0001181431-11-050581.txt : 20110927
0001181431-11-050581.hdr.sgml : 20110927
20110927212828
ACCESSION NUMBER: 0001181431-11-050581
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110923
FILED AS OF DATE: 20110927
DATE AS OF CHANGE: 20110927
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WHITEBOX ADVISORS LLC
CENTRAL INDEX KEY: 0001257391
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33818
FILM NUMBER: 111110632
BUSINESS ADDRESS:
STREET 1: 3033 EXCELSIOR BLVD.
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55416
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EnteroMedics Inc
CENTRAL INDEX KEY: 0001371217
STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845]
IRS NUMBER: 000000000
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2800 Patton Rd
CITY: St Paul
STATE: MN
ZIP: 55113
MAIL ADDRESS:
STREET 1: 2800 Patton Rd
CITY: St Paul
STATE: MN
ZIP: 55113
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KOHLER GARY S
CENTRAL INDEX KEY: 0001045714
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33818
FILM NUMBER: 111110627
MAIL ADDRESS:
STREET 1: 3033 EXCELSIOR BLVD.
STREET 2: SUITE 300
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55416
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HFR MASTER TRUSTS
CENTRAL INDEX KEY: 0001162431
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33818
FILM NUMBER: 111110628
BUSINESS ADDRESS:
STREET 1: 65 FRONT STREET
CITY: HAMILTON
STATE: D0
ZIP: HM12
BUSINESS PHONE: 441-295-1111
MAIL ADDRESS:
STREET 1: 65 FRONT STREET
CITY: HAMILTON
STATE: D0
ZIP: HM12
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Whitebox Small Cap Long Short Equity Partners LP
CENTRAL INDEX KEY: 0001296973
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33818
FILM NUMBER: 111110630
BUSINESS ADDRESS:
STREET 1: WATERFRONT DRIVE WICKHAM'S CAY 1
CITY: ROAD TOWN, TORTOLA
STATE: D8
ZIP: 00000
BUSINESS PHONE: 612-253-6001
MAIL ADDRESS:
STREET 1: 3033 EXCELSIOR BLVD
STREET 2: SUITE 300
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55416
FORMER NAME:
FORMER CONFORMED NAME: WHITEBOX INTERMARKET PARTNERS LP
DATE OF NAME CHANGE: 20040712
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pandora Select Partners, L.P.
CENTRAL INDEX KEY: 0001311923
STATE OF INCORPORATION: D8
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33818
FILM NUMBER: 111110629
BUSINESS ADDRESS:
STREET 1: 3033 EXCELSIOR BOULEVARD
STREET 2: SUITE 300
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55416
BUSINESS PHONE: 612-253-6001
MAIL ADDRESS:
STREET 1: 3033 EXCELSIOR BOULEVARD
STREET 2: SUITE 300
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55416
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Whitebox Multi-Strategy Partners LP
CENTRAL INDEX KEY: 0001452149
STATE OF INCORPORATION: D8
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33818
FILM NUMBER: 111110631
BUSINESS ADDRESS:
STREET 1: WATERFRONT DRIVE
STREET 2: WICKHAM'S CAY 1
CITY: ROAD TOWN, TORTOLA
STATE: D8
ZIP: 00000
BUSINESS PHONE: 612-253-6001
MAIL ADDRESS:
STREET 1: 3033 EXCELSIOR BOULEVARD
STREET 2: SUITE 300
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55416
FORMER NAME:
FORMER CONFORMED NAME: Whitebox Combined Partners LP
DATE OF NAME CHANGE: 20081215
4
1
rrd322706.xml
FORM 4
X0304
4
2011-09-23
0
0001371217
EnteroMedics Inc
ETRM
0001257391
WHITEBOX ADVISORS LLC
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS
MN
55416
0
0
1
1
See Remarks Below
0001452149
Whitebox Multi-Strategy Partners LP
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS
MN
55416
0
0
1
1
See Remarks Below
0001296973
Whitebox Small Cap Long Short Equity Partners LP
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS
MN
55416
0
0
1
1
See Remarks Below
0001311923
Pandora Select Partners, L.P.
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS
MN
55416
0
0
1
1
See Remarks Below
0001162431
HFR MASTER TRUSTS
65 FRONT STREET
HAMILTON HM 11
D0
BERMUDA
0
0
1
1
See Remarks Below
0001045714
KOHLER GARY S
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS
MN
55416
0
0
0
1
See Remarks Below
Common Stock
2011-09-23
4
P
0
600000
1.65
A
2532600
I
See Footnote
Common Stock
2011-09-23
4
P
0
60606
1.65
A
2593206
I
See Footnote
Warrants
1.90
2011-09-23
4
P
0
120000
0
A
2011-09-23
2016-09-28
Common Stock
120000
1820000
I
See Footnote
Shares acquired are held directly by Whitebox Multi-Strategy Partners, L.P. ("WMSP"), Whitebox L/S Equity Partners, L.P. ("WLSEP"), Pandora Select Partners, L.P. ("PSP"), and HFR RVA Combined Master Trust ("HFR").
The general partner of , WMSP is Whitebox Multi-Strategy Advisors, LLC ("WMSA"), WlSEP is Whitebox L/S Equity Advisors, LLC ("WLSEA"), and PSP is Pandora Select Advisors, LLC ("PSA"). The managing member and controlling owner of WMSA, WLSEA, and PSA is Whitebox Advisors, LLC ("WA"). WA is the investment manager authorized and appointed as HFR's agent and attorney-in-fact with the power to direct the affairs of HFR including the power to vote and dispose of the shares of Common Stock held by HFR and decision-making power with respect to the disposition of the proceeds from the sale of such Common Stock.
Shares attributable to interests held by WA as Managing Member of WMSA, WLSEA, and PSA, which act as General Partners of WMSP, WLSEP, and PSP which directly hold the shares and as Investment Adviser to HFR.
Shares are held directly by Gary Kohler, an associate of WA. WA, WMSP, WLSEP, PSP, HFR, WMSA, WLSEA, and PSA, each disclaim beneficial ownership of the shares attributable to Gary Kohler and have no pecuniary interest therein.
Based on the relationships described in notes (1),(2),(3), and (4) the entities referenced therein may be deemed to constitute a group for purposes of Rule 13d-5(b)(1) under the Securities and Exchange Act of 1934. The filing of this statement shall not be construed as an admission that WA, WMSA, WMSP, WSCLSEA, WSCLSEP, PSA, PSP, and HFR are a group, or have agreed to act as a group. WA, WMSA, WMSP, WLSEA, WLSEP, PSA, PSP, HFR, and Gary Kohler, each disclaim beneficial ownership of the shares of common stock reported herein except to the extent of their pecuniary interest in such shares.
/s/ Jonathan D. Wood, COO & CFO
2011-09-27