0001181431-13-048566.txt : 20130911 0001181431-13-048566.hdr.sgml : 20130911 20130911141224 ACCESSION NUMBER: 0001181431-13-048566 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20130903 FILED AS OF DATE: 20130911 DATE AS OF CHANGE: 20130911 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SafeStitch Medical, Inc. CENTRAL INDEX KEY: 0000876378 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 112962080 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4400 BISCAYNE BLVD. STREET 2: SUITE A-100 CITY: MIAMI STATE: FL ZIP: 33137 BUSINESS PHONE: 305-575-4600 MAIL ADDRESS: STREET 1: 4400 BISCAYNE BLVD. STREET 2: SUITE A-100 CITY: MIAMI STATE: FL ZIP: 33137 FORMER COMPANY: FORMER CONFORMED NAME: CELLULAR TECHNICAL SERVICES CO INC DATE OF NAME CHANGE: 19930328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SV Life Sciences Fund IV (GP), L.P. CENTRAL INDEX KEY: 0001422340 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19437 FILM NUMBER: 131090777 BUSINESS ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 BUSINESS PHONE: 617-367-8100 MAIL ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L. P. CENTRAL INDEX KEY: 0001392309 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19437 FILM NUMBER: 131090778 BUSINESS ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 BUSINESS PHONE: 617-367-8100 MAIL ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 FORMER NAME: FORMER CONFORMED NAME: SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS L P DATE OF NAME CHANGE: 20070307 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SV LIFE SCIENCES FUND IV, L.P. CENTRAL INDEX KEY: 0001367381 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19437 FILM NUMBER: 131090779 BUSINESS ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 BUSINESS PHONE: 617-367-8100 MAIL ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 FORMER NAME: FORMER CONFORMED NAME: SV LIFE SCIENCES FUND IV LP DATE OF NAME CHANGE: 20060623 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SVLSF IV, LLC CENTRAL INDEX KEY: 0001422339 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19437 FILM NUMBER: 131090780 BUSINESS ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 BUSINESS PHONE: 617-367-8100 MAIL ADDRESS: STREET 1: ONE BOSTON PLACE STREET 2: 201 WASHINGTON STREET, SUITE 3900 CITY: BOSTON STATE: MA ZIP: 02108 3 1 rrd389213.xml X0206 3 2013-09-03 0 0000876378 SafeStitch Medical, Inc. SFES.OB 0001422339 SVLSF IV, LLC ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON MA 02108 0 0 1 0 0001367381 SV LIFE SCIENCES FUND IV, L.P. ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON MA 02108 0 0 1 0 0001392309 SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L. P. ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON MA 02108 0 0 1 0 0001422340 SV Life Sciences Fund IV (GP), L.P. ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 BOSTON MA 02108 0 0 1 0 Common Stock 22433674 I See footnote Common Stock 22433674 I See footnote Common Stock 21814352 D Common Stock 619322 D Series B Convertible Preferred Stock 0.4 2013-09-03 Common Stock 11549790 I See footnote Series B Convertible Preferred Stock 0.4 2013-09-03 Common Stock 11549790 I See footnote Series B Convertible Preferred Stock 0.4 2013-09-03 Common Stock 11230935 D Series B Convertible Preferred Stock 0.4 2013-09-03 Common Stock 318855 D These shares are owned directly by SV Life Sciences Fund IV, L.P. ("SVLS IV LP") and SV Life Sciences Fund IV Strategic Partners, L.P. ("Strategic Partners"). SV Life Sciences Fund IV (GP), L.P. ("SVLS IV GP"), the general partner of SVLS IV LP and Strategic Partners, may be deemed to share voting and dispositive power over the shares held by SVLS IV LP and Strategic Partners. SVLS IV GP disclaims beneficial ownership of shares held by SVLS IV LP and Strategic Partners except to the extent of any pecuniary interest therein. These shares are owned directly by SVLS IV LP and Strategic Partners. SVLSF IV, LLC, the general partner of SVLS IV GP, may be deemed to share voting and dispositive power over the shares held by SVLS IV LP and Strategic Partners. SVLSF IV, LLC disclaims beneficial ownership of shares held by SVLS IV LP and Strategic Partners except to the extent of any pecuniary interest therein. These shares are held directly by SVLS IV LP. These shares are held directly by Strategic Partners. SVLS IV LP and Strategic Partners (each a "Fund", or collectively the "Funds") may be deemed to beneficially own the shares held by each other Fund because of certain contractual relationships among the Funds and their affiliates. The Funds disclaim beneficial ownership of shares held by any other Fund except to the extent of any pecuniary interest therein. On September 3, 2013, SafeStitch Medical, Inc. (the "Issuer") sold and issued to SVLS IV LP, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 1,123,093.5 shares of the Issuer's Series B Convertible Preferred Stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B Convertible Preferred Stock will automatically convert into ten (10) shares of the Issuer's common stock. On September 3, 2013, the Issuer sold and issued to Strategic Partners, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 31,885.5 shares of the Issuer's Series B Convertible Preferred Stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B Convertible Preferred Stock will automatically convert into ten (10) shares of the Issuer's common stock. The Series B Convertible Preferred Stock has no expiration date. /s/ Thomas B. Rosedale (pursuant to power of attorney) 2013-09-11 /s/ Thomas B. Rosedale (pursuant to power of attorney) 2013-09-11 /s/ Thomas B. Rosedale (pursuant to power of attorney) 2013-09-11 /s/ Thomas B. Rosedale (pursuant to power of attorney) 2013-09-11 EX-24. 2 rrd350142_397215.htm SVLSF IV, LLC LIMITED POWER OF ATTORNEY rrd350142_397215.html 
LIMITED POWER OF ATTORNEY

