0000899243-23-020011.txt : 20231020 0000899243-23-020011.hdr.sgml : 20231020 20231020161007 ACCESSION NUMBER: 0000899243-23-020011 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231020 FILED AS OF DATE: 20231020 DATE AS OF CHANGE: 20231020 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Essex Woodlands Fund IX-GP, L.P. CENTRAL INDEX KEY: 0001652285 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38238 FILM NUMBER: 231337277 BUSINESS ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2813648338 MAIL ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EW Healthcare Partners, L.P. CENTRAL INDEX KEY: 0001612343 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38238 FILM NUMBER: 231337279 BUSINESS ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-364-1555 MAIL ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER NAME: FORMER CONFORMED NAME: Essex Woodlands Fund IX, L.P. DATE OF NAME CHANGE: 20140701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EW Healthcare Partners-A, L.P. CENTRAL INDEX KEY: 0001736240 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38238 FILM NUMBER: 231337278 BUSINESS ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2813648338 MAIL ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Essex Woodlands IX, LLC CENTRAL INDEX KEY: 0001652286 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38238 FILM NUMBER: 231337276 BUSINESS ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2813648338 MAIL ADDRESS: STREET 1: 21 WATERWAY AVENUE, SUITE 225 CITY: THE WOODLANDS STATE: TX ZIP: 77380 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Venus Concept Inc. CENTRAL INDEX KEY: 0001409269 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 061681204 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 235 YORKLAND BLVD. STREET 2: SUITE 900 CITY: TORONTO STATE: A6 ZIP: M2J 4Y8 BUSINESS PHONE: 877-848-8430 X117 MAIL ADDRESS: STREET 1: 235 YORKLAND BLVD. STREET 2: SUITE 900 CITY: TORONTO STATE: A6 ZIP: M2J 4Y8 FORMER COMPANY: FORMER CONFORMED NAME: Restoration Robotics, Inc. DATE OF NAME CHANGE: 20171121 FORMER COMPANY: FORMER CONFORMED NAME: Restoration Robotics Inc DATE OF NAME CHANGE: 20070808 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-10-20 0 0001409269 Venus Concept Inc. VERO 0001612343 EW Healthcare Partners, L.P. 21 WATERWAY AVENUE SUITE 225 THE WOODLANDS TX 77380 0 0 1 1 See footnotes 2 and 3 0001736240 EW Healthcare Partners-A, L.P. 21 WATERWAY AVENUE SUITE 225 THE WOODLANDS TX 77380 0 0 1 1 See footnotes 2 and 3 0001652285 Essex Woodlands Fund IX-GP, L.P. 21 WATERWAY AVENUE SUITE 225 THE WOODLANDS TX 77380 0 0 1 1 See footnotes 2 and 3 0001652286 Essex Woodlands IX, LLC 21 WATERWAY AVENUE SUITE 225 THE WOODLANDS TX 77380 0 0 1 1 See footnotes 2 and 3 0 Senior Convertible Preferred Stock 0.00 2023-10-20 2023-10-20 4 P 0 502513 3.98 A Common Stock 1340051 1575810 I I The shares of Senior Convertible Preferred Stock are convertible into shares of Common Stock at a ratio of 2.6667 shares of Common Stock for each share of Senior Convertible Preferred Stock at the option of the holder at any time or by the Issuer under certain conditions. The share total shown above is the aggregate amount of shares of Senior Convertible Preferred Stock purchased by EW Healthcare Partners, L.P. ("EWHP") and EW Healthcare Partners-A, L.P. ("EWHP-A") on the date set forth above. EWHP purchased 483,078 shares of the amount shown above and EWHP-A purchased 19,435 shares of the amount shown above. EWHP now holds a total of 1,514,864 shares of Senior Convertible Preferred Stock (convertible into 4,039,688 shares of Common Stock) of the Issuer and EWHP-A now holds a total of 60,946 shares of Senior Convertible Preferred Stock (convertible into 162,525 shares of Common Stock) of the Issuer. Essex Woodlands Fund IX-GP, L.P. (the "EW Fund IX GP"), is the general partner of each of EW Healthcare Partners, L.P. ("EWHP") and EW Healthcare Partners-A, L.P. ("EWHP-A" and together with EWHP, the "EWHP Funds"). Essex Woodlands IX, LLC (the "General Partner") is the general partner of EW Fund IX GP. The General Partner holds sole voting and dispositive power over the shares held by each of the EW Funds (the "Shares''). The managers of the General Partner are Martin P. Sutter, Scott Barry, Ron Eastman, Petri Vainio and Steve Wiggins (collectively, the ''Managers'') and may exercise voting and investment control over the Shares only by majority action of the Managers. Each individual Manager, the EW Fund IX GP and the General Partner disclaims ownership over the Shares except to the extent of his or its respective pecuniary interest therein. EW Healthcare Partners, L.P.; By Essex Woodlands Fund IX-GP, L.P., its General Partner; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill 2023-10-20 EW Healthcare Partners-A, L.P.; By Essex Woodlands Fund IX-GP, L.P., its General Partner; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill 2023-10-20 Essex Woodlands Fund IX-GP, L.P.; By Essex Woodlands IX, LLC, its General Partner; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill 2023-10-20 Essex Woodlands IX, LLC; By Scott Barry, Manager; By Gregory L. Hill, Attorney-in-Fact, /s/ Gregory L. Hill 2023-10-20