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424B1
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KERAVISION INC /CA/
Form: 424B1 Filing Date: 8/13/99
424B1
1
FINAL PROSPECTUS DATED 08/12/1999
Common stock
The following table sets forth the beneficial ownership of KeraVision's
common stock as of June 30, 1999 for:
. each person who is known by KeraVision to beneficially own more than five
percent of our common stock;
. each of our directors and named executive officers;
. all directors and executive officers as a group.
Unless otherwise indicated in the table, the address of each stockholder
identified in the table is 48630 Milmont Drive, Fremont, California 94538. Each
percent of ownership assumes that, in addition to the 14,078,476 shares
actually outstanding on June 30, 1999, any shares of common stock covered by an
option, warrant or other convertible security owned by the stockholder that
could be issued within 60 days, but no other stockholder, were also
outstanding. Information with respect to beneficial ownership provided in the
following table is based upon information furnished by each director and
officer or contained in filings made with the Securities and Exchange
Commission.
39
Number
beneficially Percent held
Name and Address held
Goldman Sachs & Co(1)............................... 1,454,139 10.3%
85 Broad Street
New York, NY 10004
Entities affiliated with Donaldson, Lufkin &
Jenrette, Inc.(2) ................................. 1,649,070 10.5%
3000 Sand Hill Road
Menlo Park, CA 94025
Sprout Capital VIII, L.P. .......................... 1,347,264 8.7%
3000 Sand Hill Road
Menlo Park, CA 94025
Charles Crocker(3).................................. 176,943 1.3%
Darlene E. Crockett-Billig(4)....................... 141,037 1.0%
Mark Fischer-Colbrie(5)............................. 104,118 *
Lawrence A. Lehmkuhl(6)............................. 27,000 *
Thomas M. Loarie.................................... 491,733 3.5%
Kshitij Mohan(7).................................... 5,000 *
Edward R. Newill.................................... 1,834 *
Arthur M. Pappas(8)................................. 27,000 *
Thomas A. Silvestrini(9)............................ 200,867 1.4%
Peter L. Wilson(10)................................. 14,500 *
All directors and officers as a group
(14 persons)(11)................................... 1,221,877 8.6%
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* Less than 1%
(1) On August 10, 1999, Goldman Sachs & Co. filed a Schedule 13G/A reporting
current beneficial ownership of 772,644 shares of common stock,
representing 5.5% of the outstanding common stock.
(2) Includes shares issuable upon the conversion of Series B preferred stock
held by DLJ Capital Corporation, Sprout Capital VIII, L.P., Sprout CEO
Fund, L.P., Sprout Venture Capital, L.P. and DLJ ESC II, L.P. DLJ Capital
Corporation is the managing general partner of Sprout Capital VIII, L.P.,
and the general partner of the Sprout CEO Fund, L.P. and Sprout Venture
Capital, L.P. Donaldson, Lufkin & Jenrette, Inc. directly owns all of the
capital stock of DLJ Capital Corporation and is the ultimate parent of the
manager of DLJ ESC II, L.P., and, as such, may be deemed to beneficially
own indirectly all the shares held by DLJ Capital Corporation and DLJ ESC
II, L.P. As of March 31, 1999, the Equitable Companies Incorporated
beneficially owned directly and indirectly, 71.3% of Donaldson, Lufkin &
Jenrette, and, as such, may be deemed to beneficially own indirectly the
shares held by DLJ Capital Corporation and DLJ ESC II, L.P.
(3) Shares attributable to Mr. Crocker include 55,215 shares held by Fund FBO
Charles Crocker. Includes 10,000 shares issuable upon options exercisable
within 60 days.
(4) Includes 31,267 shares issuable upon options exercisable within 60 days.
(5) Includes 27,501 shares issuable upon options exercisable within 60 days.
(6) Includes 10,000 shares issuable upon options exercisable within 60 days.
(7) Represents 5,000 shares issuable upon options exercisable within 60 days.
(8) Includes 5,000 shares issuable upon options exercisable within 60 days.
(9) Includes 2,975 shares issuable upon options exercisable within 60 days.
(10) Includes 2,500 shares issuable upon options exercisable within 60 days.
(11) Shares attributable to directors and officers as a group include 126,088
shares issuable upon options exercisable within 60 days.