OF

SVLSF IV, LLC



	This statement confirms that the undersigned has authorized and designated each
of Suzanne Hamel and Thomas B. Rosedale his attorneys-in-fact to (i) prepare, execute
and file on behalf of the undersigned Form ID or any other necessary documents or forms
in order to obtain access codes (including, without limitation, CIK and CCC codes) for
the undersigned to permit filing on EDGAR, and (ii) prepare, execute and file on behalf
of the undersigned all Forms 3, 4 and 5 (including any amendments thereto) that the
undersigned may be required to file with the U.S. Securities and Exchange Commission
as a result of the undersigned's ownership of or transactions in securities of a public
reporting company or by virtue of the undersigned holding board of director or executive
officer positions with a public reporting company.  The authority of such attorneys under
this Power of Attorney shall continue until the undersigned is no longer required to file
Forms 3, 4 and 5 with the U.S. Securities and Exchange Commission, unless earlier
revoked in writing.  The undersigned acknowledges that such attorneys are not assuming
any of the undersigned's responsibilities to comply with the requirements of Section 16 of
the Securities Exchange Act of 1934, as amended, or any of the undersigned's liabilities
for failure to comply with such requirements.



       					SVLSF IV, LLC


Date: August 22, 2013	 		  _/s/ Denise W. Marks_________________
						  Name: Denise W. Marks
						  Title: Member
EX-24.2 3 rrd350142_397217.htm SV LIFE SCIENCES FUND IV, L.P. LIMITED POWER OF ATTORNEY rrd350142_397217.html 
LIMITED POWER OF ATTORNEY

OF

SV LIFE SCIENCES FUND IV, L.P.



	This statement confirms that the undersigned has authorized and designated each
of Suzanne Hamel and Thomas B. Rosedale his attorneys-in-fact to (i) prepare, execute
and file on behalf of the undersigned Form ID or any other necessary documents or forms
in order to obtain access codes (including, without limitation, CIK and CCC codes) for
the undersigned to permit filing on EDGAR, and (ii) prepare, execute and file on behalf
of the undersigned all Forms 3, 4 and 5 (including any amendments thereto) that the
undersigned may be required to file with the U.S. Securities and Exchange Commission
as a result of the undersigned's ownership of or transactions in securities of a public
reporting company or by virtue of the undersigned holding board of director or executive
officer positions with a public reporting company.  The authority of such attorneys under
this Power of Attorney shall continue until the undersigned is no longer required to file
Forms 3, 4 and 5 with the U.S. Securities and Exchange Commission, unless earlier
revoked in writing.  The undersigned acknowledges that such attorneys are not assuming
any of the undersigned's responsibilities to comply with the requirements of Section 16 of
the Securities Exchange Act of 1934, as amended, or any of the undersigned's liabilities
for failure to comply with such requirements.



