PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(B)(3)
(TO PROSPECTUS DATED JULY 9, 2004) REGISTRATION NO. 333-116491
CALYPTE BIOMEDICAL CORPORATION
83,056,050 SHARES OF COMMON STOCK $.03 PAR VALUE
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This prospectus supplement supplements the prospectus dated July 9,
2004 relating to the resale by certain of our security holders of shares of our
common stock and shares of our common stock issuable upon exercise of certain
options or warrants. You should read this prospectus supplement in conjunction
with the prospectus. This prospectus supplement is qualified by reference to the
prospectus, except to the extent that the information in this prospectus
supplement supersedes the information contained in the prospectus.
The information appearing under the heading "Selling Security Holders"
in the prospectus is hereby amended by the addition or substitution, as
applicable, of the following.
Number of Shares
of Common Stock Number of Shares
Beneficially Owned of Common Stock
Before the Offering Offered Common Stock Beneficially
Name of Selling Owned After Offering
Security Holder
- -------------------------------- ------------------------ ---------------------- -------------------------------
Proximity Fund LP (37) 2,125,000 2,125,000 (60) 0
- -------------------------------- ------------------------ ---------------------- -------------------------------
Proximity Partners LP (38) 1,250,000 1,250,000 (61) 0
- -------------------------------- ------------------------ ---------------------- -------------------------------
Capstone Investments (43) 300,000 300,000 (66) 0
- -------------------------------- ------------------------ ---------------------- -------------------------------
The Capozza Family Trust (67) 128,572 128,572 (70) 0
- -------------------------------- ------------------------ ---------------------- -------------------------------
Anthony M. Capozza (68) 128,572 128,572 (70) 0
- -------------------------------- ------------------------ ---------------------- -------------------------------
Ann L. Capozza (69) 42,856 42,856 (70) 0
- -------------------------------- ------------------------ ---------------------- -------------------------------
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(37) Proximity Fund LP is engaged in the business of investing in publicly
traded equity securities for its own account. Proximity Fund's primary offices
are located at 1 Montgomery Street, Suite 3300, San Francisco, CA 94104. Geoff
Crosby has voting and investment control over investments held by Proximity Fund
LP.
(38) Proximity Partners LP is engaged in the business of investing in publicly
traded equity securities for its own account. Proximity Partners' primary
offices are located at 1 Montgomery Street, Suite 3300, San Francisco, CA 94104.
Geoff Crosby has voting and investment control over investments held by
Proximity Partners LP.
(43) Capstone Investments is engaged in the business of investing in publicly
traded equity securities for its own account. Capstone's primary offices are
located at 4660 La Jolla Village Drive, Suite 1040, San Diego, CA 92122. Steven
Capozza has voting and investment control over investments held by Capstone
Investments.
(60) Originally included 437,500 shares of common stock that are issuable upon
the exercise of a warrant issued to Proximity Fund LP. Proximity Partners LP
transferred by gift to Proximity Fund LP an additional 437,000 shares of common
stock that are issuable upon the exercise of a warrant originally issued to
Proximity Partners LP.
(61) Originally included 437,500 shares of common stock that were issuable upon
the exercise of a warrant issued to Proximity Partners LP, all of which were
transferred by gift to Proximity Fund LP.
(66) Originally included 600,000 shares of common stock that are issuable upon
the exercise of a warrant issued to Capstone Investments, of which 300,000
warrant shares in the aggregate were transferred by gift to The Capozza Family
Trust, Anthony M. Capozza and Ann L. Capozza.
(67) The Capozza Family Trust invests in publicly traded equity securities for
its own account. The Trust's primary offices are located in care of Capstone
Investments at 4660 La Jolla Village Drive, Suite 1040, San Diego, CA 92122.
Steven Capozza, Trustee, has voting and investment control over investments held
by The Capozza Family Trust.
(68) Anthony M. Capozza is an individual who invests in publicly traded equity
securities for his own account and has sole voting and investment control over
such investments. Mr. Capozza's offices are located in care of Capstone
Investments at 4660 La Jolla Village Drive, Suite 1040, San Diego, CA 92122.
(69) Ann L. Capozza is an individual who invests in publicly traded equity
securities for her own account and has sole voting and investment control over
such investments. Ms. Capozza's offices are located in care of Capstone
Investments at 4660 La Jolla Village Drive, Suite 1040, San Diego, CA 92122.
(70) Warrant shares acquired by gift from Capstone Investments.
INVESTING IN THESE SECURITIES INVOLVES RISK. SEE "RISK FACTORS"
BEGINNING ON PAGE 5 OF THE PROSPECTUS TO READ ABOUT FACTORS YOU SHOULD CONSIDER
BEFORE BUYING SHARES OF COMMON STOCK.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY OTHER REGULATORY
BODY HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS
PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING PROSPECTUS IS TRUTHFUL OR COMPLETE.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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The date of this prospectus supplement is December 8, 2004