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 | ||||
Stock Option (right to buy) | Â (1) | 11/14/2015 | Class A Common Stock | 150,000 | $ 4.25 | D | Â |
Warrant (right to buy) | Â (2) | 12/12/2012 | Class A Common Stock | 3,000,000 | $ 0.01 | I | By Eagle River Investments, LLC (3) (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MCCAW CRAIG EAGLE RIVER INC 2300 CARILLON POINT KIRKLAND, WA 98033 |
 X |  X |  |  |
John L. Flynn, attorney-in-fact | 07/13/2006 | |
**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) | Option vests in four equal annual installments beginning with the vesting commencement date of November 14, 2005 (subject to accelerated vesting in certain circumstances). |
(2) | Fully vested. |
(3) | The Reporting Person is the sole manager and beneficial member of Eagle River Investments, LLC ("ERI"). Accordingly, the Reporting Person may be deemed to share the power to vote or to direct the vote of and dispose or direct the disposition of Company securities beneficially owned by ERI. |
(4) | The Reporting Person disclaims any beneficial ownership of Company securities directly owned by ERI, except to the extent of any pecuniary interest as a result of the relationship described in footnote 3 above. |
(5) | Mr. McCaw is the sole owner of Eagle River, Inc. |