SEC Filing | Pacira BioSciences, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Sanderling Venture Partners VI LP

(Last)

(First)

(Middle)

C/O SANDERLING VENTURES

400 SOUTH EL CAMINO REAL, SUITE 1200

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/02/2011

3. Issuer Name and Ticker or Trading Symbol
Pacira Pharmaceuticals, Inc. [ PCRX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	125,800	D⁽¹⁾
Common Stock	55,788	D⁽²⁾
Common Stock	1,995	D⁽³⁾
Common Stock	2,377	D⁽⁴⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	736,583	⁽⁵⁾	D⁽¹⁾
Series A Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	14,877	⁽⁵⁾	D⁽²⁾
Series A Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	24,871	⁽⁵⁾	D⁽³⁾
Series A Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	29,634	⁽⁵⁾	D⁽⁴⁾
Series A Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	681,715	⁽⁵⁾	D⁽⁶⁾
Common Stock Warrant (Right to Buy)	01/22/2009	01/21/2014	Common Stock	17,973	2.69	D⁽¹⁾
Common Stock Warrant (Right to Buy)	01/22/2009	01/21/2014	Common Stock	629	2.69	D⁽³⁾
Common Stock Warrant (Right to Buy)	01/22/2009	01/21/2014	Common Stock	749	2.69	D⁽⁴⁾
Common Stock Warrant (Right to Buy)	01/22/2009	01/21/2014	Common Stock	17,839	2.69	D⁽⁶⁾
Common Stock Warrant (Right to Buy)	12/29/2010	12/29/2017	Common Stock	20,220	13.44	D⁽¹⁾
Common Stock Warrant (Right to Buy)	12/29/2010	12/29/2017	Common Stock	708	13.44	D⁽³⁾
Common Stock Warrant (Right to Buy)	12/29/2010	12/29/2017	Common Stock	843	13.44	D⁽⁴⁾
Common Stock Warrant (Right to Buy)	12/29/2010	12/29/2017	Common Stock	20,069	13.44	D⁽⁶⁾
Convertible Promissory Notes	⁽⁷⁾	⁽⁷⁾	Common Stock	344,355	⁽⁷⁾	D⁽¹⁾
Convertible Promissory Notes	⁽⁷⁾	⁽⁷⁾	Common Stock	12,058	⁽⁷⁾	D⁽³⁾
Convertible Promissory Notes	⁽⁷⁾	⁽⁷⁾	Common Stock	14,366	⁽⁷⁾	D⁽⁴⁾
Convertible Promissory Notes	⁽⁷⁾	⁽⁷⁾	Common Stock	341,788	⁽⁷⁾	D⁽⁶⁾
Convertible Promissory Notes	⁽⁸⁾	⁽⁸⁾	Common Stock	129,445	⁽⁸⁾	D⁽¹⁾
Convertible Promissory Notes	⁽⁸⁾	⁽⁸⁾	Common Stock	5,400	⁽⁸⁾	D⁽³⁾
Convertible Promissory Notes	⁽⁸⁾	⁽⁸⁾	Common Stock	128,479	⁽⁸⁾	D⁽⁶⁾
Convertible Promissory Notes	⁽⁸⁾	⁽⁸⁾	Common Stock	4,533	⁽⁸⁾	D⁽⁴⁾

1. Name and Address of Reporting Person^*

Sanderling Venture Partners VI LP

(Last)

(First)

(Middle)

C/O SANDERLING VENTURES

400 SOUTH EL CAMINO REAL, SUITE 1200

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Sanderling Ventures Management VI

(Last)

(First)

(Middle)

C/O SANDERLING VENTURES

400 SOUTH EL CAMINO REAL, SUITE 1200

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Sanderling VI Beteiligungs GmbH & Co KG

(Last)

(First)

(Middle)

C/O SANDERLING VENTURES

400 SOUTH EL CAMINO REAL, SUITE 1200

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Sanderling VI Limited Partnership

(Last)

(First)

(Middle)

C/O SANDERLING VENTURES

400 SOUTH EL CAMINO REAL, SUITE 1200

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Sanderling Venture Partners VI Co Investment Fund LP

(Last)

(First)

(Middle)

C/O SANDERLING VENTURES

400 SOUTH EL CAMINO REAL, SUITE 1200

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

Explanation of Responses:

1. The securities are held by Sanderling Venture Partners VI, L.P.

2. The securities are held by Sanderling Ventures Management VI.

3. The securities are held by Sanderling VI Beteiligungs GmbH & Co. KG.

4. The securities are held by Sanderling VI Limited Partnership.

5. The Series A Convertible Preferred Stock has no expiration date and each share of Series A Convertible Preferred Stock will automatically convert into one share of Common Stock upon the consummation of the Issuer's initial public offering.

6. The securities are held by Sanderling Venture Partners VI Co-Investment Fund.

7. All principal and accrued interest on the Convertible Promissory Notes will automatically convert into shares of Common Stock upon the consummation of the Issuer's initial public offering.

8. All principal on the Convertible Promissory Notes will automatically convert into shares of Common Stock upon the consummation of the Issuer's initial public offering at a conversion price equal to the per share price of the Common Stock sold in the Issuer's initial public offering.

	See Ex . 99.1	02/02/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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                                                                    EXHIBIT 99.1

SANDERLING VENTURE PARTNERS VI, L.P.




By:  Middleton, McNeil, Mills & Associates VI, LLC

By:  /s/ Fred A. Middleton
     ------------------------------------------------
         Fred A. Middleton
         Managing Director




SANDERLING VI BETEILIGUNGS GMBH & CO. KG

By:  Middleton, McNeil, Mills & Associates VI, LLC

By:  /s/ Fred A. Middleton
     ------------------------------------------------
         Fred A. Middleton
         Managing Director




SANDERLING VENTURES MANAGEMENT VI

By:  /s/ Fred A. Middleton
     ------------------------------------------------
         Fred A. Middleton
         Owner




SANDERLING VI LIMITED PARTNERSHIP

By:  Middleton, McNeil, Mills & Associates VI, LLC

By:  /s/ Fred A. Middleton
     ------------------------------------------------
         Fred A. Middleton
         Managing Director




SANDERLING VENTURE PARTNERS VI CO-INVESTMENT FUND, L.P.

By:  Middleton, McNeil, Mills & Associates VI, LLC

By:  /s/ Fred A. Middleton
     ------------------------------------------------
         Fred A. Middleton
         Managing Director