-----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, L8xYYlv5By4q0UT0usNPoyh5/DfLVtNqeCWCoR4bZFxvJ1dJRYYbNGENPSgV/tbq MjYlzQsRRupOVTS/q4lkXw== 0001104659-08-007275.txt : 20080205 0001104659-08-007275.hdr.sgml : 20080205 20080205161048 ACCESSION NUMBER: 0001104659-08-007275 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080205 DATE AS OF CHANGE: 20080205 GROUP MEMBERS: BARCLAY A. PHILLIPS GROUP MEMBERS: D. THEODORE BERGHORST GROUP MEMBERS: DEBORAH BERGHORST TTEE FBO BERGHORST 1998 DYNASTIC TRUST GROUP MEMBERS: DOUGLAS B. REED GROUP MEMBERS: KATHLEEN M. STANLEY GROUP MEMBERS: THOMAS C. DORN GROUP MEMBERS: VECTOR FUND MANAGEMENT II, L.L.C. GROUP MEMBERS: VECTOR LATER-STAGE EQUITY FUND II (QP) L.P. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VECTOR LATER STAGE EQUITY FUND II LP CENTRAL INDEX KEY: 0001134928 IRS NUMBER: 364180963 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1751 LAKE COOK RD STREET 2: STE 350 CITY: DEERFIELD STATE: IL ZIP: 60015 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: POZEN INC /NC CENTRAL INDEX KEY: 0001059790 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 621657552 FISCAL YEAR END: 0919 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-59871 FILM NUMBER: 08576802 BUSINESS ADDRESS: STREET 1: 1414 RALEIGH ROAD STREET 2: SUITE 400 CITY: CHAPEL HILL STATE: NC ZIP: 27517 BUSINESS PHONE: 919-913-1030 MAIL ADDRESS: STREET 1: 1414 RALEIGH ROAD STREET 2: SUITE 400 CITY: CHAPEL HILL STATE: NC ZIP: 27517 SC 13G/A 1 a08-4643_1sc13ga.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. 5)*

 

Pozen, Inc.

(Name of Issuer)

Common Stock, $0.001 Par Value

(Title of Class of Securities)

73941U102

(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)

o

Rule 13d-1(c)

x

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 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. 73941U102

 

 

1.

Names of Reporting Persons
Vector Later-Stage Equity Fund II, L.P.

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

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

 

6.

Shared Voting Power
446,351 (See Item 4)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
446,351 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
446,351 (See Item 4)

 

 

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)
1.5%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

 

 

2



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Vector Later-Stage Equity Fund II (QP), L.P.

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

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

 

6.

Shared Voting Power
1,339,054 (See Item 4)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,339,054 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,339,054 (See Item 4)

 

 

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)
4.5%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

 

 

3



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Vector Fund Management II, L.L.C.

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

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

 

6.

Shared Voting Power
1,785,405 (See Item 4)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,785,405 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,785,405 (See Item 4)

 

 

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)
6.0%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

 

 

4



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
D. Theodore Berghorst

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
832,174

 

6.

Shared Voting Power
2,617,579 (See Item 4)

 

7.

Sole Dispositive Power
832,174

 

8.

Shared Dispositive Power
2,617,579 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,742,579 (See Item 4)

 

 

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)
9.2%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

 

5



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Deborah Berghorst TTEE

FBO Berghorst 1998 Dynastic Trust

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

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
125,000

 

6.

Shared Voting Power
0 (See Item 4)

 

7.

Sole Dispositive Power
125,000

 

8.

Shared Dispositive Power
0 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
125,000 (See Item 4)

 

 

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)
0.4%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

 

 

6



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Barclay A. Phillips

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
6,950

 

6.

Shared Voting Power
1,792,355 (See Item 4)

 

7.

Sole Dispositive Power
6,950

 

8.

Shared Dispositive Power
1,792,355 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,792,355 (See Item 4)

 

 

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)
6.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

 

7



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Douglas B. Reed

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
24,500

 

6.

Shared Voting Power
1,809,905 (See Item 4)

 

7.

Sole Dispositive Power
24,500

 

8.

Shared Dispositive Power
1,809,905 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,809,905 (See Item 4)

 

 

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)
6.1%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

 

8



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Thomas C. Dorn

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
19,000

 

6.

