0001209191-16-124788.txt : 20160601
0001209191-16-124788.hdr.sgml : 20160601
20160601184236
ACCESSION NUMBER: 0001209191-16-124788
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20160601
FILED AS OF DATE: 20160601
DATE AS OF CHANGE: 20160601
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Clearside Biomedical, Inc.
CENTRAL INDEX KEY: 0001539029
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 452437375
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1220 OLD ALPHARETTA RD
STREET 2: SUITE 300
CITY: ALPHARETTA
STATE: GA
ZIP: 30005
BUSINESS PHONE: 678-270-4005
MAIL ADDRESS:
STREET 1: 1220 OLD ALPHARETTA RD
STREET 2: SUITE 300
CITY: ALPHARETTA
STATE: GA
ZIP: 30005
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thorp Clay
CENTRAL INDEX KEY: 0001592380
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690505
MAIL ADDRESS:
STREET 1: C/O HATTERAS VENTURE PARTNERS III, LP
STREET 2: 280 S. MANGUM ST., SUITE 350
CITY: DURHAM
STATE: NC
ZIP: 27701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: INGRAM ROBERT ALEXANDER
CENTRAL INDEX KEY: 0001219890
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690506
MAIL ADDRESS:
STREET 1: 280 S. MANGUM STREET
STREET 2: SUITE 350
CITY: DURHAM
STATE: NC
ZIP: 27701
FORMER NAME:
FORMER CONFORMED NAME: INGRAM ROBERT A
DATE OF NAME CHANGE: 20030222
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crumpler John
CENTRAL INDEX KEY: 0001674107
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690509
MAIL ADDRESS:
STREET 1: 280 S. MANGUM STREET
STREET 2: SUITE 350
CITY: DURHAM
STATE: NC
ZIP: 27701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hatteras Venture Affiliates III Lp
CENTRAL INDEX KEY: 0001390738
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690510
BUSINESS ADDRESS:
STREET 1: 1822 E NC 54
STREET 2: Ste 250
CITY: Durham
STATE: NC
ZIP: 27713
BUSINESS PHONE: 9194840730
MAIL ADDRESS:
STREET 1: 1822 E NC 54
STREET 2: Ste 250
CITY: Durham
STATE: NC
ZIP: 27713
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hatteras Ventures Partners III LP
CENTRAL INDEX KEY: 0001390733
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690511
BUSINESS ADDRESS:
STREET 1: 1822 E NC 54 Ste 250
CITY: Durham
STATE: NC
ZIP: 27713
BUSINESS PHONE: 9194840730
MAIL ADDRESS:
STREET 1: 1822 E NC 54 Ste 250
CITY: Durham
STATE: NC
ZIP: 27713
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hatteras Venture Advisors III, LLC
CENTRAL INDEX KEY: 0001674177
STATE OF INCORPORATION: NC
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690512
BUSINESS ADDRESS:
STREET 1: 280 S. MANGUM STREET, SUITE 350
CITY: DURHAM
STATE: NC
ZIP: 27701
BUSINESS PHONE: 919-484-0730
MAIL ADDRESS:
STREET 1: 280 S. MANGUM STREET, SUITE 350
CITY: DURHAM
STATE: NC
ZIP: 27701
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Reed Douglas MD
CENTRAL INDEX KEY: 0001291262
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690508
MAIL ADDRESS:
STREET 1: C/O VECTOR FUND MANAGEMENT
STREET 2: 1751 LAKE COOK ROAD, SUITE 350
CITY: DEERFIELD
STATE: IL
ZIP: 60015
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LEE KENNETH B JR
CENTRAL INDEX KEY: 0001208570
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37783
FILM NUMBER: 161690507
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2016-06-01
0
0001539029
Clearside Biomedical, Inc.
CLSD
0001674177
Hatteras Venture Advisors III, LLC
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001390733
Hatteras Ventures Partners III LP
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001390738
Hatteras Venture Affiliates III Lp
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001674107
Crumpler John
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001291262
Reed Douglas MD
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001208570
LEE KENNETH B JR
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001219890
INGRAM ROBERT ALEXANDER
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
0
0
1
0
0001592380
Thorp Clay
C/O HATTERAS VENTURES
280 S. MANGUM ST., SUITE 350
DURHAM
NC
27701
1
0
1
0
Common Stock
56023
I
See Footnotes
Series A Preferred Stock
Common Stock
925411
I
See Footnotes
Series A-1 Preferred Stock
Common Stock
313357
I
See Footnotes
Series B Preferred Stock
Common Stock
196790
I
See Footnotes
Series C Preferred Stock
Common Stock
162661
I
See Footnotes
Warrant to Purchase Common Stock (right to buy)
0.022
2014-04-28
Common Stock
19900
I
By Hatteras Venture Partners III, LP
Warrant to Purchase Common Stock (right to buy)
0.022
2014-04-28
Common Stock
1805
I
By Hatteras Venture Affiliates III, LP
The number of shares of common stock reflects a 1-for-2.2 reverse stock split of the Issuer's common stock effected on May 11, 2016.
The reportable securities are owned directly by Hatteras Venture Partners III, LP ("HVP") and Hatteras Venture Affiliates III, LP ("HVA"). Hatteras Venture Advisors III, LLC is the general partner of HVP and HVA (the "GP"). The shares directly held by HVP and HVA are indirectly held by the individual managing members of GP (each, a "GP Managing Member" and collectively, the "GP Managing Members"). The GP Managing Members are John Crumpler, Clay Thorp, Ken Lee, Douglas Reed and Robert Ingram. The GP Managing Members may share voting and dispositive power over the securities directly held by HVP and HVA. Each GP Managing Member disclaims beneficial ownership of these securities and this report is not an admission that any GP Managing Member is a beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein.
