Statement of Ownership (sc 13g)
January 20 2021 - 01:15PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.)*
Helius Medical Technologies,
Inc. |
(Name of Issuer) |
|
Class A Common Stock, $0.001 par
value |
(Title of Class of
Securities) |
|
42328V504 |
(CUSIP Number) |
|
October 23, 2020 |
(Date of Event Which Requires Filing
of this Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
o |
Rule 13d-1(b) |
x |
Rule 13d-1(c) |
o |
Rule 13d-1(d) |
*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).
CUSIP No. 42328V504 |
13G |
Page
1
of 6 Pages |
1.
|
NAME OF REPORTING PERSONS
Columbus Capital Partners, L.P.
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS)
(a) o
(b) o
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
California
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5.
|
SOLE VOTING POWER
0
|
6.
|
SHARED VOTING POWER
3,238,228 (See Note 1)
|
7.
|
SOLE DISPOSITIVE POWER
0
|
8.
|
SHARED DISPOSITIVE POWER
3,238,228 (See Note 1)
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,238,228 (See Note 1)
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(SEE INSTRUCTIONS)
o
|
11.
|
6.2% (See Note 1)
|
12.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
|
|
|
|
|
(1) |
This amount comprises ownership of 3,238,228 shares of Common
Stock which consists of (i) 1,738,228 shares of Common Stock and
(ii) 1,000,000 shares of restricted Common Stock and (iii) 500,000
shares of Common Stock issuable upon exercise of a warrant held by
Columbus Capital Partners, L.P. (the "Warrant"). All such shares of
Common Stock in the aggregate represent beneficial ownership of
6.2% of the Common Stock, based on (i) 51,922,480 outstanding
shares of Common Stock (as defined in Item 2(d) below) as of
November 6, 2020, as represented by the Issuer in the 10-Q filed
with the Securities and Exchange Commission on November 12, 2020
plus (ii) 500,000 shares of Common Stock issuable upon exercise of
the Warrant. |
CUSIP No. 42328V504 |
13G |
Page
2
of 6 Pages |
|
Item 1(a). |
Name of Issuer: |
Helius Medical Technologies, Inc. (the “Issuer”)
|
Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
642 Newtown Yardley Rd., Suite 100
Newtown, PA 18940
|
Item 2(a). |
Name of Persons Filing: |
|
Columbus Capital Partners, L.P. |
|
Item 2(b). |
Address of Principal Business Office or, if none,
Residence: |
|
Columbus Capital Partners, L.P. |
102 Via Los Altos
Tiburon, CA 94920
|
Columbus Capital Partners, L.P. – CA |
|
Item 2(d). |
Title of Class of Securities: |
Class A Common Stock, $0.001 par value (“Common Stock”)
42328V504
|
Item 3. |
If this statement is filed pursuant
to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the
person filing is a: |
Not Applicable
CUSIP No.
42328V504 |
|
13G |
|
Page
3
of 6 Pages |
|
|
Columbus Capital Partners,
L.P. |
|
(a) |
Amount beneficially owned:
3,238,228 (See Note 2) |
|
(b) |
Percent of class: 6.2% (See Note
2) |
|
(c) |
Number of shares as to which the
person has: |
|
(i) |
Sole power to vote or to direct the
vote: 0 |
|
(ii) |
Shared power to vote or to direct
the vote: 3,238,228 (See Note 2) |
|
(iii) |
Sole power to dispose or to direct
the disposition of: 0 |
|
(iv) |
Shared power to dispose or to
direct the disposition of: 3,238,228 (See Note 2) |
CUSIP No.
42328V504 |
|
13G |
|
Page
4
of 6 Pages |
Note 2:
This amount comprises ownership of 3,238,228 shares of Common Stock
which consists of (i) 1,738,228 shares of Common Stock and (ii)
1,000,000 shares of restricted Common Stock and (iii) 500,000
shares of Common Stock issuable upon exercise of a warrant held by
Columbus Capital Partners, L.P. (the "Warrant"). All such shares of
Common Stock in the aggregate represent beneficial ownership of
6.2% of the Common Stock, based on (i) 51,922,480 outstanding
shares of Common Stock (as defined in Item 2(d) below) as of
November 6, 2020, as represented by the Issuer in the 10-Q filed
with the Securities and Exchange Commission on November 12, 2020
plus (ii) 500,000 shares of Common Stock issuable upon exercise of
the Warrant.
|
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.
CUSIP No.
42328V504 |
|
13G |
|
Page
5
of 6 Pages |
Each of the Reporting Persons makes the following
certification:
By signing below each Reporting Person certifies that, to the best
of its knowledge and belief, the securities referred to above were
not acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect. After reasonable inquiry and to the best of my knowledge
and belief, the undersigned certify that the information set forth
in this statement is true, complete and correct.
Date: January 20, 2021
COLUMBUS CAPITAL PARTNERS, L.P.
By: /s/ Matthew D. Ockner
Name: Matthew D. Ockner
Title: Managing Member
CUSIP No.
42328V504 |
|
13G |
|
Page
6
of 6 Pages |