Sec Form 13G Filing - Charter Ventures II L.P. filing for HESKA CORPORATION COM (HSKA) - 2009-02-17

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934*

Heska Corporation

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(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)

þ     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.		42805E-10-8

CUSIP No.		42805E-10-8

CUSIP No.		42805E-10-8

CUSIP No.		42805E-10-8

Item 1.

	(a)		Name of Issuer: Heska Corporation
	(b)		Address of Issuer’s Principal Executive Offices: 3760 Rocky Mountain Avenue, Loveland, Colorado 80538

Item 2.		(a) Name of Person Filing:

			This Schedule is filed by Charter Ventures, L.P. (“CV I”), Charter Ventures II, L.P. (“CV II”), Chavencap Limited (“CL”) and A. Barr Dolan. CL and Mr. Dolan are general partners of CV I and CV II.
			The entities and individual named in this Item 2(a) are individually referred to herein as a “Reporting Person” and collectively as the “Reporting Persons.”
	(b)		Address of Principal Business Office, or, if none, Residence:
			Address for CV I, CV II and Mr. Dolan: c/o Charter Venture Capital 525 University Avenue, Suite 1400 Palo Alto, California 94301
			Address for CL: Chavencap Limited c/o L. Chan, Cha Enterprises Ltd. Room 3703, Jardine House 1 Connaught Place Central, Hong Kong
	(c)		Citizenship:
			CV I and CV II are California limited partnerships CL is a Hong Kong corporation Mr. Dolan is a United States citizen.
	(d)		Title of Class of Securities:
			Common Stock
	(e)		CUSIP Number:
			42805E-10-8

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:

				N/A
(a)		o		Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)		o		Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)		o		Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)		o		Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)		o		An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)		o		An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)		o		A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
(h)		o		A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)		o		A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)		o		A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
(k)		o		Group, in accordance with §240.13d-1(b)(1)(ii)(K);

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:                    .

Item 4.		Ownership

See rows 5 through 11 of the cover pages for the Reporting Persons.

The percent of class reported on Row 11 of the cover pages for the Reporting Persons is based on an aggregate of 51,818,663 shares of Common Stock of the Issuer outstanding on November 7, 2008 pursuant to the Form 10-Q of the Issuer filed with the Securities and Exchange Commission on November 10, 2008.

Item 5.		Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following þ.

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 I certify that, to the best of my 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.

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.

Date: February 17, 2009

		CHARTER VENTURES L.P.
		By:		/s/ A. Barr Dolan
		Name:		A. Barr Dolan
		Title:		General Partner
		CHARTER VENTURES II, L.P.
		By:		/s/ A. Barr Dolan
		Name:		A. Barr Dolan
		Title:		General Partner
		/s/ A. Barr Dolan
		A. Barr Dolan, an individual
		CHAVENCAP LIMITED
		By:		/s/ J.M.D. Cha
		Name:		J.M.D. Cha
		Title:		Director, for and on behalf of Chavencap Limited

     Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

EXHIBIT I
JOINT FILING AGREEMENT

     In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by the Schedule 13G (Amendment No. 3) need be filed by each of the undersigned with respect to the ownership by each of the undersigned of shares of stock of Heska Corporation. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

Date: February 17, 2009

		CHARTER VENTURES L.P.
		By:		/s/ A. Barr Dolan
		Name:		A. Barr Dolan
		Title:		General Partner
		CHARTER VENTURES II, L.P.
		By:		/s/ A. Barr Dolan
		Name:		A. Barr Dolan
		Title:		General Partner
		/s/ A. Barr Dolan
		A. Barr Dolan, an individual
		CHAVENCAP LIMITED
		By:		/s/ J.M.D. Cha
		Name:		J.M.D. Cha
		Title:		Director, for and on behalf of Chavencap Limited