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 |
|
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 12/14/2010 |
3. Issuer Name and Ticker or Trading Symbol
RigNet, Inc. [ RNET ] |
|||||||||||||
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | 2,234,823 | D(2) | |
Common Stock | 670,646 | D(3) | |
Common Stock | 662,573 | D(4) | |
Common Stock | 195,015 | D(5) | |
Common Stock | 245,029 | D(6) | |
Common Stock | 64,500 | D(7) | |
Common Stock | 48,228 | D(8) | |
Common Stock | 0 | D(10) | |
Common Stock | 0 | D(9) |
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) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Preferred Stock | 09/15/2004 | (1) | Common Stock | 100,000(11) | $1.2 | D(6) | |
Series A Preferred Stock | 09/15/2004 | (1) | Common Stock | 79,590(11) | $1.2 | D(5) | |
Series A Preferred Stock | 09/15/2004 | (1) | Common Stock | 270,410(11) | $1.2 | D(4) | |
Series B Preferred Stock | 01/11/2005 | (1) | Common Stock | 7,582(11) | $1.2 | D(6) | |
Series B Preferred Stock | 01/11/2005 | (1) | Common Stock | 6,034(11) | $1.2 | D(5) | |
Series B Preferred Stock | 01/11/2005 | (1) | Common Stock | 20,502(11) | $1.2 | D(4) | |
Series C Preferred Stock | 06/24/2005 | (1) | Common Stock | 95,005(11) | $1.2 | D(6) | |
Series C Preferred Stock | 06/24/2005 | (1) | Common Stock | 2,667,762(11) | $1.2 | D(3) | |
Series C Preferred Stock | 06/24/2005 | (1) | Common Stock | 75,613(11) | $1.2 | D(5) | |
Series C Preferred Stock | 06/24/2005 | (1) | Common Stock | 256,899(11) | $1.2 | D(4) | |
Junior Warrants to Purchase Stock (Right to Buy) | 04/19/2007 | 12/31/2011 | Common Stock | 57,924 | $7 | D(6) | |
Junior Warrants to Purchase Stock (Right to Buy) | 04/19/2007 | 12/31/2011 | Comon Stock | 46,102 | $7 | D(5) | |
Junior Warrants to Purchase Stock (Right to Buy) | 04/19/2007 | 12/31/2011 | Common Stock | 156,587 | $7 | D(4) | |
Junior Warrants to Purchase Stock (Right to Buy) | 04/19/2007 | 12/31/2011 | Common Stock | 619,800 | $7 | D(2) | |
Warrants to Purchase Stock (Right to Buy) | 06/15/2010 | 09/15/2016 | Common Stock | 964 | $7 | D(6) | |
Warrants to Purchase Stock (Right to Buy) | 06/15/2010 | 09/15/2016 | Common Stock | 768 | $7 | D(5) | |
Warrants to Purchase Stock (Right to Buy) | 06/15/2010 | 09/15/2016 | Common Stock | 2,610 | $7 | D(4) | |
Warrants to Purchase Stock (Right to Buy) | 06/15/2010 | 09/15/2016 | Common Stock | 12,180 | $7 | D(2) | |
Series A & B Warrants (Right to Buy) | 12/31/2008 | 12/31/2015 | Common Stock | 81,724 | $0.04 | D(6) | |
Series A & B Warrants (Right to Buy) | 12/31/2008 | 12/31/2015 | Common Stock | 51,751 | $0.04 | D(5) | |
Series A & B Warrants (Right to Buy) | 12/31/2008 | 12/31/2015 | Common Stock | 165,521 | $0.04 | D(4) | |
Series A & B Warrants (Right to Buy) | 12/31/2008 | 12/31/2015 | Common Stock | 455,571 | $0.04 | D(2) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
|
Explanation of Responses: |
1. No expiration date |
2. These securities are owned directly by SMH Private Equity Group II, L.P. and indirectly by SMH PEG Management II, LLC, the general partner of SMH Private Equity Group II, L.P., Sanders Morris Harris Inc., the controlling member of SMH PEG Management II, LLC, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. SMH PEG Management II, LLC, Sanders Morris Harris Inc., and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
3. These securities are owned directly by Sanders Morris Harris Private Equity Group I, L.P. (also referred to as SMH Private equity Group I, L.P.) and indirectly by SMH PEG Management I, LLC, the general partner of Sanders Morris Harris Private Equity Group I, L.P., Sanders Morris Harris Inc., the controlling member of SMH PEG Management I, LLC, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. SMH PEG Management I, LLC, Sanders Morris Harris Inc., and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
4. These securities are owned directly by Sanders Opportunity Fund (Institutional), L.P. and indirectly by SOF Management, LLC, the general partner of Sanders Opportunity Fund (Institutional), L.P., Sanders Morris Harris Inc., the controlling member of SOF Management, LLC, Don A. Sanders, the chief investment officer of SOF Management, LLC, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. SOF Management, LLC, Don A. Sanders, Sanders Morris Harris Inc., and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
