0000899243-19-026910.txt : 20191107
0000899243-19-026910.hdr.sgml : 20191107
20191107215747
ACCESSION NUMBER: 0000899243-19-026910
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191107
FILED AS OF DATE: 20191107
DATE AS OF CHANGE: 20191107
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Longitude Capital Partners II, LLC
CENTRAL INDEX KEY: 0001647491
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38238
FILM NUMBER: 191201930
BUSINESS ADDRESS:
STREET 1: 800 EL CAMINO REAL
STREET 2: SUITE 220
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-5700
MAIL ADDRESS:
STREET 1: 800 EL CAMINO REAL
STREET 2: SUITE 220
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Longitude Venture Partners II, L.P.
CENTRAL INDEX KEY: 0001527510
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38238
FILM NUMBER: 191201931
BUSINESS ADDRESS:
STREET 1: 800 EL CAMINO REAL, SUITE 220
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-5700
MAIL ADDRESS:
STREET 1: 800 EL CAMINO REAL, SUITE 220
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ENRIGHT PATRICK G
CENTRAL INDEX KEY: 0001253886
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38238
FILM NUMBER: 191201932
MAIL ADDRESS:
STREET 1: CO LONGITUDE CAPITAL PARTNERS LLC
STREET 2: 800 EL CAMINO REAL, SUITE 220
CITY: MENLO PARK
STATE: CA
ZIP: 94025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Venus Concept Inc.
CENTRAL INDEX KEY: 0001409269
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 061681204
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 235 YORKLAND BLVD.
STREET 2: SUITE 900
CITY: TORONTO
STATE: A6
ZIP: M2J 4Y8
BUSINESS PHONE: 877-848-8430 X117
MAIL ADDRESS:
STREET 1: 235 YORKLAND BLVD.
STREET 2: SUITE 900
CITY: TORONTO
STATE: A6
ZIP: M2J 4Y8
FORMER COMPANY:
FORMER CONFORMED NAME: Restoration Robotics, Inc.
DATE OF NAME CHANGE: 20171121
FORMER COMPANY:
FORMER CONFORMED NAME: Restoration Robotics Inc
DATE OF NAME CHANGE: 20070808
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2019-11-07
0
0001409269
Venus Concept Inc.
VERO
0001647491
Longitude Capital Partners II, LLC
2740 SAND HILL ROAD, SECOND FLOOR
MENLO PARK
CA
94025
0
0
1
0
0001527510
Longitude Venture Partners II, L.P.
2740 SAND HILL ROAD, SECOND FLOOR
MENLO PARK
CA
94025
0
0
1
0
0001253886
ENRIGHT PATRICK G
2740 SAND HILL ROAD, SECOND FLOOR
MENLO PARK
CA
94025
0
0
1
0
Common Stock
3666119
I
By Longitude Venture Partners II, L.P
These shares were received in connection with the merger of a wholly-owned subsidiary of Restoration Robotics, Inc. with and into Venus Concept Ltd. (the "Merger") (i) 3,476,583 were received, in exchange for 2,192,736 shares, 3,287,420 shares and 548,185 shares of Series A Preferred Stock, Series B Preferred Stock and ordinary shares of Venus Concept Ltd., respectively and (ii) 189,535 were received, upon the conversion of the outstanding principal and any accrued and unpaid interest of three 8% Convertible Promissory Notes issued by Venus Concept Ltd., dated as of June 25, 2019, August 14, 2019 and August 21, 2019, in the original principal amounts of $300,000, $197,142.85 and $802,857.15, respectively.
These shares are held directly by Longitude Venture Partners II, L.P. ("Longitude Venture II"). Longitude Capital Partners II, LLC ("Longitude Capital II") is the general partner of Longitude Venture II and may be deemed to have shared voting, investment and dispositive power with respect to these securities. Ms. Tammenoms Bakker, who is a member of the Issuer's board of directors, and Patrick G. Enright, are the managing members of Longitude Capital II (each a "Manager" and collectively, the "Managers") and may each be deemed to share voting, investment and dispositive power with respect to these securities. Each of Longitude Capital II and the Managers disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
Longitude Capital Partners II, LLC, By:/s/ Patrick Enright, managing member
2019-11-07
Longitude Venture Partners II, L.P., By:/s/ Patrick Enright, managing member of the general partner
2019-11-07
/s/ Patrick Enright
2019-11-07