X0203 3/A 2010-03-30 2010-03-30 0 0001167294 MERU NETWORKS INC MERU 0001488239 D. E. Shaw Composite Side Pocket Series 5, L.L.C. 120 WEST FORTY-FIFTH STREET, 39TH FLOOR NEW YORK NY 10036 0 0 1 1 See Footnotes 1, 2, and 3. 0001427640 Laminar Direct Capital, L.L.C. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 0 0 1 1 See Footnotes 1, 2, and 3. 0001009268 D. E. SHAW & CO, L.P. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 0 0 1 1 See Footnotes 1, 2, and 3. 0001277502 D. E. SHAW & CO, L.L.C. 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 0 0 1 1 See Footnotes 1, 2, and 3. 0001023870 SHAW DAVID E 120 WEST FORTY-FIFTH STREET 39TH FLOOR NEW YORK NY 10036 0 0 1 1 See Footnotes 1, 2, and 3. Class A Common Stock Warrant 9.7818 2009-03-12 2014-03-12 $0.0005 Par Value Common Stock 176976 D Class B Common Stock Warrant 11.7382 2009-03-12 2014-03-12 $0.0005 Par Value Common Stock 176976 D Series D Convertible Preferred Stock $0.0005 Par Value Common Stock 8351754 D Series E Convertible Preferred Stock $0.0005 Par Value Common Stock 4601404 D Preferred Stock Warrant 0.7023 Series E Convertible Preferred Stock 876262 D The Class A Common Stock Warrants, Class B Common Stock Warrants, Series E Convertible Preferred Stock, and Preferred Stock Warrants of the Issuer to which this form relates are held directly by Laminar Direct Capital, L.L.C. ("LDC"). The Series D Convertible Preferred Stock of the Issuer to which this form relates are held directly by D. E. Shaw Composite Side Pocket 5, L.L.C. ("Composite"). D. E. Shaw & Co., L.P. ("DESCO LP"), as investment adviser to Composite and investment adviser and managing member of LDC; D. E. Shaw & Co., L.L.C. ("DESCO LLC"), as manager of Composite; and Mr. David E. Shaw ("David E. Shaw") (as president and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of DESCO LP, and as president and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of DESCO LLC) may be deemed to be the beneficial owners of all, or certain of, the securities reported in this Form 3 for the purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934. (Cont'd in FN 4) In accordance with instruction 5(b)(iv), the entire number of shares of Common Stock of the Issuer that may be deemed to be beneficially owned by DESCO LP or DESCO LLC is reported herein. Each of DESCO LP, DESCO LLC, and David E. Shaw disclaims any beneficial ownership of any security listed in this Form 3, except to the extent of any pecuniary interest therein. Immediately. N/A Each outstanding share of the Issuer's Series D Convertible Preferred Stock will automatically convert into approximately 0.11399 shares of the Issuer's Common Stock upon the closing of the initial public offering of the Issuer's Common Stock. Each outstanding share of the Issuer's Series E Convertible Preferred Stock will automatically convert into approximately 0.08974 shares of the Issuer's Common Stock upon the closing of the initial public offering of the Issuer's Common Stock. The Preferred Stock Warrants will expire upon the closing of the initial public offering of the Issuer's Common Stock. To the extent the warrants are exercised prior to such time, each outstanding share of the Issuer's Series E Convertible Preferred Stock will automatically convert into approximately 0.08974 shares of the Issuer's Common Stock upon the closing of the initial public offering of the Issuer's Common Stock. This Form 3A is being filed to restate the securities of the Issuer beneficially owned by the reporting persons and discloses all such securities beneficially owned by the reporting persons as of March 30, 2010. The original Form 3 reported the reporting persons' post-closing beneficial ownership. D. E. Shaw Composite Side Pocket Series 5, L.L.C. By: /s/Rochelle Elias, Authorized Signatory 2010-04-01 Laminar Direct Capital, L.L.C. By: /s/Rochelle Elias, Authorized Signatory 2010-04-01 D. E. Shaw & Co., L.P. By: /s/Rochelle Elias, Chief Compliance Officer 2010-04-01 D. E. Shaw & Co., L.L.C. By: /s/Rochelle Elias, Authorized Signatory 2010-04-01 David E. Shaw By: /s/Rochelle Elias, Attorney-in-Fact for David E. Shaw 2010-04-01