0001062993-22-009388.txt : 20220404 0001062993-22-009388.hdr.sgml : 20220404 20220404160355 ACCESSION NUMBER: 0001062993-22-009388 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20220331 FILED AS OF DATE: 20220404 DATE AS OF CHANGE: 20220404 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: 22802057 BUSINESS ADDRESS: STREET 1: 55 HUDSON YARDS, 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 212-622-7731 MAIL ADDRESS: STREET 1: 55 HUDSON YARDS, 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 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: 22802060 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 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: 22802056 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 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: 22802061 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 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: 22802054 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: 22802059 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: 22802058 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 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: 22802055 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 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: 22802053 BUSINESS ADDRESS: STREET 1: 701 EAST BAY STREET STREET 2: SUITE 516 CITY: CHARLESTON STATE: SC ZIP: 29403 BUSINESS PHONE: (212) 622-7726 MAIL ADDRESS: STREET 1: 701 EAST BAY STREET STREET 2: SUITE 516 CITY: CHARLESTON STATE: SC ZIP: 29403 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 FISCAL YEAR END: 1231 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 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4 2022-03-31 0001377149 CareView Communications Inc CRVW.OB 0001409305 HealthCor Associates, LLC 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0001409307 HealthCor Group, LLC 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0001454849 HealthCor Hybrid Offshore GP, LLC 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0001454850 HealthCor Hybrid Offshore Master Fund, L.P. 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0001343781 HealthCor Management, L.P. 55 HUDSON YARDS, 28TH FLOOR NEW YORK NY 10001 1 0 1 0 0001408660 HealthCor Partners Fund LP 1325 AVENUE OF AMERICAS, 28TH FLOOR NEW YORK NY 10019 1 0 1 0 0001519456 HealthCor Partners LP 1325 AVENUE OF AMERICAS, 28TH FLOOR NEW YORK NY 10019 1 0 1 0 0001519463 HealthCor Partners Management GP, LLC 1325 AVENUE OF AMERICAS, 28TH FLOOR NEW YORK NY 10019 1 0 1 0 0001519462 HealthCor Partners Management LP 1325 AVENUE OF AMERICAS, 28TH FLOOR NEW YORK NY 10019 1 0 1 0 Senior Secured Convertible Note due 2024 (PIK Interest) 0.40 2022-03-31 4 A 0 144294 0 A 2024-01-15 Common Stock 360735 5916050 I By HCP Fund Senior Secured Convertible Note due 2024 (PIK Interest) 0.40 2022-03-31 4 A 0 165482 0 A 2024-01-15 Common Stock 413707 6784788 I By Hybrid Fund Senior Secured Convertible Note due 2029 (PIK Interest) 0.03 2022-03-31 4 A 0 2159 0 A 2029-05-14 Common Stock 71968 71248 I By Jeffrey Lightcap Senior Secured Convertible Note due 2030 (PIK Interest) 0.01 2022-03-31 4 A 0 3948 0 A 2030-02-05 Common Stock 394795 130282 I By Jeffrey Lightcap On March 31, 2022, the 2014 Notes held by HCP Fund and Hybrid Fund and the 2019 Note and 2020 Note each held by Mr. Lightcap accrued interest which is payable in kind ("PIK Interest") in the form of additional principal. Excludes PIK interest on notes issued to certain reporting persons and other investors on February 17, 2015, February 23, 2018, and July 13, 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 4s filed relating to the same securities. HealthCor Management, L.P., By: HealthCor Associates, LLC, its general partner, By: /s/ Laurie Hadick, Chief Compliance Officer 2022-04-04 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/ Laurie Hadick, Chief Compliance Officer 2022-04-04 HealthCor Associates, LLC, By: /s/ Laurie Hadick, Chief Compliance Officer 2022-04-04 HealthCor Group, LLC, By: /s/ Laurie Hadick, Chief Compliance Officer 2022-04-04 HealthCor Partners Management, L.P., By: HealthCor Partners Management GP, LLC, its general partner, By: /s/ Laurie Hadick, Chief Compliance Officer 2022-04-04 HealthCor Partners Management GP, LLC, By: /s/ Laurie Hadick, Chief Compliance Officer 2022-04-04 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/ Laurie Hadick, Chief Compliance Officer 2022-04-04 EX-24 2 exhibit24.txt EXHIBIT 24 POA POWER OF ATTORNEY Know all by these presents that each of the undersigned hereby individually constitutes and appoints John Doherty the undersigned's true and lawful attorney-in-fact, to: (1) execute for and on behalf of the undersigned a Form ID application, and any amendments thereto, to be filed with the Securities and Exchange Commission to obtain or update EDGAR codes for the undersigned; (2) execute for and on behalf of the undersigned Forms 3, 4, and 5 and Schedules 13D or 13G, as appropriate, and any amendments thereto (collectively, "Reports"), with respect to his securities ownership of CareView Communications, Inc. (the "Company"), in accordance with Section 13(d) and/or Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Report and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents execute by such 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 such attorney-in-fact may approve in such attorney-in-fact's discretion. Each of the undersigned hereby individually grants to 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. Each of the undersigned hereby individually acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 13(d) or 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned are no longer required to file Reports with respect to such undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be executed as of this 4th day of October 2021. /s/ Jeffrey C. Lightcap /s/ Arthur Cohen /s/ Joseph Healy EX-99 3 exhibit99.txt EXHIBIT 99.1 Exhibit 99.1 1. HealthCor Management, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 2. HealthCor Associates, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 3. HealthCor Hybrid Offshore Master Fund, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 4. HealthCor Hybrid Offshore GP, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 5. HealthCor Group, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 6. HealthCor Partners Management, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 7. HealthCor Partners Management GP, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 8. HealthCor Partners Fund, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 9. HealthCor Partners, L.P. 55 Hudson Yards, 28th Fl., New York, NY 10001; 10. HealthCor Partners GP, LLC 55 Hudson Yards, 28th Fl., New York, NY 10001; 11. Jeffrey C. Lightcap 55 Hudson Yards, 28th Fl., New York, NY 10001; 12. Arthur Cohen 12 South Main St., Suite 203, Norwalk, CT 06854; 13. Joseph Healey 55 Hudson Yards, 28th Fl., New York, NY 10001;