LDR Holding Corporation
|
(Name of Issuer)
|
$0.001 par value common stock
|
(Title of Class of Securities)
|
50185U105
|
(CUSIP Number)
|
December 31, 2013
|
(Date of Event Which Requires Filing of this Statement)
|
CUSIP No.
|
50185U105
|
Page 2 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners, L.P.
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 26-0020271
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
69,971 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
69,971 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
69,971 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.3% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
PN
|
CUSIP No.
|
50185U105
|
Page 3 of 21 Pages
|
1.
|
Names of Reporting Persons.
THP Affiliates Fund, LLC
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 20-4694471
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
16,149 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
16,149 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
16,149 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.1% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
OO
|
CUSIP No.
|
50185U105
|
Page 4 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners Investment Management, LLC
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 26-0020339
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
86,120 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
86,120 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
86,120 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.4% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
OO
|
CUSIP No.
|
50185U105
|
Page 5 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners SBIC, L.P.
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 56-2393856
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
375,320 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
375,320 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
375,320 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
1.6% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
PN
|
CUSIP No.
|
50185U105
|
Page 6 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners SBIC, LLC
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 56-2393852
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
375,320 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
375,320 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
375,320 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
1.6% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
OO
|
CUSIP No.
|
50185U105
|
Page 7 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners II, LP
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 20-2608235
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
2,584,683 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
2,584,683 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
2,584,683 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
10.7% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
PN
|
CUSIP No.
|
50185U105
|
Page 8 of 21 Pages
|
1.
|
Names of Reporting Persons.
THP II Affiliates Fund, LLC
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 20-4136474
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
56,891 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
56,891 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
56,891 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.2% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
OO
|
CUSIP No.
|
50185U105
|
Page 9 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners II Investment Management, LLC
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 20-2608222
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
2,641,574 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
2,641,574 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
2,641,574 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
11.0% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
OO
|
CUSIP No.
|
50185U105
|
Page 10 of 21 Pages
|
1.
|
Names of Reporting Persons.
Telegraph Hill Partners Management Company, LLC
I.R.S. Identification Nos. of above persons (entities only).
|
EIN 26-0020330
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
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
|
|
2,727,694 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
2,727,694 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
2,727,694 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
11.3% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
OO
|
CUSIP No.
|
50185U105
|
Page 11 of 21 Pages
|
1.
|
Names of Reporting Persons.
Robert G. Shepler
I.R.S. Identification Nos. of above persons (entities only).
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of
Organization
|
|
United States
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
5. Sole Voting Power
-0-
|
6. Shared Voting Power
|
|
3,103,014 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
3,103,014 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
3,103,014 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
12.9% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
IN
|
CUSIP No.
|
50185U105
|
Page 12 of 21 Pages
|
1.
|
Names of Reporting Persons.
J. Matthew Mackowski
I.R.S. Identification Nos. of above persons (entities only).
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of
Organization
|
|
United States
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
5. Sole Voting Power
-0-
|
6. Shared Voting Power
|
|
3,103,014 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
3,103,014 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
3,103,014 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
12.9% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
IN
|
CUSIP No.
|
50185U105
|
Page 13 of 21 Pages
|
1.
|
Names of Reporting Persons.
Thomas A. Raffin
I.R.S. Identification Nos. of above persons (entities only).
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of
Organization
|
|
United States
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
5. Sole Voting Power
-0-
|
6. Shared Voting Power
|
|
3,103,014 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
3,103,014 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
3,103,014 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
12.9% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
IN
|
CUSIP No.
|
50185U105
|
Page 14 of 21 Pages
|
1.
|
Names of Reporting Persons.
Deval A. Lashkari
I.R.S. Identification Nos. of above persons (entities only).
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
£
|
|
(b)
|
T
|
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of
Organization
|
|
United States
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
5. Sole Voting Power
-0-
|
6. Shared Voting Power
|
|
3,103,014 (See Item 4)
|
|
7. Sole Dispositive Power
|
|
-0-
|
|
8. Shared Dispositive Power
|
|
3,103,014 (See Item 4)
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
3,103,014 (See Item 4)
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) £
|
11.
|
Percent of Class Represented by Amount in Row (9)
12.9% (See Item 4)
|
12.
|
Type of Reporting Person (See Instructions)
|
IN
|
|
(a)
|
Name of Issuer:
|
|
(b)
|
Address of Issuer’s Principal Executive Offices:
|
|
(a)
|
Name of Person(s) Filing:
|
|
(b)
|
Address of Principal Business Office or, if none, Residence:
|
|
(c)
|
Citizenship:
|
THP I
|
Delaware
|
THP I AFF
|
Delaware
|
THP I IM
|
Delaware
|
THP SBIC
|
Delaware
|
THP SBIC GP
|
Delaware
|
THP II
|
Delaware
|
THP II AFF
|
Delaware
|
THP II IM
|
Delaware
|
THPMC
|
Delaware
|
Robert G. Shepler
|
U.S. Citizen
|
J. Matthew Mackowski
|
U.S. Citizen
|
Thomas A. Raffin
|
U.S. Citizen
|
Deval A. Lashkari
|
U.S. Citizen
|
|
(d)
|
Title of Class of Securities:
|
|
(e)
|
CUSIP Number: 50185U105
|
Item 3.