					SV LIFE SCIENCES FUND IV, L.P.

					By: SV Life Sciences Fund IV (GP), L.P.,
					its Sole General Partner
					By: SVLSF IV, LLC, its sole General
					Partner



Date: August 22, 2013	 		  _/s/ Denise W. Marks_________________
						  Name: Denise W. Marks
						  Title: Member
EX-24.3 4 rrd350142_397219.htm SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L.P. LIMITED POWER OF ATTORNEY rrd350142_397219.html 
LIMITED POWER OF ATTORNEY

OF

SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L.P.



	This statement confirms that the undersigned has authorized and designated each
of Suzanne Hamel and Thomas B. Rosedale his attorneys-in-fact to (i) prepare, execute
and file on behalf of the undersigned Form ID or any other necessary documents or forms
in order to obtain access codes (including, without limitation, CIK and CCC codes) for
the undersigned to permit filing on EDGAR, and (ii) prepare, execute and file on behalf
of the undersigned all Forms 3, 4 and 5 (including any amendments thereto) that the
undersigned may be required to file with the U.S. Securities and Exchange Commission
as a result of the undersigned's ownership of or transactions in securities of a public
reporting company or by virtue of the undersigned holding board of director or executive
officer positions with a public reporting company.  The authority of such attorneys under
this Power of Attorney shall continue until the undersigned is no longer required to file
Forms 3, 4 and 5 with the U.S. Securities and Exchange Commission, unless earlier
revoked in writing.  The undersigned acknowledges that such attorneys are not assuming
any of the undersigned's responsibilities to comply with the requirements of Section 16 of
the Securities Exchange Act of 1934, as amended, or any of the undersigned's liabilities
for failure to comply with such requirements.



					SV LIFE SCIENCES FUND IV
					STRATEGIC PARTNERS, L.P.

					By: SV Life Sciences Fund IV (GP), L.P.,
					its Sole General Partner
					By: SVLSF IV, LLC, its sole General
					Partner


Date: August 22, 2013	 		  _/s/ Denise W. Marks_________________
						  Name: Denise W. Marks
						  Title: Member
EX-24.4 5 rrd350142_397220.htm SV LIFE SCIENCES FUND IV (GP), L.P. LIMITED POWER OF ATTORNEY rrd350142_397220.html 
LIMITED POWER OF ATTORNEY

OF

SV LIFE SCIENCES FUND IV (GP), L.P.



	This statement confirms that the undersigned has authorized and designated each
of Suzanne Hamel and Thomas B. Rosedale his attorneys-in-fact to (i) prepare, execute
and file on behalf of the undersigned Form ID or any other necessary documents or forms
in order to obtain access codes (including, without limitation, CIK and CCC codes) for
the undersigned to permit filing on EDGAR, and (ii) prepare, execute and file on behalf
of the undersigned all Forms 3, 4 and 5 (including any amendments thereto) that the
undersigned may be required to file with the U.S. Securities and Exchange Commission
as a result of the undersigned's ownership of or transactions in securities of a public
reporting company or by virtue of the undersigned holding board of director or executive
officer positions with a public reporting company.  The authority of such attorneys under
this Power of Attorney shall continue until the undersigned is no longer required to file
Forms 3, 4 and 5 with the U.S. Securities and Exchange Commission, unless earlier
revoked in writing.  The undersigned acknowledges that such attorneys are not assuming
any of the undersigned's responsibilities to comply with the requirements of Section 16 of
the Securities Exchange Act of 1934, as amended, or any of the undersigned's liabilities
for failure to comply with such requirements.



 					SV LIFE SCIENCES FUND IV (GP), L.P.

					By: SVLSF IV, LLC, its sole General
					Partner


Date: August 22, 2013	 		  _/s/ Denise W. Marks_________________
						  Name: Denise W. Marks
						  Title: Member