SEC Info - Kinderhook GP LLC, et al. - ‘3’ for 10/25/12 re: Coastal Contacts Inc.

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^*

KINDERHOOK, LP

(Last)

(First)

(Middle)

TWO EXECUTIVE DRIVE, SUITE 585

(Street)

FORT LEE

07024

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/25/12

3. Issuer Name and Ticker or Trading Symbol
Coastal Contacts Inc [ COA ]

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, no par value	2,879,050	D ⁽¹⁾ ⁽²⁾

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)

1. Name and Address of Reporting Person^*

KINDERHOOK, LP

(Last)

(First)

(Middle)

TWO EXECUTIVE DRIVE, SUITE 585

(Street)

FORT LEE

07024

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

KINDERHOOK GP LLC

(Last)

(First)

(Middle)

TWO EXECUTIVE DRIVE, SUITE 585

(Street)

FORT LEE

07024

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

KINDERHOOK PARTNERS, LLC

(Last)

(First)

(Middle)

TWO EXECUTIVE DRIVE, SUITE 585

(Street)

FORT LEE

07024

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Shah Tushar

(Last)

(First)

(Middle)

TWO EXECUTIVE DRIVE, SUITE 585

(Street)

FORT LEE

07024

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CLEARMAN STEPHEN J

(Last)

(First)

(Middle)

TWO EXECUTIVE DRIVE, SUITE 585

(Street)

FORT LEE

07024

(City)

(State)

(Zip)

Explanation of Responses:

(1) Mr. Tushar Shah and Mr. Stephen J. Clearman are the co-managing members of Kinderhook GP, LLC (the "General Partner"), which is responsible for making investment decisions with respect to Kinderhook, LP (the "Partnership") as its general partner. In addition, Mr. Shah and Mr. Clearman are the co-managing members of Kinderhook Partners, LLC (the "Investment Adviser"), which serves as the Partnership's investment adviser, and they are responsible for making investment recommendations on behalf of the Investment Adviser. As a result, Mr. Shah and Mr. Clearman may be deemed to control the Partnership, the General Partner, and the Investment Adviser, and may be deemed to have a beneficial interest in the shares of Common Stock by virtue of their indirect control of the Partnership's, the General Partner's, and the Investment Adviser's power to vote and/or dispose of the shares of Common Stock.

(2) Mr. Shah and Mr. Clearman disclaim beneficial ownership of the shares of Common Stock except to the extent of his respective pecuniary interest, if any, therein. Kinderhook Partners, LLC and Kinderhook GP, LLC specifically disclaim beneficial ownership in the shares of Common Stock reported herein except to the extent of its pecuniary interest therein, if any. Kinderhook, LP specifically disclaims beneficial ownership in the shares of Common Stock reported herein except to the extent of its pecuniary interest therein, if any.

	/s/ Tushar Shah, Managing Member of Kinderhook GP, LLC, the General Partner of Kinderhook, LP	11/21/12
	/s/ Tushar Shah, Managing Member of Kinderhook GP, LLC	11/21/12
	/s/ Tushar Shah, Managing Member of Kinderhook Partners, LLC	11/21/12
	/s/ Tushar Shah	11/21/12
	/s/ Stephen J. Clearman	11/21/12
	** 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).
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Kinderhook GP LLC, et al. – ‘3’ for 10/25/12 re: Coastal Contacts Inc.

On: Friday, 11/23/12, at 8:07am ET · For: 10/25/12 · As: 10% Owner · Accession #: 1144204-12-64641 · File #: 1-35705

Previous ‘3’: ‘3’ on 5/21/12 for 5/14/12 · Next & Latest: ‘3’ on / for 12/14/12

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Kinderhook GP LLC, et al. – ‘3’ for 10/25/12 re: Coastal Contacts Inc.

On: Friday, 11/23/12, at 8:07am ET · For: 10/25/12 · As: 10% Owner · Accession #: 1144204-12-64641 · File #: 1-35705

Previous ‘3’: ‘3’ on 5/21/12 for 5/14/12 · Next & Latest: ‘3’ on / for 12/14/12

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents