0001209191-12-043669.txt : 20120829 0001209191-12-043669.hdr.sgml : 20120829 20120829194543 ACCESSION NUMBER: 0001209191-12-043669 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120827 FILED AS OF DATE: 20120829 DATE AS OF CHANGE: 20120829 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MITSUI & CO USA INC CENTRAL INDEX KEY: 0001283674 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35155 FILM NUMBER: 121064301 MAIL ADDRESS: STREET 1: 200 PARK AVE STREET 2: STE 600 CITY: NEW YORK STATE: NY ZIP: 10166-0130 FORMER NAME: FORMER CONFORMED NAME: MITUSI CO USA INC DATE OF NAME CHANGE: 20040315 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BOINGO WIRELESS INC CENTRAL INDEX KEY: 0001169988 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 10960 WILSHIRE BLVD., SUITE 800 CITY: LOS ANGELES STATE: CA ZIP: 90024 BUSINESS PHONE: 310-586-5180 MAIL ADDRESS: STREET 1: 10960 WILSHIRE BLVD., SUITE 800 CITY: LOS ANGELES STATE: CA ZIP: 90024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MITSUI & CO LTD CENTRAL INDEX KEY: 0000067099 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS) [5172] FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35155 FILM NUMBER: 121064302 BUSINESS ADDRESS: STREET 1: 2-1 OTEMACHI 1 CHOME STREET 2: CHIYODA-KU CITY: TOKYO STATE: M0 ZIP: 100-0004 BUSINESS PHONE: 81-3-3285-7910 MAIL ADDRESS: STREET 1: 2-1 OTEMACHI 1 CHOME STREET 2: CHIYODA-KU CITY: TOKYO STATE: M0 ZIP: 100-0004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Corporate Development Fund of Mitsui & Co., Ltd. CENTRAL INDEX KEY: 0001519555 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35155 FILM NUMBER: 121064300 BUSINESS ADDRESS: STREET 1: 200 PARK AVE. CITY: NEW YORK STATE: NY ZIP: 10166 BUSINESS PHONE: 858-436-8000 MAIL ADDRESS: STREET 1: 200 PARK AVE. CITY: NEW YORK STATE: NY ZIP: 10166 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mitsui & Co. Principal Investments Ltd. CENTRAL INDEX KEY: 0001541934 STATE OF INCORPORATION: M0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35155 FILM NUMBER: 121064299 BUSINESS ADDRESS: STREET 1: NIHON KEIZAI SHIMBUN, TOKYO HEADQUARTERS STREET 2: 8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU CITY: TOKYO STATE: M0 ZIP: 100-0004 BUSINESS PHONE: 81-03-3285-3260 MAIL ADDRESS: STREET 1: NIHON KEIZAI SHIMBUN, TOKYO HEADQUARTERS STREET 2: 8TH FLOOR, 1-3-7 OTEMACHI, CHIYODA-KU CITY: TOKYO STATE: M0 ZIP: 100-0004 FORMER NAME: FORMER CONFORMED NAME: Mitsui & Co. Principal Investmenst Ltd. DATE OF NAME CHANGE: 20120209 4 1 c29803_4x0.xml MAIN DOCUMENT DESCRIPTION X0306 4 2012-08-27 0001169988 BOINGO WIRELESS INC WIFI 0000067099 MITSUI & CO LTD 2-1, OHTEMACHI 1-CHOME CHIYODA-KU TOKYO M0 100-0004 JAPAN 0 0 1 0 0001283674 MITSUI & CO USA INC 200 PARK AVE NEW YORK NY 10166 0 0 1 0 0001519555 Corporate Development Fund of Mitsui & Co., Ltd. NIHON KEIZAI SHIMBUN, THB 8TH FLOOR 1-3-7 OTEMACHI TOKYO M0 100-0004 JAPAN 0 0 1 0 0001541934 Mitsui & Co. Principal Investments Ltd. NIHON KEIZAI SHIMBUN, THB 8TH FLOOR 1-3-7 OTEMACHI CHIYODA-KU TOKYO M0 100-0004 JAPAN 0 0 1 0 Common Stock 2012-08-27 4 S 0 8100 7.4319 D 2927509 I Mitsui & Co. (U.S.A.), Inc. Common Stock 2012-08-28 4 S 0 4558 7.3134 D 2922951 I Mitsui & Co. (U.S.A.), Inc. Common Stock 2012-08-29 4 S 0 5500 7.2400 D 2917451 I Mitsui & Co. (U.S.A.), Inc. Common Stock 2324816 I Corporate Development Fund of Mitsui & Co., Ltd. The prices reported in Column 4 are weighted average prices. The shares were sold in multiple transactions at prices ranging from $7.40 to $7.51, inclusive. The reporting person undertakes to provide to Boingo Wireless, Inc., any security holder of Boingo Wireless, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. The prices reported in Column 4 are weighted average prices. The shares were sold in multiple transactions at prices ranging from $7.29 to $7.40, inclusive. The reporting person undertakes to provide to Boingo Wireless, Inc., any security holder of Boingo Wireless, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4. The prices reported in Column 4 are weighted average prices. The shares were sold in multiple transactions at prices ranging from $7.16 to $7.36, inclusive. The reporting person undertakes to provide to Boingo Wireless, Inc., any security holder of Boingo Wireless, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4. Mitsui & Co., Ltd. is the direct 100% owner of Mitsui & Co. (U.S.A.), Inc. Corporate Development Fund of Mitsui & Co., Ltd. is 99% directly owned by Mitsui & Co., Ltd. and 1% directly owned by Mitsui & Co. Principal Investments Ltd., who has managing authority over Corporate Development Fund of Mitsui & Co., Ltd. Accordingly, Mitsui & Co. Principal Investments Ltd. and Mitsui & Co., Ltd. may be deemed to be the beneficial owners of the shares of Common Stock held by Mitsui & Co. (U.S.A.), Inc. and Corporate Development Fund of Mitsui & Co. (continued to footnote 5) (continued from footnote 4) but each disclaims beneficial ownership of such securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities, except to the extent of its pecuniary interests therein. Mitsui & Co. (U.S.A.), Inc. and Corporate Development Fund of Mitsui & Co., Ltd may be deemed to beneficially own the securities held by each other but disclaim beneficial ownership of such securities and this report shall not be deemed an admission that either of them is the beneficial owner of such securities, except to the extent of their pecuniary interests therein. /s/ Adam Walczak as Attorney-in-fact for Mitsui & Co., Ltd. 2012-08-29 /s/ Adam Walczak as Attorney-in-fact for Mitsui & Co. (U.S.A.), Inc. 2012-08-29 /s/ Adam Walczak as Attorney-in-fact for Corporate Development Fund of Mitsui & Co., Ltd. 2012-08-29 /s/ Adam Walczak as Attorney-in-fact for Mitsui & Co. Principal Investments Ltd. 2012-08-29