SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HAMMONS MICHAEL J

(Last) (First) (Middle)
C/O L2 MEDICAL DEVELOPMENT COMPANY
2451 ALAMO AVENUE SE

(Street)
ALBUQUERQUE NM 87106

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
L2 MEDICAL DEVELOPMENT CO [ SCQO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/04/2013 J(1) 2,378,529 A (2) 2,378,529 I(3) by SAIL Venture Partners II, LP
Common Stock 09/04/2013 J(1) 816,958 A (2) 816,958 I(4) by SAIL Venture Partners, LP
Common Stock 09/04/2013 J(1) 437,624 A (2) 437,624 I(5) by SAIL Co-Investment Partners Cayman, LP
Common Stock 09/04/2013 J(1) 54,703 A (2) 54,703 I(6) By SAIL 2010 Co-Investment Partners, LP
Common Stock 09/04/2013 J(1) 270,350 A (2) 270,350 I(7) By SAIL Pre-Exit Acceleration Fund, LP
Common Stock 09/04/2013 J(1) 184,065 A (2) 184,065 I(8) By SAIL Pre-Exit Acceleration Fund II, LP
Common Stock 09/04/2013 J(1) 112,646 A (2) 112,646 I(9) By SAIL Sustainable Louisiana II, LP
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Warrant (Right to Buy) $5.4424 09/04/2013 J(10) 515,944 09/04/2013 (11) Common Stock 515,944 $0.00 515,944 I(3) By SAIL Venture Partners II, LP
Series C Warrant (Right to Buy) $7.6778 09/04/2013 J(10) 82,054 09/04/2013 (11) Common Stock 82,054 $0.00 82,054 I(3) By SAIL Venture Partners II, LP
Series D Warrant (Right to Buy) $7.7233 09/04/2013 J(10) 123,911 09/04/2013 (11) Common Stock 123,911 $0.00 123,911 I(3) By SAIL Venture Partners II, LP
Series C Warrant (Right to Buy) $7.6778 09/04/2013 J(10) 27,352 09/04/2013 (11) Common Stock 27,352 $0.00 27,352 I(6) By SAIL 2010 Co-Investment Partners, LP
Series C Warrants (Right to Buy) $7.6778 09/04/2013 J(10) 218,812 09/04/2013 (11) Common Stock 218,812 $0.00 218,812 I(5) By SAIL Co-Investment Partners Cayman, LP
Series D Warrants (Right to Buy) $7.7233 09/04/2013 J(10) 67,588 09/04/2013 12/31/2017 Common Stock 67,588 $0.00 67,588 I(8) By SAIL Pre-Exit Acceleration Fund II, LP
Series D Warrants (Right to Buy) $7.7233 09/04/2013 J(10) 135,175 09/04/2013 12/31/2017 Common Stock 135,175 $0.00 135,175 I(7) By SAIL Pre-Exit Acceleration Fund, LP
Series D Warrants (Right to Buy) $7.7233 09/04/2013 J(10) 56,323 09/04/2013 12/31/2017 Common Stock 56,323 $0.00 56,323 I(9) By SAIL Sustainable Louisiana II, LP
Explanation of Responses:
1. The Reporting Person received shares of common stock of the Issuer in exchange for shares of common stock of Enerpulse, Inc., a Delaware corporation ("Enerpulse"), in connection with the Agreement and Plan of Merger dated September 4, 2013 (the "Agreement") by and among the Issuer, Enerpulse Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Merger Sub"), and Enerpulse.
2. Pursuant to the terms of the Agreement by and among the Issuer, Merger Sub, and Enerpulse, all of the outstanding shares of Enerpulse were exchanged for shares of common stock of the Issuer.
3. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL Venture Partners II, LP which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
4. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL Venture Partners, LP which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
5. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL Co-Investment Partners Cayman, LP which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
6. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL 2010 Co-Investment Partners which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
7. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL Pre-Exit Acceleration Fund, LP which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
8. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL Pre-Exit Acceleration Fund II, LP which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
9. The Reporting Person is a partner at SAIL Capital Partners, an investment firm which holds securities of the Issuer through SAIL Sustainable Louisiana II, LP which it manages. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
10. The Reporting Person has the right to exchange a warrant to purchase shares of common stock of Enerpulse for a substantially similar warrant issued by the Issuer following the consummation of the merger by and among the Issuer, Merger Sub, and Enerpulse.
11. The warrant does not have an expiration date.
Remarks:
/s/ Michael J. Hammons 09/06/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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