| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/02/2008 |
3. Issuer Name and Ticker or Trading Symbol
Sutura, Inc. [ SUTU.OB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, par value $0.001 per share | 15,624,517 | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| Remarks: |
| * The Manager of the Reporting Person, Synapse Capital, LLC, is also the Manager of Synapse Fund I, LLC ("Synapse Fund I"), which owns 11,113,351 shares of the Issuer. However, since the respective members of the Reporting Person and Synapse Fund I are different parties with different economic interests from the other, they do not act as a group. Therefore, the Reporting Person disclaims beneficial ownership of the shares owned by Synapse Fund I and disclaims membership in a group with Synapse Fund I. See the Reporting Person's Schedule 13D filed 2/16/2006. On April 2, 2008 the Reporting Person agreed to sign a written consent proposed by certain creditors and shareholders of the Issuer, namely Pandora Select Partners, L.P., Whitebox Hedged High Yield Partners, L.P., Whitebox Convertible Arbitrage Partners, L.P., Whitebox Intermarket Partners, L.P., Gary S. Kohler and Scot W. Malloy (collectively, the "Whitebox Parties"), providing for a new slate of directors. However, the Reporting Person has been informed that no written consent was delivered to the Issuer. While the Reporting Person's decision to sign the written consent may be deemed to be acting as part of a "group" as described in Section 13(d)(3) of the Exchange Act or Rule 13d-5 thereunder, the Reporting Person (i) disclaims membership in any group with the Whitebox Parties and (ii) disclaims any interest, beneficial or otherwise, in any shares of Common Stock held by any of the Whitebox Parties. See the Reporting Person's amendment to Schedule 13D filed 4/4/2008. |
| /s/ Kenneth Barnett | 04/09/2008 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||