FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BRIGHTPOINT INC [ CELL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/01/2009 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, $0.01 Par Value | 10/01/2009 | S | 3,000,000 | D | $5.1667(1) | 10,500,000 | I | See Remarks |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. The total purchase price was $15,500,000. |
Remarks: |
NC Telecom Holding A/S (formerly known as Dangaard Holding A/S) directly holds the shares of Brightpoint common stock reported on this Form 4. Nordic Capital VI Limited exercises investment discretion and control over the shares directly held by NC Telecom Holding. Nordic Capital VI Limited is the sole general partner of certain limited partnerships that hold approximately 98% of the outstanding shares of Nordic Wholesale Services Limited ("NWS Limited"). These limited partnerships are Nordic Capital VI Alpha, L.P., which owns approximately 45.1% of the outstanding shares of NWS Limited, and Nordic Capital VI Beta, L.P., which owns approximately 52.9 percent of the outstanding shares of NWS Limited. NWS Limited in turn owns 100% of the outstanding shares of Nordic Wholesale Services S.a.r.l. ("NWS S.a.r.l."). NWS S.a.r.l. in turn owns 50% of the outstanding shares of NC Telecom Holding. Partner Escrow Holding A/S ("PEH") also owns 50% of the outstanding shares of NC Telecom Holding. However, PEH can not take any action with respect to the voting or disposition of the Brightpoint shares without the consent of NWS S.a.r.l. Nordic Capital VI Limited is managed by a five-person board, and all board action relating to the voting or disposition of these shares requires approval of the board. Nordic Capital VI Limited disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. |
/s/ Lynda Elliott, Director | 10/05/2009 | |
** 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 4 (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. |