0001104659-14-010296.txt : 20140214 0001104659-14-010296.hdr.sgml : 20140214 20140214105646 ACCESSION NUMBER: 0001104659-14-010296 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140214 GROUP MEMBERS: ALLOY ANNEX I, L.P. GROUP MEMBERS: ALLOY ANNEX I, LLC GROUP MEMBERS: ALLOY CORPORATE 2000, L.P. GROUP MEMBERS: ALLOY INVESTORS 2000, L.P. GROUP MEMBERS: ALLOY PARTNERS 2000, L.P. GROUP MEMBERS: ALLOY VENTURES 2000, LLC GROUP MEMBERS: CRAIG TAYLOR GROUP MEMBERS: DANIEL RUBIN GROUP MEMBERS: JOHN SHOCH GROUP MEMBERS: TONY DI BONA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KALOBIOS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001293310 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 770557236 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87188 FILM NUMBER: 14612329 BUSINESS ADDRESS: STREET 1: 260 EAST GRAND AVE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650.243.3100 MAIL ADDRESS: STREET 1: 260 EAST GRAND AVE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Alloy Ventures 2000, L.P. CENTRAL INDEX KEY: 0001317233 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 400 HAMILTON AVENUE STREET 2: 4TH FLOOR CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-687-5000 MAIL ADDRESS: STREET 1: 400 HAMILTON AVENUE STREET 2: 4TH FLOOR CITY: PALO ALTO STATE: CA ZIP: 94301 SC 13G 1 a14-5950_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. )*

 

KaloBios Pharmaceuticals, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

48344T100

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

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 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. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Ventures 2000, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
PN

 


(1)  This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2)  Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)  This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

2



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Partners 2000, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
PN

 


(1)  This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2)  Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)  This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

3



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Corporate 2000, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
PN

 


(1)  This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2)  Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)  This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

4



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Investors 2000, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
PN

 


(1)  This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. 

(2)  Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)  This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

5



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Ventures 2000, LLC

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
OO

 


(1)  This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

(2)  Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)  This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

6



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Annex I, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
PN

 


(1)   This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

(2)   Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)   This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

7



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Annex I, LLC

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
OO

 


(1)   This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

(2)   Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)   This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

8



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Craig Taylor

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
IN

 


(1)   This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

(2)   Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)   This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

9



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
John Shoch

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
1,691,694 shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
1,691,694 shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,691,694 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (3)

 

 

12

Type of Reporting Person*
IN

 


(1)   This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

(2)   Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)   This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

10



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Tony Di Bona

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,000 shares (2)

 

6

Shared Voting Power
1,691,694  shares of Common Stock (3)

 

7

Sole Dispositive Power
1,000 shares (2)

 

8

Shared Dispositive Power
1,691,694  shares of Common Stock (3)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,692,694 shares of Common Stock (2)(3)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
5.1% (4)

 

 

12

Type of Reporting Person*
IN

 


(1)   This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)   Includes 1,000 shares held by Di Bona directly. 

(3)   Includes  (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(4)   This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

11



 

CUSIP No. 48344T100

13 G

 

 

 

1

Names of Reporting Persons.
Daniel Rubin

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
491,752  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
491,752  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
491,752 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*  o

 

 

11

Percent of Class Represented by Amount in Row 9
1.5% (3)

 

 

12

Type of Reporting Person*
IN

 


(1)   This Schedule 13G is filed by Alloy Ventures 2000, L.P., a California limited partnership (“Ventures”), Alloy Partners 2000, L.P., a California limited partnership (“Partners”), Alloy Corporate 2000, L.P., a California limited partnership (“Corporate”), Alloy Investors 2000, L.P., a California limited partnership (“Investors”), Alloy Ventures 2000, LLC, a California limited liability company (“GP 2000”), Alloy Annex I, L.P. a California limited partnership (“Annex”), Alloy Annex I, LLC, a California limited liability company (“GP Annex”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”) and Daniel Rubin (“Rubin” and together with Ventures, Partners, Corporate, Investors, GP 2000, Annex, GP Annex, Taylor, Shoch, Kelly and Di Bona  collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

(2)   Includes (i) 871,003 shares held by Ventures; (ii) 44,644 shares held by Partners; (iii) 104,688 shares held by Corporate; (iv) 179,607 shares held by Investors;  and (v) 491,752 shares held by Annex. GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

(3)   This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

12



 

 

Introductory Note: This Statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.001 per share (“Common Stock”), of KaloBios Pharmaceuticals, Inc.  (the “Issuer”).

 

 

 

Item 1

 

 

(a)

Name of Issuer:
KaloBios Pharmaceuticals, Inc.

