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Filing Details

Accession Number:: 0001209191-13-051769
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-11-12 21:01:41
Reporting Period:: 2013-11-07

Filing Date:: 2013-11-12
Accepted Time:: 2013-11-12 21:01:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
806888	Response Biomedical Corp	RBM	Services-Testing Laboratories (8734)	000000000

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1055949	D Samuel Isaly	601 Lexington Avenue 54Th Floor New York NY 10022	No	No	Yes	No
1055951	Orbimed Advisors Llc	601 Lexington Avenue 54Th Floor New York NY 10022	No	No	Yes	No
1432241	Orbimed Capital Gp Iii Llc	601 Lexington Avenue 54Th Floor New York NY 10022	No	No	Yes	No
1491520	Orbimed Asia Gp, Lp	601 Lexington Avenue 54Th Floor New York NY 10022	No	No	Yes	No
1491569	Ltd Advisors Orbimed	601 Lexington Avenue 54Th Floor New York NY 10022	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-11-07	508,244	$2.45	3,047,927	No	4	P	Indirect	See Footnotes
Common Stock	Acquisiton	2013-11-07	4,816	$2.45	28,997	No	4	P	Indirect	See Footnotes
Common Stock	Acquisiton	2013-11-07	303,265	$2.45	1,818,677	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrant	Acquisiton	2013-11-07	254,122	$0.00	254,122	$3.58
Common Stock	Warrant	Acquisiton	2013-11-07	2,408	$0.00	2,408	$3.58
Common Stock	Warrant	Acquisiton	2013-11-07	151,632	$0.00	151,632	$3.58

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
254,122	2013-11-07	2016-11-07	No	4	P	Indirect
2,408	2013-11-07	2016-11-07	No	4	P	Indirect
151,632	2013-11-07	2016-11-07	No	4	P	Indirect

Footnotes

Represents shares of common stock of the Issuer ("Shares") and warrants to purchase Shares ("Warrants") purchased by OrbiMed Private Investments III, LP ("OPI III") in a secondary offering pursuant to a Subscription Agreement dated as of September 26, 2013 (the "Offering").
Represents Shares and Warrants purchased by OrbiMed Associates III, LP ("OA III") in the Offering.
Represents Shares and Warrants purchased by OrbiMed Asia Partners, L.P. ("OAP") in the Offering.
Purchase prices shown are denominated in Canadian dollars.
This report on Form 4 is jointly filed by OrbiMed Capital GP III LLC ("OrbiMed Capital"), OrbiMed Advisors LLC ("OrbiMed Advisors"), Samuel D. Isaly ("Isaly"), OrbiMed Advisors Limited ("OrbiMed Limited") and OrbiMed Asia GP, L.P. ("OrbiMed Asia"). Each of the reporting persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that the reporting persons are beneficial owners for the purpose of Section 16 of the Exchange Act, or for any other purpose.
The reporting persons have designated three representatives, currently David Wang, Jonathan Wang and Peter Thompson, all of whom are employees of OrbiMed Advisors, to serve on the Issuer's board of directors. Each such representative disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that any of them are beneficial owners for the purpose of Section 16 of the Exchange Act, or for any other purpose.
These Shares and warrants to purchase Shares ("Warrants") are directly owned by OPI III and may be deemed to be indirectly beneficially owned by OrbiMed Capital, OrbiMed Advisors and Isaly. OrbiMed Capital is the sole general partner of OPI III. OrbiMed Advisors, a registered adviser under the Investment Advisers Act of 1940, as amended, is the sole managing member of OrbiMed Capital. Pursuant to those relationships, OrbiMed Capital and OrbiMed Advisors have discretionary investment management authority with respect to the assets of OPI III. Such authority includes the power to vote and otherwise dispose of the securities held by OPI III. Isaly, a natural person, is the managing member of, and holder of a controlling interest in, OrbiMed Advisors. As a result, Isaly, OrbiMed Advisors and OrbiMed Capital share power to direct the vote and to direct the disposition of the securities held by OPI III.
These Shares and Warrants are directly owned by OA III and may be deemed to be indirectly beneficially owned by OrbiMed Advisors and Isaly. OrbiMed Advisors is the sole general partner of OA III, and Isaly is the managing member of, and holder of a controlling interest in, OrbiMed Advisors. As a result, Isaly and OrbiMed Advisors share power to direct the vote and to direct the disposition of the securities held by OA III.
These Shares and Warrants are directly owned by OAP and may be deemed to be indirectly beneficially owned by OrbiMed Asia and OrbiMed Limited. OrbiMed Asia is the sole general partner of OAP and OrbiMed Limited is the sole general partner of OrbiMed Asia. As a result, OrbiMed Asia has the power to direct the vote and to direct the disposition of the securities held by OAP and such power is exercised through OrbiMed Limited.
Exercise prices shown are denominated in Canadian dollars.