Schedule 13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Meru Networks, Inc.
(Name of Issuer)
Common Stock, par value $0.0005 per share
(Title of Class of Securities)
59047Q 10 3
(CUSIP Number)
December 31, 2010
(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)
þ Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons 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).
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1 |
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NAMES OF REPORTING PERSONS
Tenaya Capital IV, LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States of America |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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438,247 (2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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438,247 (2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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438,247 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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2.7%(3) |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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PN |
(1) This statement on Schedule 13G is filed by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP,
Tenaya Capital IV-C, LP, Tenaya Capital IV Annex GP, LLC, Tenaya Capital IV GP, LP, Tenaya
Capital IV GP, LLC, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and
Brian Paul (collectively, the Reporting Persons). These Reporting Persons expressly
disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of 363,761 shares of Common Stock and 74,486 shares of Common Stock issuable upon
currently exercisable warrants held directly by Tenaya Capital IV, LP. Tenaya Capital IV Annex
GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV
Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by
Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the
Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and
Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC. As such, Messrs. Thomas
Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct
the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to
have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Messrs.
Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities
of the Issuer directly.
(3) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 2
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1 |
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NAMES OF REPORTING PERSONS
Tenaya Capital IV Annex GP, LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States of America |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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438,247 (2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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438,247 (2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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438,247 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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2.7%(3) |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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OO |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of 363,761 shares of Common Stock and 74,486 shares of Common Stock issuable upon
currently exercisable warrants held directly by Tenaya Capital IV, LP. Tenaya Capital IV Annex
GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV
Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by
Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the
Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and
Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC. As such, Messrs. Thomas
Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct
the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to
have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Messrs.
Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities
of the Issuer directly.
(3) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 3
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1 |
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NAMES OF REPORTING PERSONS
Tenaya Capital IV-P, LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States of America |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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352,832 (2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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352,832 (2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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352,832 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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2.2%(3) |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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PN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of 292,862 shares of Common Stock and 59,970 shares of Common Stock issuable upon
currently exercisable warrants held directly by Tenaya Capital IV-P, LP. Tenaya Capital IV GP,
LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general
partner of Tenaya Capital IV-P, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV
GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya
Capital IV-P, LP and may be deemed to have indirect beneficial ownership of the shares held by
Tenaya Capital IV-P, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no
securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such,
Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P,
LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own
no securities of the Issuer directly.
(3) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 4
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1 |
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NAMES OF REPORTING PERSONS
Tenaya Capital IV-C, LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States of America |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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338,578 (2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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338,578 (2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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338,578 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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o |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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2.1%(3) |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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PN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of 281,030 shares of Common Stock and 57,548 shares of Common Stock issuable upon
currently exercisable warrants held directly by Tenaya Capital IV-C, LP. Tenaya Capital IV GP,
LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general
partner of Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV
GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya
Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by
Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no
securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such,
Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-C, LP and
may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-C,
LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own
no securities of the Issuer directly.
(3) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 5
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1 |
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NAMES OF REPORTING PERSONS
Tenaya Capital IV GP, LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States of America |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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691,410 (2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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691,410 (2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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691,410 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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|
o |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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4.3%(3) |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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PN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP
and (ii) 338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya
Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the
sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya
Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and
disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may
be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP
and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no
securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such,
Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin
Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly.
(3) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 6
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1 |
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NAMES OF REPORTING PERSONS
Tenaya Capital IV GP, LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware, United States of America |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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691,410 (2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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|
PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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|
691,410 (2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
691,410 (2) |
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10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
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|
o |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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|
4.3%(3) |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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|
OO |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP
and (ii) 338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya
Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the
sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya
Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and
disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may
be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP
and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no
securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such,
Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin
Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly.
(3) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 7
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1 |
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NAMES OF REPORTING PERSONS
Thomas Banahan |
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2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) þ (1) |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
|
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|
United States of America |
|
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|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
1,129,657 (2) |
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EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 |
|
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WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
1,129,657 (2) |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
1,129,657 (2) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
þ
(3) |
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|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
7.0%(4) |
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12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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|
IN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 438,247 shares of Common Stock beneficially owned by Tenaya Capital IV, LP,
(ii) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii)
338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital
IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya
Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares
owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the
shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of
the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital
IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and
Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya
Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting
and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs.
Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities
of the Issuer directly.
(3) The shares reported herein do not include 175,244 shares of Common Stock and 35,880 shares of
Common Stock issuable upon currently exercisable warrants held by Lehman Brothers Venture
Capital Partners II, L.P. (LBVCP). Tenaya Capital, LLC, an entity collectively controlled
by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul,
provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or
dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim
beneficial ownership of the shares held by LBVCP.
(4) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 8
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
Benjamin Boyer |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) þ (1) |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
United States of America |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
1,129,657 (2) |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
1,129,657 (2) |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
1,129,657 (2) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
þ
(3) |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
7.0%(4) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
IN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 438,247 shares of Common Stock beneficially owned by Tenaya Capital IV, LP,
(ii) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii)
338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital
IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya
Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares
owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the
shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of
the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital
IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and
Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya
Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting
and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs.
Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities
of the Issuer directly.
(3) The shares reported herein do not include 175,244 shares of Common Stock and 35,880 shares of
Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC,
an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does
not have or share voting or dispositive authority over the shares held by LBVCP. The
Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP.
(4) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 9
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
Stewart Gollmer |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) þ (1) |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
United States of America |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
1,129,657 (2) |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
1,129,657 (2) |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
1,129,657 (2) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
þ
(3) |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
7.0%(4) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
IN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 438,247 shares of Common Stock beneficially owned by Tenaya Capital IV, LP,
(ii) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii)
338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital
IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya
Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares
owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the
shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of
the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital
IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and
Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya
Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting
and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs.
Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities
of the Issuer directly.
(3) The shares reported herein do not include 175,244 shares of Common Stock and 35,880 shares of
Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC,
an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does
not have or share voting or dispositive authority over the shares held by LBVCP. The
Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP.
(4) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 10
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
Brian Melton |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) þ (1) |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
United States of America |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
1,129,657 (2) |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
1,129,657 (2) |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
1,129,657 (2) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
þ
(3) |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
7.0%(4) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
IN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 438,247 shares of Common Stock beneficially owned by Tenaya Capital IV, LP,
(ii) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii)
338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital
IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya
Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares
owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the
shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of
the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital
IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess
power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and
Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya
Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan,
Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting
and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and
Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares
held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs.
Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities
of the Issuer directly.
(3) The shares reported herein do not include 175,244 shares of Common Stock and 35,880 shares of
Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC,
an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does
not have or share voting or dispositive authority over the shares held by LBVCP. The
Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP.
(4) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 11
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
Brian Paul |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) þ (1) |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
United States of America |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
0 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
1,129,657 (2) |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
0 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
1,129,657 (2) |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
1,129,657 (2) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
þ
(3) |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
7.0%(4) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
IN |
(1) This statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons
expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Consists of (i) 438,247 shares of Common Stock beneficially owned by Tenaya Capital IV, LP,
(ii) 352,832 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii)
338,578 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital
IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya
Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares
owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the
shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of
the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital
IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP share power
to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by
Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya
Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin
Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV
Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer,
Stewart Gollmer, Brian Melton and Brian Paul possess power to direct the voting and
disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya
Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by
Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas
Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the
Issuer directly.
(3) The shares reported herein do not include 175,244 shares of Common Stock and 35,880 shares of
Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC,
an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer,
Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does
not have or share voting or dispositive authority over the shares held by LBVCP. The
Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP.
(4) This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010.
Page 12
Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons,
in respect of shares of Common Stock, par value $0.0005 per share (Common Stock), of Meru
Networks, Inc. (the Issuer).
|
|
|
Item 1(a). |
|
Name of Issuer: |
|
|
|
Item 1(b). |
|
Address of Issuers Principal Executive Officers: |
Meru Networks, Inc.