5. These securities are owned directly by Sanders Opportunity Fund, L.P. and indirectly by SOF Management, LLC, the general partner of Sanders Opportunity Fund, L.P., Sanders Morris Harris Inc., the controlling member of SOF Management, LLC, Don A. Sanders, the chief investment officer of SOF Management, LLC, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc., SOF Management, LLC, Don A. Sanders, Sanders Morris Harris Inc., and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
6. These securities are owned directly by Don A. Sanders and indirectly by Sanders Morris Harris Inc., Mr. Sanders employer, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. Sanders Morris Harris Inc. and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
7. These securities are owned directly by Sanders Morris Harris Inc. and indirectly by Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
8. These securities are owned directly by SMH PEG Management II, LLC and indirectly by Sanders Morris Harris Inc., the controlling member of SMH PEG anagement II, LLC, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. Sanders Morris Harris Inc. and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
9. These securities are owned directly by SMH PEG Management, LLC and indirectly by Sanders Morris Harris Inc., the controlling member of SMH PEG Management, LLC, and Sanders Morris Harris Group Inc., the parent of Sanders Morris Harris Inc. Sanders Morris Harris Inc. and Sanders Morris Harris Group Inc. disclaim beneficial owernship of the reported securities except to the extent of their pecuniary interest therein. |
10. These shares are owned by Sanders Morris Harris Group Inc. |
11. In the event of an initial public offering of common stock of the issuer, the holders of Series A, B, and C preferred stock are entitled to receive additional shares equal to the amount per share originally paid to the issuer for such shares plus any accrued and unpaid dividends divided by the initial offering price. |
Remarks: |
This is a joint filing by SMH Private Equity Group, L.P., Sanders Morris Harris Private Equity Group I, L.P. (also known as SMH Private Equity Group I, L.P., SMH PEG Management, LLC, SMH PEG Management II, LLC, Sanders Opportunity Fund, L.P., Sanders Opportunity Fund (Institutional), L.P., Don A. Sanders, Sanders Morris Harris Inc., and Sanders Morris Harris Group Inc., SMH Private Equity Group II, L.P., L.P. is the designated filer for SMH Private Equity Group, L.P., Sanders Morris Harris Private Equity Group I, L.P. (also known as SMH Private Equity Group I, L.P., SMH PEG Management, LLC, SMH PEG Management II, LLC, Sanders Opportunity Fund, L.P., Sanders Opportunity Fund (Institutional), L.P., Don A. Sanders, Sanders Morris Harris Inc., and Sanders Morris Harris Group Inc. The address of each filer is the same as the designated filer except Sanders Morris Harris Inc., which is 600 Travis, Suite 5800, Houston, Texas 77002. See notes 2 through 10 above. |
John T. Unger, authorized agent for SMH PEG Management II, LLC, general partner of SMH Private Equity Group II, L.P. | 12/14/2010 | |
John T. Unger, authorized agent of SMH PEG Management, LLC, general partner of Sanders Morris Harris Private Equity Group I, L.P. | 12/14/2010 | |
John T. Unger, authorized agent of SMH PEG Management, LLC | 12/14/2010 | |
John T. Unger, authorized agent of SMH PEG Management II, LLC | 12/14/2010 | |
John T. Unger, authorized agent of SOF Management, LLC, general partner of Sanders Opportunity Fund, L.P. | 12/14/2010 | |
John T. Unger, authorized agent of SOF Management, LLC, general partner of Sanders Opportunity Fund (Institutional), L.P. | 12/14/2010 | |
Don A Sanders | 12/14/2010 | |
John T. Unger, Senior Vice President and General Counsel of Sanders Morris Harris Inc. | 12/14/2010 | |
John T. Unger, Senior Vice President and General Counsel of Sanders Morris Harris Group Inc. | 12/14/2010 | |
** 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. |