-----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, JbjR9YvMyF99ngRw7SmXgxg2lJ6eeOYRrYIXqdIFUIodOJzxRe3PzvqlnCnCNqcT aL5dvBXOQ3blUw0VhD9gUw== 0000898432-04-000772.txt : 20041005 0000898432-04-000772.hdr.sgml : 20041005 20041005175935 ACCESSION NUMBER: 0000898432-04-000772 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040929 FILED AS OF DATE: 20041005 DATE AS OF CHANGE: 20041005 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TREASURE MOUNTAIN HOLDINGS INC CENTRAL INDEX KEY: 0001139950 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-CHEMICALS & ALLIED PRODUCTS [5160] IRS NUMBER: 841394211 STATE OF INCORPORATION: NV BUSINESS ADDRESS: STREET 1: 1390 SOUTH 1100 EAST SUITE 204 CITY: SALT LAKE CITY STATE: UT ZIP: 84105-2463 BUSINESS PHONE: 8013220253 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: 000-32741 FILM NUMBER: 041066936 BUSINESS ADDRESS: STREET 1: SPENCER TRASK SECURITIES INC STREET 2: 535 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2123555565 4 1 treasuremountain_form4ex.xml X0202 4 2004-09-29 0 0001139950 TREASURE MOUNTAIN HOLDINGS INC TMHI 0000904841 KIMBERLIN KEVIN SPENCER TRASK SECURITIES INC 535 MADISON AVENUE NEW YORK NY 10022 0 0 1 0 Common Stock 2004-09-29 4 J 0 25375955 A 28157595 I See Notes Convertible Preferred Stock 0.955 2004-09-29 4 J 0 7761996 A Common Stock 7761996 7761996 I See Note Warrant 0.447 2004-09-29 4 J 0 349167 A 2009-09-28 Common Stock 349167 349167 I See Notes Warrant 0.239 2004-09-29 4 J 0 10681358 A 2007-09-29 Common Stock 10681358 10681358 I See Notes Warrant 0.358 2004-09-29 4 J 0 9711138 A 2009-09-28 Common Stock 9711138 9711138 I See Note Shares of the Issuer's Common Stock ("Shares") were acquired on the Transaction Date upon consummation of a merger of Vyteris, Inc. into a wholly-owned subsidiary of the Issuer (the "Merger"), at which time 4.19 Shares were issued in exchange for each share of Vyteris, Inc., subject to the issuance of certain rights certificates (the "Rights Certificates") in lieu of Shares (see Note 3). Shares were also acquired in exchange for the extension of a line of credit to the Issuer (see Note 2). 24,375,955 Shares were acquired upon consummation of the Merger by Spencer Trask Specialty Group, LLC ("STSG"), a Delaware limited liability company, of which the Reporting Person is the non-member manager; 1,000,000 Shares were acquired on the Transaction Date by STSG in exchange for extending to the Issuer a $5 million line of credit through 11/15/2005; and 2,781,640 Shares were previously acquired, as reported by the Reporting Person on a Form 3 filed March 8, 2004, by Scimitar Holdings, LLC, a New York limited liability company and wholly-owned subsidiary of Spencer Trask & Co. ("Spencer Trask & Co."), a Delaware corporation, of which the Reporting Person is the controlling shareholder and chairman. Does not include 81,290,523 Shares represented by certain Rights Certificates issued upon the Merger to STSG in lieu of Shares. The Issuer intends to issue Shares in exchange for the Rights Certificates upon the satisfaction of certain conditions, including the reincorporation and reverse stock split of the Issuer. Numbers reflect neither an aggregate 923,702 Shares acquired in the Merger by, nor an additional 2,959,032 Shares represented by certain Rights Certificates issued upon the Merger to, Spencer Trask Private Equity Fund I LP, Spencer Trask Private Equity Fund II LP, Spencer Trask Private Equity Accredited Fund III LLC, and Spencer Trask Illumination Fund LLC (collectively, the "Funds"), as to which the Reporting Person disclaims beneficial ownership. Spencer Trask & Co. is a 100% owner of the manager of each of the Funds. Numbers also reflect neither an aggregate 1,803,654 Shares acquired in the Merger by, nor an additional 5,777,910 Shares represented by certain Rights Certificates issued upon the Merger to, Qubit Holdings, LLC ("Qubit"), a Delaware limited liability company owned by certain trusts for the benefit of the Reporting Person's children, as to which the Reporting Person disclaims beneficial ownership. Securities were acquired in the Merger upon exchange of like securities of Vyteris, Inc. Each derivative security exercisable or convertible for share(s) of Vyteris, Inc. was exchanged upon the Merger for a like derivative security exercisable or convertible, as applicable, at a rate of 4.19 Shares per one share of Vyteris, Inc. Securities are currently convertible. Securities were acquired by STSG. Securities are currently exercisable, but are subject to an agreement not to exercise until the Issuer has reincorporated and undergone a reverse stock split. Does not include Warrants acquired by the Funds to purchase an aggregate 349,166 Shares, as to which the Reporting Person disclaims beneficial ownership. Does not include Warrants acquired by Qubit to purchase an aggregate 1,895,391 Shares, as to which the Reporting Person disclaims beneficial ownership. Warrants were acquired by Spencer Trask Ventures, Inc., a Delaware corporation and wholly-owned subsidiary of Spencer Trask & Co. Does not include Warrants acquired by the Funds to purchase an aggregate 1,047,500 Shares at an exercise price of $0.239 and expiring 05/26/2009, as to which the Reporting Person disclaims beneficial ownership. No expiration date. /s/ Kevin B. Kimberlin 2004-10-05 -----END PRIVACY-ENHANCED MESSAGE-----