- Statement of Ownership (SC 13G)
April 09 2010 - 4:55PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under the
Securities Exchange Act of 1934
(Name of
Issuer)
Common Stock, $0.0005 par
value
(Title of
Class of Securities)
(CUSIP
Number)
(Date of
Event Which Requires Filing of this Statement)
Check the
following box to designate the rule pursuant to which the Schedule is
filed:
o
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Rule
13d-1(b)
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x
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Rule
13d-1(c)
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Rule
13d-1(d)
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*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).
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
Laminar
Direct Capital, L.L.C.
20-1131815
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
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1
Includes Class A Common Stock warrants exercisable into 176,976 shares and Class
B Common Stock warrants exercisable into 176,976 shares.
2 Based
on 14,898,185 shares of outstanding common stock and including 176,976 shares
from the potential exercise of the Class A Common Stock warrants and 176,976
shares from the potential exercise of the Class B Common Stock warrants, for a
total of 15,252,137 shares outstanding.
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
D. E. Shaw Composite Side Pocket Series 5, L.L.C.
20-8079671
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
o
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
D. E. Shaw & Co., L.L.C.
13-3799946
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
o
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
D. E. Shaw & Co., L.P.
13-3695715
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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(b)
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
o
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
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1
Includes Class A Common Stock warrants exercisable into 176,976 shares and Class
B Common Stock warrants exercisable into 176,976 shares.
2 Based
on 14,898,185 shares of outstanding common stock and including 176,976 shares
from the potential exercise of the Class A Common Stock warrants and 176,976
shares from the potential exercise of the Class B Common Stock warrants, for a
total of 15,252,137 shares
outstanding.
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1.
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Names of Reporting Persons
I.R.S. Identification Nos. of
above persons (entities only)
David E. Shaw
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2.
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Check the Appropriate Box if a
Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
United
States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
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9.
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Aggregate Amount Beneficially
Owned by Each Reporting Person
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10.
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
o
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11.
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Percent of Class Represented by
Amount in Row (9)
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12.
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Type of Reporting Person (See
Instructions)
IN
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1
Includes Class A Common Stock warrants exercisable into 176,976 shares and Class
B Common Stock warrants exercisable into 176,976 shares.
2 Based
on 14,898,185 shares of outstanding common stock and including 176,976 shares
from the potential exercise of the Class A Common Stock warrants and 176,976
shares from the potential exercise of the Class B Common Stock warrants, for a
total of 15,252,137 shares outstanding.
Item 1.
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(a)
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Name of Issuer:
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(b)
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Address of Issuer's Principal
Executive Offices:
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894
Ross Drive
Sunnyvale,
CA
94089
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Item 2.
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(a)
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Name of Person Filing:
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Laminar
Direct Capital, L.L.C.
D. E. Shaw Composite Side Pocket Series 5, L.L.C.
D. E. Shaw & Co., L.L.C.
D. E. Shaw & Co., L.P.
David E. Shaw
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(b)
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Address of Principal Business
Office or, if none, Residence:
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The
business address for each reporting person is:
120
West Forty-Fifth Street
39
th
Floor
New
York, NY 10036
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(c)
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Citizenship:
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Laminar
Direct Capital, L.L.C. is a limited liability company organized under the
laws of the state of Delaware.
D. E. Shaw Composite Side Pocket Series 5, L.L.C. is a limited liability
company organized under the laws of the state of Delaware.
D. E. Shaw & Co., L.L.C. is a limited liability company organized under
the laws of the state of Delaware.
D. E. Shaw & Co., L.P. is a limited partnership organized under the laws
of the state of Delaware.
David E. Shaw is a citizen of the United States of
America.
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(d)
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Title of Class of Securities:
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Common
Stock, $0.0005 par
value
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(e)
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CUSIP Number:
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Item 3.
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If this statement is filed
pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person
filing is a:
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Not
Applicable
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Item 4.
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Ownership
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(a)
Amount beneficially owned:
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Laminar
Direct Capital, L.L.C.:
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813,436
shares
This
is composed of (i) 459,484 shares in the name of Laminar Direct Capital,
L.L.C., (ii) 176,976 shares that Laminar Direct Capital, L.L.C. has the
right to acquire upon exercise of Class A Common Stock warrants, and (iii)
176,976 shares that Laminar Direct Capital, L.L.C. has the right to
acquire upon exercise of Class B Common Stock
warrants.
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D. E. Shaw Composite Side Pocket Series 5, L.L.C.
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952,018
shares
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D. E. Shaw & Co., L.L.C.:
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952,018
shares
This
is composed of 952,018 shares in the name of D. E. Shaw
Composite Side Pocket Series 5,
L.L.C.
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D. E. Shaw & Co., L.P.:
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1,765,454
shares
This
is composed of (i) 459,484 shares in the name of Laminar Direct Capital,
L.L.C., (ii) 176,976 shares that Laminar Direct Capital, L.L.C. has the
right to acquire upon exercise of Class A Common Stock warrants, (iii)
176,976 shares that Laminar Direct Capital, L.L.C. has the right to
acquire upon exercise of Class B Common Stock warrants, and (iv) 952,018
shares in the name of D. E. Shaw Composite Side Pocket Series 5,
L.L.C.
