-----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, DDkKLb0/EwZJDwPh2tWozzKxCLOgtybDPh2yckwFQJPE8l3ayKSZUgoEZF98/e1V Na+lOyPU6lSXplIP1RNAkA== 0001082504-04-000055.txt : 20040825 0001082504-04-000055.hdr.sgml : 20040825 20040825121334 ACCESSION NUMBER: 0001082504-04-000055 CONFORMED SUBMISSION TYPE: 5/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031231 FILED AS OF DATE: 20040825 DATE AS OF CHANGE: 20040825 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KIMBERLIN KEVIN CENTRAL INDEX KEY: 0000904841 FILING VALUES: FORM TYPE: 5/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-28008 FILM NUMBER: 04995851 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: SMARTSERV ONLINE INC CENTRAL INDEX KEY: 0001005698 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133750708 STATE OF INCORPORATION: DE FISCAL YEAR END: 0902 BUSINESS ADDRESS: STREET 1: METRO CENTER STREET 2: ONE STATION PLACE CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2033535950 MAIL ADDRESS: STREET 1: ONE STATION PLACE CITY: STAMFORD STATE: CT ZIP: 06902 5/A 1 primary_doc.xml PRIMARY DOCUMENT X0202 5/A 2003-12-31 2004-03-31 0 0 0 0001005698 SMARTSERV ONLINE INC SSRV 0000904841 KIMBERLIN KEVIN 535 MADISON AVENUE 18TH FLOOR NEW YORK NY 10011 0 0 1 0 Warrant 1.5 2003-05-19 2006-05-19 Common Stock 165168 165168 I See Notes Warrant 1.5 2003-06-13 2006-06-13 Common Stock 264405 264405 I See Notes Warrant 1.5 2003-05-19 2008-05-19 Common Stock 117669 117669 I See Notes Warrant 1.5 2003-06-13 2008-06-13 Common Stock 392489 392489 I See Notes The original exercise price of $0.744 and number of Warrants acquired on May 19, 2003 were adjusted by operation of anti-dilution provisions on September 16, 2003 and were further adjusted as a result of the 1:6 reverse stock split on November 25, 2003. As of the Issuer's fiscal year ended 12/31/03, these Warrants included (i) Warrants exercisable for 98,208 shares of Common Stock held by Sepncer Trask Investment Partners LLC ("STIP"), a Delaware limited liability company, of which the reporting person is the non-member manager; and (ii) Warrants exercisable for 66,960 shares of Common Stock held collectively by Spencer Trask Private Equity Fund I LP, Spencer Trask Private Equity Fund II LP and Spencer Trask Private Equity/Accredited Fund III, LLC (collectively the "Funds"). The reporting person is the 100% owner of the entity that is the 100% owner of the manager of such Funds. Lines 1 and 3 of the revised Form 5 together amend and replace the information reported in Table II, Line 4, columns 7, 9 and 11 of the Form 5 filed 03/31/2004. The reporting person disclaims beneficial ownership of (i) the 66,960 shares of the Issuer's Common Stock underlying the Warrants issued 05/19/2003 and (ii) the 71,463 shares of the Issuer's Common Stock underlying the Warrants issued 06/13/2003, in each case held by the Funds, except to the extent of the reporting person's pecuniary interest therein. In filing this Form 5 and reporting the information contained herein, the undersigned is not admitting to or conceding beneficial ownership of such 138,423 shares of Common Stock pursuant to Sections 13 or 16 of the Securities Exchange Act of 1934, as amended, or any rule or regulation promulgated thereunder. The original exercise price of $0.794 and number of Warrants acquired on June 13, 2003 were adjusted by operation of anti-dilution provisions on September 16, 2003 and were further adjusted as a result of the 1:6 reverse stock split on November 25, 2003. As of the Issuer's fiscal year ended December 31, 2003, these Warrants included Warrants exercisable for 71,463 shares of Common Stock held collectively by the Funds and Warrants exercisable for 192,942 shares of Common Stock held by STIP. Lines 2 and 4 of this revised Form 5 together amend and replace the information reported in Table II, Line 5, Columns 7, 9 and 11 of the Form 5 filed 03/31/2004. The Expiration Date of these Warrants was previously reported incorrectly as 05/19/2006. As of the Issuer's fiscal year ended December 31, 2003, Warrants exercisable for 117,669 shares of Common Stock were held by Spencer Trask Ventures, Inc. ("STVI"), a Delaware corporation and wholly-owned subsidiary of Spencer Trask & Co., a Delaware corporation, of which the reporting person is the 100% shareholder. Lines 1 and 3 of this revised Form 5 together amend and replace the information reported in Table II, Line 4, Columns 6, 7, 9 and 11 of the Form 5 filed 03/31/2004. The Expiration Date of these Warrants was previously reported incorrectly as 06/13/2006. As of the Issuer's fiscal year ended December 31, 2003, Warrants exercisable for 392,489 shares of Common Stock were held by STVI. Lines 2 and 4 of this revised Form 5 together amend and replace the information reported in Table II, Line 5, Columns 6, 7 9 and 11 of the Form 5 filed 03/31/2004. /s/ Kevin B. Kimberlin 2004-08-25 -----END PRIVACY-ENHANCED MESSAGE-----