0001144204-13-014014.txt : 20130308 0001144204-13-014014.hdr.sgml : 20130308 20130308162854 ACCESSION NUMBER: 0001144204-13-014014 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130306 FILED AS OF DATE: 20130308 DATE AS OF CHANGE: 20130308 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHULER JACK W CENTRAL INDEX KEY: 0001021412 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31822 FILM NUMBER: 13677834 MAIL ADDRESS: STREET 1: 28161 N. KEITH DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Accelerate Diagnostics, Inc CENTRAL INDEX KEY: 0000727207 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 841072256 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 303 E 17TH AVE STREET 2: SUITE 108 CITY: DENVER STATE: CO ZIP: 80203 BUSINESS PHONE: 303-863-8088 MAIL ADDRESS: STREET 1: 7000 NORTH BROADWAY STREET 2: BUILDING 3-307 CITY: DENVER STATE: CO ZIP: 80221 FORMER COMPANY: FORMER CONFORMED NAME: ACCELR8 TECHNOLOGY CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: HYDRO SEEK INC DATE OF NAME CHANGE: 19880802 4 1 v337598_4.xml OWNERSHIP DOCUMENT X0306 4 2013-03-06 0 0000727207 Accelerate Diagnostics, Inc AXDX 0001021412 SCHULER JACK W 28161 N. KEITH DRIVE LAKE FOREST IL 60045 1 0 1 0 Common Stock 2013-03-06 4 X 0 7000000.00 1.03 A 21000000.00 I Through Abeja Ventures, LLC Common Stock 2013-03-06 4 X 0 6428840.00 2.00 A 27428840.00 I Through Abeja Ventures, LLC Common Stock 2013-03-06 4 J 0 13428840.00 0.00 D 14000000.00 I Through Abeja Ventures, LLC Common Stock 2013-03-06 4 J 0 14000000.00 0.00 D 0.00 I Through Abeja Ventures, LLC Common Stock 2013-03-06 4 J 0 8043004.00 0.00 A 8043004.00 I See footnote Warrants (right to buy) 1.03 2013-03-06 4 X 0 7000000 0.00 D 2012-06-26 2017-06-26 Common Stock 7000000 7000000 I Through Abeja Ventures, LLC Warrants (right to buy) 2.00 2013-03-06 4 X 0 6428840 0.00 D 2012-06-26 2017-06-26 Common Stock 7000000 571160 I Through Abeja Ventures, LLC Warrants (right to buy) 2.00 2013-03-06 4 J 0 571160 0.00 D 2012-06-26 2017-06-26 Common Stock 7000000 0 I Through Abeja Ventures, LLC Shares issued to Abeja Ventures, LLC upon its full exercise of a warrant to purchase 7,000,000 shares of Accelerate Diagnostics, Inc. common stock at an exercise price of $1.03 per share. Shares were issued directly to the members of Abeja Ventures, LLC on a pro rata basis in accordance with their membership interests. Shares issued to Abeja Ventures, LLC upon its partial exercise of a warrant to purchase 7,000,000 shares of Accelerate Diagnostics, Inc. common stock at an exercise price of $2.00 per share. Shares were issued directly to the members of Abeja Ventures, LLC on a pro rata basis in accordance with their membership interests (with the remaining 571,160 warrant shares being assigned to the members that did not desire to exercise the warrant to the full extent of their membership interest). Reflects distribution in kind to members of Abeja Ventures, LLC in connection with such entity's exercise of the warrants, as described above in notes (1) and (2). The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Reflects distribution in kind (of remaining shares) to members of Abeja Ventures, LLC on a pro rata basis in accordance with their membership interests. Reflects 600,000 shares held by Schuler Grandchildren LLC (Mr. Schuler has sole voting and dispositive power with respect to such shares in his capacity as manager of the entity); 600,000 shares held by Schuler GC 2010 Continuation Trust (Mr. Schuler has shared voting and dispositive power with respect to such shares in his capacity as the grantor of the trust); and 6,843,004 shares held by the Jack W. Schuler Living Trust (Mr. Schuler has sole voting and dispositive power with respect to such shares in his capacity as trustee of the trust). Such shares were acquired by such entities in connection with the warrant exercises and share distributions described in notes (1), (2), (3) and (5) above. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. /s/ Daniel M. Mahoney, attorney-in-fact 2013-03-08