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David E. Shaw:
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1,765,454
shares
This
is composed of (i) 459,484 shares in the name of Laminar Direct Capital,
L.L.C., (ii) 176,976 shares that Laminar Direct Capital, L.L.C. has the
right to acquire upon exercise of Class A Common Stock warrants, (iii)
176,976 shares that Laminar Direct Capital, L.L.C. has the right to
acquire upon exercise of Class B Common Stock warrants, and (iv) 952,018
shares in the name of D. E. Shaw Composite Side Pocket Series 5,
L.L.C.
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(b)
Percent of class:
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Laminar
Direct Capital, L.L.C.:
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5.3%
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D. E. Shaw Composite Side Pocket Series 5, L.L.C.
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6.4%
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D. E. Shaw & Co., L.L.C.:
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D. E. Shaw & Co., L.P.:
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David E. Shaw:
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(c)
Number of shares to which the person has:
(i) Sole
power to vote or to direct the vote:
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Laminar
Direct Capital, L.L.C.:
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-0-
shares
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D. E. Shaw Composite Side Pocket Series 5, L.L.C.
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-0-
shares
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D. E. Shaw & Co., L.L.C.:
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-0-
shares
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D. E. Shaw & Co., L.P.:
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-0-
shares
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David E. Shaw:
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-0-
shares
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(ii) Shared
power to vote or to direct the vote:
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Laminar
Direct Capital, L.L.C.:
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D. E. Shaw Composite Side Pocket Series 5, L.L.C.
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952,018 shares
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D. E. Shaw & Co., L.L.C.:
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D. E. Shaw & Co., L.P.:
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David E. Shaw:
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(iii) Sole
power to dispose or to direct the disposition of:
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Laminar
Direct Capital, L.L.C.:
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D. E. Shaw Composite Side Pocket Series 5, L.L.C.
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-0-
shares
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D. E. Shaw & Co., L.L.C.:
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-0-
shares
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D. E. Shaw & Co., L.P.:
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-0-
shares
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David E. Shaw:
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-0-
shares
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(iv) Shared
power to dispose or to direct the disposition of:
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Laminar
Direct Capital, L.L.C.:
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D. E. Shaw Composite Side Pocket Series 5, L.L.C.
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D. E. Shaw & Co., L.L.C.:
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D. E. Shaw & Co., L.P.:
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David E. Shaw:
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David E. Shaw
does not own any shares directly. By virtue of David E. Shaw’s
position as President and sole shareholder of D. E. Shaw & Co.,
Inc., which is the general partner of D. E. Shaw & Co., L.P., which in turn
is the managing member and investment adviser of Laminar Direct Capital, L.L.C.
and the investment adviser of D. E. Shaw Composite Side Pocket Series 5, L.L.C.,
and by virtue of David E. Shaw’s position as President and sole
shareholder of D. E. Shaw & Co. II, Inc., which is the managing
member of D. E. Shaw & Co., L.L.C., which in turn is the manager of D. E. Shaw
Composite Side Pocket Series 5, L.L.C., David E. Shaw may be deemed to have
the shared power to vote or direct the vote of, and the shared power to dispose
or direct the disposition of, the 1,765,454 shares as described above
constituting 11.6% of the outstanding shares and, therefore, David E. Shaw may
be deemed to be the beneficial owner of such shares. David E. Shaw
disclaims beneficial ownership of such 1,765,454 shares.
Item 5.
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Ownership of Five Percent or
Less of a Class
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Item 6.
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Ownership of More than Five
Percent on Behalf of Another Person
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Not
Applicable
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Item 7.
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Identification and
Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control Person
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Not
Applicable
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Item 8.
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Identification and
Classification of Members of the Group
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Not
Applicable
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Item 9.
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Notice of Dissolution of Group
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Not
Applicable
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Item 10.
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Certification
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By
signing below, each of Laminar Direct Capital, L.L.C., D. E. Shaw
Composite Side Pocket Series 5, L.L.C., D. E. Shaw & Co., L.L.C.,
D. E. Shaw & Co., L.P., and David E. Shaw certify that, to
the best of such reporting person’s knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with
or as a participant in any transaction having such purposes or
effect.
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SIGNATURE
After
reasonable inquiry and to the best of their knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete, and correct. Powers of Attorney, dated October 24, 2007,
granted by David E. Shaw in favor of Rochelle Elias, are attached
hereto.
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Laminar
Direct Capital,
L.L.C.
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By:
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/s/
Rochelle
Elias
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D. E. Shaw Composite Side Pocket Series 5,
L.L.C.
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By:
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/s/
Rochelle
Elias
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Rochelle
Elias
Authorized
Signatory
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By:
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/s/
Rochelle
Elias
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Rochelle
Elias
Chief
Compliance
Officer
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David E. Shaw
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By:
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/s/
Rochelle
Elias
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Rochelle
Elias
Attorney-in-Fact
for David E. Shaw
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