| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
06/22/2004 |
3. Issuer Name and Ticker or Trading Symbol
YDI WIRELESS INC [ YDIW ] |
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| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, par value $0.01 per share | 5,353,333 ( 1 ) | I ( 2 ) ( 3 ) ( 4 ) ( 5 ) | See Footnotes. ( 2 ) ( 3 ) ( 4 ) ( 5 ) |
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
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| 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: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The reporting person is a member of a Section 13(d) group that owns more than 10% of the issuer's outstanding common stock. |
| 2. These shares are owned directly by the following entities: (i) 1,226,544 shares held by Mobius Technology Ventures VI, L.P. ("MTV"); (ii) 47,784 shares held by Mobius Technology Ventures Advisors Fund VI, L.P. ("MTAF"); (iii) 50,160 shares held by Mobius Technology Ventures Side Fund VI, L.P. ("MTSF"); (iv) 1,315,512 shares held by SOFTBANK US Ventures VI, L.P. ("SUSV"); (v) 2,596,550 shares held by SOFTBANK Technology Ventures V, L.P. ("STV"); (vi) 70,114 shares held by SOFTBANK Technology Advisors Fund V, L.P. ("STAF"); and (vii) 46,669 shares held by SOFTBANK Technology Entrepeneurs Fund V, L.P. ("STEF"). |
| 3. Mobius VI LLC ("Mobius"), as general partner of MTV, MTAF, MTSF and SUSV (the "Mobius VI Funds"), has an indirect interest in 2,640,000 of these shares. Mobius disclaims beneficial ownership with respect to all shares held of record by the Mobius VI Funds and the SBTV V Funds (as defined below), except, or as applicable, to the extent of its pecuniary interest therein. SBTV V LLC ("SBTV"), as general partner of STV, STAF and STEF (the "SBTV V Funds"), has an indirect interest in 2,713,333 of these shares. SBTV disclaims beneficial ownership with respect to all shares held of record by the SBTV VI Funds and the Mobius VI Funds, except, or as applicable, to the extent of its pecuniary interest therein. |
| 4. Gary E. Rieschel ("GER"), Bradley A. Feld ("BAF"), D. Rex Golding ("DRG"), and Jo Ann Heidi Roizen ("JR") are managing members of (i) Mobius, the general partner of each of the Mobius VI Funds, and (ii) SBTV, the general partner of each of the SBTV V Funds. GER, BAF, DRG, and JR disclaim beneficial ownership with respect to all of the 5,353,333 shares held of record by the Mobius VI Funds and the SBTV V Funds except, or as applicable, to the extent of their pecuniary interests in the Mobius VI Funds and the SBTV V Funds. GER is a director if the issuer and has filed a seperate Form 3 with respect to his interests in the issuer. |
| 5. Greg P. Galanos ("GPG") and Greg R. Prow ("GRP") are managing members of Mobius, the general partner of each of the Mobius VI Funds. GPG and GRP disclaim beneficial ownership with respect to all of the 2,640,000 shares held of record by the Mobius VI Funds except, or as applicable, to the extent of their pecuniary interests in the Mobius VI Funds. GPG anf GRP disclaim all beneficial ownership and pecuniary interest with respect to the 2,713,333 shares held of record by the SBTV V Funds. |
| Remarks: |
| 2 of 3 *** Power of attorney granted pursuant to general authorization letters filed with the Commission via certified mail dated March 16, 2001. |
| Greg R. Prow, Attorney-in-fact/authorized signatory for SEC Filings*** | 07/02/2004 | |
| Greg R. Prow, Attorney-in-fact/authorized signatory for SEC Filings*** | 07/02/2004 | |
| Greg R. Prow, Attorney-in-fact/authorized signatory for SEC Filings*** | 07/02/2004 | |
| Greg R. Prow, Attorney-in-fact/authorized signatory for SEC Filings*** | 07/02/2004 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||