0000947871-15-000079.txt : 20150204 0000947871-15-000079.hdr.sgml : 20150204 20150204152454 ACCESSION NUMBER: 0000947871-15-000079 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150204 DATE AS OF CHANGE: 20150204 GROUP MEMBERS: ADVANCED TECHNOLOGY INVESTMENT CO LLC GROUP MEMBERS: MDC CAPITAL (CAYMAN) LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTERMOLECULAR INC CENTRAL INDEX KEY: 0001311241 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 201616267 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86619 FILM NUMBER: 15575151 BUSINESS ADDRESS: STREET 1: 3011 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: (408) 582-5700 MAIL ADDRESS: STREET 1: 3011 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MUBADALA DEVELOPMENT CO PJSC CENTRAL INDEX KEY: 0001419351 IRS NUMBER: 000000000 STATE OF INCORPORATION: C0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: P. O. BOX 45005 CITY: ABU DHABI STATE: C0 ZIP: UAE BUSINESS PHONE: 971.2.616.0099 MAIL ADDRESS: STREET 1: P. O. BOX 45005 CITY: ABU DHABI STATE: C0 ZIP: UAE SC 13G/A 1 ss415251_sc13ga.htm AMENDMENT NO. 2
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
SCHEDULE 13G
(Amendment No. 2)*
 
Under the Securities Exchange Act of 1934
 
 
Intermolecular, Inc.
(Name of Issuer)
 
 
Common Stock, par value $0.001 per share
(Title of Class of Securities)
 
 
45882D 109
(CUSIP Number)
 
 
December 31, 2014
(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 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 (the “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.  45882D 109
 SCHEDULE 13G
Page 2 of 9 Pages
         
1
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
   
Mubadala Development Company PJSC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
 
 
 
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
               
The Emirate of Abu Dhabi, United Arab Emirates
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
        
Not applicable
6
SHARED VOTING POWER
        
1,614,624
7
SOLE DISPOSITIVE POWER
        
Not applicable
8
SHARED DISPOSITIVE POWER
       
1,614,624
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
           
1,614,624
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
            
3.39%
12
TYPE OF REPORTING PERSON (See Instructions)
 
CO
 
 
 
 
 
                    
CUSIP No.  45882D 109
 SCHEDULE 13G
Page 3 of 9 Pages
         
1
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
         
Advanced Technology Investment Company LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
 
 
 
3
SEC USE ONLY
     
            
4
CITIZENSHIP OR PLACE OF ORGANIZATION
           
The Emirate of Abu Dhabi, United Arab Emirates
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
      
Not applicable
6
SHARED VOTING POWER
     
1,614,624
7
SOLE DISPOSITIVE POWER
         
Not applicable
8
SHARED DISPOSITIVE POWER
          
1,614,624
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            
1,614,624
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
         
3.39%
12
TYPE OF REPORTING PERSON (See Instructions)
 
CO, IV
 
 
 
 
 
                          
CUSIP No.  45882D 109
 SCHEDULE 13G
Page 4 of 9 Pages
         
1
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
                 
MDC Capital (Cayman) Limited, as trustee for Fifty First Investment Company LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) o
 
 
 
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
                 
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
         
0
6
SHARED VOTING POWER
           
0
7
SOLE DISPOSITIVE POWER
             
0
8
SHARED DISPOSITIVE POWER
            
0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
        
0
10
CHECK BOX 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
 
 
 
 
 
                     
CUSIP No. 45882D 109
  
Page 5 of 9 Pages
         
           
This Amendment No. 2 amends and restates in its entirety the statement on Schedule 13G filed by the Reporting Persons listed in Item 2 with the Securities and Exchange Commission (the “Commission”) on February 13, 2014 which relates to the Common Stock, par value $0.001 per share, of Intermolecular, Inc. (the “Issuer”).  The information set forth herein regarding percentages of beneficial ownership is based upon information obtained from the Issuer regarding the number of shares of Common Stock, par value $0.001 per share, disclosed as outstanding as of October 27, 2014 by the Issuer in its quarterly report on Form 10-Q for the quarterly period ended September 30, 2014, and filed with the Commission on October 31, 2014.
 
Item 1.
 
(a)
Name of Issuer:
 
Intermolecular, Inc.
 
(b)
Address of Issuer’s Principal Executive Offices:
 
3011 N. First Street, San Jose, California 95134.
 
Item 2.
 
(a)
Name of Person Filing:
 
 
(i)
Mubadala Development Company PJSC.
 
 
(ii)
Advanced Technology Investment Company LLC.
 
 
(iii)
MDC Capital (Cayman) Limited, as trustee for Fifty First Investment Company LLC.
 