894 Ross Drive
Sunnyvale, California 94089
|
|
|
Item 2(a). |
|
Name of Person(s) Filing: |
Tenaya Capital IV, LP
Tenaya Capital IV Annex GP, LLC
Tenaya Capital IV-P, LP
Tenaya Capital IV-C, LP
Tenaya Capital IV GP, LP
Tenaya Capital IV GP, LLC
Thomas Banahan
Benjamin Boyer
Stewart Gollmer
Brian Melton
Brian Paul
|
|
|
Item 2(b). |
|
Address of Principal Business Office: |
Tenaya Capital
2965 Woodside Road, Suite A
Woodside, California 94062
|
|
|
Tenaya Capital IV, LP
|
|
Delaware, United States of America |
Tenaya Capital IV Annex GP, LLC
|
|
Delaware, United States of America |
Tenaya Capital IV-P, LP
|
|
Delaware, United States of America |
Tenaya Capital IV-C, LP
|
|
Delaware, United States of America |
Tenaya Capital IV GP, LP
|
|
Delaware, United States of America |
Tenaya Capital IV GP, LLC
|
|
Delaware, United States of America |
Thomas Banahan
|
|
United States of America |
Benjamin Boyer
|
|
United States of America |
Stewart Gollmer
|
|
United States of America |
Brian Melton
|
|
United States of America |
Brian Paul
|
|
United States of America |
|
|
|
Item 2(d). |
|
Title of Class of Securities: |
Common Stock, par value $0.0005 per share.
59047Q 10 3
|
|
|
Item 3. |
|
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether
the Person Filing is a: |
Not applicable.
Page 13
|
|
|
Item 4(a). |
|
Amount Beneficially Owned: |
|
|
|
Item 4(b). |
|
Percent of Class: |
|
|
|
Item 4(c). |
|
Number of shares as to which such persons have: |
The following information with respect to the ownership of the Common Stock by the Reporting
Persons filing this statement on Schedule 13G is provided as of December 31, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares of |
|
|
Underlying |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common |
|
|
Exercisable |
|
|
Shared |
|
|
Shared |
|
|
|
|
|
|
|
|
|
Stock |
|
|
Warrants |
|
|
Voting |
|
|
Dispositive |
|
|
Beneficial |
|
|
Percentage of |
|
Reporting Persons |
|
Held Directly |
|
|
Held Directly |
|
|
Power (1) |
|
|
Power (1) |
|
|
Ownership (1) |
|
|
Class (1)(3) |
|
Tenaya Capital IV, LP |
|
|
363,761 |
|
|
|
74,486 |
|
|
|
438,247 |
|
|
|
438,247 |
|
|
|
438,247 |
|
|
|
2.7 |
% |
Tenaya Capital IV Annex GP, LLC (2) |
|
|
0 |
|
|
|
0 |
|
|
|
438,247 |
|
|
|
438,247 |
|
|
|
438,247 |
|
|
|
2.7 |
% |
Tenaya Capital IV-P, LP |
|
|
292,862 |
|
|
|
59,970 |
|
|
|
352,832 |
|
|
|
352,832 |
|
|
|
352,832 |
|
|
|
2.2 |
% |
Tenaya Capital IV-C, LP |
|
|
281,030 |
|
|
|
57,548 |
|
|
|
338,578 |
|
|
|
338,578 |
|
|
|
338,578 |
|
|
|
2.1 |
% |
Tenaya Capital IV GP, LP (2) |
|
|
0 |
|
|
|
0 |
|
|
|
691,410 |
|
|
|
691,410 |
|
|
|
691,410 |
|
|
|
4.3 |
% |
Tenaya Capital IV GP, LLC (2) |
|
|
0 |
|
|
|
0 |
|
|
|
691,410 |
|
|
|
691,410 |
|
|
|
691,410 |
|
|
|
4.3 |
% |
Thomas Banahan |
|
|
0 |
|
|
|
0 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
7.0 |
% |
Benjamin Boyer |
|
|
0 |
|
|
|
0 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
7.0 |
% |
Stewart Gollmer |
|
|
0 |
|
|
|
0 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
7.0 |
% |
Brian Melton |
|
|
0 |
|
|
|
0 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
7.0 |
% |
Brian Paul |
|
|
0 |
|
|
|
0 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
1,129,657 |
|
|
|
7.0 |
% |
|
|
|
(1) |
|
Represents the number of shares of Common Stock beneficially owned by the Reporting
Person as of December 31, 2010. The shares reported herein do not include 175,244 shares of
Common Stock and 35,880 shares of Common Stock issuable upon currently exercisable warrants
held by LBVCP. Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas
Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory
services to the advisor of LBVCP, but does not have or share voting or dispositive authority
over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership
of the shares held by LBVCP. |
|
(2) |
|
Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As
such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of
the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial
ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns
no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner
of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P,
LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP,
LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital
IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership
of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV
GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas
Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of
Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas
Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct
the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P,
LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the
shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP.
Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no
securities of the Issuer directly. |
|
(3) |
|
This percentage is calculated based upon 16,054,078 shares of the Common Stock outstanding as
of October 29, 2010 as set forth in the Issuers most recent Form 10-Q, filed with the
Securities and Exchange Commission on November 5, 2010. |
|
|
|
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
Persons have 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: |
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 Members of the Group: |
Not applicable.
|
|
|
Item 9. |
|
Notice of Dissolution of Group: |
Not applicable.
Not applicable.
Page 14
SIGNATURES
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.
Dated: March 16, 2011
|
|
|
|
|
|
|
|
TENAYA CAPITAL IV, LP |
|
TENAYA CAPITAL IV GP, LLC |
By:
|
|
Tenaya Capital IV Annex GP, LLC |
|
|
|
|
Its:
|
|
General Partner
|
|
By:
|
|
/s/ Dave Markland |
|
|
|
|
|
|
|
|
|
|
|
|
|
Dave Markland as Attorney-in-fact |
|
|
|
|
|
|
By:
|
|
/s/ Dave Markland |
|
|
|
|
|
|
|
|
|
Dave Markland as Attorney-in-fact |
|
|
|
|
|
|
/s/ Dave Markland |
|
|
|
|
|
TENAYA CAPITAL IV ANNEX GP, LLC |
|
Thomas Banahan by Dave Markland as Attorney-in-fact |
|
By:
|
|
/s/ Dave Markland |
|
|
|
|
|
|
|
|
|
Dave Markland as Attorney-in-fact |
|
|
|
|
|
|
/s/ Dave Markland |
|
|
|
|
|
TENAYA CAPITAL IV-P, LP |
|
Benjamin Boyer by Dave Markland as Attorney-in-fact |
By:
|
|
Tenaya Capital IV GP, LP |
|
|
Its:
|
|
General Partner |
|
|
By:
|
|
Tenaya Capital IV GP, LLC |
|
|
Its:
|
|
General Partner
|
|
/s/ Dave Markland |
|
|
|
|
|
|
|
|
|
Stewart Gollmer by Dave Markland as Attorney-in-fact |
By:
|
|
/s/ Dave Markland
|
|
|
|
|
Dave Markland as Attorney-in-fact |
|
|
|
TENAYA CAPITAL IV-C, LP |
|
/s/ Dave Markland |
|
|
|
|
|
By:
|
|
Tenaya Capital IV GP, LP
|
|
Brian Melton by Dave Markland as Attorney-in-fact |
Its:
|
|
General Partner |
|
|
By:
|
|
Tenaya Capital IV GP, LLC |
|
|
Its:
|
|
General Partner
|
|
/s/ Dave Markland |
|
|
|
|
|
|
|
|
|
Brian Paul by Dave Markland as Attorney-in-fact |
By:
|
|
/s/ Dave Markland
|
|
|
|
|
Dave Markland as Attorney-in-fact |
|
|
|
TENAYA CAPITAL IV GP, LP |
|
|
By:
|
|
Tenaya Capital IV GP, LLC |
|
|
Its:
|
|
General Partner |
|
|
|
By:
|
|
/s/ Dave Markland |
|
|
|
|
|
|
|
|
|
Dave Markland as Attorney-in-fact |
|
|
Exhibit(s):
|
|
|
99.1:
|
|
Joint Filing Statement |
|
Exhibit A:
|
|
Power of Attorney |
Page 15