0000908662-18-000082.txt : 20180403 0000908662-18-000082.hdr.sgml : 20180403 20180403114158 ACCESSION NUMBER: 0000908662-18-000082 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180331 FILED AS OF DATE: 20180403 DATE AS OF CHANGE: 20180403 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Partners Fund LP CENTRAL INDEX KEY: 0001408660 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732117 BUSINESS ADDRESS: STREET 1: Carnegie Hall Tower STREET 2: 152 West 57th Street, 47th Floor CITY: New York STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 622-7884 MAIL ADDRESS: STREET 1: Carnegie Hall Tower STREET 2: 152 West 57th Street, 47th Floor CITY: New York STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Management, L.P. CENTRAL INDEX KEY: 0001343781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732124 BUSINESS ADDRESS: STREET 1: 152 WEST 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-622-7731 MAIL ADDRESS: STREET 1: 152 WEST 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Partners Management LP CENTRAL INDEX KEY: 0001519462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732119 BUSINESS ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-622-7871 MAIL ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Partners LP CENTRAL INDEX KEY: 0001519456 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732116 BUSINESS ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-622-7871 MAIL ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Partners Management GP, LLC CENTRAL INDEX KEY: 0001519463 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732118 BUSINESS ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-622-7871 MAIL ADDRESS: STREET 1: 152 W 57TH STREET 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Hybrid Offshore GP, LLC CENTRAL INDEX KEY: 0001454849 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732121 BUSINESS ADDRESS: STREET 1: 152 WEST 57TH STREET STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2126227872 MAIL ADDRESS: STREET 1: 152 WEST 57TH STREET STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Hybrid Offshore Master Fund, L.P. CENTRAL INDEX KEY: 0001454850 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732122 BUSINESS ADDRESS: STREET 1: MAPLES & CALDER FINANCIAL SERVICES, LTD. STREET 2: UGLAND HOUSE CITY: GEORGE TOWN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 2126227872 MAIL ADDRESS: STREET 1: 152 WEST 57TH STREET STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Associates, LLC CENTRAL INDEX KEY: 0001409305 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732123 BUSINESS ADDRESS: STREET 1: CARNEGIE HALL TOWER STREET 2: 152 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2126227726 MAIL ADDRESS: STREET 1: CARNEGIE HALL TOWER STREET 2: 152 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HealthCor Group, LLC CENTRAL INDEX KEY: 0001409307 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54090 FILM NUMBER: 18732120 BUSINESS ADDRESS: STREET 1: CARNEGIE HALL TOWER STREET 2: 152 WEST 57TH STREET, 47TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2126227726 MAIL ADDRESS: STREET 1: CARNEGIE HALL TOWER STREET 2: 152 WEST 57TH STREET, 47TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CareView Communications Inc CENTRAL INDEX KEY: 0001377149 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 954659068 STATE OF INCORPORATION: NV BUSINESS ADDRESS: STREET 1: 405 STATE HIGHWAY 121 STREET 2: SUITE B-240 CITY: LEWISVILLE STATE: TX ZIP: 75067 BUSINESS PHONE: 972-943-6050 MAIL ADDRESS: STREET 1: 405 STATE HIGHWAY 121 STREET 2: SUITE B-240 CITY: LEWISVILLE STATE: TX ZIP: 75067 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2018-03-31 0001377149 CareView Communications Inc CRVW.OB 0001343781 HealthCor Management, L.P. 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001409305 HealthCor Associates, LLC 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001454850 HealthCor Hybrid Offshore Master Fund, L.P. 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001454849 HealthCor Hybrid Offshore GP, LLC 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001409307 HealthCor Group, LLC 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001519462 HealthCor Partners Management LP 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001519463 HealthCor Partners Management GP, LLC 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001408660 HealthCor Partners Fund LP 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 0001519456 HealthCor Partners LP 152 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 1 0 1 0 Senior Secured Convertible Note due 2021 (PIK Interest) 1.25 2018-03-31 4 A 0 509492.00 0 A 2021-04-20 Common Stock 407594 20889175.00 I By HCP Fund Senior Secured Convertible Note due 2021 (PIK Interest) 1.25 2018-03-31 4 A 0 584308.00 0 A 2021-04-20 Common Stock 467446 23956628.00 I By Hybrid Fund Senior Secured Convertible Note due 2022 (PIK Interest) 1.25 2018-03-31 4 A 0 117968.00 0 A 2022-01-30 Common Stock 94374 