 

 

 

Address of Issuer’s Principal Executive Offices:
260 East Grand Avenue

South San Francisco, CA

 

 

 

Item 2

 

 

(a)

Name of Person(s) Filing:
Alloy Ventures 2000, L.P. (“Ventures”)

Alloy Partners 2000, L.P. (“Partners”)

Alloy Corporate 2000, L.P. (“Corporate”)

Alloy Investors 2000, L.P. (“Investors”)

Alloy Ventures 2000, LLC (“GP 2000”)

Alloy Annex I, L.P. (“Annex”)

Alloy Annex I, LLC (“GP Annex”)

Craig Taylor (“Taylor”)

John Shoch (“Shoch”)

Douglas Kelly (“Kelly”)

Tony Di Bona (“Di Bona”)

Daniel Rubin (“Rubin”)

 

 

(b)

Address of Principal Business Office:
c/o Alloy Ventures

400 Hamilton, 4th Floor

Palo Alto, CA  94301

 

 

(c)

Citizenship:

 

Entities:

 

Ventures

-

 

California, United States of America

 

 

 

 

Partners

-

 

California, United States of America

 

 

 

 

Corporate

-

 

California, United States of America

 

 

 

 

Investors

-

 

California, United States of America

 

 

 

 

GP 2000

-

 

California, United States of America

 

 

 

 

Annex

-

 

California, United States of America

 

 

 

 

GP Annex

-

 

California, United States of America

 

 

 

 

 

 

 

 

 

 

Individuals:

 

Taylor

-

 

United States of America

 

 

 

 

Shoch

-

 

United States of America

 

 

 

 

Kelly

-

 

United States of America

 

 

 

 

Di Bona

-

 

United States of America

 

 

 

 

Rubin

-

 

United States of America

 

 

 

(d)

Title of Class of Securities:
Common Stock

 

(e)

CUSIP Number:
48344T100

 

 

Item 3

Not applicable.

 

13



 

Item 4

Ownership.

The following information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2013:

 

Reporting Persons

 

Shares Held
Directly

 

Sole Voting
Power

 

Shared
Voting
Power

 

Sole
Dispositive
Power

 

Shared
Dispositive
Power

 

Beneficial
Ownership

 

Percentage
of Class (1)

 

Ventures

 

871,003

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Partners

 

44,644

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Corporate

 

104,688

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Investors

 

179,607

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

GP 2000

 

0

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Annex

 

491,752

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

GP Annex

 

0

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Taylor

 

0

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Shoch

 

0

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Kelly

 

0

 

0

 

1,691,694

 

0

 

1,691,694

 

1,691,694

 

5.1

%

Di Bona

 

1,000

 

1,000

 

1,691,694

 

1,000

 

1,691,694

 

1,692,694

 

5.1

%

Rubin

 

0

 

0

 

491,752

 

0

 

491,752

 

491,752

 

1.5

%

 

GP 2000 serves as the sole general partner of Ventures, Partners, Corporate and Investors and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly and Di Bona are managing directors of GP 2000 and share voting and dispositive power over the shares held by Ventures, Partners, Corporate and Investors; however, they disclaim beneficial ownership of the shares held by Ventures, Partners, Corporate and Investors except to the extent of their pecuniary interests therein. GP Annex serves as the sole general partner of Annex and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona and Rubin are managing directors of GP Annex and share voting and dispositive power over the shares held by Annex; however, they disclaim beneficial ownership of the shares held by Annex except to the extent of their pecuniary interests therein.

 


(1)         This percentage is calculated based upon 32,921,962 shares of Common Stock outstanding as of September 30, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on November 12, 2013.

 

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 persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following:   o

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

 

See Items 2(a) and 4.

 

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.

 

Not applicable.

 

14



 

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: February 14, 2014

 

 

 

Alloy Ventures 2000, L.P.

 

By: Alloy Ventures 2000, LLC

 

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

Alloy Partners 2000, L.P.

By: Alloy Ventures 2000, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Corporate 2000, L.P.

By: Alloy Ventures 2000, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

Alloy Investors 2000, L.P.

By: Alloy Ventures 2000, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Ventures 2000, LLC

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Annex I L.P.

By: Alloy Annex I, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Annex I, LLC

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

/s/ Craig Taylor

 

Craig Taylor

 

 

 

 

/s/ John Shoch

 

John Shoch

 

 

 

/s/ Douglas Kelly

 

Douglas Kelly

 

 

 

/s/ Tony Di Bona

 

Tony Di Bona

 

 

 

/s/ Daniel Rubin

 

Daniel Rubin

 

 

15



 

Exhibit(s):

 

A - Joint Filing Statement

 

16



 

EXHIBIT A

 

JOINT FILING STATEMENT

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of KaloBios Pharmaceuticals, Inc.  is filed on behalf of each of us.

 

Dated: February 14, 2014

 

 

 

Alloy Ventures 2000, L.P.

 

By: Alloy Ventures 2000, LLC

 

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

Alloy Partners 2000, L.P.

By: Alloy Ventures 2000, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Corporate 2000, L.P.

By: Alloy Ventures 2000, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

Alloy Investors 2000, L.P.

By: Alloy Ventures 2000, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Ventures 2000, LLC

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Annex I L.P.

By: Alloy Annex I, LLC

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

Alloy Annex I, LLC

 

 

 

By:

/s/ Tony Di Bona - attorney-in-fact

 

 

Managing Director

 

 

 

 

/s/ Craig Taylor

 

Craig Taylor

 

 

 

 

/s/ John Shoch

 

John Shoch

 

 

 

/s/ Douglas Kelly

 

Douglas Kelly

 

 

 

/s/ Tony Di Bona

 

Tony Di Bona

 

 

 

/s/ Daniel Rubin

 

Daniel Rubin

 

 

17