CUSIP No. 09059T107 13D Page 1 of 9 Pages
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Bioject Medical Technologies Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
09059T107
(CUSIP Number)
James C. O'Shea
Bioject Medical Technologies Inc.
7620 SW Bridgeport Road
Portland, OR 97224
(503) 639-7221
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 9, 1997
(Date of Event which Required Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
Report the acquisition which is the subject of this Schedule 13D, and is
Filing this schedule because of Rule 13d-1 (b)(3) or (4), check the
Following box. [ ]
* (See Instructions)
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CUSIP No. 09059T107 13D Page 2 of 9 Pages
1 NAME OF REPORTING PERSONS,
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
DeSpain & Coby, Inc.
Tax ID# 93-1157255
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 Source of Funds*
WC
5 Check if disclosure of legal proceedings is required
pursuant to item 2(d) or 2(e) [ ]
6 Citizenship or place of organization
Oregon
NUMBER OF 7 SOLE VOTING POWER - 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER - 2,124,384 includes shares held
OWNED BY of record by the Summit Fund Limited partnership
EACH and the Tiburon Fund Limited Partnership or which
REPORTING DeSpain & Coby, Inc. is the general partner. See Item 5.
PERSON WITH
9 SOLE DISPOSITIVE POWER - 0
10 SHARED DISPOSITIVE POWER - 2,124,384
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 2,124,384
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) - 8.0%
14 TYPE OF REPORTING PERSON* - CO
* (See Instructions)
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CUSIP No. 09059T107 13D Page 3 of 9 Pages
1 NAME OF REPORTING PERSONS,
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Summit Fund Limited Partnership
Tax ID# 93-1160765
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 Source of Funds*
WC
5 Check if disclosure of legal proceedings is required
pursuant to item 2(d) or 2(e) [ ]
6 Citizenship or place of organization
Oregon
NUMBER OF 7 SOLE VOTING POWER - 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER - 1,082,442
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER - 0
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER - 1,082,442
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,082,442
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) - 4.1%
14 TYPE OF REPORTING PERSON* - PN
* (See Instructions)
<PAGE>
CUSIP No. 09059T107 13D Page 4 of 9 Pages
1 NAME OF REPORTING PERSONS,
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Tiburon Fund Limited Partnership
Tax ID# 93-1212294
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 Source of Funds*
WC
5 Check if disclosure of legal proceedings is required
pursuant to item 2(d) or 2(e) [ ]
6 Citizenship or place of organization
Oregon
NUMBER OF 7 SOLE VOTING POWER - 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER - 1,041,942
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER - 0
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER - 1,041,942
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 1,041,942
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) - 3.9%
14 TYPE OF REPORTING PERSON* - PN
* (See Instructions)
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CUSIP No. 09059T107 13D Page 5 of 9 Pages
Item 1. Security and Issuer.
This statement on Schedule 13D relates to shares of common stock, without par
value per share, of Bioject Medical Technologies Inc., an Oregon corporation
(the "Company"). The principal executive offices of the Company are located at
7620 Bridgeport Road, Portland, Oregon 97224.
Item 2. Identity and Background.
This Schedule 13D is filed on behalf of DeSpain & Coby, Inc. ("D&C"), Summit
Fund Limited Partnership ("Summit") and Tiburon Fund Limited Partnership
("Tiburon"). The purchase of the Company's shares giving rise to this 13D was
made by Summit and Tiburon.
This Schedule 13D relates to the direct beneficial ownership in the shares of
the Company by Summit and Tiburon and the indirect beneficial ownership of D&C
in the shares of the Company held by Summit and Tiburon.
The Tiburon Fund Limited Partnership is an Oregon limited partnership. DeSpain
& Coby, Inc. is the general partner. Tiburon is an investment fund and has its
principal office at 1011 SW Emkay Drive, Suite 103, Bend, Oregon 97702.
