibits Exhibit 1. Information concerning officers and directors of reporting persons and certain affiliates thereof. SIGNATURES 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. HILLMAN MEDICAL VENTURES 1993 L.P., HILLMAN MEDICAL VENTURES 1994 L.P., HILLMAN MEDICAL VENTURES 1995 L.P., HILLMAN MEDICAL VENTURES 1996 L.P., and HILLMAN MEDICAL VENTURES 1997 L.P. By Hillman/Dover Limited Partnership, a General Partner By Wilmington Securites, Inc., the sole General Partner /s/ Andrew H. McQuarrie By _________________________________________ Andrew H. McQuarrie, Vice President By Cashon Biomedical Associates L.P., a General Partner /s/ Charles G. Hadley By _________________________________________ Charles G. Hadley, General Partner /s/ Hal S. Broderson By _________________________________________ Hal S. Broderson, General Partner /s/ Ronald J. Brenner By _________________________________________ Ronald J. Brenner, General Partner HILLMAN/DOVER LIMITED PARTNERSHIP By Wilmington Securities, Inc., the sole General Partner /s/ Andrew H. McQuarrie By _________________________________________ Andrew H. McQuarrie, Vice President CASHON BIOMEDICAL ASSOCIATES L.P. /s/ Charles G. Hadley By _________________________________________ Charles G. Hadley, General Partner /s/ Hal S. Broderson By _________________________________________ Hal S. Broderson, General Partner /s/ Ronald J. Brenner By _________________________________________ Ronald J. Brenner, General Partner WILMINGTON SECURITIES, INC. /s/ Andrew H. McQuarrie By _________________________________________ Andrew H. McQuarrie, Vice President WILMINGTON INVESTMENTS, INC. /s/ Andrew H. McQuarrie By _________________________________________ Andrew H. McQuarrie, Vice President THE HILLMAN COMPANY /s/ Lawrence M. Wagner By _________________________________________ Lawrence M. Wagner, President HENRY L. HILLMAN, ELSIE HILLIARD HILLMAN & C. G. GREFENSTETTE, TRUSTEES OF THE HENRY L. HILLMAN TRUST U/A DATED NOVEMBER 18, 1985 /s/ C. G. Grefenstette By _________________________________________ C. G. Grefenstette, Trustee /s/ C. G. Grefenstette ____________________________________________ C. G. Grefenstette /s/ Henry L. Hillman ____________________________________________ Henry L. Hillman /s/ Elsie Hilliard Hillman ____________________________________________ Elsie Hilliard Hillman /s/ Charles G. Hadley ____________________________________________ Charles G. Hadley /s/ Hal S. Broderson ____________________________________________ Hal S. Broderson /s/ Ronald J. Brenner ____________________________________________ Ronald J. Brenner EX-1 2 EXHIBIT 1
PRINCIPAL OFFICERS AND DIRECTORS OF THE HILLMAN COMPANY, ALL OF WHOM ARE U.S. CITIZENS Name and Address Title Henry L. Hillman Chairman of the Executive Committee 2000 Grant Building and Director Pittsburgh, Pennsylvania 15219 C. G. Grefenstette Chairman of the Board and 2000 Grant Building Director Pittsburgh, Pennsylvania 15219 Lawrence M. Wagner President, Chief Executive Officer 2000 Grant Building and Director Pittsburgh, Pennsylvania 15219 H. Vaughan Blaxter, III Vice President, Secretary, General 1900 Grant Building Counsel and Director Pittsburgh, Pennsylvania 15219 Mark J. Laskow Vice President and Director 1900 Grant Building Pittsburgh, Pennsylvania 15219 Anthony J. Burlando Vice President - Risk Management 1900 Grant Building Pittsburgh, Pennsylvania 15219 James R. Philp Vice President - Personnel and 2000 Grant Building Administration Pittsburgh, Pennsylvania 15219 Richard M. Johnston Vice President - Investments and 2000 Grant Building Director Pittsburgh, Pennsylvania 15219 John W. Hall Vice President - Accounting and 1800 Grant Building Information Services Pittsburgh, Pennsylvania 15219 Maurice J. White Vice President - Shareholder 1800 Grant Building Services Pittsburgh, Pennsylvania 15219 Timothy P. Hall Vice President 2000 Grant Building Pittsburgh, Pennsylvania 15219 Joseph C. Manzinger Vice President 2000 Grant Building Pittsburgh, Pennsylvania 15219 Timothy O. Fisher Vice President 1900 Grant Building Pittsburgh, Pennsylvania 15219 Bruce I. Crocker Vice President 1800 Grant Building Pittsburgh, Pennsylvania 15219 Denis P. McCarthy Vice President 1900 Grant Building