(b)
Address of Principal Business Office or, if none, Residence:
 
 
(i)
P.O. Box 45005, Abu Dhabi, United Arab Emirates.
 
 
(ii)
P.O. Box 114540, Abu Dhabi, United Arab Emirates.
 
 
(iii)
Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands
 
(c)
Citizenship:
 
 
(i)
The Emirate of Abu Dhabi, United Arab Emirates.
 
 
(ii)
The Emirate of Abu Dhabi, United Arab Emirates.
 
 
(iii)
Cayman Islands.
 
(d)
Title of Class of Securities:
 
Common Stock, par value $0.001 per share
 
(e)
CUSIP Number:
  
45882D 109
 
 
 
 
               
CUSIP No. 45882D 109
  
Page 6 of 9 Pages
         
             
Item 3.
 
Not applicable.
 
Item 4.  Ownership.
 
(a)
Amount Beneficially Owned:
 
1,614,624 shares are held of record by Advanced Technology Investment Company LLC (“ATIC”). No shares are held of record by MDC Capital (Cayman) Limited (“MDC Capital (Cayman)”), as trustee for Fifty First Investment Company LLC.  ATIC, MDC Capital (Cayman) and Fifty First Investment Company LLC are wholly-owned subsidiaries of Mubadala Development Company PJSC.
 
(b)
Percent of Class:  See line 11 of the cover sheets.
 
(c)
Number of shares as to which the person has:
 
 
(i)
sole power to vote or to direct the vote:  See line 5 of the cover sheets.
 
 
(ii)
shared power to vote or to direct the vote:  See line 6 of the cover sheets.
 
 
(iii)
sole power to dispose or to direct the disposition of:  See line 7 of the cover sheets.
 
 
(iv)
shared power to dispose or to direct the disposition of:  See line 8 of the cover sheets.
 
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.
 
Not applicable.
 
Item 8.  Identification and Classification of Member of the Group.
 
Not applicable.
   
 
 
 
 
 
            
CUSIP No. 45882D 109
  
Page 7 of 9 Pages
                    
                  
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.
 
 
 
 
 
 
 
 
 
 
 
 
                        
CUSIP No. 45882D 109
  
Page 8 of 9 Pages
              
                 
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.
                
 
MUBADALA DEVELOPMENT COMPANY PJSC
  
     
 
 February 4, 2015
  
 
Date
  
     
 
 /s/ Samer Halawa
  
 
Signature
  
     
 
Samer Halawa / Attorney in Fact
  
 
Name/Title
  
                     
   
 
ADVANCED TECHNOLOGY INVESTMENT COMPANY LLC
  
     
 
February 4, 2015
  
 
Date
  
     
 
/s/ Ibrahim Ajami
  
 
Signature
  
     
 
Ibrahim Ajami / CEO
  
 
Name/Title
  
             
               
 
MDC CAPITAL (CAYMAN) LIMITED, AS TRUSTEE FOR FIFTY FIRST INVESTMENT COMPANY LLC
  
     
 
February 4, 2015
  
 
Date
  
     
  /s/ Rodney Cannon
/s/ Hani Barhoush
  
 
Signature
  
     
  Rodney Cannon / Director
Hani Barhoush / Director
  
 
Name/Title
  
 
 
 
 
 
 
 
 
                    
CUSIP No. 45882D 109
  
Page 9 of 9 Pages
                
                     
AGREEMENT OF JOINT FILING
                 
Pursuant to Rule 13d-1(k)(1) of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, each of the undersigned agrees that the statement on Schedule 13G filed herewith shall be filed on behalf of each of the undersigned.
             
                         
 
MUBADALA DEVELOPMENT COMPANY PJSC
  
     
 
February 4, 2015
  
 
Date
  
     
 
/s/ Samer Halawa
  
 
Signature
  
     
 
Samer Halawa / Attorney in Fact
  
 
Name/Title
  
            
           
 
ADVANCED TECHNOLOGY INVESTMENT COMPANY LLC
  
     
 
February 4, 2015
  
 
Date
  
     
 
/s/ Ibrahim Ajami
  
 
Signature
  
     
 
Ibrahim Ajami / CEO
  
 
Name/Title
  
                  
                     
 
MDC CAPITAL (CAYMAN) LIMITED, AS TRUSTEE FOR FIFTY FIRST INVESTMENT COMPANY LLC
  
     
 
February 4, 2015
  
 
Date
  
     
  /s/ Rodney Cannon
/s/ Hani Barhoush
  
 
Signature
  
     
  Rodney Cannon / Director
Hani Barhoush / Director
  
 
Name/Title