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) 08/11/2010 |
3. Issuer Name and Ticker or Trading Symbol
REALPAGE INC [ RP ] |
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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 | 3,142,730 | I | By Apax Excelsior VI, L.P.(1) |
Common Stock | 256,713 | I | By Apax Excelsior VI-A C.V.(1) |
Common Stock | 171,019 | I | By Apax Excelsior VI-B C.V.(1) |
Common Stock | 107,392 | I | By Patricof Private Investment Club III, L.P.(1) |
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 | ||||
Series A Convertible Preferred Stock | (2) | (2) | Common Stock | 8,707,705(3) | (2) | I | By Apax Excelsior VI, L.P.(1) |
Series A Convertible Preferred Stock | (2) | (2) | Common Stock | 711,290(4) | (2) | I | By Apax Excelsior VI-A C.V.(1) |
Series A Convertible Preferred Stock | (2) | (2) | Common Stock | 473,853(5) | (2) | I | By Apax Excelsior VI-B C.V.(1) |
Series A Convertible Preferred Stock | (2) | (2) | Common Stock | 297,559(6) | (2) | I | By Patricof Private Investment Club III, L.P.(1) |
Series C Convertible Preferred Stock | (7) | (7) | Common Stock | 949,444 | (7) | I | By Apax Excelsior VI, L.P.(1) |
Series C Convertible Preferred Stock | (7) | (7) | Common Stock | 77,555 | (7) | I | By Apax Excelsior VI-A C.V.(1) |
Series C Convertible Preferred Stock | (7) | (7) | Common Stock | 51,666 | (7) | I | By Apax Excelsior VI-B C.V.(1) |
Series C Convertible Preferred Stock | (7) | (7) | Common Stock | 32,445 | (7) | I | By Patricof Private Investment Club III, L.P.(1) |
Explanation of Responses: |
1. The reporting person is the sole director of Apax Managers, Inc., which is the general partner of the partnership that is the general partner of the partnership that directly owns the reported securities. The reporting person disclaims beneficial ownership of the securities reported except to the extent of his pecuniary interest, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose. |
2. The Series A Convertible Preferred Stock is convertible into Common Stock on a one-for-one basis at any time and has no expiration date. The Series A Convertible Preferred Stock and 62.5% of the accrued and unpaid dividends on such shares will automatically convert into Common Stock upon consummation of the Issuer's initial public offering. |
3. Includes 162,705 shares that will be issued at the time of conversion of the Series A Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010. |
4. Includes 13,290 shares that will be issued at the time of conversion of the Series A Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010. |
5. Includes 8,853 shares that will be issued at the time of conversion of the Series A Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010. |
6. Includes 5,559 shares that will be issued at the time of conversion of the Series A Convertible Preferred Stock in payment of 62.5% of the dividends on such shares accrued and unpaid as of that date, assuming an initial public offering closing date of August 17, 2010. |
7. The Series C Convertible Preferred Stock is convertible into Common Stock on a one-for-one basis at any time and has no expiration date. The Series C Convertible Preferred Stock will automatically convert into Common Stock upon consummation of the Issuer's initial public offering. |
Remarks: |
The anticipated effective date of Issuer's initial public offering is August 11, 2010. Jason A. Wright has served on the Issuer's board of directors pursuant to the reporting person's affiliates' contractual right to designate a director and is expected to continue to serve until his successor is appointed and qualified or until his earlier removal or resignation in accordance with the Issuer's certificate of incorporation and bylaws. Jason A. Wright is a partner of an affiliate of the reporting person. |
/s/ John F. Megrue | 08/11/2010 | |
** 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. |