The Summit Fund Limited Partnership is an Oregon limited partnership. DeSpain
& Coby, Inc. is the general partner. Summit is an investment fund and has its
principal office at 1011 SW Emkay Drive, Suite 103, Bend, Oregon 97702.
DeSpain & Coby, Inc. is an Oregon corporation. D&C is an investment advisor
and has its principal office at 1011 SW Emkay Drive, Suite 103, Bend, Oregon
97702. The name, citizenship, business address, position and present
principal occupation of each of the executive officers and directors (the
"Executive Officers and Directors") of D&C are set forth in Schedule I of this
Statement.
None of the other persons named in Schedule I, to the best knowledge of D&C,
beneficially owns for purposes of Section 13(d) of the Securities Exchange Act
of 1934 shares of the Company's common stock.
During the last five years, neither Summit, Tiburon, D&C, nor, to the best
knowledge of D&C, any of the persons named in Schedule I to this Schedule 13D,
has been (i) convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, United
States federal or state securities laws or finding any violations with respect
to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The securities with respect to which this Schedule 13D is filed were purchased
by Summit and Tiburon using working capital contributed by their respective
partners.
Item 4. Purpose of Transaction.
The securities with respect to which this Schedule 13D is filed were purchased
by Summit and Tiburon in the ordinary course of investments and not with the
intention nor effect of changing or influencing control of the Company. The
reporting persons may sell all or part or acquire additional securities of the
Company depending on market conditions and other economic factors.
* (See Instructions)
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CUSIP No. 09059T107 13D Page 6 of 9 Pages
The Executive Officers and Directors may make purchases of shares of Common
Stock from time to time and, subject to any applicable restrictions under the
Securities Act, may dispose of any or all of the shares held by them at any
time.
Neither D&C nor, to the best knowledge of D&C, any of the persons listed in
Schedule I, has any plans or proposals that relate to or would result in any
of the consequences set forth in Sections (a) through (j) of Item 4 of Schedule
13D. Each of Summit, Tiburon, D&C and each of the persons listed on Schedule I
may, at any time, review or reconsider its or his position with respect to the
Company and formulate plans or proposals with respect to any of such matters,
but has no present intention of doing so.
Item 5. Interest in Securities of the Issuer.
(a)-(b): D&C has indirect beneficial ownership of 2,124,384 shares of the
Company's common stock by virtue of having shared voting and dispositive power
with respect to such shares as the general partner of Summit and Tiburon. Such
shares constitute 8.0% of the outstanding shares of common stock of the
Company.
Summit has direct beneficial ownership of 1,082,442 shares of the Company's
common stock by virtue of having shared voting and dispositive power with
respect to such shares. Such shares constitute 4.1% of the outstanding shares
of common stock of the Company.
Tiburon has direct beneficial ownership of 1,041,942 shares of the Company's
common stock by virtue of having shared voting and dispositive power with
respect to such shares. Such shares constitute 3.9% of the outstanding shares
of common stock of the Company.
Percentage interest calculations are based upon the 25,368,342 shares of common
stock stated by the Company to be issued and outstanding as of December 23,
1997, as indicated in its proxy statement relating to the Company's Special
Meeting of Shareholders.
(c) The trading date, number of shares of Common Stock purchased and price per
share (excluding commissions, if any) for all transactions by Summit, Tiburon,
D&C and the Executive Officers & Directors for the 60-day period preceding
July 9, 1997 through the date hereof are set forth in Schedule II hereto.
(d) Other than D&C, Summit and Tiburon, with respect to the shares owned by
Summit and Tiburon, no other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the proceeds of sale of,
such shares.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
Please refer to Item 5
Item 7. Material to be Filed as Exhibits.
None
* (See Instructions)
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CUSIP No. 09059T107 13D Page 7 of 9 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete
and correct.
February 12, 1998
___________________________________
(Date)
DESPAIN & COBY, INC.
/s/ Ronald J. Coby
____________________________________
(Signature)
Ronald J. Coby/Vice President
____________________________________
(Name/Title)
SUMMIT FUND LIMITED PARTNERSHIP
BY: DESPAIN & COBY, INC.
