SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MATTHEWS JAMES R

(Last) (First) (Middle)
C/O WELSH, CARSON, ANDERSON & STOWE
320 PARK AVENUE, SUITE 2500

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SAVVIS, Inc. [ SVVS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/30/2006 A 21,473,039 A (1) 24,016,804(2) I By Welsh, Carson, Anderson & Stowe VIII, L.P.(3)
Common Stock 06/30/2006 A 1,845 A (1) 2,093(2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Redeemable Preferred Stock (1) 06/30/2006 D 116,105 (1) (1) Common Stock 21,473,039(2) (1) 0 I By Welsh, Carson, Anderson & Stowe VIII, L.P.(3)
Series A Convertible Redeemable Preferred Stock (1) 06/30/2006 D 10 (1) (1) Common Stock 1,845(2) (1) 0 D
Explanation of Responses:
1. Pursuant to the terms of an Exchange and Recapitalization Agreement that was entered into with the Issuer on May 10, 2006 and effective on June 30, 2006, each holder of Series A Convertible Redeemable Preferred Stock exchanged all of its Series A Convertible Redeemable Preferred Stock for such number of shares of Common Stock as agreed upon therein. Such exchange was a reclassification exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-7, as well as under Rules 16b-3(d) and (e), as a transaction between the Issuer and its officers or directors. The Series A Convertible Redeemable Preferred Stock accrued dividends at the rate of 11.5% per annum, accreted quarterly. The Series A Convertible Redeemable Preferred Stock was convertible at the holder's option into such number of shares of Common Stock as was equal to the accreted value of such shares together with accrued dividends divided by the conversion price of $0.75 per share.
2. Reflects the one-for-fifteen reverse split of the Common Stock that was effective on June 6, 2006.
3. The Reporting Person is a managing member of the sole general partner of Welsh, Carson, Anderson & Stowe VIII, L.P. Pursuant to Instruction (4)(b)(iv) of Form 4, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
Remarks:
(4) The Reporting Person is deemed a director by virtue of the service of Patrick J. Welsh, Thomas E. McInerney and John D. Clark on the Issuer's Board of Directors. Such individuals are principals of certain or all of Welsh, Carson, Anderson & Stowe VIII, L.P., Welsh, Carson, Anderson & Stowe VII, L.P., Welsh, Carson, Anderson & Stowe VI, L.P., WCAS Management Corporation, WCAS Capital Partners II, L.P. and WCAS Information Partners, L.P., certain or all of which the Reporting Person is also a principal.
/s/Jonathan M. Rather, Attorney-in-Fact 07/05/2006
** 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 4 (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.
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