Shared Voting Power
0 (See Item 4)

 

7.

Sole Dispositive Power
19,000

 

8.

Shared Dispositive Power
0 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
19,000 (See Item 4)

 

 

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

 

 

 

9



 

CUSIP No. 73941U102

 

 

1.

Names of Reporting Persons
Kathleen M. Stanley

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:

 

 

2.

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

 

 

(a)

x

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
3,000

 

6.

Shared Voting Power
0 (See Item 4)

 

7.

Sole Dispositive Power
3,000

 

8.

Shared Dispositive Power
0 (See Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,000 (See Item 4)

 

 

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

 

 

 

10



Item 1.

 

(a)

Name of Issuer
Prozen, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
6330 Quandrangle Drive, Ste. 240

Chapel Hill, NC 27514

 

Item 2.

 

(a)

Name of Person Filing
This Schedule 13G is being jointly filed by each of the following persons pursuant to Rule 13-d(1)(k) promulgated by the Securities and Exchange Commission pursuant to Section 13 of the Securities and Exchange Act of 1934, as amended (the “Act”): (1) Vector Later-Stage Equity Fund II, L.P. (“VLSEF”); (2) Vector Later-Stage Equity Fund II (QP), L.P. (“VLSEF QP”); (3) Vector Fund Management II, L.L.C. (“VFM”); (4) D. Theodore Berghorst; (5) Deborah Berghorst TTEE FBO Berghorst 1998 Dynastic Trust (“Trust”); (6) Barclay A. Phillips; (7) Douglas A. Reed; (8) Thomas C. Dorn; and (9) Kathleen M. Stanley. Each of the foregoing is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as EXHIBIT A, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.

 

The Reporting Persons may be deemed to constitute a “group” for purposes of Section 13(d)(3) of the Act. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described in this Schedule 13G.

 

(b)

Address of Principal Business Office or, if none, Residence
The address of the principal business office of each of the Reporting Persons is 1751 Lake Cook Road, Suite 350, Deerfield, Illinois 60015

 

(c)

Citizenship
VLSEF, VLSEF QP, VFM and the Trust are all Reporting Persons organized under the laws of the State of Delaware. D. Theodore Berghorst, Barclay A. Phillips, Douglas A. Reed, Thomas C. Dorn, and Kathleen M. Stanley are all reporting persons who are citizens of the United States of America.

 

(d)

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

 

(e)

CUSIP Number
73941U102

 

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).

 

This Schedule is not being filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c) and therefore, none of the above are applicable.

 

 

11



 

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.

 

Pursuant to Rule 13d-4 of the Act, the Reporting Persons expressly declare that the filing of this statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act, the beneficial owner of any securities covered by this statement.

All ownership percentages of the securities reported herein are based upon 29,704,760 shares of Common Stock outstanding as of October 31, 2007, as disclosed in the Company's Quarterly Report filed on Form 10-Q with the Securities and Exchange Commission on November 5, 2007, for the fiscal quarter ended September 30, 2007.

 

VLSEF

 

(a)

Amount beneficially owned:    VLSEF is the direct owner of 446,351 shares of the Common Stock of the Company.

 

(b)

Percent of class:   

1.5%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

0

 

 

(ii)

Shared power to vote or to direct the vote    

446,351

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

446,351

 

VLSEF QP

 

(a)

Amount beneficially owned:    VLSEF is the direct owner of 1,339,054 shares of the Common Stock of the Company.

 

(b)

Percent of class:   

4.5%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

0

 

 

(ii)

Shared power to vote or to direct the vote    

1,339,054

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

1,339,054

 

 

12



 

 

VEM

 

(a)

Amount beneficially owned:    Dispositive and voting power of securities over which VLSEF and VLSEF QP have voting and dispositive power is shared by VFM, the general partner of VLSEF and VLSEF QP, by a committee of limited partners of VLSEF and VLSEF QP. For purposes of Rule 13d-3 of the Act, VFM may be deemed to have shared voting and dispositive power with respect to the 1,785,405 shares of Common Stock over which VLSEF and VLSEF QP have voting and dispositive power.

