-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MWSwpZ3rToLsSRiza05NXEN3OZi96gQ2B0cQcyIG3GVpcd8zKG6C427Q0l1o/IZE 8noAS7DqT2UB1pVAUvTe0A== 0001104659-08-009808.txt : 20080213 0001104659-08-009808.hdr.sgml : 20080213 20080213143813 ACCESSION NUMBER: 0001104659-08-009808 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080213 DATE AS OF CHANGE: 20080213 GROUP MEMBERS: ANN H. LAMONT GROUP MEMBERS: BANDEL L. CARANO GROUP MEMBERS: EDWARD F. GLASSMEYER GROUP MEMBERS: FREDRIC W. HARMAN GROUP MEMBERS: OAK ASSOCIATES X, LLC GROUP MEMBERS: OAK INVESTMENT PARTNERS X, LIMITED PARTNERSHIP GROUP MEMBERS: OAK X AFFILIATES FUND, LIMITED PARTNERSHIP GROUP MEMBERS: OAK X AFFILIATES, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FiberTower CORP CENTRAL INDEX KEY: 0001010286 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 521869023 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49879 FILM NUMBER: 08603744 BUSINESS ADDRESS: STREET 1: 185 BERRY STREET STREET 2: SUITE 4800 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (415) 659-1350 MAIL ADDRESS: STREET 1: 185 BERRY STREET STREET 2: SUITE 4800 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER COMPANY: FORMER CONFORMED NAME: FIRST AVENUE NETWORKS INC DATE OF NAME CHANGE: 20020215 FORMER COMPANY: FORMER CONFORMED NAME: ADVANCED RADIO TELECOM CORP DATE OF NAME CHANGE: 19960503 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OAK MANAGEMENT CORP CENTRAL INDEX KEY: 0001030818 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2032268346 MAIL ADDRESS: STREET 1: ONE GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 SC 13G/A 1 a08-5560_4sc13ga.htm SC 13G/A

 

 

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE

 

 

COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)1

 

FiberTower Corporation

(Name of Issuer)

Common Stock Par Value $0.001

(Title of Class of Securities)

31567R100

(CUSIP Number)

December 31, 2007

(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)

 

1The 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. 31567R100

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Oak Investment Partners X, Limited Partnership

06-1601019

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
0 Shares of Common Stock

 

6.

Shared Voting Power
Not applicable

 

7.

Sole Dispositive Power
0 Shares of Common Stock

 

8.

Shared Dispositive Power
Not applicable

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

2


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Oak Associates X, LLC

06-1630661

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

 

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
Not applicable

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
Not applicable

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
OO-LLC

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

3


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Oak X Affiliates Fund, Limited Partnership

06-1622220

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
0 Shares of Common Stock

 

6.

Shared Voting Power
Not applicable

 

7.

Sole Dispositive Power
0 Shares of Common Stock

 

8.

Shared Dispositive Power
Not applicable

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

4


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Oak X Affiliates, LLC

06-1630662

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
Not applicable

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
Not applicable

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
OO-LLC

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

5


 

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Oak Management Corporation

06-0990851

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
Not applicable

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
Not applicable

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

6


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Bandel L. Carano

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
0 Shares of Common Stock

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
0 Shares of Common Stock

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

7


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Edward F. Glassmeyer

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
0 Shares of Common Stock

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
0 Shares of Common Stock

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

8


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Fredric W. Harman

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
0 Shares of Common Stock

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
0 Shares of Common Stock

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

9


 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Ann H. Lamont

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

 

 

 

 

 

 

 

 

 

 

Sole Voting Power
0 Shares of Common Stock

 

6.

Shared Voting Power
0 Shares of Common Stock

 

7.

Sole Dispositive Power
0 Shares of Common Stock

 

8.

Shared Dispositive Power
0 Shares of Common Stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0 Shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

SEE INSTRUCTIONS BEFORE FILLING OUT!

 

10


 

Schedule 13G

Amendment No. 2

Common Stock Par Value $0.001

CUSIP No. 31567R100

 

Item 1.

