0000899243-15-008045.txt : 20151112 0000899243-15-008045.hdr.sgml : 20151112 20151112132821 ACCESSION NUMBER: 0000899243-15-008045 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151112 FILED AS OF DATE: 20151112 DATE AS OF CHANGE: 20151112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH ENTREPRENEURS FUND LP CENTRAL INDEX KEY: 0001098675 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223224 BUSINESS ADDRESS: STREET 1: 8725 W HIGGINS ROAD STREET 2: SUITE 290 CITY: CHICAGO STATE: IL ZIP: 60631 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE FUND IVA LP CENTRAL INDEX KEY: 0001173616 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223225 BUSINESS ADDRESS: STREET 1: 8725 W HIGGINS ROAD STREET 2: SUITE 290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE PARTNERS IV LLC CENTRAL INDEX KEY: 0001274404 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223227 BUSINESS ADDRESS: STREET 1: C/O ARCH VENTURE PARTNERS STREET 2: 8725 W. HIGGINS RD #290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 MAIL ADDRESS: STREET 1: C/O ARCH VENTURE PARTNERS STREET 2: 8725 W. HIGGINS RD. #290 CITY: CHICAGO STATE: IL ZIP: 60631 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE FUND III L P CENTRAL INDEX KEY: 0001031836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223228 BUSINESS ADDRESS: STREET 1: 8725 W HIGGINS ROAD STREET 2: SUITE 290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 MAIL ADDRESS: STREET 1: 8725 W HIGGINS ROAD STREET 2: SUITE 290 CITY: CHICAGO STATE: IL ZIP: 60631 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE PARTNERS LLC CENTRAL INDEX KEY: 0001271456 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223229 BUSINESS ADDRESS: STREET 1: 8725 W HIGGINS RD STREET 2: STE 290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 MAIL ADDRESS: STREET 1: 8725 W HIGGINS RD STREET 2: STE 290 CITY: CHICAGO STATE: IL ZIP: 60631 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE PARTNERS VI LP CENTRAL INDEX KEY: 0001274410 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223230 BUSINESS ADDRESS: STREET 1: C/O ARCH VENTURE PARTNERS STREET 2: 8725 W. HIGGINS RD #290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 MAIL ADDRESS: STREET 1: C/O ARCH VENTURE PARTNERS STREET 2: 8725 W. HIGGINS RD #290 CITY: CHICAGO STATE: IL ZIP: 60631 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CRANDELL KEITH CENTRAL INDEX KEY: 0001219039 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE FUND IV L P CENTRAL INDEX KEY: 0001081274 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223226 BUSINESS ADDRESS: STREET 1: 8725 W HIGGINS RD SUITE 290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE PARTNERS VI LLC CENTRAL INDEX KEY: 0001274412 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223231 BUSINESS ADDRESS: STREET 1: C/O ARCH VENTURE PARTNERS STREET 2: 8725 W. HIGGINS RD #290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 MAIL ADDRESS: STREET 1: C/O ARCH VENTURE PARTNERS STREET 2: 8725 W. HIGGINS RD. #290 CITY: CHICAGO STATE: IL ZIP: 60631 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: XTERA COMMUNICATIONS, INC. CENTRAL INDEX KEY: 0001122051 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 383394611 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 500 WEST BETHANY DRIVE STREET 2: SUITE 100 CITY: ALLEN STATE: TX ZIP: 75013 BUSINESS PHONE: 972-649-5000 MAIL ADDRESS: STREET 1: 500 WEST BETHANY DRIVE STREET 2: SUITE 100 CITY: ALLEN STATE: TX ZIP: 75013 FORMER COMPANY: FORMER CONFORMED NAME: XTERA COMMUNICATIONS INC DATE OF NAME CHANGE: 20000816 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARCH VENTURE FUND VI LP CENTRAL INDEX KEY: 0001222135 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223232 BUSINESS ADDRESS: STREET 1: 8725 W HIGGINS RD STREET 2: STE 290 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 7733806600 MAIL ADDRESS: STREET 1: 8725 W HIGGINS RD STREET 2: STE 290 CITY: CHICAGO STATE: IL ZIP: 60631 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-11-12 0 0001122051 XTERA COMMUNICATIONS, INC. XCOM 0001222135 ARCH VENTURE FUND VI LP 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001274412 ARCH VENTURE PARTNERS VI LLC 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001274410 ARCH VENTURE PARTNERS VI LP 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001271456 ARCH VENTURE PARTNERS LLC 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001031836 ARCH VENTURE FUND III L P 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001274404 ARCH VENTURE PARTNERS IV LLC 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001081274 ARCH VENTURE FUND IV L P 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001173616 ARCH VENTURE FUND IVA LP 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001098675 ARCH ENTREPRENEURS FUND LP 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 0001219039 CRANDELL KEITH 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 0 0 1 0 Common Stock 20345 I See Footnote Series A-3 Preferred Stock Common Stock 261202 I See Footnote Series B-3 Preferred Stock Common Stock 222305 I See Footnote Series C-3 Preferred Stock Common Stock 86376 I See Footnote Series D-3 Preferred Stock Common Stock 95704 I See Footnote Series E-3 Preferred Stock Common Stock 899158 D Consists of 41 shares held by ARCH Entrepreneurs Fund, L.P. ("AEF"), 10,913 shares held by ARCH Venture Fund III, L.P. ("AVF III"), 1,509 shares held by ARCH Venture Fund IV, L.P. ("AVF IV"), and 7,882 shares held by ARCH Venture Fund VI, L.P. ("AVF VI LP"). Consists of 699 shares held by AEF, 25,504 shares held by AVF III, 36,943 shares held by AVF IV, 20,650 shares held by ARCH Venture Fund IV A, L.P. ("AVF IVA"), and 177,406 shares held by AVF VI LP. Consists of 255 shares held by AEF, 12,609 shares held by AVF III, 13,269 shares held by AVF IV, 7,126 shares held by AVF IVA, and 189,046 shares held by AVF VI LP. Consists of 109 shares held by AEF, 4,324 shares held by AVF III, 5,696 shares held by AVF IV, 3,151 shares held by AVF IVA, and 73,096 shares held by AVF VI LP. Consists of 179 shares held by AEF, 7,127 shares held by AVF III, 9,389 shares held by AVF IV, 5,194 shares held by AVF IVA, and 73,815 shares held by AVF VI. The sole general partner of AVF III is ARCH Venture Partners, LLC ("AVP LLC"), which may be deemed to beneficially own the shares held by AVF III. AVP LLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. The managing directors of AVP LLC are Keith Crandell, Clinton W. Bybee (who is on the Board of Directors of the Issuer), Steven Lazarus and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF III. Messrs. Crandell, Bybee, Lazarus and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. (Continued from Footnote 6) The sole general partner of AVF IV, AVF IVA and AEF is ARCH Venture Partners IV, LLC ("AVP IV LLC"), which may be deemed to beneficially own the shares held by AVF IV, AVF IVA and AEF. AVP IV LLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. The managing directors of AVP IV LLC are Keith Crandell, Clinton W. Bybee, Steven Lazarus and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF IV, AVF IVA, and AEF. Messrs. Crandell, Bybee, Lazarus and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. The sole general partner of AVF VI LP is ARCH Venture Partners VI, L.P. ("AVP VI LP"), which may be deemed to beneficially own the shares held by AVF VI LP. (Continued from Footnote 7) The sole general partner of AVP VI LP is ARCH Venture Partners VI, LLC ("AVP VI LLC"), which may be deemed to beneficially own the shares held by AVF VI LP. AVP VI LP and AVP VI LLC disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein. The managing directors of AVP VI LLC are Keith Crandell, Clinton W. Bybee and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF VI LP. Messrs. Crandell, Bybee and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. Each share of Series A-3 Preferred Stock, Series B-3 Preferred Stock, Series C-3 Preferred Stock, Series D-3 Preferred Stock and Series E-3 Preferred Stock is convertible into common stock at any time, at the election of the holders thereof, on a 26-for-one basis and has no expiration date. Reflects the conversion of preferred stock into common stock. Form 1 of 2 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of AVF III 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of AVP LLC 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of AVF IV 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of AVF IVA 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of AEF 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of AVP IV LLC 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of the general partner of AVF VI LP 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of the general partner of AVP VI LP 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell, Managing Director of AVP VI LLC 2015-11-12 By: /s/ Mark McDonnell, as Attorney-in-Fact for Keith Crandell 2015-11-12