 

(b)

Percent of class:   

6.0%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

0

 

 

(ii)

Shared power to vote or to direct the vote    

1,785,405

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

1,785,405

 

D. THEODORE BERGHORST

 

(a)

Amount beneficially owned:    D. Theordore Berghorst is a direct beneficial owner of and has sole dispositive and voting power over 832,174 shares of Common Stock. Also, by virtue of D. Theordore Berghorst being an officer and director of VFM (the general parent of VLSEF and VLSEF QP) for purposes of Rule 13d-3 of the Act, he may be deemed to be a beneficial owner of the 1,785,405 shares of Common Stock beneficially owned by VLSEF, VLSEF QP and VFM. As financial advisor for the Berghorst 1998 Dynastic Trust (“the Trust”), for purposes of Rule 13d-3 of the Act, he may also be deemed to be a beneficial owner of the 125,000 shares of common stock owned by the Trust. D. Theodore Berghorst disclaims beneficial ownership of any other securities covered by this statement.

 

(b)

Percent of class:   

9.2%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

832,174

 

 

(ii)

Shared power to vote or to direct the vote    

2,617,579

 

 

(iii)

Sole power to dispose or to direct the disposition of   

832,174

 

 

(iv)

Shared power to dispose or to direct the disposition of   

2,617,579

 

DEBORAH BERGHORST TTEE
FBO BERGHORST 1998 DYNASTIC TRUST (“the Trust”)

 

(a)

Amount beneficially owned:    The Trust is a direct beneficial owner of and has sole dispositive and voting power over 125,000 shares of Common Stock. The Trust disclaims beneficial ownership of any other securities covered by this statement.

 

(b)

Percent of class:   

0.4%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

125,000

 

 

(ii)

Shared power to vote or to direct the vote    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of   

125,000

 

 

(iv)

Shared power to dispose or to direct the disposition of   

0

 

13



 

 

BARCLAY A. PHILLIPS

 

(a)

Amount beneficially owned:    Barclay A. Phillips is a direct beneficial owner of and has sole dispositive and voting power over 6,950 shares of Common Stock. Barclay A. Phillips being a director of VFM (the general partner of VLSEF and VLSEF QP), for purposes of Rule 13d-3 of the Act, he may be a beneficial owner ofthe 1,785,405 shares of Common Stock beneficially owned by VLSEF, VLSEF QP and VFM. Barclay A. Phillips disclaims beneficial ownership of any other securities covered by this statement.

 

(b)

Percent of class:   

6.0%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

6,950

 

 

(ii)

Shared power to vote or to direct the vote    

1,792,355

 

 

(iii)

Sole power to dispose or to direct the disposition of   

6,950

 

 

(iv)

Shared power to dispose or to direct the disposition of   

1,792,355

 

DOUGLAS REED

 

(a)

Amount beneficially owned:    Douglas Reed is a direct beneficial owner of and has sole dispositive and voting power over 24,500 shares of Common Stock. Also, by virtue of Douglas Reed being a director of VFM (the general partner of VLSEF and VLSEF QP), for purposes of Rule 13d-3 of the Act, he may be a beneficial owner of the 1,785,405 shares of Common Stock beneficially owned by VLSEF, VLSEF QP and VFM. Douglas Reed disclaims beneficial ownership of any other securities covered by this statement.

 

(b)

Percent of class:   

6.1%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

24,500

 

 

(ii)

Shared power to vote or to direct the vote     

1,809,905

 

 

(iii)

Sole power to dispose or to direct the disposition of   

24,500

 

 

(iv)

Shared power to dispose or to direct the disposition of   

1,809,905

 

THOMAS C. DORN

 

(a)

Amount beneficially owned:    Thomas C. Dorn is a direct beneficial owner and has sole disposition and voting power over 19,000 shares of common stock. Thomas C. Dorn disclaims beneficial ownership of any other securities covered by this statement.

 

(b)

Percent of class:   

0.0%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

19,000

 

 

(ii)

Shared power to vote or to direct the vote    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of   

19,000

 

 

(iv)

Shared power to dispose or to direct the disposition of   

0

 

14



 

 

KATHLEEN M. STANLEY

 

(a)

Amount beneficially owned:    Kathleen M. Stanley is a direct beneficial owner and has sole disposition and voting power over 3,000 shares of common stock. Kathleen M. Stanley disclaims beneficial ownership of any other securities covered by this statement.

 

(b)

Percent of class:   

0.0%

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   

3,000

 

 

(ii)

Shared power to vote or to direct the vote    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of   

3,000

 

 

(iv)

Shared power to dispose or to direct the disposition of   

0

 

 

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   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

See response to Item 4.

