Page 16 of 21 – SEC Filing
| CUSIP NO. 141743104 | 13D | Page 16 of 21 |
This Amendment No. 24 to Schedule 13D (the
“Amendment”) amends and supplements the beneficial ownership statement on Schedule 13D originally filed with the
Securities and Exchange Commission on May 2, 2011, as amended by Amendment No. 1 filed October 3, 2011, Amendment No. 2 filed
January 3, 2012, Amendment No. 3 filed February 2, 2012, Amendment No. 4 filed October 2, 2012, Amendment No. 5 filed April
5, 2013, Amendment No. 6 filed October 2, 2013, Amendment No. 7 filed January 3, 2014, Amendment No. 8 filed January 21,
2014, Amendment No. 9 filed July 1, 2014, Amendment No. 10 filed January 6, 2015, Amendment No. 11 filed February 20, 2015,
Amendment No. 12 filed April 12, 2015, Amendment No. 13 filed July 6, 2015, Amendment No. 14 filed October 2, 2015, Amendment
No. 15 filed January 4, 2016, Amendment No. 16 filed April 6, 2016, Amendment No. 17 filed July 1, 2016, Amendment No.
18 filed October 3, 2016, Amendment No. 19 filed January 3, 2017, Amendment No. 20 filed April 3, 2017, Amendment No. 21
filed July 5, 2017, Amendment No. 22 filed October 2, 2017 and Amendment No. 23 filed January 3, 2018 (collectively, the
“Original Statement”). The persons filing this Amendment are HealthCor Management, L.P., HealthCor Associates,
LLC, HealthCor Hybrid Offshore Master Fund, L.P., HealthCor Hybrid Offshore GP, LLC, HealthCor Group, LLC, HealthCor Partners
Management, L.P., HealthCor Partners Management GP, LLC, HealthCor Partners Fund, L.P., HealthCor Partners, L.P., HealthCor
Partners GP, LLC, Jeffrey C. Lightcap, Joseph Healey and Arthur Cohen. The Original Statement, as amended by this Amendment
(the “Statement”), relates to the shares of Common Stock of CareView Communications, Inc., par value $0.001 (the
“Common Stock”).
Capitalized terms used herein but not defined shall have the
meanings ascribed to them in the Original Statement. This Amendment amends the Original Statement as specifically set forth herein.
Except as set forth below, all previous Items in the Original Statement remain unchanged.
The Amendment is being filed for the purpose of reflecting the
purchase by one of the Reporting Persons of the 2018 Notes and 2018 Warrants (each as defined in Item 6) in connection with the
Eighth Amendment (as defined in Item 6). Amounts reported herein also include interest payable in kind on March 31, 2018 with respect
to the 2011 Notes, 2012 Notes, 2014 Notes, 2015 Notes and 2018 Notes, because the scheduled interest payment date falls within
60 days of the date of this Amendment.
Item 5. Interest in
Securities of the Issuer
Item 5 is hereby amended and restated in its entirety as follows:
(a) Collectively, the
Reporting Persons beneficially own an aggregate of 97,775,364 shares of Common Stock, representing (i) 5,062,500 shares of Common
Stock that may be acquired upon conversion of the 2018 Notes (including interest payable in kind through March 31, 2018), (ii)
8,790,189 shares of Common Stock that may be acquired upon conversion of the 2015 Notes (including interest paid or payable in
kind through March 31, 2018), (iii) 20,977,387 shares of Common Stock that may be acquired upon conversion of the 2014 Notes (including
interest paid or payable in kind through March 31, 2018), (iv) 8,306,877 shares of Common Stock that may be acquired upon conversion
of the 2012 Notes (including interest paid or payable in kind through March 31, 2018), (v) 35,876,643 shares of Common Stock that
may be acquired upon conversion of the 2011 Notes (including interest paid or payable in kind through March 31, 2018), (vi) 11,782,859
shares of Common Stock that may be acquired upon exercise of the 2011 Warrants, (vii) 4,000,000 shares of Common Stock that may
be acquired upon exercise of the 2014 Warrants (viii) 1,916,409 shares of Common Stock that may be acquired upon exercise of the
2015 Warrants, (ix) 1,000,000 shares of Common Stock that may be acquired upon exercise of the Sixth Amendment Warrants and (x)
62,500 shares of Common Stock that may be acquired upon exercise of the 2018 Warrants (the 2011 Warrants, the 2014 Warrants, the
2015 Warrants, the Sixth Amendment Warrants and the 2018 Warrants together, the “Warrants”). This aggregate amount
represents approximately 41.2% of the Issuer’s outstanding common stock, based upon 139,380,748 shares outstanding, as reported
outstanding as of November 9, 2017 in the Issuer’s most recent Quarterly Report on Form 10-Q, and gives effect to the
conversion of all 2011 Notes, 2012 Notes, 2014 Notes, 2015 Notes and 2018 Notes held by the Reporting Persons into Common Stock
and the exercise of all Warrants held by the Reporting Persons.
