0000950123-11-025720.txt : 20110316 0000950123-11-025720.hdr.sgml : 20110316 20110316060101 ACCESSION NUMBER: 0000950123-11-025720 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20110316 DATE AS OF CHANGE: 20110316 GROUP MEMBERS: BENJAMIN BOYER GROUP MEMBERS: BRIAN MELTON GROUP MEMBERS: BRIAN PAUL GROUP MEMBERS: STEWART GOLLMER GROUP MEMBERS: TENAYA CAPITAL IV ANNEX GP, LLC GROUP MEMBERS: TENAYA CAPITAL IV GP, LLC GROUP MEMBERS: TENAYA CAPITAL IV GP, LP GROUP MEMBERS: TENAYA CAPITAL IV, LP GROUP MEMBERS: TENAYA CAPITAL IV-C, LP GROUP MEMBERS: TENAYA CAPITAL IV-P, LP GROUP MEMBERS: THOMAS BANAHAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MERU NETWORKS INC CENTRAL INDEX KEY: 0001167294 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 260049840 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85412 FILM NUMBER: 11690235 BUSINESS ADDRESS: STREET 1: 894 ROSS DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 4083162379 MAIL ADDRESS: STREET 1: 894 ROSS DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Tenaya Capital IV, LP CENTRAL INDEX KEY: 0001514173 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2965 WOODSIDE ROAD, SUITE A CITY: WOODSIDE STATE: CA ZIP: 94062 BUSINESS PHONE: (650) 687-6577 MAIL ADDRESS: STREET 1: 2965 WOODSIDE ROAD, SUITE A CITY: WOODSIDE STATE: CA ZIP: 94062 SC 13G 1 c14169sc13g.htm SCHEDULE 13G 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 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.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Tenaya Capital IV, LP
     
     
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
   
  Delaware, United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   438,247 (2)
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    438,247 (2)
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  438,247 (2)
     
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)
   
  2.7%(3)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 2


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Tenaya Capital IV Annex GP, LLC
     
     
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
   
  Delaware, United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   438,247 (2)
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    438,247 (2)
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  438,247 (2)
     
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)
   
  2.7%(3)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 3


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Tenaya Capital IV-P, LP
     
     
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
   
  Delaware, United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   352,832 (2)
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    352,832 (2)
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  352,832 (2)
     
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)
   
  2.2%(3)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 4


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Tenaya Capital IV-C, LP
     
     
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
   
  Delaware, United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   338,578 (2)
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    338,578 (2)
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  338,578 (2)
     
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)
   
  2.1%(3)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 5


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Tenaya Capital IV GP, LP
     
     
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
   
  Delaware, United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   691,410 (2)
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    691,410 (2)
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  691,410 (2)
     
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)
   
  4.3%(3)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 6


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Tenaya Capital IV GP, LLC
     
     
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
   
  Delaware, United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   691,410 (2)
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    691,410 (2)
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  691,410 (2)
     
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)
   
  4.3%(3)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 7


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
1   NAMES OF REPORTING PERSONS
Thomas Banahan
     
     
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 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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 8


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 9


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 10


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
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 Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2010.

Page 11


 

                     
CUSIP No.
 
59047Q 10 3 
 

 

           
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 Issuer’s 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 Issuer’s 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
Item 2(c).  
Citizenship:
     
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.
Item 2(e).  
CUSIP Number:
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 Issuer’s 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.
Item 10.  
Certification:
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

EX-99.1 2 c14169exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
Exhibit 99.1
AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of Meru Networks, Inc.
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    

 

EX-99.A 3 c14169exv99wa.htm EXHIBIT A Exhibit A
Exhibit A
Power of Attorney

 


 

