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 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) 04/25/2006 |
3. Issuer Name and Ticker or Trading Symbol
Lawson Holdings, Inc. [ LWSN ] |
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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 | 617,500(1)(2) | I | See Footnote(3) |
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)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. The filing of this Form 3 shall not be construed as an admission that Dr. Romesh Wadhwani, the Managing Partner of Symphony Technology Group II, LLC ("Symphony GP"), or any of the Symphony Parties (as defined below) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the shares of common stock, par value $0.01 per share (the "Common Stock"), of Lawson Holdings, Inc. ("Lawson"), owned by Symphony Tecchnology II-A, L.P. ("Symphony" and, together with Symphony GP, the "Symphony Parties"). |
2. Pursuant to Rule 16a-1, each of Dr. Wadhwani and the Symphony Parties disclaims beneficial ownership except to the extent of their respective pecuniary interests. |
3. Symphony GP controls the voting and disposition of 617,500 shares of common stock of Lawson Software, Inc. through the account of Symphony, of which Symphony GP is the sole general partner. Symphony GP is the sole general partner of Symphony and makes all investment decisions on behalf of Symphony. Dr. Romesh Wadhwani is the Managing Director of Symphony GP and either has sole authority and discretion to manage and conduct the affairs of Symphony GP or has veto power over the management and conduct of Symphony GP. By reason of these relationships, Dr. Wadhwani may be deemed to share the powers of voting and disposition of 617,500 shares of the Common Stock described herein. Each of the reporting persons described above disclaim beneficial ownership of the reported securities, except to the extent of their pecuniary interest therein. |
Remarks: |
Exhibit 24 Power of Attorney |
/s/ William Chisholm, Managing Member of Symphony Technology II GP, LLC | 04/27/2006 | |
/s/ William Chisholm, Managing Member of Symphony Technology II GP, LLC, which is the General Partner of Symphony Technology II-A, L.P. | 04/27/2006 | |
/s/ William Chisholm, for Romesh Wadhwani as attorney-in-fact | 04/27/2006 | |
** 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. |