Amendment Number 1 to Schedule 13G

-----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, N5nxzg185J+1yG8cYSDex8hHFnrxNpc3Tx6isSY356WCond/vx5/RWD5n1Ldmcoo oFPrDH66J8XyLok9uaZ/Vw== 0001193125-10-032276.txt : 20100216 0001193125-10-032276.hdr.sgml : 20100215 20100216160322 ACCESSION NUMBER: 0001193125-10-032276 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100216 DATE AS OF CHANGE: 20100216 GROUP MEMBERS: AAD CAPITAL LLC GROUP MEMBERS: AAD PARTNERS L.P. GROUP MEMBERS: DANIEL P. WIMSATT SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TLC VISION CORP CENTRAL INDEX KEY: 0001010610 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 980151150 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-53321 FILM NUMBER: 10607593 BUSINESS ADDRESS: STREET 1: 5280 SOLAR DRIVE STREET 2: SUITE 100 CITY: MISSISSAUGA ONTARIO STATE: A6 ZIP: 00000 BUSINESS PHONE: 636-534-2300 MAIL ADDRESS: STREET 1: 16305 SWINGLEY RIDGE ROAD STREET 2: SUITE 300 CITY: CHESTERFIELD STATE: MO ZIP: 63017 FORMER COMPANY: FORMER CONFORMED NAME: TLC LASER CENTER INC DATE OF NAME CHANGE: 19960314 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: aAd Capital Management LP CENTRAL INDEX KEY: 0001388494 IRS NUMBER: 680599732 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 420 STEVENS AVENUE, SUITE 210 CITY: SOLANA BEACH STATE: CA ZIP: 92075 BUSINESS PHONE: 858-350-1077 MAIL ADDRESS: STREET 1: 420 STEVENS AVENUE, SUITE 210 CITY: SOLANA BEACH STATE: CA ZIP: 92075 SC 13G/A 1 dsc13ga.htm AMENDMENT NUMBER 1 TO SCHEDULE 13G Amendment Number 1 to Schedule 13G

CUSIP No. 872549100

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 1)

Information to be included in statements filed pursuant to Rules 13d-1(b), (c) and (d) and

amendments thereto filed pursuant to Rule 13d-2(b)¹

TLC Vision Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

872549100

(CUSIP Number)

December 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x Rule 13d-1(b)

¨ Rule 13d-1(c)

¨ Rule 13d-1(d)

¹	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


No Exhibit Index		1 of 10 Pages


CUSIP No. 872549100
1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Daniel P. Wimsatt
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization: United States of America
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power 0
		6.	Shared Voting Power 0
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) Not Applicable
11.	Percent of Class Represented by Amount in Row (9): 0.0%
12.	Type of Reporting Person IN


No Exhibit Index		2 of 10 Pages


CUSIP No. 872549100
1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). aAd Capital LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization: Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power 0
		6.	Shared Voting Power 0
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) Not Applicable
11.	Percent of Class Represented by Amount in Row (9): 0.0%
12.	Type of Reporting Person OO


No Exhibit Index		3 of 10 Pages


CUSIP No. 872549100
1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). aAd Capital Management L.P.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization: Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power 0
		6.	Shared Voting Power 0
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) Not Applicable
11.	Percent of Class Represented by Amount in Row (9): 0.0%
12.	Type of Reporting Person PN, IA


No Exhibit Index		4 of 10 Pages


CUSIP No. 872549100
1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). aAd Partners L.P.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization: Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		5.	Sole Voting Power 0
		6.	Shared Voting Power 0
		7.	Sole Dispositive Power 0
		8.	Shared Dispositive Power 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) Not Applicable
11.	Percent of Class Represented by Amount in Row (9): 0.0%
12.	Type of Reporting Person PN


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CUSIP No. 872549100

Item 1.

(a)

Name of Issuer – TLC Vision Corporation (“Company”)

(b)

Address of Issuer’s Principal Executive Offices – 5280 Solar Drive, Suite 300, Mississauga, Ontario, L4W 5M8

Item 2.

(a)

Name of Persons Filing – (1) Daniel P. Wimsatt (“Mr. Wimsatt”); (2) aAd Capital LLC (“aAd Capital”); (3) aAd Capital Management L.P. (“aAd Capital Management”); and (4) aAd Partners L.P. (“aAd Partners”), collectively, the “Reporting Persons,” each, a “Reporting Person.”

(b)

Address of Principal Business Office or, if none, Residence – 5280 Solar Drive, Suite 300, Mississauga, Ontario, L4W 5M8

(c)

Citizenship – (1) United States of America; (2) Delaware; (3) Delaware; and (4) Delaware.

(d)

Title of Class of Securities – Common Stock of the Company (“Issuer Common Stock” or “Shares”).

