SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
KIMBERLIN KEVIN

(Last) (First) (Middle)
535 MADISON AVENUE
18TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MINRAD INTERNATIONAL, INC. [ BUF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/17/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/17/2007 S 4,200 D $5.35 3,458,020 I See footnote(1)
Common Stock 07/17/2007 S 5,800 D $5.35 3,452,220 I See footnote(2)
Common Stock 07/20/2007 X 280,148 A $1.15 3,732,368 I See footnote(3)
Common Stock 08/06/2007 S 9,278 D $4.64 3,723,090 I See footnote(4)
Common Stock 08/15/2007 G V 105,263 D $0 3,617,827 I See footnote(5)
Common Stock 08/15/2007 J(6) 70,000 D $0(6) 3,547,827 I See footnote(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $1.15 07/20/2007 X 19,278 11/20/2002 03/28/2009 Common Stock 19,278 $0 3,836,127 I See footnote(8)
Warrants $1.15 07/20/2007 X 260,870 03/28/2002 03/28/2009 Common Stock 260,870 $0 3,575,257 I See footnote(9)
Explanation of Responses:
1. Of this total: 3,004,200 shares of Common Stock of the Issuer ("Common Stock") are held by Spencer Trask Enterprise Portfolio LLC ("STEP"), a Delaware limited liability company of which the Reporting Person is the non-member manager; and 453,820 shares of Common Stock are held by Kevin Kimberlin Partners, L.P. ("KKP"), a Delaware limited partnership, of which the Reporting Person is the general partner.
2. Of this total: 3,004,200 shares of Common Stock are held by STEP and 448,020 shares of Common Stock are held by Kevin Kimberlin Partners, L.P. ("KKP"), a Delaware limited liability partnership, of which the Reporting Person is the general partner. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
3. Of this total: 3,004,200 shares of Common Stock are held by STEP; 458,020 shares of Common Stock are held by KKP; 9,278 shares of Common Stock are held by Spencer Trask & Co. ("ST&Co."), a Delaware corporation, of which the Reporting Person is the sole stockholder and Chairman; 182,609 shares of Common Stock are held by Spencer Trask Private Equity Fund I LP ("Fund I"), a Delaware limited partnership; and 78,261 shares of Common Stock are held by Spencer Trask Private Equity Fund II LP ("Fund II"), a Delaware limited partnership. The general partner of each of Fund I and Fund II is Trask Partners LLC, a Delaware limited liability company that is wholly owned by ST&Co. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
4. Of this total: 3,004,200 shares of common stock are held by STEP; 458,020 shares of Common Stock are held by KKP; 182,609 shares of Common Stock are held by Fund I; and 78,261 shares of Common Stock are held by Fund II. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
5. Of this total: 3,004,200 shares of common stock are held by STEP; 352,757 shares of Common Stock are held by KKP; 182,609 shares of Common Stock are held by Fund I; and 78,261 shares of Common Stock are held by Fund II. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
6. The shares of Common Stock were transferred to Donald Farley ("Farley") pursuant to a loan agreement between Farley and Spencer Trask Specialty Group, LLC ("STSG"), a Delaware limited liability company, of which the Reporting Person is the non-member manager and indirectly the principal owner.
7. Of this total: 3,004,200 shares of common stock are held by STEP; 282,757 shares of Common Stock are held by KKP; 182,609 shares of Common Stock are held by Fund I; and 78,261 shares of Common Stock are held by Fund II. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
8. Of this total: ST&Co. directly owns warrants to purchase up to 190,628 shares of Common Stock; Fund I directly owns warrants to purchase up to 182,609 shares of Common Stock; Fund II directly owns warrants to purchase up to 78,261 shares of common stock; and STEP directly owns warrants to purchase up to 3,384,629 shares of Common Stock.
9. Of this total: ST&Co. directly owns warrants to purchase up to 190,628 shares of Common Stock and STEP directly owns warrants to purchase up to 3,384,629 shares of Common Stock.
/s/ Kevin B. Kimberlin 10/02/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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