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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Amendment No. )(1)
AVAX Technologies, Inc.
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(Name of Issuer)
Series C Convertible Preferred Stock, $0.01 Par Value Per Share
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(Title of Class of Securities)
053495-30-5
----------------------------------
(CUSIP Number)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
SEC 1745 (10-88) Page 1 of 8 pages
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CUSIP NO. 053495-30-5 13G PAGE 2 OF 8 PAGES
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Essex Woodlands Health Venture Fund IV, L.P.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
Not Applicable (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
NUMBER OF
1,851,091
SHARES -------------------------------------------------------
6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
-------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
1,851,091
PERSON -------------------------------------------------------
8 SHARED DISPOSITIVE POWER
WITH
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,851,091
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable [ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.31%
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12 TYPE OF REPORTING PERSON (See Instructions)
PN
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*SEE INSTRUCTION BEFORE FILLING OUT!
SEC 1745 (10-88) Page 2 of 8 pages
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CUSIP NO. 053495-30-5 13G PAGE 3 OF 8 PAGES
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Essex Woodlands Health Venture Fund, LLC
- -------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
Not Applicable (a) [ ]
(b) [ ]
- -------------------------------------------------------------------------------
3 SEC USE ONLY
- -------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- -------------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF
1,851,091
SHARES -------------------------------------------------------
6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
-------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
1,851,091
PERSON -------------------------------------------------------
8 SHARED DISPOSITIVE POWER
WITH
- -------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,851,091
- -------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable [ ]
- -------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.31%
- -------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON (See Instructions)
00
- -------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
SEC 1745 (10-88) Page 3 of 8 pages
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INSTRUCTIONS FOR SCHEDULE 13G
INSTRUCTIONS FOR COVER PAGE
(1) Names and I.R.S. Identification Numbers of Reporting Persons--Furnish
the full legal name of each person for whom the report is filed--i.e.,
each person required to sign the schedule itself--including each
member of a group. Do not include the name of a person required to be
identified in the report but who is not a reporting person. Reporting
persons that are entities are also requested to furnish their I.R.S.
identification numbers, although disclosure of such numbers is
voluntary, not mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH
SCHEDULE 13G," below).
(2) If any of the shares beneficially owned by a reporting person are held
as a member of a group and such membership is expressly affirmed,
please check row 2(a). If the membership in a group is disclaimed or
the reporting person describes a relationship with other persons but
does not affirm the existence of a group, please check row 2(b)
[unless a joint filing pursuant to Rule 13d-1(e)(1) in which case it
may not be necessary to check row 2(b)].
(3) The third row is for SEC internal use; please leave blank.
(4) Citizenship or Place of Organization--Furnish citizenship if the named
reporting person is a natural person. Otherwise, furnish place of
organization.
(5)-(9), (11) Aggregate Amount Beneficially Owned By Each Reporting Person,
Etc.--Rows (5) through (9) inclusive, and (11) are to be completed in
accordance with the provisions of Item 4 of Schedule 13G. All
percentages are to be rounded off to the nearest tenth (one place
after decimal point).
(10) Check if the aggregate amount reported as beneficially owned in row
(9) does not include shares as to which beneficial ownership is
disclaimed pursuant to Rule 13d-4 [17 CFR 240.13d-4] under the
Securities Exchange Act of 1934.
(12) Type of Reporting Person--Please classify each "reporting person"
according to the following breakdown (see Item 3 of Schedule 13G) and
place the appropriate symbol on the form:
<TABLE>
<CAPTION>
Category Symbol
<S> <C>
Broker Dealer BD
Bank BK
Insurance Company IC
Investment Company IV
Investment Adviser IA
Employee Benefit Plan, Pension Fund,
or Endowment Fund EP
Parent Holding Company HC
Corporation CO
Partnership PN
Individual IN
Other OO
</TABLE>
SEC 1745 (10-88) Page 4 of 8 pages
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Notes:
Attach as many copies of the second part of the cover page as are
needed, one reporting person per page.
Filing persons may, in order to avoid unnecessary duplication, answer
items on the schedules (Schedule 13D, 13G or 14D-1) by appropriate cross
references to an item or items on the cover page(s). This approach may only be
used where the cover page item or items provide all the disclosure required by
the schedule item. Moreover, such a use of a cover page item will result in the
item becoming a part of the schedule and accordingly being considered as
"filed" for purposes of Section 18 of the Securities Exchange Act or otherwise
subject to the liabilities of that section of the Act.
Reporting persons may comply with their cover page filing requirements
by filing either completed copies of the blank forms available from the
Commission, printed or typed facsimiles, or computer printed facsimiles,
provided the documents filed have identical formats to the forms prescribed in
the Commission's regulations and meet existing Securities Exchange Act rules as
to such matters as clarity and size (Securities Exchange Act Rule 12b-12).
SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G
Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of
1934 and the rules and regulations thereunder, the Commission is authorized to
solicit the information required to be supplied by this schedule by certain
security holders of certain issuers.
Disclosure of the information specified in this schedule is mandatory,
except for I.R.S. identification numbers, disclosure of which is voluntary. The
information will be used for the primary purpose of determining and disclosing
the holdings of certain beneficial owners of certain equity securities. This
statement will be made a matter of public record. Therefore, any information
given will be available for inspection by any member of the public.
Because of the public nature of the information, the Commission can
use it for a variety of purposes, including referral to other governmental
authorities or securities self-regulatory organizations for investigatory
purposes or in connection with litigation involving the Federal securities laws
or other civil, criminal or regulatory statutes or provisions. I.R.S.
identification numbers, if furnished, will assist the Commission in identifying
security holders and, therefore, in promptly processing statements of
beneficial ownership of securities.
Failure to disclose the information requested by this schedule, except
for I.R.S. identification numbers, may result in civil or criminal action
against the persons involved for violation of the Federal securities laws and
rules promulgated thereunder.
General Instructions
A. Statements containing the information required by this schedule shall
be filed not later than February 14 following the calendar year
covered by the statement or within the time specified in Rule
13d-1(b)(2), if applicable.
B. Information contained in a form which is required to be filed by rules
under section 13(f) (15 U.S.C. 78m(f)) for the same calendar year as
that covered by a statement on this schedule may be incorporated by
reference in response to any of the items of this schedule. If such
information is incorporated by reference in this schedule, copies of
the relevant pages of such form shall be filed as an exhibit to this
schedule.
SEC 1745 (10-88) Page 5 of 8 pages
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C. The item numbers and captions of the items shall be included but the
text of the items is to be omitted. The answers to the items shall be
so prepared as to indicate clearly the coverage of the items without
referring to the text of the items. Answer every item. If an item is
inapplicable or the answer is in the negative, so state.
ITEM 1.
(a) Name of Issuer
AVAX TECHNOLOGIES, INC.
(b) Address of Issuer's Principal Executive Offices
4520 MAIN STREET, SUITE 930
KANSAS CITY, MISSOURI 64111
ITEM 2.
(a) Name of Person Filing
(1) ESSEX WOODLANDS HEALTH VENTURE FUND IV, L.P.
(2) ESSEX WOODLANDS HEALTH VENTURE FUND, LLC
(WHICH IS THE GENERAL PARTNER OF ESSEX
WOODLANDS HEALTH VENTURE FUND IV, L.P.)
(b) Address of Principal Business Office or, if none, Residence
(1) 190 S. LASALLE, SUITE 2800
CHICAGO, ILLINOIS 60603
(2) 190 S. LASALLE, SUITE 2800
CHICAGO, ILLINOIS 60603
(c) Citizenship
(1) DELAWARE
(2) DELAWARE
(d) Title of Class of Securities
(1) COMMON STOCK, $.004 PER SHARE
(2) COMMON STOCK, $.004 PER SHARE
THE SHARES OF COMMON STOCK COVERED BY THIS SCHEDULE 13G MAY
BE ACQUIRED BY ESSEX WOODLANDS HEALTH VENTURE FUND IV, L.P.
ON THE EXERCISE OF SHARES OF THE SERIES C CONVERTIBLE
PREFERRED STOCK, SERIES A WARRANTS AND SERIES B WARRANTS OF
THE ISSUER.
(e) CUSIP Number
(1) 053495-30-5
(2) 053495-30-5
SEC 1745 (10-88) Page 6 of 8 pages
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ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A: Not Applicable
ITEM 4. OWNERSHIP
The following responses apply both to Essex Woodlands Health Venture
Fund IV, L.P. and Essex Woodlands Health Venture Fund, LLC.
(a) Amount Beneficially Owned: 1,851,091
(b) Percent of Class: 15.31%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 1,851,091
(ii) shared power to vote or to direct the vote: -0-
(iii) sole power to dispose or to direct the disposition
of: 1,851,091
(iv) shared power to dispose or to direct the disposition
of: -0-
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not Applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not Applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable.
ITEM 10. CERTIFICATION
By signing below the undersigned certifies that, to the best of the
undersigned's knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection with or as a
participant in any transaction having such purposes or effect.
SEC 1745 (10-88) Page 7 of 8 pages
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Signature
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
ESSEX WOODLANDS HEALTH VENTURE IV, L.P.
By: Essex Woodlands Health Venture Fund, L.L.C.
By: /s/ James Currie
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Date: March 10, 1999
ESSEX WOODLANDS HEALTH VENTURE FUND, L.L.C.
By: /s/ James Currie
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Date: March 10, 1999
SEC 1745 (10-88) Page 8 of 8 pages
