0001209191-14-068499.txt : 20141113 0001209191-14-068499.hdr.sgml : 20141113 20141113143458 ACCESSION NUMBER: 0001209191-14-068499 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141103 FILED AS OF DATE: 20141113 DATE AS OF CHANGE: 20141113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BIOLASE, INC CENTRAL INDEX KEY: 0000811240 STANDARD INDUSTRIAL CLASSIFICATION: DENTAL EQUIPMENT & SUPPLIES [3843] IRS NUMBER: 870442441 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4 CROMWELL CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 949-361-1200 MAIL ADDRESS: STREET 1: 4 CROMWELL CITY: IRVINE STATE: CA ZIP: 92618 FORMER COMPANY: FORMER CONFORMED NAME: BIOLASE TECHNOLOGY INC DATE OF NAME CHANGE: 19941117 FORMER COMPANY: FORMER CONFORMED NAME: LASER MEDICAL TECHNOLOGY INC DATE OF NAME CHANGE: 19941117 FORMER COMPANY: FORMER CONFORMED NAME: LASER ENDO TECHNIC CORP DATE OF NAME CHANGE: 19920708 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schuler Family Foundation CENTRAL INDEX KEY: 0001512977 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36385 FILM NUMBER: 141217870 BUSINESS ADDRESS: STREET 1: 28161 N. KEITH DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 BUSINESS PHONE: 847.607.2066 MAIL ADDRESS: STREET 1: 28161 N. KEITH DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-11-03 1 0000811240 BIOLASE, INC BIOL 0001512977 Schuler Family Foundation 28161 NORTH KEITH DRIVE LAKE FOREST IL 60045 0 0 1 0 On November 3, 2014, the Jack W. Schuler Living Trust (the "Trust") entered into a Securities Purchase Agreement (the "Agreement") pursuant to which the Trust acquired the right to purchase 5,883,465 shares of common stock, representing approximately 10.1% of the shares then outstanding, and warrants to purchase an additional 3,824,252 shares. On November 7, 2014, the Trust transferred and assigned to the Schuler Family Foundation, a tax-exempt private operating foundation (the "Foundation"), all of its rights and obligations under the Agreement, and the Foundation completed the purchase of such shares and warrants. Jack W. Schuler serves as sole trustee of the Trust and as President and Secretary of the Foundation. Exhibit List: Exhibit 24 - Power of Attorney /s/ Michael C. Carroll, attorney-in-fact 2014-11-13 EX-24 2 attachment1.htm EX-24 DOCUMENT

                           LIMITED POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby authorizes Michael C.
Carroll to execute for and on behalf of the undersigned, in the undersigned's
capacity as a Section 16 reporting person of Biolase, Inc., a Delaware
corporation (the "Company"), EDGAR Form ID (including amendments thereto) and
Authenticating Statements, Forms 3, 4 and 5, and any amendments thereto, and
cause such form(s) to be filed with the United States Securities and Exchange
Commission and The NASDAQ Stock Market.  The undersigned hereby 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 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.

The undersigned 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 16 of the Securities Exchange Act of 1934, as amended or the rules
promulgated thereunder.

This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
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, the undersigned has cause this Power of Attorney to be
executed as of this 11th day of November, 2014.

SCHULER FAMILY FOUNDATION

By: /s/ Jack W. Schuler
   ----------------------------
Name:  Jack W. Schuler
Title: President and Secretary