-----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, HStYbgRbCbwiqw5tl4B/vIH23KdqhABWb/rsd3Wcc7cO/Cgig1t9zEJRzckMY+R1 cYcU5zGEgqoYZp48I3bZBw== 0000906344-96-000023.txt : 19960515 0000906344-96-000023.hdr.sgml : 19960515 ACCESSION NUMBER: 0000906344-96-000023 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960514 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ABAXIS INC CENTRAL INDEX KEY: 0000881890 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 770213001 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42349 FILM NUMBER: 96563481 BUSINESS ADDRESS: STREET 1: 1320 CHESAPEAKE TERRACE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 4087340200 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOWARD RICE NEMEROVSKI CANADY ROBERTSON & FALK CENTRAL INDEX KEY: 0000906344 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3 EMBARCADERO CTR 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111-4065 BUSINESS PHONE: 4154341600 SC 13G/A 1 AMENDMENT NO. 3 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) Abaxis, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 002567-10-5 (CUSIP Number) Check the following box if a fee is being paid with this statement []. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *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 the disclosures provided in a prior cover page. The information required in 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. 002567-10-5 SCHEDULE 13G Page 2 of 22 1 Name Of Reporting Person H&Q LIFE SCIENCE TECHNOLOGY FUND I IRS Identification No. Of Above Person 94-3051434 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 3 of 22 1 Name Of Reporting Person H&Q LIFE SCIENCE VENTURES IRS Identification No. Of Above Person 94-2969639 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 4 of 22 1 Name Of Reporting Person H&Q LONDON VENTURES IRS Identification No. Of Above Person 94-2966540 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization England 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 5 of 22 1 Name Of Reporting Person HAMCO CAPITAL CORPORATION IRS Identification No. Of Above Person 94-2731560 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * CO SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 6 of 22 1 Name Of Reporting Person H&Q LST MANAGERS I IRS Identification No. Of Above Person 94-3051435 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 7 of 22 1 Name Of Reporting Person H&Q LSV MANAGERS IRS Identification No. Of Above Person 94-3069512 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 8 of 22 1 Name Of Reporting Person ROBERT FEENEY IRS Identification No. Of Above Person ###-##-#### 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization United States 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * IN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 9 of 22 1 Name Of Reporting Person THH/RJK IRS Identification No. Of Above Person 94-3051436 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF SHARES 6 Shared Voting Power BENEFICIALLY OWNED BY EACH 572,936 REPORTING PERSON WITH 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 10 of 22 1 Name Of Reporting Person THEO HEINRICHS IRS Identification No. Of Above Person ###-##-#### 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization United States 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * IN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 11 of 22 1 Name Of Reporting Person ROBERT KUNZE IRS Identification No. Of Above Person ###-##-#### 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization United States 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * IN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 12 of 22 1 Name Of Reporting Person HAMBRECHT & QUIST VENTURE PARTNERS IRS Identification No. Of Above Person 94-2949080 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * PN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 13 of 22 1 Name Of Reporting Person HAMBRECHT & QUIST GROUP IRS Identification No. Of Above Person 94-2856927 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * CO SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 14 of 22 1 Name Of Reporting Person WILLIAM R. HAMBRECHT IRS Identification No. Of Above Person ###-##-#### 2 Check The Appropriate Box If A Member Of A Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization United States 5 Sole Voting Power -0- NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 572,936 OWNED BY EACH REPORTING 7 Sole Dispositive Power PERSON WITH -0- 8 Shared Dispositive Power 572,936 9 Aggregate Amount Beneficially Owned By Each Reporting Person 572,936 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 5.8% 12 Type Of Reporting Person * IN SEC 1745 (2/92) CUSIP No. 002567-10-5 SCHEDULE 13G Page 15 of 22 Item 1(a). Name of Issuer. Abaxis, Inc. (the "Issuer"). Item 1(b). Address of Issuer's Principal Executive Offices. 1320 Chesapeake Terrace, Sunnyvale, CA 94089. Item 2(a). Names of Persons Filing. Reference is made to Item 1 of each of the cover pages of this Amendment, which Items are incorporated by reference herein. Item 2(b). Address of Principal Business Office or, if none, Residence. The address of each reporting person is One Bush Street, San Francisco, California 94104. Item 2(c). Citizenship. Reference is made to Item 4 of each of the cover pages of this Amendment, which Items are incorporated by reference herein. Item 2(d). Title of Class of Securities. Common Stock, no par value ("Common Stock"). Item 2(e). CUSIP Number. 