0001382963-20-000038.txt : 20200320
0001382963-20-000038.hdr.sgml : 20200320
20200320171935
ACCESSION NUMBER: 0001382963-20-000038
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200318
FILED AS OF DATE: 20200320
DATE AS OF CHANGE: 20200320
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BARRY RICHARD SCOTT
CENTRAL INDEX KEY: 0001407547
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38238
FILM NUMBER: 20732899
MAIL ADDRESS:
STREET 1: ESSEX WOODLANDS
STREET 2: 21 WATERWAY AVENUE, SUITE 225
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
FORMER NAME:
FORMER CONFORMED NAME: Barry Scott
DATE OF NAME CHANGE: 20070723
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Venus Concept Inc.
CENTRAL INDEX KEY: 0001409269
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 061681204
STATE OF INCORPORATION: DE
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
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2020-03-18
0001409269
Venus Concept Inc.
VERO
0001407547
BARRY RICHARD SCOTT
C/O VENUS CONCEPT INC.
235 YORKLAND BLVD., SUITE 900
TORONTO
A6
M2J 4Y8
ONTARIO, CANADA
1
0
1
0
Series A Preferred Stock
2020-03-18
4
P
0
519114.7
25.00
A
Common Stock
5191147
519114.7
I
By Partnership
Warrant (right to buy)
3.50
2020-03-18
4
P
0
3893360
A
Common Stock
3893360
3893360
I
By Partnership
Series A Preferred Stock
2020-03-18
4
P
0
20885.3
25.00
A
Common Stock
208853
20885.3
I
By Partnership
Warrant (right to buy)
3.50
2020-03-18
4
P
0
156640
A
Common Stock
156640
156640
I
By Partnership
Each share of Series A Preferred Stock converts into ten shares of Common Stock for no additional consideration.
The Series A Preferred Stock is convertible into common stock at any time, upon approval of the stockholders, and has no expiration date.
These securities were purchased from the Issuer at a purchase price of $2.50 per unit (consisting of one-tenth of one share of Series A Preferred Stock and 0.75 of a Warrant, with each whole Warrant exercisable for one share of Common Stock, at an exercise price of $3.50 per share).
Held by EW Healthcare Partners L.P. ("EWHP"). Essex Woodlands Fund IX-GP, L.P. ("EW Fund IX GP") is the general partner of EWHP and EWHP-A (as defined below). Essex Woodlands IX, LLC ("Essex IX General Partner") is the general partner of Essex IX Fund GP. Martin P. Sutter, R. Scott Barry, Ronald W. Eastman, Petri Vainio and Steve Wiggins are each a Manager of Essex IX General Partner (the "Managers"). Each of the Managers may be deemed to exercise shared voting and investment power with respect to such shares. Each of EW Fund IX GP, Essex IX General Partner and the Managers, including Mr. Barry who is a member of the Issuer's board of directors, disclaims beneficial ownership of the shares held by EWHP and EWHP-A, except to the extent of any pecuniary interests therein.
The Warrants have a five-year term and are exercisable beginning 181 days after their issue date.
Held by EW Healthcare Partners-A L.P. ("EWHP-A").
/s/ Domenic Di Sisto, attorney-in-fact
2020-03-20