POWER OF ATTORNEY
(For Executing Form ID, Forms 3, 4 and 5 and Schedules 13D and 13G)
Know all by these presents, that the undersigned hereby constitutes and appoints Dave Markland the undersigned’s true and lawful attorney-in-fact and agent to:
(1) prepare, execute and file in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “Commission”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Commission of reports required by Section 13(d) and Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rules or regulations promulgated thereunder;
(2) prepare, execute and file, for and on behalf of the undersigned with respect to holdings of, and transactions in, securities acquired from time to time by the undersigned or by investment funds or other entities affiliated with the Tenaya Capital organization, any and all documents and filings that are required or advisable to be made with the Commission, any stock exchange or similar authority, under the Exchange Act, including without limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms adopted under the Exchange Act) and any amendments thereto in accordance with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such schedules and forms, complete and execute any amendment or amendments thereto, and timely file such schedules, forms or amendments with the Commission and any stock exchange or similar authority; and
(4) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is any other entity affiliated with the Tenaya Capital organization assuming, any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act, including without limitation Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required, and there is no possibility that the undersigned would in the future be required, to file any form or document with respect to the undersigned’s holdings of and transactions in securities issued by any company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) such attorney-in-fact shall no longer be employed by Tenaya Capital or its affiliates.
I hereby declare that any act or thing lawfully done hereunder by the foregoing attorney-in-fact shall be binding on the undersigned as if done by myself.
In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of March __, 2011.
         
     
  /s/ Thomas Banahan    
  Thomas Banahan   
     

 

 


 

         
POWER OF ATTORNEY
(For Executing Form ID, Forms 3, 4 and 5 and Schedules 13D and 13G)
Know all by these presents, that the undersigned hereby constitutes and appoints Dave Markland the undersigned’s true and lawful attorney-in-fact and agent to:
(1) prepare, execute and file in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “Commission”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Commission of reports required by Section 13(d) and Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rules or regulations promulgated thereunder;
(2) prepare, execute and file, for and on behalf of the undersigned with respect to holdings of, and transactions in, securities acquired from time to time by the undersigned or by investment funds or other entities affiliated with the Tenaya Capital organization, any and all documents and filings that are required or advisable to be made with the Commission, any stock exchange or similar authority, under the Exchange Act, including without limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms adopted under the Exchange Act) and any amendments thereto in accordance with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such schedules and forms, complete and execute any amendment or amendments thereto, and timely file such schedules, forms or amendments with the Commission and any stock exchange or similar authority; and
(4) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is any other entity affiliated with the Tenaya Capital organization assuming, any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act, including without limitation Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required, and there is no possibility that the undersigned would in the future be required, to file any form or document with respect to the undersigned’s holdings of and transactions in securities issued by any company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) such attorney-in-fact shall no longer be employed by Tenaya Capital or its affiliates.
I hereby declare that any act or thing lawfully done hereunder by the foregoing attorney-in-fact shall be binding on the undersigned as if done by myself.
In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of March __, 2011.
         
     
  /s/ Benjamin Boyer    
  Benjamin Boyer   
     

 

 


 

         
POWER OF ATTORNEY
(For Executing Form ID, Forms 3, 4 and 5 and Schedules 13D and 13G)
Know all by these presents, that the undersigned hereby constitutes and appoints Dave Markland the undersigned’s true and lawful attorney-in-fact and agent to:
(1) prepare, execute and file in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “Commission”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Commission of reports required by Section 13(d) and Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rules or regulations promulgated thereunder;
(2) prepare, execute and file, for and on behalf of the undersigned with respect to holdings of, and transactions in, securities acquired from time to time by the undersigned or by investment funds or other entities affiliated with the Tenaya Capital organization, any and all documents and filings that are required or advisable to be made with the Commission, any stock exchange or similar authority, under the Exchange Act, including without limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms adopted under the Exchange Act) and any amendments thereto in accordance with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such schedules and forms, complete and execute any amendment or amendments thereto, and timely file such schedules, forms or amendments with the Commission and any stock exchange or similar authority; and
(4) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is any other entity affiliated with the Tenaya Capital organization assuming, any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act, including without limitation Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required, and there is no possibility that the undersigned would in the future be required, to file any form or document with respect to the undersigned’s holdings of and transactions in securities issued by any company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) such attorney-in-fact shall no longer be employed by Tenaya Capital or its affiliates.
I hereby declare that any act or thing lawfully done hereunder by the foregoing attorney-in-fact shall be binding on the undersigned as if done by myself.
In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of March __, 2011.
         
