SEC Form 4 · accession 0001437749-18-007485
COGENTIX MEDICAL INC /DE/ · CGNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Accelmed Growth Partners, L.P.
10% Owner
Accelmed Growth Partners (GP), L.P.
10% Owner
Accelmed Growth Partners (AGP) Ltd
10% Owner
Period of report
Apr 20, 2018
Accepted (ET)
Apr 23, 2018 · 5:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000894237
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value per shareF1,F2 | Apr 20, 2018 | U | 16,129,033 | $3.85 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On April 20, 2018, these shares were purchased in a tender offer for all of the issued and outstanding shares of common stock, par value $0.01 per share, of Cogentix Medical, Inc. (the Company") by Camden Merger Sub, Inc. ("Merger Sub"), a wholly owned subsidiary of LM US Parent, Inc. and Laborie Medical Technologies Canada ULC, pursuant to the Agreement and Plan of Merger dated as of March 11, 2018 (the "Merger Agreement").
- F2These shares are held directly by Accelmed Growth Partners, L.P. and may be deemed to be beneficially owned indirectly by (i) Accelmed Growth Partners (GP), L.P., the general partner of Accelmed Growth Partners, L.P., (ii) Accelmed Growth Partners (AGP) Limited, the general partner of Accelmed Growth Partners (GP), L.P., and (iii) Accelmed Growth Partners Management Ltd., which has certain voting and dispositive power over the shares pursuant to a management agreement. Each of Accelmed Growth Partners (GP), L.P., Accelmed Growth Partners (AGP) Limited, and Accelmed Growth Partners Management Ltd. disclaims such beneficial ownership except to the extent of its pecuniary interest in the shares.