-----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, P7jrI7vVtukiVL9Q5g/asVf1RykSpbjtrLgS8BPyH+HQTHf15TBKtfbv/NhY4xRs rLv/dhg0jsoHbNj/Qbp01A== 0000950124-98-000289.txt : 19980119 0000950124-98-000289.hdr.sgml : 19980119 ACCESSION NUMBER: 0000950124-98-000289 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980116 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OXBORO MEDICAL INTERNATIONAL INC CENTRAL INDEX KEY: 0000350557 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 411391803 STATE OF INCORPORATION: MN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-39697 FILM NUMBER: 98508615 BUSINESS ADDRESS: STREET 1: 13828 LINCOLN ST N E CITY: HAM LAKE STATE: MN ZIP: 55304 BUSINESS PHONE: 6127559516 MAIL ADDRESS: STREET 1: 13828 LINCOLN STREET NE STREET 2: 13828 LINCOLN STREET NE CITY: HAM LAKE STATE: MN ZIP: 55304 FORMER COMPANY: FORMER CONFORMED NAME: LIFE CENTERS INC DATE OF NAME CHANGE: 19900516 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRIMMER KENNETH CENTRAL INDEX KEY: 0001051700 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 720 SOUTH FIFTH STREET CITY: HOPKINS STATE: MN ZIP: 55343 BUSINESS PHONE: 6129455402 SC 13D/A 1 FORM SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* Oxboro Medical International, Inc. -------------------------------------------------------- (Name of Issuer) Common Stock, $0.01 par value -------------------------------------------------------- (Title of Class of Securities) 691384 10 1 -------------------------------------------------------- (CUSIP Number) Mr. Kenneth Brimmer 720 South Fifth Street Hopkins, MN 55343 Telephone: (612) 945-5402 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 8, 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 Schedule 13D, and is filing this schedule because of Rule 13-1(b)(3) or (4), check the following box [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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). 2 SCHEDULE 13D CUSIP NO. 691384 10 1 PAGE 2 OF PAGE 5 ------------------ ================================================================================ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Kenneth W. Brimmer SSN: (Not Required) - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* OO (CASH RESERVES) - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] PURSUANT TO ITEMS 2(D) OR 2(E) - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY 60,000 OWNED BY -------------------------------------------------------------- EACH 8 SHARED VOTING POWER REPORTING PERSON WITH 90,000 -------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 60,000 -------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 90,000 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 150,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [X] EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) ASSUMING 2,258,578 SHARES OUTSTANDING AS OF THE DATE HEREOF (AS PRESENTED IN THE COMPANY'S MOST RECENT FORM 10-KSB), AMOUNT IN ROW 11 REPRESENTS 6.64% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN AND OO (IRA ACCOUNT) - -------------------------------------------------------------------------------- * SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION 3 Cusip No. 691384 10 1 Page 3 of 5 SCHEDULE 13D Item 1. Security and Issuer. (a) Title of Class of Securities: Common Stock, $.01 par value (b) Name of Issuer: Oxboro Medical International, Inc. (c) Address of Issuer's Principal Executive Offices: 13828 Lincoln Street, N.E. Ham Lake, MN 55304 Item 2. Identity and Background. (a) Name of Person Filing: Kenneth Brimmer (This Schedule 13D also pertains to shares owned by Jaye M. Snyder, spouse of Kenneth Brimmer, and such shares are included within the references herein.) (b) Business Address: 720 South Fifth Street Hopkins, MN 55343 (c) Principal Occupation or Employment: Business Manager (d) Conviction in a criminal proceeding during the last five years: No (e) Subject, during the last five years, to a judgment, decree or final order enjoining securities laws violations: No (f) Citizenship: Mr. Brimmer is a citizen of the United States Item 3. Source and Amount of Funds or Other Consideration. Cash reserves. Item 4. Purpose of Transaction. (a) The purpose of the acquisition is to promote a change in the composition of the present Board of Directors and management of Issuer. (b) The person filing this statement has no plans or proposals, at this time, which would result in any of the transactions listed in Item 4(b), 4(c), 4(e), 4(f), 4(h), 4(i), or 4(j), except that such person may promote a change in the Issuer's Articles and/or Bylaws 4 Cusip No. 691384 10 1 Page 4 of 5 for the purposes of promoting a change in the composition of the present Board of Directors and management of the Issuer. Item 5. Interest in Securities of the Issuer. (a) Number and Percentage of Class beneficially owned: 150,000 shares may be deemed beneficially owned within the meaning of Rule 13d-3 of the Securities Exchange Act of 1934 by Kenneth Brimmer and this represents 6.64% of the 2,258,578 shares shown as outstanding in the Issuer's last Exchange Act filing, its Form 10-KSB, dated December 29, 1997. In addition, under Section 13d-3(b), under some interpretations, the reporting person may be viewed as the beneficial owner of 164,075 shares of the Issuer's Common Stock in which CMM Properties, LLC (which also has reported its beneficial ownership on Schedule 13(d)) has a beneficial interest. If combined, such 164,075 shares and 150,000 shares, would represent 13.91 % of the 2,258,578 shares assumed to be outstanding. See Item 6 below. DISCLAIMER: Pursuant to Rule 13d-3, the Reporting Person disclaims any interest of any kind, whether beneficial or otherwise, in the shares of the Issuer owned beneficially by the entity named above. (b) For information on voting and dispositive power with respect to the above listed shares, see Items 5-8 of the cover page. (c) Recent transactions in Common Stock:
Date of Period No. of Shares Price or Range of Price Nature of Transaction ---------------- ----------------- ----------------------- ---------------------- 09/23/97 to 30,000 $1.0195 to $1.27 Open Market 12/03/97 Purchase 11/24/97 50,000 $1.06250 Private Purchase 01/08/97 70,000 $1.25 Open Market Purchase
(d) Ability to Direct the Receipt of Dividends or the Proceeds of Sale of Securities: Not applicable. (e) Last Date on Which Reporting Person Ceased to be a 5% Holder: Not applicable. 5 Cusip No. 691384 10 1 Page 5 of 5 Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, except that Reporting Person has an informal, unwritten, non-binding understanding with Gary Copperud, CMM Properties, LLC, (who is mentioned in Item 5 above and who also is filing a Schedule 13(d)). Such understanding, to date, is to the effect that each will try (but not necessarily beforehand) to keep the other informed of any significant purchases or sales which such person makes, and that each will share, with the other, information concerning the Issuer, and requests for information addressed to the Issuer, which might affect the valuation of their respective investments. Item 7. Material to be Filed as Exhibits. None 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, and complete and correct. DATE: January 16, 1998 /s/ Kenneth Brimmer ------------------------------- KENNETH BRIMMER -----END PRIVACY-ENHANCED MESSAGE-----