0001578563-15-000003.txt : 20150115 0001578563-15-000003.hdr.sgml : 20150115 20150115165257 ACCESSION NUMBER: 0001578563-15-000003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150113 FILED AS OF DATE: 20150115 DATE AS OF CHANGE: 20150115 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nuo Therapeutics, Inc. CENTRAL INDEX KEY: 0001091596 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 232958959 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 207A PERRY PARKWAY, STREET 2: SUITE 1 CITY: GAITHERSBURG, STATE: MD ZIP: 20877 BUSINESS PHONE: 240-499-2680 MAIL ADDRESS: STREET 1: 207A PERRY PARKWAY, STREET 2: SUITE 1 CITY: GAITHERSBURG, STATE: MD ZIP: 20877 FORMER COMPANY: FORMER CONFORMED NAME: Nuo Therapeutics, Inc DATE OF NAME CHANGE: 20141112 FORMER COMPANY: FORMER CONFORMED NAME: CYTOMEDIX INC DATE OF NAME CHANGE: 20000511 FORMER COMPANY: FORMER CONFORMED NAME: AUTOLOGOUS WOUND THERAPY INC DATE OF NAME CHANGE: 20000407 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clark B. Jefferson CENTRAL INDEX KEY: 0001435388 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32518 FILM NUMBER: 15530427 MAIL ADDRESS: STREET 1: C/O ALDAGEN, INC., 2810 MERDIAN PARKWAY STREET 2: SUITE 148 CITY: DURHAM STATE: NC ZIP: 27713 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brooke William W CENTRAL INDEX KEY: 0001545337 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32518 FILM NUMBER: 15530428 MAIL ADDRESS: STREET 1: 2100 THIRD AVENUE NORTH STREET 2: SUITE 600 CITY: BIRMINGHAM STATE: AL ZIP: 35203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Aldagen Holdings, LLC CENTRAL INDEX KEY: 0001544982 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32518 FILM NUMBER: 15530429 BUSINESS ADDRESS: STREET 1: C/O THOMAS A. ALLEN, ESQ. STREET 2: 4101 LAKE BOONE TRAIL, STE 300 CITY: RALEIGH STATE: NC ZIP: 27607 BUSINESS PHONE: 919-781-4000 MAIL ADDRESS: STREET 1: C/O THOMAS A. ALLEN, ESQ. STREET 2: 4101 LAKE BOONE TRAIL, STE 300 CITY: RALEIGH STATE: NC ZIP: 27607 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2015-01-13 0 0001091596 Nuo Therapeutics, Inc. NUOT 0001544982 Aldagen Holdings, LLC C/O THOMAS A. ALLEN, ESQ. 4101 LAKE BOONE TRAIL, STE 300 RALEIGH NC 27607 0 0 1 1 May be part of a 13(d) Group 0001545337 Brooke William W 1210 EAST CARY STREET, SUITE 400 RICHMOND VA 23219 0 0 1 1 May be part of a 13(d) Group 0001435388 Clark B. Jefferson 790 SE CARY PARKWAY, SUITE 204 CARU NC 27511 0 0 1 1 May be part of a 13(d) Group Common Stock 2015-01-13 4 S 0 14000 0.35 D 12340362 D Common Stock 2015-01-14 4 S 0 153467 0.35 D 12186895 D Common Stock 108830 I See Footnote 2 Common Stock 157276 I See Footnote 3 Common Stock 175533 I See Footnote 4 Common Stock 429404 I See Footnote 5 Common Stock 60494 I See Footnote 6 Warrant (right to buy) 0.75 2013-02-22 2018-02-21 Common Stock 15616 15616 I See Footnote 2 Warrant (right to buy) 0.75 2013-02-22 2018-02-21 Common Stock 22567 22567 I See Footnote 3 Warrant (right to buy) 0.75 2013-02-22 2018-02-21 Common Stock 63636 63636 I See Footnote 4 Warrant (right to buy) 0.75 2013-02-22 2018-02-21 Common Stock 63636 63636 I See Footnote 5 Warrant (right to buy) 0.75 2013-02-22 2018-02-21 Common Stock 12727 12727 I See Footnote 6 The reportable securities are owned directly by Aldagen Holdings, LLC ("Holdings"). The shares directly held by Holdings are indirectly held by the individual managing members of Holdings (each a "Holdings Managing Member" and collectively, the "Holdings Managing Members"). The Holdings Managing Members are B. Jefferson Clark and William Brooke. The Holdings Managing Members may share voting and dispositive power over the shares directly held by Holdings. Each Holdings Managing Member disclaims beneficial ownership of these securities and this report is not an admission that any Holdings Managing Member is a beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his or her pecuniary interest therein. The reportable securities are owned directly by Harbinger/Aurora Venture Fund, L.L.C. ("Harbinger Venture Fund"), and indirectly by Harbinger/Aurora Ventures, L.L.C. ("Harbinger Ventures LLC"), as the managing member of Harbinger Venture Fund. Mr. Clark is the president of Harbinger Ventures LLC and a managing member of Holdings. Harbinger Ventures LLC and Harbinger Venture Fund may share voting and dispositive power over the shares directly held by Harbinger Venture Fund. Mr. Clark disclaims beneficial ownership of these securities and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. The reportable securities are owned directly by Harbinger/Aurora QP Venture Fund, L.L.C. ("Harbinger QP"), and indirectly by Harbinger Ventures LLC, as the managing member of Harbinger QP. Harbinger Ventures LLC and Harbinger QP may share voting and dispositive power over the shares directly held by Harbinger QP. Mr. Clark disclaims beneficial ownership of these securities and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. The reportable securities are owned directly by Harbert Venture Partners (Annex Fund), L.L.C. ("Harbert Venture Fund"), indirectly by Harbert Venture Partners MM, LLC ("Harbert Venture Partners LLC"), as the sole managing member of Harbert Venture Fund, and indirectly by Will Brooke, as managing partner of Harbert Venture Partners LLC. Mr. Brooke is a managing member of Holdings. Harbert Venture Fund, Harbert Venture Partners LLC, and Mr. Brooke may share voting and dispositive power over the shares directly held by Harbert Venture Fund. Mr. Brooke disclaims beneficial ownership of these securities and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. The reportable securities are owned directly by ALD Co-Investor, LLC ("ALD"), indirectly by Harbert Venture Partners LLC, as the sole managing member of ALD, and indirectly by Mr. Brooke, as managing partner of Harbert Venture Partners LLC. ALD, Harbert Venture Partners LLC, and Mr. Brooke may share voting and dispositive power over the shares directly held by ALD. Mr. Brooke disclaims beneficial ownership of these securities and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. The reportable securities are owned directly by Aurora Enrichment Fund, L.L.C. ("Aurora"), and indirectly by Aurora Enrichment Management Company, L.L.C. ("Aurora Management Co"), as the managing member of Aurora, and each of the individual managing members of Aurora Management Co. The individual managing members (each an "Aurora Manager" and collectively, the "Aurora Managers") of Aurora Management Co are Messrs. Clark and Albert. Mr. Clark is the manager of Aurora Management Co and a managing member of Holdings. Aurora Management Co, Aurora, and the Aurora Managers may share voting and dispositive power over the shares directly held by Aurora. Each Aurora Manager disclaims beneficial ownership of these securities and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein. /s/ Thomas A. Allen, attorney in fact for Aldagen Holdings, LLC 2015-01-15 /s/ Thomas A. Allen, attorney-in-fact for William W. Brooke 2015-01-15 /s/ Thomas A. Allen, attorney-in-fact for B. Jefferson Clark 2015-01-15