 

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

Not applicable.

 

15



 

Signature

 

                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.

 

Date: February 4, 2008

 

 

VECTOR LATER-STAGE EQUITY FUND II, L.P.

 

 

 

By:

Vector Fund Management II, L.L.C.

 

Its:

General Partner

 

 

 

By:

Vector Asset Management, Inc.

 

Its:

Managing Member

 

 

 

By:

/s/ Thomas C. Dorn

 

 

 

Thomas C. Dorn, Chief Financial Officer

 

 

 

 

 

VECTOR LATER-STAGE EQUITY FUND II (QP), L.P.

 

 

 

By:

Vector Fund Management II, L.L.C.

 

Its:

General Partner

 

 

 

By:

Vector Asset Management, Inc.

 

Its:

Managing Member

 

 

 

By:

/s/ Thomas C. Dorn

 

 

 

Thomas C. Dorn, Chief Financial Officer

 

 

 

 

 

VECTOR FUND MANAGEMENT II, L.L.C.

 

 

 

By:

Vector Asset Management, Inc.

 

Its:

Managing Member

 

 

 

By:

/s/ Thomas C. Dorn

 

 

 

Thomas C. Dorn, Chief Financial Officer

 

 

 

/s/

D. Theodore Berghorst

 

 

 

D. Theodore Berghorst

 

 

 

 

 

Deborah Berghorst TTEE

 

FBO Berghorst 1998 Dynastic Trust

 

 

 

By:

/s/ D. Theodore Berghorst

 

 

 

D. Theodore Berghorst, Financial Advisor

 

 

 

/s/

Barclay A. Phillips

 

 

 

Barclay A. Phillips

 

 

 

/s/

Douglas B. Reed

 

 

 

Douglas B. Reed

 

 

 

/s/

Thomas C. Dorn

 

 

 

Thomas C. Dorn

 

 

 

/s/

Kathleen M. Stanley

 

 

 

Kathleen M. Stanley

 

16


 

EX-99.A 2 a08-4643_1ex99da.htm EX-99.A

 

Exhibit 99.A

 

EXHIBIT A

[ADDITIONAL SIGNATURE PAGE TO JOINT FILING AGREEMENT]

 

AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13G

 

The undersigned hereby agree as follows:

 

                (1) Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and

 

                (2) Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

 

Date: February 4, 2008

 

 

VECTOR LATER-STAGE EQUITY FUND II, L.P.

 

 

 

By:

Vector Fund Management II, L.L.C.

 

Its:

General Partner

 

 

 

By:

Vector Asset Management, Inc.

 

Its:

Managing Member

 

 

 

By:

/s/ Thomas C. Dorn

 

 

 

Thomas C. Dorn, Chief Financial Officer

 

 

 

 

 

VECTOR LATER-STAGE EQUITY FUND II (QP), L.P.

 

 

 

By:

Vector Fund Management II, L.L.C.

 

Its:

General Partner

 

 

 

By:

Vector Asset Management, Inc.

 

Its:

Managing Member

 

 

 

By:

/s/ Thomas C. Dorn

 

 

 

Thomas C. Dorn, Chief Financial Officer

 

 

 

 

 

VECTOR FUND MANAGEMENT II, L.L.C.

 

 

 

By:

Vector Asset Management, Inc.

 

Its:

Managing Member

 

 

 

By:

/s/ Thomas C. Dorn

 

 

 

Thomas C. Dorn, Chief Financial Officer

 

 

 

/s/

D. Theodore Berghorst

 

 

 

D. Theodore Berghorst

 

 

 

 

 

Deborah Berghorst TTEE

 

FBO Berghorst 1998 Dynastic Trust

 

 

 

By:

/s/ D. Theodore Berghorst

 

 

 

D. Theodore Berghorst, Financial Advisor

 

 

 

/s/

Barclay A. Phillips

 

 

 

Barclay A. Phillips

 

 

 

/s/

Douglas B. Reed

 

 

 

Douglas B. Reed

 

 

 

/s/

Thomas C. Dorn

 

 

 

Thomas C. Dorn

 

 

 

/s/

Kathleen M. Stanley

 

 

 

Kathleen M. Stanley

 

 


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