(e)

CUSIP Number – 872549100

Item 3.

If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:


(a)	¨	Broker or dealer registered under section 15 of the Act.

(b)	¨	Bank as defined in section 3(a)(6) of the Act.

(c)	¨	Insurance company as defined in section 3(a)(19) of the Act.

(d)	¨	Investment company registered under section 8 of the Investment Company Act of 1940.

(e)	x	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) (as to aAd Capital Management).

(f)	¨	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).

(g)	x	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G) (as to Mr. Wimsatt and aAd Capital).

(h)	¨	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act.

(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the
		Investment Company Act of 1940.

(j)	¨	Group, in accordance with Rule 13d-1(b)(1)(ii)(J).


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CUSIP No. 872549100

Item 4.

Ownership

(a)

Amount beneficially owned – Mr. Wimsatt is the manager of aAd Capital. aAd Capital is the general partner of aAd Capital Management L.P. aAd Capital Management L.P. is the general partner and investment adviser of aAd Partners L.P.

As of December 31, 2009, the Reporting Persons’ beneficial ownership were as follows:

(i) aAd Partners held 0 Shares; (ii) aAd Capital Management beneficially owned 0 Shares, consisting of the 0 Shares held by aAd Partners; (ii) aAd Capital beneficially owned 0 Shares, consisting of the 0 Shares beneficially owned by aAd Capital Management; and (iv) Mr. Wimsatt beneficially owned 0 Shares.

The Reporting Persons have, within the ordinary course of business, purchased securities of the Company. The Reporting Persons have not acquired securities in the Company with the purpose, nor with the effect of changing or influencing the control of the issuer, nor in connection with or as a participant in any transaction having such purpose or effect. The Reporting Persons have purchased, and may in the future purchase, shares on the open market at prevailing prices.

(b)

Percent of class – As of December 31, 2009, the Reporting Persons’ beneficial ownership were as follows: (i) aAd Partners beneficially owned 0.0% of the outstanding Issuer Common Stock; (ii) aAd Capital Management beneficially owned 0.0% of the outstanding Issuer Common Stock; (ii) aAd Capital beneficially owned 0.0% of the outstanding Issuer Common Stock; and (iv) Mr. Wimsatt beneficially owned 0.0% of the outstanding Issuer Common Stock.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct voting – aAd Partners; aAd Capital Management, as general partner and investment adviser of aAd Partners; aAd Capital, as general partner of aAd Capital Management; and Mr. Wimsatt, as manager of aAd Capital, each have the sole power to vote or to direct the vote of 0 Shares

(ii)

Shared power to vote or to direct voting – No Reporting Person has shared power with respect to the voting or direction of voting with respect to the Shares they beneficially own.

(iii)

Sole power to dispose or to direct disposition – aAd Partners; aAd Capital Management, as general partner and investment adviser of aAd Partners; aAd Capital, as general partner of aAd Capital Management; and Mr. Wimsatt, as manager of aAd Capital, each have the sole power to dispose or direct the disposition of 0 Shares.

(iv)

Shared power to dispose or to direct disposition – No Reporting Person has shared power with respect to the disposition or direction to dispose of the Shares they beneficially own.


No Exhibit Index		7 of 10 Pages

CUSIP No. 872549100

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Certification of aAd Partners

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


No Exhibit Index		8 of 10 Pages

CUSIP No. 872549100

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 16, 2010


aAd Capital LLC

By:		/s/ Daniel P. Wimsatt
Title:		Manager


aAd Capital Management L.P.

By:		aAd Capital LLC, General Partner


By:		/s/ Daniel P. Wimsatt
Title:		Manager


aAd Partners L.P.

By:		aAd Capital Management L.P., General Partner and Investment Adviser


By:		aAd Capital LLC, General Partner


By:		/s/ Daniel P. Wimsatt
Title:		Manager



Daniel P. Wimsatt, in his individual capacity
/s/ Daniel P. Wimsatt


No Exhibit Index		9 of 10 Pages

CUSIP No. 872549100

Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of TLC Vision Corporation; and further agree that this Joint Filing Agreement be included as Exhibit 1. In evidence thereof, the undersigned hereby execute this agreement this 16^th day of February, 2010.


aAd Capital LLC

By:		/s/ Daniel P. Wimsatt
Title:		Manager

aAd Capital Management L.P.

By:		aAd Capital LLC, General Partner


By:		/s/ Daniel P. Wimsatt
Title:		Manager


aAd Partners L.P.

By:		aAd Capital Management L.P., General Partner and Investment Adviser


By:		aAd Capital LLC, General Partner


By:		/s/ Daniel P. Wimsatt
Title:		Manager


Daniel P. Wimsatt, in his individual capacity

		/s/ Daniel P. Wimsatt


No Exhibit Index		10 of 10 Pages

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