-----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, Nt+kvVHfsqId1xsE9E2FZ9u8iKmQZFiwmHvCGgTXhT+Z7LmtAckDge1i+VtIJdQ2 GAPD50Te1B9JrpUCX1Dbrw== 0000898432-03-000544.txt : 20030723 0000898432-03-000544.hdr.sgml : 20030723 20030616152531 ACCESSION NUMBER: 0000898432-03-000544 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030610 FILED AS OF DATE: 20030616 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KIMBERLIN KEVIN CENTRAL INDEX KEY: 0000904841 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-18006 FILM NUMBER: 03745513 BUSINESS ADDRESS: STREET 1: SPENCER TRASK SECURITIES INC STREET 2: 535 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2123555565 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUNE RESPONSE CORP CENTRAL INDEX KEY: 0000817785 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 330255679 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5935 DARWIN COURT CITY: CARLSBAD STATE: CA ZIP: 92008 BUSINESS PHONE: 6194317080 MAIL ADDRESS: STREET 1: 5935 DARWIN COURT CITY: CARLSBAD STATE: CA ZIP: 92008 4 1 kimberlin-immune_4ex.xml X0101 4 2003-06-10 0000817785 IMMUNE RESPONSE CORP IMNR 0000904841 KIMBERLIN KEVIN 1 0 1 0 Common Stock, par value $.0025 per share 2003-06-10 4 P 0 629754 3.5733 A 3408088 I See Note Common Stock, par value $.0025 per share 2003-06-10 4 P 0 611878 3.6082 A 4019966 I See Note Common Stock, par value $.0025 per share 2003-06-10 4 P 0 371940 1.457 A 4391906 I See Note 8% Convertible Debenture due 2005 3.5733 2003-06-10 4 C 0 0 0 D 2001-11-09 2003-06-10 Common Stock 0 23168575 I See Note 8% Convertible Debenture due 2005 3.6082 2003-06-10 4 C 0 0 0 D 2002-02-14 2003-06-10 Common Stock 0 22556697 I See Note 8% Convertible Debenture due 2005 1.470 2003-06-10 4 C 0 0 0 D 2002-05-03 2003-06-10 Common Stock 0 22184757 I See Note 8% Convertible Debenture due 2005 1.4570 2003-06-10 4 P 0 2611709 3805260 A 2003-06-10 2005-06-10 Common Stock 2611709 24796466 I See Note This number does not include the number from column 9 in table II. 8,750 shares of stock are held by the reporting person's spouse. 4,000 shares of common stock are held by Kimberlin Family Partners, L.P., a Colorado limited partnership, of which the reporting person is the general partner. 448,717 shares of common stock are held by Kevin Kimberlin Partners, L.P., a Delaware limited partnership ("KKP"), of which the general partner is KKP Management LLC, of which the reporting person is the managing member. 3,873,460 shares of common stock are held by Cheshire Associates LLC, of which the reporting person is a related party. On June 10, 2003, Cheshire Associates LLC, of which the reporting person is a related party, converted (a) the $2,000,000 principal amount of the 8% Convertible Secured Promissory Note, dated November 9, 2001, issued by the Company to KKP and subsequently contributed to Cheshire Associates LLC, plus accrued interest thereon, into 629,754 shares of common stock, (b) the $2,000,000 principal amount of the 8% Convertible Secured Promissory Note, dated February 14, 2002, issued by the Company to the Oshkim Limited Partnership ("Oshkim"), of which the reporting person is a related party, and subsequently contributed to Cheshire Associates LLC, plus accrued interest thereon, into 611,878 shares of common stock and (c) $541,917.81 of the principal amount of the 8% Convertible Secured Promissory Note, dated May 3, 2002, issued by the Company to Oshkim and subsequently contributed to Cheshire Associates LLC, into 371,940 shares of common stock. On June 10, 2003, Cheshire Associates LLC also purchased a promissory note initially convertible into 2,611,709 shares of the Issuer's common stock. Such note was issued in consideration for the partial conversion and subsequent cancellation of the 8% Convertible Secured Promissory Note, dated May 3, 2002. This number includes the number of shares of the Issuer's common stock underlying options, convertible notes and warrants held by the reporting person or related parties of the reporting person. This convertible secured promissory note has been converted. /s/ Kevin B. Kimberlin 2003-06-16 -----END PRIVACY-ENHANCED MESSAGE-----