 

(a)

Name of Issuer
FiberTower Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
 185 Berry Street

 Suite 4800

 San Francisco, California 94107

 

Item 2.

 

(a)

Name of Person Filing
 Oak Investment Partners X, Limited Partnership  (“Oak Investment Partners X”)

 Oak Associates X, LLC  (“Oak Associates X”)

 Oak X Affiliates Fund, Limited Partnership   (“Oak X Affiliates Fund”)

 Oak X Affiliates, LLC  (“Oak X Affiliates”)

 Oak Management Corporation  (“Oak Management”)

 Bandel L. Carano

 Edward F. Glassmeyer

 Fredric W. Harman

 Ann H. Lamont

 

(b)

Address of Principal Business Office or, if none, Residence
 c/o Oak Management Corporation

 One Gorham Island

 Westport, Connecticut  06880

 

(c)

Citizenship
 Please refer to Item 4 on each cover sheet for each filing person.

 

(d)

Title of Class of Securities
 Common stock, par value $0.001 per share

 

(e)

CUSIP Number
 31567R100

 

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:

 

(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 association 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

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Not applicable

 

11


 

Item 4.

Ownership

The approximate percentages of Common Shares reported as beneficially owned by the Reporting Persons are based upon 146,085,951 Common Shares outstanding as of October 31, 2007, as reported in the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2007.

 

By making this filing, the Reporting Persons acknowledge that they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, in connection with the securities of the Issuer. Each Reporting Person disclaims the existence of a “group” and disclaims beneficial ownership of all shares of Common Stock or securities convertible into or exercisable for Common Stock other than any shares or other securities reported herein as being owned by it, him or her, as the case may be.

Please see Items 5, 6, 7, 8, 9 and 11 for each cover sheet for each filing entity.

 

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] .

 

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 or Control Person

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.

 

12


 

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.

 

Signature:

 

Dated: February 13, 2008

 

Entities:

 

Oak Investment Partners X, Limited Partnership

Oak Associates X, LLC

Oak X Affiliates Fund, Limited Partnership

Oak X Affiliates, LLC

Oak Management Corporation

 

 

 

By:

/s/ Edward F. Glassmeyer

 

 

 

Edward F. Glassmeyer, as

 

 

General Partner or

 

 

Managing Member or as

 

 

Attorney-in-fact for the

 

 

above-listed entities

 

 

Individuals:

 

Bandel L. Carano

Edward F. Glassmeyer

Fredric W. Harman

Ann H. Lamont

 

 

 

By:

/s/ Edward F. Glassmeyer

 

 

 

Edward F. Glassmeyer,

 

 

Individually and as

 

 

Attorney-in-fact for the

 

 

above-listed individuals

 

13


 

INDEX TO EXHIBITS

 

EXHIBIT A

 

Agreement of Reporting Persons

 

 

 

EXHIBIT B

 

Power of Attorney (previously filed)

 

14


 

EXHIBIT A

 

Agreement of Reporting Persons

 

Each of the undersigned hereby agrees that this Schedule 13G filed on the date hereof with respect to the shares of Common Stock of FiberTower Corporation has been filed on behalf of the undersigned.

 

Signature:

 

Dated: February 13, 2008

 

Entities:

 

Oak Investment Partners X, Limited Partnership

Oak Associates X, LLC

Oak X Affiliates Fund, Limited Partnership

Oak X Affiliates, LLC

Oak Management Corporation

 

 

 

By:

/s/ Edward F. Glassmeyer

 

 

 

Edward F. Glassmeyer, as

 

 

General Partner or

 

 

Managing Member or as

 

 

Attorney-in-fact for the

 

 

above-listed entities

 

 

Individuals:

 

Bandel L. Carano

Edward F. Glassmeyer

Fredric W. Harman

Ann H. Lamont

 

 

By:

/s/ Edward F. Glassmeyer

 

 

 

Edward F. Glassmeyer,

 

 

Individually and as

 

 

Attorney-in-fact for the

 

 

above-listed individuals

 

15

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