-----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, KSzf6u1rYLGIQ2c+PyBJltsjPg/di9DxYBc6ry2+1Y6FSyzgCwfAs9B8QhE6mXgl n9HGpeXAP483o1HMBtftHw== 0000906344-06-000035.txt : 20060127 0000906344-06-000035.hdr.sgml : 20060127 20060127155725 ACCESSION NUMBER: 0000906344-06-000035 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060103 FILED AS OF DATE: 20060127 DATE AS OF CHANGE: 20060127 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DRUGMAX INC CENTRAL INDEX KEY: 0000921878 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122] IRS NUMBER: 341755390 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 12505 STARKEY RD STREET 2: SUITE A CITY: LARGO STATE: FL ZIP: 33773 BUSINESS PHONE: 7275330431 MAIL ADDRESS: STREET 1: 6950 BRYAN DAIRY ROAD CITY: LARGO STATE: FL ZIP: 33777 FORMER COMPANY: FORMER CONFORMED NAME: DRUGMAX COM INC DATE OF NAME CHANGE: 20000208 FORMER COMPANY: FORMER CONFORMED NAME: NUTRICEUTICALS COM CORP DATE OF NAME CHANGE: 19990629 FORMER COMPANY: FORMER CONFORMED NAME: NUMED SURGICAL INC DATE OF NAME CHANGE: 19940419 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TONEY C FRED CENTRAL INDEX KEY: 0001274204 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15445 FILM NUMBER: 06557846 BUSINESS ADDRESS: STREET 1: C/O MEDCAP PARTNERS STREET 2: 500 3RD ST. #535 CITY: SAN FRANCISCO STATE: CA ZIP: 934107 BUSINESS PHONE: 4154951010 MAIL ADDRESS: STREET 1: C/O MEDCAP PARTNERS STREET 2: 500 3RD ST #535 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-01-03 0000921878 DRUGMAX INC DMAX 0001274204 TONEY C FRED 500 THIRD STREET #535 SAN FRANCISCO CA 94107 0 0 1 0 Common Stock 2006-01-03 4 P 0 400 1.1675 A 12253388 I See Footnotes Common Stock 2006-01-03 4 S 0 33440 1.1518 D 12219948 I See Footnotes Common Stock 2006-01-20 4 S 0 1000000 1.07 D 11219948 I See Footnotes 7,809,111 shares of common stock reported on this Form 4 are beneficially held by MedCap Partners L.P., and the balance is beneficially held by an offshore investment limited partnership. MedCap Management & Research LLC ("MMR"), a registered investment advisor, is the general partner and investment manager of both MedCap Partners, L.P. and the investment limited partnership. C. Fred Toney, the reporting person, is the sole member of MMR. Mr. Toney also holds, directly and indirectly, certain limited partnership interests in MedCap Partners L.P. All of the transactions reported on this Form 4 were made by the investment limited partnership, which, for Section 16 purposes, is not itself the beneficial owner of more than 10% of the issuer's common stock. Because Mr. Toney, as the sole member of MMR, may be deemed to be a "control person" who, for the purposes of Rule 16a-1(a)(1)(vii), may be deemed to hold in excess of 1% of the issuer's common stock indirectly through his limited partnership interests in MedCap Partners L.P., Mr. Toney has elected to voluntarily file this Form 4 to report the aggregated holdings of MedCap Partners L.P. and the investment limited partnership, as well as transactions by the investment limited partnership. Mr. Toney's election to file this Form 4 should not be construed as an admission of his status as such a control person, or as a 10% beneficial owner of the issuer's common stock for Section 16 purposes. In any event, Mr. Toney expressly disclaims his beneficial ownership in the securities reported on this Form 4, except to the extent of his pecuniary interest therein. For Section 13 reporting purposes, the beneficial ownership of the issuer's securities reported here has also been reported separately on a Schedule 13G filed with the Commission. MMR also disclaims beneficial interest in the securities reported on this Form 4, pursuant to Rule 16a-1(a)(1)(v). /s/ C. Fred Toney 2006-01-26 -----END PRIVACY-ENHANCED MESSAGE-----