Pittsburgh, Pennsylvania 15219 Charles H. Bracken, Jr. Treasurer 2000 Grant Building Pittsburgh, Pennsylvania 15219 D. Richard Roesch Assistant Treasurer 1800 Grant Building Pittsburgh, Pennsylvania 15219 Michael S. Adamcyk Assistant Secretary and 2000 Grant Building Assistant Treasurer Pittsburgh, Pennsylvania 15219 Mary Black Strong Assistant Treasurer 2000 Grant Building Pittsburgh, Pennsylvania 15219 Carol J. Cusick Riley Vice President, Associate General 1900 Grant Building Counsel and Assistant Secretary Pittsburgh, Pennsylvania 15219 Cornel Conley Controller - Corporate 1800 Grant Building Pittsburgh, Pennsylvania 15219 Mark M. Poljak Controller - Taxes 1800 Grant Building Pittsburgh, Pennsylvania 15219 Elsie H. Hillman Director 2000 Grant Building Pittsburgh, Pennsylvania 15219 William T. Hillman Director 2000 Grant Building Pittsburgh, Pennsylvania 15219 PRINCIPAL OFFICERS AND DIRECTORS OF WILMINGTON INVESTMENTS, INC., ALL OF WHOM ARE U.S. CITIZENS H. Vaughan Blaxter, III President and Secretary 1900 Grant Building Pittsburgh, Pennsylvania 15219 Darlene Clarke Director 824 Market Street, Suite 900 Wilmington, Delaware 19801 Lario M. Marini Senior Vice President and Director Wilmington Trust Center Wilmington, Delaware 19801 Richard H. Brown Assistant Vice President and 824 Market Street, Suite 900 Assistant Secretary Wilmington, Delaware 19801 Charles H. Backen, Jr. Assistant Secretary and 2000 Grant Building Assistant Treasurer Pittsburgh, Pennsylvania 15219 Jody B. Cosner Assistant Secretary 824 Market Street, Suite 900 Wilmington, Delaware 19801 Joan E. Bachner Assistant Treasurer 824 Market Street, Suite 900 Wilmington, Delaware 19801 Andrew H. McQuarrie Vice President, CFO, 824 Market Street, Suite 900 Treasurer and Director Wilmington, Delaware 19801 John W. Hall Senior Vice President 1800 Grant Building Pittsburgh, Pennsylvania 15219 PRINCIPAL OFFICERS AND DIRECTORS OF WILMINGTON SECURITIES, INC., ALL OF WHOM ARE U.S. CITIZENS H. Vaughan Blaxter, III President 1900 Grant Building Pittsburgh, Pennsylvania 15219 Darlene Clarke Director 824 Market Street, Suite 900 Wilmington, Delaware 19801 Lario M. Marini Senior Vice President and Director Wilmington Trust Center Wilmington, Delaware 19801 Richard H. Brown Assistant Vice President and 824 Market Street, Suite 900 Assistant Secretary Wilmington, Delaware 19801 Marian F. Dietrich Secretary 1900 Grant Building Pittsburgh, Pennsylvania 15219 Charles H. Bracken, Jr. Assistant Secretary and 2000 Grant Building Assistant Treasurer Pittsburgh, Pennsylvania 15219 Jody B. Cosner Assistant Secretary 824 Market Street, Suite 900 Wilmington, Delaware 19801 Joan E. Bachner Assistant Treasurer 824 Market Street, Suite 900 Wilmington, Delaware 19801 Andrew H. McQuarrie Vice President, CFO, 824 Market Street, Suite 900 Treasurer and Director Wilmington, Delaware 19801 GENERAL PARTNERS OF: HILLMAN MEDICAL VENTURES 1993 L.P., HILLMAN MEDICAL VENTURES 1994 L.P., HILLMAN MEDICAL VENTURES 1995 L.P., HILLMAN MEDICAL VENTURES 1996 L.P., and HILLMAN MEDICAL VENTURES 1997 L.P., BOTH OF WHICH WERE ORGANIZED IN THE U.S. Hillman/Dover Limited Partnership 824 Market Street, Suite 900 Wilmington, Delaware 19801 Cashon Biomedical Associates L.P. One Tower Bridge, Suite 1350 100 Front Street West Conshohocken, Pennsylvania 19428 GENERAL PARTNER OF HILLMAN/DOVER LIMITED PARTNERSHIP, WHICH WAS ORGANIZED IN THE U.S. Wilmington Securities, Inc. 824 Market Street, Suite 900 Wilmington, Delaware 19801 GENERAL PARTNERS OF CASHON BIOMEDICAL ASSOCIATES L.P., ALL OF WHOM ARE U.S. CITIZENS Charles G. Hadley One Tower Bridge, Suite 1350 100 Front Street West Conshohocken, Pennsylvania 19428 Hal S. Broderson One Tower Bridge, Suite 1350 100 Front Street West Conshohocken, Pennsylvania 19428 Ronald J. Brenner One Tower Bridge, Suite 1350 100 Front Street West Conshohocken, Pennsylvania 19428 TRUSTEES OF THE HENRY L. HILLMAN TRUST U/A TRUST DATED NOVEMBER 18, 1985, ALL OF WHOM ARE U.S. CITIZENS Henry L. Hillman 2000 Grant Building Pittsburgh, Pennsylvania 15219 Elsie Hilliard Hillman 2000 Grant Building Pittsburgh, Pennsylvania 15219 C. G. Grefenstette 2000 Grant Building Pittsburgh, Pennsylvania 15219
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