002567-10-5 Item 3. Type of Reporting Person. Not applicable. Item 4. Ownership. Reference is hereby made to Items 5-9 and 11 of each of the cover pages to this Amendment, which Items are incorporated by reference herein. According to the Issuer, 9,857,628 share of Common Stock were outstanding on March 31, 1996. On such date, the following shares of Common Stock were held directly by the following persons: CUSIP No. 002567-10-5 SCHEDULE 13G Page 16 of 22 Common Stock Person Directly Owned H&Q Life Science Technology Fund I 193,205 H&Q Life Science Ventures 171,241 H&Q London Ventures 186,529 Hamco Capital Corporation 14,923 Hambrecht & Quist Venture Partners 1,038 _______ TOTAL 566,936 ======= In addition, H&Q Life Science Technology Fund I has an option to purchase 6,000 shares of Common Stock, which option is immediately exercisable. Because voting and investment decisions concerning the above securities may be made by or in conjunction with H&Q LST Managers I, H&Q LSV Managers, Robert Feeney, THH/RJK, Theo Heinrichs, Robert Kunze, Hambrecht & Quist Venture Partners, Hambrecht & Quist Group and William R. Hambrecht, each of the reporting persons may be deemed a member of a group that shares voting and dispositive power over 572,936 shares. Although the reporting persons are reporting such securities as if they were members of a group, the filing of this Schedule 13G shall not be construed as an admission by any reporting person that it is a beneficial owner of any securities other than those directly held by such reporting person. Under the definition of "beneficial ownership" in Rule 13d-3 under the Securities Exchange Act of 1934, it is also possible that the individual general partners of Hambrecht & Quist Venture Partners and/or the directors and executive officers of Hambrecht & Quist Group might be deemed the "beneficial owners" of some or all of the securities to which this Schedule 13G relates in that they might be deemed to share the power to direct the voting and disposition of such securities. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any of such individuals is, for any purpose, the beneficial owner of any of the securities to which this Schedule 13G relates, and such beneficial ownership is expressly disclaimed. Item 5. Ownership of Five Percent or Less of a Class. Not applicable. CUSIP No. 002567-10-5 SCHEDULE 13G Page 17 of 22 Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not applicable. 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. CUSIP No. 002567-10-5 SCHEDULE 13G Page 18 of 22 Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: May 9, 1996. H&Q LIFE SCIENCE H&Q LST MANAGERS I TECHNOLOGY FUND I By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche ___________________________ ___________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact* Attorney-in-Fact* H&Q LIFE SCIENCE VENTURES H&Q LSV MANAGERS By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche ___________________________ ___________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact* Attorney-in-Fact* H&Q LONDON VENTURES ROBERT FEENEY By: /s/ Jackie A. Berterretche By: /s/ Robert Kunze ___________________________ ___________________________ Jackie A. Berterretche Robert Kunze Attorney-in-Fact* Attorney-in-Fact* HAMCO CAPITAL CORPORATION THH/RJK By: /s/ Jackie A. Berterretche By: /s/ Robert Kunze ___________________________ ___________________________ Jackie A. Berterretche Robert Kunze Attorney-in-Fact* Attorney-in-Fact* CUSIP No. 002567-10-5 SCHEDULE 13G Page 19 of 22 THEO HEINRICHS HAMBRECHT & QUIST GROUP By: /s/ Robert Kunze By: /s/ Jackie A. Berterretche ___________________________ ___________________________ Robert Kunze Jackie A. Berterretche Attorney-in-Fact* Attorney-in-Fact* WILLIAM R. HAMBRECHT /s/ Robert Kunze ______________________________ ROBERT KUNZE By: /s/ Jackie A. Berterretche ___________________________ Jackie A. Berterretche Attorney-in-Fact* HAMBRECHT & QUIST VENTURE PARTNERS By: /s/ Jackie A. Berterretche ___________________________ Jackie A. Berterretche Attorney-in-Fact* * Powers of attorney were filed with the Commission in connection with the previous Schedule 13G filings and are hereby incorporated by reference. CUSIP No. 002567-10-5 SCHEDULE 13G Page 20 of 22 EXHIBIT INDEX Exhibit A Joint Filing Undertaking Page 21 CUSIP No. 002567-10-5 SCHEDULE 13G Page 21 of 22 JOINT FILING UNDERTAKING The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to the Amendment to Schedule 13G to evidence the agreement of the below-named parties, in accordance with rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Amendment and any subsequent amendment jointly on behalf of each of such parties. DATED: May 9, 1996. H&Q LIFE SCIENCE HAMCO CAPITAL CORPORATION TECHNOLOGY FUND I By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche ___________________________ ___________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact* Attorney-in-Fact* H&Q LST MANAGERS I H&Q LIFE SCIENCE VENTURES By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche ___________________________ ___________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact* Attorney-in-Fact* H&Q LSV MANAGERS H&Q LONDON VENTURES By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche ___________________________ ___________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact* Attorney-in-Fact* ROBERT FEENEY By: /s/ Robert Kunze ___________________________ Robert Kunze Attorney-in-Fact* CUSIP No. 002567-10-5 SCHEDULE 13G Page 22 of 22 THH/RJK HAMBRECHT & QUIST VENTURE PARTNERS By: /s/ Robert Kunze __________________________ By: /s/ Jackie A. Berterretche Robert Kunze ___________________________ Attorney-in-Fact* Jackie A. Berterretche Attorney-in-Fact* THEO HEINRICHS HAMBRECHT & QUIST GROUP By: /s/ Robert Kunze ___________________________ By: /s/ Jackie A. Berterretche Robert Kunze ___________________________ Attorney-in-Fact* Jackie A. Berterretche Attorney-in-Fact* /s/ Robert Kunze WILLIAM R. HAMBRECHT ______________________________ ROBERT KUNZE By: /s/ Jackie A. Berterretche ___________________________ Jackie A. Berterretche Attorney-in-Fact* * Powers of attorney were filed with the Commission in connection with the previous Schedule 13G filings and are hereby incorporated by reference. -----END PRIVACY-ENHANCED MESSAGE-----