TELADOC, INC.
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(Name of Issuer)
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Common stock, $0.001 par value
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(Title of Class of Securities)
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87918A 10 5
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(CUSIP Number)
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July 1, 2016
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(Date of the Event Which Requires Filing of this Statement)
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☐
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Rule 13d-1(b)
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☒
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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1
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NAMES OF REPORTING PERSONS
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Frontier Fund IV, L.P. (Tax ID: 46-4544161)
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
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(a)☐
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(b)☒ (1)
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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4,280,803
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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4,280,803
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,280,803
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.37% (2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN (Limited Partnership)
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(1) | This statement on Schedule 13G is filed by Frontier Fund IV, L.P., Frontier IV Investment Group, LLC, and Andrew D. Lindner (together, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
(2) | Calculated based on the 45,694,984 shares of Teladoc, Inc.’s (“Issuer”) common stock, $0.001 par value (“Common Stock”) outstanding as of July 1, 2016. |
1
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NAMES OF REPORTING PERSONS
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Frontier IV Investment Group, LLC (Tax ID: 46-4543850)
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
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(a)☐
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(b)☒ (1)
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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4,280,803
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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4,280,803
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,280,803
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||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.37% (2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO (Limited Liability Company)
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(1) | This statement on Schedule 13G is filed by Frontier Fund IV, L.P., Frontier IV Investment Group, LLC, and Andrew D. Lindner. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
(2) | Calculated based on the 45,694,984 shares of the Issuer’s Common Stock outstanding as of July 1, 2016. |
1
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NAMES OF REPORTING PERSONS
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Andrew D. Lindner
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☒ (1)
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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4,280,803
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7
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SOLE DISPOSITIVE POWER
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||
0
|
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|||
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||||
8
|
SHARED DISPOSITIVE POWER
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||
4,280,803
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|||
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||||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,280,803
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|
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|||
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|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
|
||
☐
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|
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|||
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||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.37% (2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1) | This statement on Schedule 13G is filed by Frontier Fund IV, L.P., Frontier IV Investment Group, LLC, and Andrew D. Lindner. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
(2) | Calculated based on the 45,694,984 shares of the Issuer’s Common Stock outstanding as of July 1, 2016. |
Item 1(a). | Name of Issuer: |
Item 1(b). | Address of Issuer’s Principal Executive Offices: |
Item 2(a). | Name of Persons Filing: |
Item 2(b). | Address of Principal Business Office or, if None, Residence: |
Item 2(c). | Citizenship. |
Item 2(d). | Title of Class of Securities |
Item 2(e). | CUSIP Number |
Item 3. | If this statement in filed pursuant to §§240.13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
(a)
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Broker or dealer registered under Section 15 of the Exchange Act.
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(b)
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Bank as defined in Section 3(a)(6) of the Exchange Act.
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(c)
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Insurance company as defined in Section 3(a)(19) of the Exchange Act.
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(d)
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Investment company registered under Section 8 of the Investment Company Act.
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(e)
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An investment adviser in accordance with § 240.13d-11(b)(1)(ii)(E)
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(f)
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An employee benefit plan or endowment fund in accordance with § 240.13d-11(b)(1)(ii)(F)
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(g)
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A parent holding company or control person in accordance with § 240.13d-11(b)(1)(ii)(G).
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i)
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
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(j)
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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(k)
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Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _________________________________
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Item 4. | Ownership. |
Number of Shares
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Number of
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Power to Vote
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Power to Dispose
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Reporting Person
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Securities
Beneficially
Owned
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Sole
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Shared(1)
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Sole
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Shared(1)
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Percent
of Class(2)
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|||||||||||||
Frontier Fund IV, L.P.
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4,280,803
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0
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4,280,803
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0
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4,280,803
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9.37
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%
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||||||||||||
Frontier IV Investment Group, LLC
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4,280,803
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0
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4,280,803
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0
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4,280,803
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9.37
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%
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Andrew D. Lindner
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4,280,803
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0
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4,280,803
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0
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4,280,803
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9.37
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%
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Total(3)(all Reporting Persons)
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4,280,803
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0 |
4,280,803
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0
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4,280,803
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9.37
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%
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1 | Frontier Fund IV, L.P. is the direct owner of 4,280,803 shares of Common Stock and shares the power to vote and the power to dispose of all of such shares with Frontier IV Investment Group, LLC, as the general partner of Frontier Fund IV, L.P., and with Andrew D. Lindner as Manager of Frontier Investment Group, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein. |
2 | Calculated based on the 45,694,984 shares of the Issuer’s Common Stock outstanding as of July 1, 2016. |
3 | The Reporting Persons disclaim membership in a group. |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company |
Item 8. | Identification and Classification of Members of the Group. |
Item 9. | Notice of Dissolution of Group. |
Item 10. | Certifications. |
FRONTIER FUND IV, L.P.
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By:
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FRONTIER IV INVESTMENT GROUP, LLC
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General Partner
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Date: July 7, 2016
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/s/ Andrew D. Lindner
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By: Andrew D. Lindner
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Title: Manager
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FRONTIER IV INVESTMENT GROUP, LLC
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Date: July 7, 2016
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By:
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/s/ Andrew D. Lindner
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Name: Andrew D. Lindner
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Title: Manager
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Date: July 7, 2016
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ANDREW D. LINDNER
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/s/ Andrew D. Lindner
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Exhibit 99.1
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Joint Filing Agreement, dated July 7, 2016, entered into by Frontier Fund IV, L.P., Frontier IV Investment Group, LLC, and Andrew D. Lindner.
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