0001209191-13-052062.txt : 20131113 0001209191-13-052062.hdr.sgml : 20131113 20131113194007 ACCESSION NUMBER: 0001209191-13-052062 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131113 FILED AS OF DATE: 20131113 DATE AS OF CHANGE: 20131113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TANDEM DIABETES CARE INC CENTRAL INDEX KEY: 0001438133 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 204327508 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11045 ROSELLE STREET STREET 2: SUITE 200 CITY: San Diego STATE: CA ZIP: 92121 BUSINESS PHONE: 858-366-6900 MAIL ADDRESS: STREET 1: 11045 ROSELLE STREET STREET 2: SUITE 200 CITY: San Diego STATE: CA ZIP: 92121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAY RUSSELL T CENTRAL INDEX KEY: 0001225960 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36189 FILM NUMBER: 131216259 MAIL ADDRESS: STREET 1: 2525 DUPONT DR CITY: IRVINE STATE: CA ZIP: 92612 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GRUA PETER J CENTRAL INDEX KEY: 0001242813 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36189 FILM NUMBER: 131216260 MAIL ADDRESS: STREET 1: 28 GARDEN ST CITY: BOSTON STATE: MA ZIP: 02114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAHILL EDWARD L CENTRAL INDEX KEY: 0001025665 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36189 FILM NUMBER: 131216261 MAIL ADDRESS: STREET 1: 10 NORTH CALVERT ST STREET 2: SUITE 735 CITY: BALTIMORE STATE: MD ZIP: 21202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HLM Venture Associates II, LLC CENTRAL INDEX KEY: 0001591541 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36189 FILM NUMBER: 131216262 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 21ST FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-266-0030 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 21ST FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HLM VENTURE PARTNERS II, L.P. CENTRAL INDEX KEY: 0001340660 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36189 FILM NUMBER: 131216263 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET, 20TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-266-0030 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET, 20TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: HLM VENTURE PARTNERS II L P DATE OF NAME CHANGE: 20051004 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2013-11-13 0 0001438133 TANDEM DIABETES CARE INC TNDM 0001340660 HLM VENTURE PARTNERS II, L.P. 222 BERKELEY STREET BOSTON MA 02116 0 0 1 0 0001591541 HLM Venture Associates II, LLC 222 BERKELEY STREET BOSTON MA 02116 0 0 1 0 0001025665 CAHILL EDWARD L C/O HLM VENTURE PARTNERS 222 BERKELEY STREET BOSTON MA 02116 1 0 1 0 0001242813 GRUA PETER J C/O HLM VENTURE PARTNERS 222 BERKELEY STREET BOSTON MA 02116 0 0 1 0 0001225960 RAY RUSSELL T C/O HLM VENTURE PARTNERS 222 BERKELEY STREET BOSTON MA 02116 0 0 1 0 Series C Preferred Stock 0.00 Common Stock 223684 D Series D Preferred Stock 0.00 Common Stock 1230374 D Preferred Stock Warrant 4.40 2021-08-17 Series D Preferred Stock 87662 D Preferred Stock Warrant 4.40 2022-05-25 Series D Preferred Stock 21915 D Preferred Stock Warrant 4.40 2022-07-17 Series D Preferred Stock 33014 D The securities are immediately convertible. The expiration date is not relevant to the conversion of these securities. The reported securities are owned by HLM Venture Partners II, L.P. HLM Venture Associates II, L.L.C. (the "General Partner"), and Edward L. Cahill, Peter J. Grua and Russell T. Ray, the managing members of the General Partner, may be deemed to share voting and dispositive power over the reported securities but each disclaims beneficial ownership in the securities held by HLM Venture Partners II, L.P., except to the extent of their pecuniary interest therein. The warrants are immediately exercisable. Upon the consummation of the Issuer's initial public offering, these warrants will automatically become exercisable for 52,316 shares of the Issuer's common stock at an exercise price of $4.40 per share. Upon the consummation of the Issuer's initial public offering, these warrants will automatically become exercisable for 13,078 shares of the Issuer's common stock at an exercise price of $4.40 per share. Upon the consummation of the Issuer's initial public offering, these warrants will automatically become exercisable for 19,702 shares of the Issuer's common stock at an exercise price of $4.40 per share. /s/ David B. Berger, Attorney-in-Fact for HLM Venture Partners II, L.P. 2013-11-13 /s/ David B. Berger, Attorney-in-Fact for HLM Venture Associates II, L.L.C. 2013-11-13 /s/ David B. Berger, Attorney-in-Fact for Edward L. Cahill 2013-11-13 /s/ David B. Berger, Attorney-in-Fact for Peter J. Grua 2013-11-13 /s/ David B. Berger, Attorney-in-Fact for Russell T. Ray 2013-11-13 EX-24.3_494225 2 poa.txt POA DOCUMENT POWER OF ATTORNEY The undersigned hereby constitutes and appoints David B. Berger, John Cajigas, Leigh Vosseller and Bruce Feuchter, or any of them signing individually, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as the beneficial owner of more than ten percent (10.0%) of any class of any equity security of Tandem Diabetes Care, Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations thereunder; (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Forms 3, 4s and 5s and timely file such form with the SEC and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all that each such attorney-in-fact, or each such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that each such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to each such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based on any untrue statement or omission of necessary facts in the information provided by the undersigned to such attorney-in-fact for purposes of executing, acknowledging, delivering and filing Forms 3, 4s or 5s (including amendments thereto) and agrees to reimburse the Company and each such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4s and 5s with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned have caused this Power of Attorney to be executed as of this 11th day of November 2013. HLM VENTURE PARTNERS II, L.P. By: HLM Venture Associates II, L.L.C. Its: General Partner /s/ Vincent J. Fabiani, Authorized Signer HLM VENTURE ASSOCIATES II, L.L.C. /s/ Vincent J. Fabiani, Authorized Signer /s/ Edward L. Cahill, an individual /s/ Peter J. Grua, an individual /s/ Russell T. Ray, an individual