HVP holds 51,363 shares and HVA holds 4,660 shares of the Issuer's common stock directly.
Each share of the Series A Preferred Stock is convertible, at any time, at the holder's election, into 0.454545 shares of the Issuer's common
stock. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series A
Preferred Stock will automatically convert into 0.454545 shares of the Issuer's common stock. The Series A Preferred Stock has no expiration
date.
The number of underlying shares of common stock reflects a 1-for-2.2 reverse stock split of the Issuer's common stock effected on May 11, 2016.
HVP holds 1,866,418 shares and HVA holds 169,489 shares of the Issuer's Series A Preferred Stock directly.
Each share of the Series A-1 Preferred Stock is convertible, at any time, at the holder's election, into 0.454545 shares of the Issuer's common stock. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series A-1 Preferred Stock will automatically convert into 0.454545 shares of the Issuer's common stock. The Series A-1 Preferred Stock has no expiration date.
HVP holds 631,997 shares and HVA holds 57,391 shares of the Issuer's Series A-1 Preferred Stock directly.
Each share of the Series B Preferred Stock is convertible, at any time, at the holder's election, into 0.454545 shares of the Issuer's common stock. In addition, effective immediately prior to the closing of the Issuer's initial public offering of its common stock, each share of Series B Preferred Stock will automatically convert into 0.454545 shares of the Issuer's common stock. The Series B Preferred Stock has no expiration date.
HVP holds 396,920 shares and HVA holds 36,020 shares of the Issuer's Series B Preferred Stock directly.
Each share of the Series C Preferred Stock is convertible, at any time, at the holder's election, into 0.454545 shares of the Issuer's common stock. The terms of the Series C Preferred Stock provide that the ratio at which each share of such series converts into shares of the Issuer's common stock will increase if the offering price for the Issuer's initial public offering of common stock is below $8.34 per share. Based upon the anticipated initial public offering price of $7.00 per share, each share of Series C Preferred Stock will convert into approximately 0.4814 shares of the Issuer's common stock immediately prior to the closing of the offering. The Series C Preferred Stock has no expiration date.
HVP holds 309,768 shares and HVA holds 28,130 shares of the Issuer's Series C Preferred Stock directly.
This warrant expires upon an initial public offering of the Issuer's securities.
The number of underlying shares of common stock and the exercise price reported reflect a 1-for-2.2 reverse stock split of the Issuer's common stock effected on May 11, 2016.
The reportable securities are owned directly by HVP.
The reportable securities are owned directly by HVA.
/s/ Brian F. Leaf, Attorney-in-Fact for Hatteras Venture Advisors III, LLC
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for Hatteras Venture Advisors III, LLC, the general partner of Hatteras Venture Partners III, LP
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for Hatteras Venture Advisors III, LLC, the general partner of Hatteras Venture Affiliates III, LP
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for John Crumpler
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for Douglas Reed
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for Kenneth Lee
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for Robert Ingram
2016-06-01
/s/ Brian F. Leaf, Attorney-in-Fact for Clay Thorp
2016-06-01
EX-24.3_658932
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
(For Executing Form ID and Forms 3, 4 and 5)
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Brent B. Siler, Darren K. DeStefano, Brian F. Leaf, Mark
Ballantyne, Katie Kazem and Jennifer Don of Cooley LLP, and Daniel H. White and
Charles A. Deignan of Clearside Biomedical, Inc. (the "Company"), the
undersigned's true and lawful attorneys-in-fact and agents to:
(1) Prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the Securities and Exchange Commission (the "SEC") a Form ID,
Uniform Application for Access Codes to File on EDGAR, including amendments
thereto, and any other documents necessary or appropriate to obtain codes and
passwords enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or any rule or regulation thereunder;
(2) Prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the SEC Forms 3, 4 and 5 (including amendments thereto and joint
filing agreements in connection therewith) in accordance with Section 16(a) of
the Exchange Act and the rules thereunder in the undersigned's capacity as an
officer, director or beneficial owner of more than 10% of a registered class of
securities of the Company;
(3) Do and perform any and all acts for and on behalf of the undersigned that
may be necessary or desirable to prepare and execute any such Form 3, 4 or 5
(including amendments thereto and joint filing agreements in connection
therewith) and file such forms with the SEC and any stock exchange,
self-regulatory association or any similar authority; and
(4) Take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required of the undersigned, it being
understood that the documents executed by the attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney in fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney in fact, or such attorney
in fact's substitute or substitutes, shall lawfully do or cause to be done by
virtue of this power of attorney and the rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, and their
substitutes, in serving in such capacity at the request of the undersigned, are
not assuming (nor is the Company assuming) any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest
to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5
with respect to the undersigned's holdings of and transactions in securities
issued by the Company, (b) revocation by the undersigned in a signed writing
delivered to the Company and the foregoing attorneys-in fact or (c) as to any
attorney-in-fact individually, until such attorney-in-fact is no longer employed
by the Company or Cooley LLP, as applicable.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.
Hatteras Venture Advisors III, LLC
By: /s/ John Crumpler
Name: John Crumpler
Title: Manager
Date: 5-19-16
Hatteras Venture Partners III, LP
By: /s/ John Crumpler
Name: John Crumpler
Title: Manager, GP
Date: 5-12-16
Hatteras Venture Affiliates III, LP
By: /s/ John Crumpler
Name: John Crumpler
Title: Manager, GP
Date: 5-12-16
/s/ John Crumpler
John Crumpler
Date: 5-19-16
/s/ Douglas Reed
Douglas Reed
Date: 5-19-16
/s/ Kenneth Lee
Kenneth Lee
Date: 5-19-16
/s/ Robert Ingram
Robert Ingram
Date: 5-19-16
/s/ Clay Thorp
Clay Thorp
Date: 5-9-16