4836679.00 I By HCP Fund Senior Secured Convertible Note due 2022 (PIK Interest) 1.25 2018-03-31 4 A 0 135291.00 0 A 2022-01-30 Common Stock 108233 5546917.00 I By Hybrid Fund Senior Secured Convertible Note due 2024 (PIK Interest) .40 2018-03-31 4 A 0 118440.00 0 A 2024-01-15 Common Stock 296099 3908507.00 I By HCP Fund Senior Secured Convertible Note due 2024 (PIK Interest) .40 2018-03-31 4 A 0 135832.00 0 A 2024-01-15 Common Stock 339579 4482448.00 I By Hybrid Fund On March 31, 2018 the Notes held by HCP Fund and Hybrid Fund accrued interest which is payable in kind ("PIK Interest") in the form of additional principal. The PIK Interest accrual reported herein represents the equivalent of 798,067 shares of Common Stock for HCP Fund (as defined below) and 915,258 shares of Common Stock for Hybrid Fund (as defined below) at the applicable conversion prices. Excludes PIK interest on notes issued to certain reporting persons and other investors on February 17, 2015 and February 23, 2018, reporting of which is exempt pursuant to Rule 16a-9. Immediately exercisable. HealthCor Partners Fund, L.P. ("HCP Fund") is a private investment partnership which is the direct beneficial owner of the securities reported herein. HealthCor Partners L.P. serves as its general partner and HealthCor Partners GP, LLC ("HCPGP") serves as the general partner of HealthCor Partners L.P. HealthCor Partners Management, L.P. serves as the investment manager to HCP Fund and HealthCor Partners Management GP, LLC ("HCPMGP") serves as the general partner to HealthCor Partners Management, L.P. Jeffrey C. Lightcap, Arthur Cohen and Joseph Healey are managing members of HCPMGP and HCPGP. Each person disclaims beneficial ownership of any securities that exceed their pecuniary interest in the securities held by these entities. Mr. Lightcap was appointed a director of the issuer in connection with the initial investment. HealthCor Hybrid Offshore Master Fund, L.P. ("Hybrid Fund") is a private investment partnership which is the direct beneficial owner of the securities reported herein. HealthCor Hybrid Offshore GP, LLC ("Offshore GP") serves as its general partner and HealthCor Group, LLC ("Group") serves as the general partner of Offshore GP. HealthCor Management, L.P. serves as the investment manager to Hybrid Fund and HealthCor Associates, LLC ("Associates") serves as the general partner to HealthCor Management, L.P. Arthur Cohen and Joseph Healey are managing members of Associates and Group. Each reporting person disclaims beneficial ownership of any securities that exceed their pecuniary interest in the securities held by these entities. HealthCor Management, L.P. is the designated filer on behalf of the reporting persons listed on Exhibit 99.1, attached hereto. Due to the number of reporting persons, this is one of two Form 4's filed relating to the same securities. HealthCor Management, L.P., By: HealthCor Associates, LLC, its general partner, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 HealthCor Hybrid Offshore GP, LLC for itself and as general partner on behalf of HealthCor Hybrid Offshore Master Fund, L.P., By: HealthCor Group, LLC, its general partner, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 HealthCor Associates, LLC, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 HealthCor Group, LLC, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 HealthCor Partners Management, L.P., By: HealthCor Partners Management GP, LLC, its general partner, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 HealthCor Partners Management GP, LLC, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 HealthCor Partners L.P., for itself, and as general partner on behalf of Healthcor Partners Fund, L.P., By: HealthCor Partners GP, LLC, its general partner, By: /s/ Anabelle P. Gray, General Counsel 2018-04-03 EX-99 2 attach_1.htm

Exhibit 99.1



1.  HealthCor Management, L.P., 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



2.  HealthCor Associates, LLC, 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



3.  HealthCor Hybrid Offshore Master Fund, L.P., 152 W. 57th Street,

43rd Floor, New York, NY  10019;



4.  HealthCor Hybrid Offshore GP, LLC, 152 W. 57th Street, 43rd Floor,

New York, NY  10019;



5.  HealthCor Group, LLC, 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



6.  HealthCor Partners Management, L.P., 152 W. 57th Street, 43rd Floor,

New York, NY  10019;



7.  HealthCor Partners Management GP, LLC, 152 W. 57th Street, 43rd Floor,

New York, NY  10019;



8.  HealthCor Partners Fund, L.P., 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



9. HealthCor Partners, L.P., 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



10. HealthCor Partners GP, LLC, 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



11. Jeffrey C. Lightcap, 152 W. 57th Street, 43rd Floor, New York,

NY  10019;



12. Arthur Cohen, 12 South Main Street, Suite 203, Norwalk, CT  06854



13. Joseph Healey, 152 W. 57th Street, 43rd Floor, New York,

NY  10019;