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
|
Not applicable
|
Item 4.
|
Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
|
Reporting
Persons (1)
|
Shares
Held
Directly
|
Sole
Voting
Power
|
Shared
Voting
Power
|
Sole
Dispositive
Power
|
Shared
Dispositive
Power
|
Beneficial
Ownership
|
Percentage
of Class
(2)
|
THP I
|
69,971
|
0
|
69,971
|
0
|
69,971
|
69,971
|
0.3%
|
THP I AFF
|
16,149
|
0
|
16,149
|
0
|
16,149
|
16,149
|
0.1%
|
THP I IM
|
0
|
0
|
86,120
|
0
|
86,120
|
86,120
|
0.4%
|
THP SBIC
|
375,320
|
0
|
375,320
|
0
|
375,320
|
375,320
|
1.6%
|
THP SBIC GP
|
0
|
0
|
375,320
|
0
|
375,320
|
375,320
|
1.6%
|
THP II
|
2,584,683
|
0
|
2,584,683
|
0
|
2,584,683
|
2,584,683
|
10.7%
|
THP II AFF
|
56,891
|
0
|
56,891
|
0
|
56,891
|
56,891
|
0.2%
|
THP II IM
|
0
|
0
|
2,641,574
|
0
|
2,641,574
|
2,641,574
|
11.0%
|
THPMC
|
0
|
0
|
2,727,694
|
0
|
2,727,694
|
2,727,694
|
11.3%
|
Robert G. Shepler
|
0
|
0
|
3,103,014
|
0
|
3,103,014
|
3,103,014
|
12.9%
|
J. Matthew Mackowski
|
0
|
0
|
3,103,014
|
0
|
3,103,014
|
3,103,014
|
12.9%
|
Thomas A. Raffin
|
0
|
0
|
3,103,014
|
0
|
3,103,014
|
3,103,014
|
12.9%
|
Deval A. Lashkari
|
0
|
0
|
3,103,014
|
0
|
3,103,014
|
3,103,014
|
12.9%
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
Not applicable.
|
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.
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.
Not applicable.
|
Telegraph Hill Partners, L.P.
By: Telegraph Hill Partners Investment Management, LLC
Its: General Partner
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
THP Affiliates Fund, LLC
By: Telegraph Hill Partners Investment Management, LLC
Its: Manager
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners Investment Management, LLC
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners SBIC, L.P.
By: Telegraph Hill Partners SBIC, LLC
Its: General Partner
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners SBIC, LLC
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners II, L.P.
By: Telegraph Hill Partners II Investment Management, LLC
Its: General Partner
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
THP II Affiliates Fund, LLC
By: Telegraph Hill Partners II Investment Management, LLC
Its: Manager
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners II Investment Management, LLC
By: Telegraph Hill Partners Management Company LLC
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners Management Company, LLC
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
/s/ Robert G. Shepler
|
|
Robert G. Shepler
|
/s/ J. Matthew Mackowski
|
|
J. Matthew Mackowski
|
/s/ Thomas A. Raffin
|
|
Thomas A. Raffin
|
/s/ Deval Lashkari
|
|
Deval A. Lashkari
|
Telegraph Hill Partners, L.P.
By: Telegraph Hill Partners Investment Management, LLC
Its: General Partner
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
THP Affiliates Fund, LLC
By: Telegraph Hill Partners Investment Management, LLC
Its: Manager
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners Investment Management, LLC
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners SBIC, L.P.
By: Telegraph Hill Partners SBIC, LLC
Its: General Partner
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners SBIC, LLC
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners II, L.P.
By: Telegraph Hill Partners II Investment Management, LLC
Its: General Partner
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
THP II Affiliates Fund, LLC
By: Telegraph Hill Partners II Investment Management, LLC
Its: Manager
By: Telegraph Hill Partners Management Company LLC
Its: Manager
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners II Investment Management, LLC
By: Telegraph Hill Partners Management Company LLC
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
Telegraph Hill Partners Management Company, LLC
|
||
By:
|
/s/ Robert G. Shepler
|
|
Manager
|
/s/ Robert G. Shepler
|
|
Robert G. Shepler
|
/s/ J. Matthew Mackowski
|
|
J. Matthew Mackowski
|
/s/ Thomas A. Raffin
|
|
Thomas A. Raffin
|
/s/ Deval Lashkari
|
|
Deval A. Lashkari
|