Amended Statement of Ownership (sc 13g/a)
13 Febbraio 2019 - 4:10PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G/A
Under
the Securities Exchange Act of 1934
(Amendment No. 2)*
CAS MEDICAL SYSTEMS,
INC.
(Name
of Issuer)
COMMON STOCK
(Title
of Class of Securities)
124769209
(CUSIP
Number)
Long
Focus Capital Management LLC
207
Calle Del Parque
A&M
Tower, 8th Floor
San
Juan, PR 00912
(787) 333-0240
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 31,
2018
(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)
x
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 disclosures provided in
a prior cover page.
The information
required on 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).
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CUSIP No. 124769209
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13G/A
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Page 2 of 8 Pages
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LONG FOCUS CAPITAL MASTER, LTD.
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
46-3004723
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)
o
(b)
x
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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
CAYMAN ISLANDS
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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
0
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6.
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SHARED
VOTING POWER
471,116
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
471,116
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
471,116 shares
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.6%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
FI
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CUSIP No. 124769209
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13G/A
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Page 3 of 8 Pages
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LONG FOCUS CAPITAL MANAGEMENT, LLC
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
46-2772035
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)
o
(b)
x
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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
DELAWARE, USA
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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
0
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6.
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SHARED
VOTING POWER
471,116
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
471,116
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
471,116 shares
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.6%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
OO
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CUSIP No. 124769209
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13G/A
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Page 4 of 8 Pages
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JOHN B. HELMERS
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)
o
(b)
x
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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
USA
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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
0
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6.
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SHARED
VOTING POWER
471,116
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
471,116
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
471,116 shares
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
o
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.6%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
IN
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CUSIP No. 124769209
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13G/A
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Page 5 of 8 Pages
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Item 1.
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(a)
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Name of Issuer
CAS MEDICAL SYSTEMS, INC.
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(b)
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Address
of Issuer’s Principal Executive Offices
44 EAST INDUSTRIAL ROAD
BRANFORD, CT 06405
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Item 2.
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(a)
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Name
of Person Filing
LONG FOCUS CAPITAL MASTER, LTD.
LONG FOCUS CAPITAL MANAGEMENT,
LLC
JOHN B. HELMERS
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(b)
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Address
of the Principal Office or, if none, residence
207 CALLE DEL PARQUE
A&M TOWER, 8TH FLOOR
SAN JUAN, PR 00912
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(c)
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Citizenship
Long Focus Capital Master, Ltd. is a Cayman Islands company; Long Focus Capital Management LLC is a Delaware
limited liability company; and Mr. Helmers is a citizen of the USA
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(d)
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Title of Class of Securities
COMMON STOCK
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(e)
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CUSIP Number
124769209
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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:
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(a)
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Broker or dealer registered
under section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in section 3(a)(6) of the
Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under section
8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment adviser in accordance with
§240.13d-1(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-1(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-1(b)(1)(ii)(G);
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(h)
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A savings associations as defined in Section
3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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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 of 1940 (15 U.S.C. 80a-3);
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(j)
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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CUSIP No. 124769209
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13G/A
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Page 6 of 8 Pages
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Item 4. Ownership.
Provide the
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item
1.
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(a)
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Long Focus Capital Master,
Ltd. is the beneficial owner of record of
471,116
shares of Common Stock covered by this statement. Long Focus Capital Management, LLC (“LFCM”) and John B. Helmers
may be deemed to beneficially own the 471,116 shares of Common Stock held by the Long Focus Capital Master, Ltd. as the family
office investment adviser and the principal of LFCM, respectively.
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(b)
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Percent of class owned by Long
Focus Capital Master, Ltd.: 1.6%
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(c)
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Long
Focus Capital Management, LLC and John B. Helmers may direct the vote and disposition
of the 471,116 shares of Common Stock held by Long Focus Capital Master, Ltd.
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Instruction
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For computations regarding securities which represent a right to acquire an underlying security
see
§240.13d-3(d)(1).
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
x
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NOT APPLICABLE
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
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CUSIP No. 124769209
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13G/A
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Page 7 of 8 Pages
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Item 10. Certification.
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(a)
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The following certification
shall be included if the statement is filed pursuant to §240.13d-1(b):
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By signing below I certify that, to the
best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business
and 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.
x
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(b)
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The following certification
shall be included if the statement is filed pursuant to §240.13d-1(c):
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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.
x
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CUSIP No. 124769209
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13G/A
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Page 8 of 8 Pages
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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.
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LONG FOCUS CAPITAL
MASTER, LTD.
BY: LONG FOCUS CAPITAL MANAGEMENT, LLC
ITS: INVESTMENT ADVISER
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2/12/2019
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Date
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/s/
Stephen A. DePiero
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Signature
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STEPHEN
A. DEPIERO/CFO
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Name/Title
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LONG FOCUS CAPITAL MANAGEMENT,
LLC
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2/12/2019
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Date
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/s/
Stephen A. DePiero
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Signature
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STEPHEN
A. DEPIERO/CFO
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Name/Title
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JOHN B. HELMERS
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2/12/2019
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Date
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/s/
John B. Helmers
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Signature
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JOHN
B. HELMERS
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Name/Title
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Grafico Azioni Cas Medical Systems, Inc. (NASDAQ:CASM)
Storico
Da Apr 2024 a Mag 2024
Grafico Azioni Cas Medical Systems, Inc. (NASDAQ:CASM)
Storico
Da Mag 2023 a Mag 2024