UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A-3 Preferred Stock | Â (1) | Â (2) | Common Stock | 500,000 (3) | $ (3) | D (4) | Â |
Series B-3 Preferred Stock | Â (1) | Â (2) | Common Stock | 632,911 (3) | $ (3) | D (4) | Â |
Series C-3 Preferred Stock | Â (1) | Â (2) | Common Stock | 1,664,528 (3) | $ (3) | D (4) | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
VANGUARD V L P 1330 POST OAK BLVD. SUITE 1550 HOUSTON, TX 77056 |
 |  X |  |  |
VANGUARD V VENTURE PARTNERS LLC 1330 POST OAK BLVD. SUITE 1550 HOUSTON, TX 77056 |
 |  X |  |  |
/s/ Robert D. Ulrich, Member of Vanguard V Venture Partners, LLC | 06/13/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Immediately. |
(2) | Not applicable. |
(3) | Pursuant to a 1-for-4 reverse stock split of the issuer's Common Stock effectuated on May 4, 2005, each share of Series A-3, B-3 and C-3 Preferred Stock will automatically convert into 0.25 shares of Common Stock immediately prior to the closing of the issuer's initial public offering to occur on or around June 17, 2005. |
(4) | The reported securities are owned directly by Vanguard V, L.P., and indirectly by Vanguard V Venture Partners, LLC, as general partner of Vanguard V, L.P. Vanguard V Venture Partners, LLC disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. |