-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TowmLhPu6U9S6CqxG7DauguFMQvVP68vt12NY1EmsTm6C8mxYYTPtwhl8TQ6W8W3 Yyk7KPK72PR8VJ45mGg52A== 0001209191-09-043350.txt : 20090903 0001209191-09-043350.hdr.sgml : 20090903 20090903182349 ACCESSION NUMBER: 0001209191-09-043350 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090901 FILED AS OF DATE: 20090903 DATE AS OF CHANGE: 20090903 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PHOTOMEDEX INC CENTRAL INDEX KEY: 0000711665 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 592858100 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 147 KEYSTONE DRIVE CITY: MONTGOMERYVILLE STATE: PA ZIP: 18936 BUSINESS PHONE: 2156193600 MAIL ADDRESS: STREET 1: 147 KEYSTONE DRIVE CITY: MONTGOMERYVILLE STATE: PA ZIP: 18936 FORMER COMPANY: FORMER CONFORMED NAME: LASER PHOTONICS INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PERSEUS PARTNERS VII L P CENTRAL INDEX KEY: 0001362295 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-11635 FILM NUMBER: 091054550 BUSINESS ADDRESS: STREET 1: 2099 PENNSYLVANIA AVE N W STREET 2: SUITE 900 CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 202-452-0101 MAIL ADDRESS: STREET 1: 2099 PENNSYLVANIA AVE N W STREET 2: SUITE 900 CITY: WASHINGTON STATE: DC ZIP: 20006 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PEARL FRANK H CENTRAL INDEX KEY: 0000927752 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-11635 FILM NUMBER: 091054549 MAIL ADDRESS: STREET 1: 2099 PENNSYLVANIA AVENUE NW STREET 2: SUITE 900 CITY: WASHINGTON STATE: DC ZIP: 20003 4 1 c89950_4x0.xml MAIN DOCUMENT DESCRIPTION X0303 4 2009-09-01 0000711665 PHOTOMEDEX INC PHMD 0001362295 PERSEUS PARTNERS VII L P C/O PERSEUS, L.L.C. 2099 PENNSYLVANIA AVENUE N.W., SUITE 900 WASHINGTON DC 20006 0 0 1 0 0000927752 PEARL FRANK H C/O PERSEUS L.L.C. 2099 PENNSYLVANIA AVENUE N.W., SUITE 900 WASHINGTON DC 20006 0 0 1 0 SECURED CONVERTIBLE PROMISSORY NOTE 5.1615 2009-09-01 4 J 0 720000 A 2009-02-27 2014-02-27 COMMON STOCK, PAR VALUE $0.01 PER SHARE 139494 18720000 D On September 1, 2009, Photomedex, Inc. (the "Issuer") elected to issue to Perseus Partners VII, L.P. (the "Investor") a secured convertible promissory note in the principal amount of $720,000 (the "PIK Note") as payment for interest due and payable to the Investor pursuant to the terms of an $18,000,000 secured convertible promissory note that was issued on February 27, 2009 (the "First Tranche Note"), pursuant to a Securities Purchase Agreement by and between the Issuer and the Investor dated as of August 4, 2008 (as amended by Amendment No. 1 thereto, dated as of February 27, 2009, the "Purchase Agreement"). The First Tranche Note and the PIK Note (collectively, the "Perseus Notes") have a conversion price of $5.16152 per share, may be converted at any time after the date of issuance, and mature on February 27, 2014. The First Tranche Note is convertible into 3,487,344 shares and the PIK Note is convertible into 139,494 shares of common stock. The Perseus Notes bear interest at a rate of 8.0% per annum, with such interest payable, in the Issuer's discretion, in cash or in kind by the issuance of additional secured convertible promissory notes. The Perseus Notes are convertible into 3,626,838 shares of common stock. In addition, the Investor beneficially owns 1,046,204 warrants with a conversion price of $5.16152 and 2,500 currently exercisable options with an exercise price of $2.10 per share. The Investor is a Delaware limited partnership. Its general partner is Perseus Partners VII GP, L.P., a Delaware limited partnership. Perseus Partners VII GP, L.L.C., a Delaware limited liability company, is the general partner of Perseus Partners VII GP, L.P. The sole member of Perseus Partners VII GP, L.L.C. is Perseus, L.L.C. Perseuspur, L.L.C., a Delaware limited liability company, is the managing member of Perseus, L.L.C. Frank H. Pearl, individually, owns 72.9% of Perseuspur, L.L.C. He also is the sole director and sole shareholder of Rappahannock Investment Company, a Delaware corporation, which in turn owns the remaining 27.1% of Perseuspur, L.L.C. By virtue of such control, Mr. Pearl and each of the foregoing, other than the Investor, may be deemed to have indirect beneficial ownership of any securities issued to the Investor, and Mr. Pearl and each of the foregoing may be deemed to have indirect beneficial ownership of any securities issued to Mr. Glazer as a nominee of Perseus, L.L.C. Teresa Y. Bernstein is signing in her capacity as Secretary of Perseus Partners VII GP, L.L.C., which is the general partner of Perseus Partners VII GP, L.P., which is the general partner of Perseus Partners VII, L.P. Perseus Partners VII, L.P., By: Perseus Partners VII GP, L.P., its general partner, By: Perseus Partners VII GP, L.L.C., its general partner, By: /s/ Teresa Y. Bernstein, Secretary 2009-09-03 /s/ Teresa Y. Bernstein, Attorney-in-Fact for Frank H. Pearl 2009-09-03 -----END PRIVACY-ENHANCED MESSAGE-----