Sec Form 13D Filing - SCHULER JACK W filing for BIOLASE INC (BIOL) - 2020-05-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 16)*

 (Name of Issuer)

 

 (Title of Class of Securities)

 

 (CUSIP Number)

 

Jack W. Schuler

100 N. Field Drive, Suite 360

Lake Forest, Illinois 60045

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ]

	SCHEDULE 13D
CUSIP No:  090911207		Page 2 of 8 Pages

1	NAMES OF REPORTING PERSONS
	JACK W. SCHULER
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	PF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			12,226,530 (1)
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			12,226,530 (1)
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	12,226,530 (1)
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	31.17% (2)
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

 

 

This Amendment No. 16 to Schedule 13D (“Amendment No. 16”) is being filed by the undersigned, pursuant to §240.13d-2(a), to amend and supplement the Schedule 13D filed on November 10, 2014, as amended by Amendment No. 1 filed on November 10, 2014, Amendment No. 2 filed on March 6, 2015, Amendment No. 3 filed on October 14, 2015, Amendment No. 4 filed on October 23, 2015, Amendment No. 5 filed on November 9, 2015, Amendment No. 6 filed on November 13, 2015, Amendment No. 7 filed on December 14, 2015, Amendment No. 8 filed on August 3, 2016, Amendment No. 9 filed on October 10, 2016, Amendment No. 10 filed on April 17, 2017, Amendment No. 11 filed on July 5, 2017, Amendment No. 12 filed on November 9, 2017, Amendment No. 13 filed on November 30, 2017, Amendment No. 14 filed on December 7, 2017, and Amendment No. 15 filed October 29, 2019 (collectively, the “Schedule 13D”), with respect to the common stock, par value $0.001 per share (the “Shares”), of Biolase, Inc. (the “Issuer”), whose principal executive offices are located at 4 Cromwell, Irvine, California 92618. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

On May 13, 2020, the Issuer held a special meeting of its stockholders (the “May 2020 Special Meeting”) at which the stockholders were asked to vote, among other things, to approve a charter amendment increasing the number of its authorized Shares in order to permit the full conversion of the Series E Pref erred Stock and to approve the issuance of such number of Shares issuable upon the full conversion of the Series E Preferred Stock, including shares issuable pursuant to customary anti-dilution provisions (the “May 2020 Issuance Proposal”). The stockholders voted to approve the May 2020 Issuance Proposal at the May 2020 Special Meeting, upon which each share of Series E Preferred Stock automatically converted into 100 Shares, reflecting a conversion price of $0.5750 per Share (the “May 2020 Automatic Conversion). As a result of the May 2020 Automatic Conversion, 6,956,500 new Shares were issued.

 

Item 5 (a), (b), and (c) of the Schedule 13D is hereby amended and supplemented as follows:

(a, b) As of the date hereof, Mr. Schuler may be deemed to beneficially own, in the aggregate, 12,226,530 Shares, representing approximately 31.17% of the Shares outstanding. This amount consists of: (A) 739,820* Shares and 170,159 Shares obtainable upon exercise of Warrants held by the Trust, collectively representing approximately 2.34% of the Shares outstanding; (B) 10,936,444 Shares (which includes 5,217,400 Shares issued upon the May 2020 Automatic Conversion of the 52,174 shares of Series E Preferred Stock previously held the Foundation) and 360,107 Shares obtainable upon exercise of New Warrants held by the Foundation, representing approximately 28.92% of the Shares outstanding; and (C) 20,000 Shares held by Mr. Schuler’s spouse, Ms. Schuler, representing approximately 0.05% of the Shares outstanding.

As of the date hereof, Ms. Schuler may be deemed to beneficially own, in the aggregate, 11,316,551 Shares, representing approximately 28.97% of the Shares outstanding. This amount consists of (A) 20,000 Shares held by Ms. Schuler, representing approximately 0.05% of the Shares outstanding, and (B) 10,936,444 Shares (which includes 5,217,400 Shares issued upon the May 2020 Automatic Conversion of the 52,174 shares of Series E Preferred Stock previously held the Foundation) and 360,107 Shares obtainable upon exercise of New Warrants held by the Foundation, representing approximately 28.92% of the Shares outstanding.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

May 15, 2020

	JACK W. SCHULER
	/s/ Jack W. Schuler

	SCHULER FAMILY FOUNDATION
	By:	/s/ Jack W. Schuler
	Name:	Jack W. Schuler
	Title:	President

 

 

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