/s/ Ronald J. Coby
____________________________________
(Signature)
Ronald J. Coby/Vice President
____________________________________
(Name/Title)
TIBURON FUND LIMITED PARTNERSHIP
BY: DESPAIN & COBY, INC.
/s/ Ronald J. Coby
____________________________________
(Signature)
Ronald J. Coby/Vice President
____________________________________
(Name/Title)
* (See Instructions)
<PAGE>
CUSIP No. 09059T107 13D Page 8 of 9 Pages
SCHEDULE I
Set forth below is the name, position, present principal occupation
and amount of beneficial interest in the Common Stock, if any, of the directors
and executive officers of DeSpain & Coby, Inc. The business address of each of
these persons is c/o DeSpain & Coby, Inc., 1011 SW Emkay Drive, Suite 103, Bend,
Oregon 97702. Each such person is a citizen of the United States.
Directors and Executive Officers of DeSpain & Coby, Inc.
Name Present Number of Shares Percentage
Principal Occupation Owned and Aggregate Interest
Purchase Price
Daniel Neal DeSpain President none none
Ronald John Coby Vice President none none
<PAGE>
CUSIP No. 09059T107 13D Page 9 of 9 Pages
SCHEDULE II
TRANSACTIONS IN SHARES DURING THE PERIOD
COMMENCING FROM THE 60-DAY PERIOD PRECEDING
JULY 9, 1997 THROUGH THE DATE HEREOF
Price
Name Date Shares (a) per Share A/S**
Summit 6/19/97 290,698 $.43 A (b)
Summit 6/19/97 145,349 - A (b)
Tiburon 6/19/97 290,698 $.43 A (b)
Tiburon 6/19/97 145,349 - A (b)
Summit 6/30/97 <12,500> $.67 S
Tiburon 6/30/97 <2,500> $.67 S
Summit 7/09/97 290,698 $.43 A (b)
Summit 7/09/97 145,349 - A (b)
Tiburon 7/09/97 290,698 $.43 A (b)
Tiburon 7/09/97 145,349 - A (b)
Summit 7/31/97 <58,700> $.67 S
Tiburon 7/31/97 <63,800> $.67 S
Summit 8/31/97 <13,000> $.67 S
Tiburon 8/31/97 <14,000> $.67 S
Summit 9/30/97 <174,300> $.83 S
Tiburon 9/30/97 <178,200> $.83 S
Summit 10/31/97 <123,250> $1.44 S
Tiburon 10/31/97 <125,850> $1.44 S
Summit 11/03/97 290,698 $.70 A (c)
Tiburon 11/03/97 290,698 $.70 A (c)
Summit 11/30/97 60,000 $1.41 A
Tiburon 11/30/97 58,500 $1.41 A
Summit 12/31/97 102,200 $1.33 A
Tiburon 12/31/97 83,400 $1.33 A
Summit 01/31/98 102,200 $1.30 A
Tiburon 01/31/98 102,100 $1.30 A
Summit 02/06/98 37,000 $1.31 A
Tiburon 02/06/98 19,500 $1.31 A
- ----------------
** A indicates an acquisition of the Company's common stock and S
indicates a sale of the Company's common stock.
(a) No shares were owned prior to 6/19/97 by Summit, Tiburon or
DeSpain & Coby Inc.
(b) Acquisition of common stock at $.43 /share and warrants to purchase
common stock at $.71/share which were immediately exercisable in a
Reg D private placement. Common shares issued in the private placement
as well as shares underlying the warrants were registered for resale
on Form S-3 effective August 4, 1997. With the second closing of common
stock and warrants on July 9, 1997, the combined holdings totalled
1,729,188 (including warrants to purchase 581,396 shares of common
stock) or 7.7% of Bioject Medical Technologies Inc. common stock.
(c) Acquisition from private party of warrants to purchase shares of common
stock at $.71 per share originally issued on Reg D private placement in
June and July 1997.