     
  /s/ Stewart Gollmer    
  Stewart Gollmer   
     

 

 


 

         
POWER OF ATTORNEY
(For Executing Form ID, Forms 3, 4 and 5 and Schedules 13D and 13G)
Know all by these presents, that the undersigned hereby constitutes and appoints Dave Markland the undersigned’s true and lawful attorney-in-fact and agent to:
(1) prepare, execute and file in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “Commission”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Commission of reports required by Section 13(d) and Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rules or regulations promulgated thereunder;
(2) prepare, execute and file, for and on behalf of the undersigned with respect to holdings of, and transactions in, securities acquired from time to time by the undersigned or by investment funds or other entities affiliated with the Tenaya Capital organization, any and all documents and filings that are required or advisable to be made with the Commission, any stock exchange or similar authority, under the Exchange Act, including without limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms adopted under the Exchange Act) and any amendments thereto in accordance with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such schedules and forms, complete and execute any amendment or amendments thereto, and timely file such schedules, forms or amendments with the Commission and any stock exchange or similar authority; and
(4) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is any other entity affiliated with the Tenaya Capital organization assuming, any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act, including without limitation Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required, and there is no possibility that the undersigned would in the future be required, to file any form or document with respect to the undersigned’s holdings of and transactions in securities issued by any company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) such attorney-in-fact shall no longer be employed by Tenaya Capital or its affiliates.
I hereby declare that any act or thing lawfully done hereunder by the foregoing attorney-in-fact shall be binding on the undersigned as if done by myself.
In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of March __, 2011.
         
     
  /s/ Brian Melton    
  Brian Melton   
     

 

 


 

         
POWER OF ATTORNEY
(For Executing Form ID, Forms 3, 4 and 5 and Schedules 13D and 13G)
Know all by these presents, that the undersigned hereby constitutes and appoints Dave Markland the undersigned’s true and lawful attorney-in-fact and agent to:
(1) prepare, execute and file in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “Commission”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Commission of reports required by Section 13(d) and Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any rules or regulations promulgated thereunder;
(2) prepare, execute and file, for and on behalf of the undersigned with respect to holdings of, and transactions in, securities acquired from time to time by the undersigned or by investment funds or other entities affiliated with the Tenaya Capital organization, any and all documents and filings that are required or advisable to be made with the Commission, any stock exchange or similar authority, under the Exchange Act, including without limitation (a) any Joint Filing Agreement under Rule 13d-1(k) of the Exchange Act (or any successor provision thereunder), Schedule 13D and Schedule 13G (or any successor schedules or forms adopted under the Exchange Act) and any amendments thereto in accordance with Section 13 of the Exchange Act and the rules thereunder, and (b) Forms 3, 4 and 5 and any amendments thereto in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such schedules and forms, complete and execute any amendment or amendments thereto, and timely file such schedules, forms or amendments with the Commission and any stock exchange or similar authority; and
(4) take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is any other entity affiliated with the Tenaya Capital organization assuming, any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act, including without limitation Sections 13 and 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required, and there is no possibility that the undersigned would in the future be required, to file any form or document with respect to the undersigned’s holdings of and transactions in securities issued by any company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) such attorney-in-fact shall no longer be employed by Tenaya Capital or its affiliates.
I hereby declare that any act or thing lawfully done hereunder by the foregoing attorney-in-fact shall be binding on the undersigned as if done by myself.
In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of March __, 2011.
         
     
  /s/ Brian Paul    
  Brian Paul