SEC Form 3
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*
VERTEX VENTURE HOLDINGS LTD

(Last) (First) (Middle)
77 SCIENCE PARK DRIVE #02-15 CINTECH III
SINGAPORE SCIENCE PARK

(Street)
U0 118256

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/16/1998
3. Issuer Name and Ticker or Trading Symbol
VERSANT CORP [ VSNT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See remarks below
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
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 100,000 I See footnote(1)
Common Stock 489,767 I See footnote(2)
Common Stock 6,600 I See footnote(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Convertible Secured Subordinated Promissory Note 10/16/1998 10/15/2001 Common Stock 1,880,000 $1.925 I See footnote(4)
1. Name and Address of Reporting Person*
VERTEX VENTURE HOLDINGS LTD

(Last) (First) (Middle)
77 SCIENCE PARK DRIVE #02-15 CINTECH III
SINGAPORE SCIENCE PARK

(Street)
U0 118256

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See remarks below
1. Name and Address of Reporting Person*
VERTEX MANAGEMENT PTE LTD

(Last) (First) (Middle)
77 SCIENCE PARK DRIVE #02-15
CINTECH III

(Street)
U0 118256

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See remarks below
Explanation of Responses:
1. Reflects shares held by Vertex Investment International (I) Inc. (VII1), also included in an amended Form 3 filed with the Securities and Exchange Commission on August 10, 1999 by Vertex Technology Fund Ltd (VTF) and the other entities listed on the attachments thereto (the 1999 Form 3). Vertex Venture Holdings Ltd (VVH), as the majority shareholder of VII1, may be deemed to have the power to vote and dispose of these shares. VVH disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
2. Reflects shares held by Vertex Investment International (III) Inc. (VII3), also included on the 1999 Form 3. VVH, as the majority shareholder of VII3, may be deemed to have the power to vote and dispose of these shares. VVH disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
3. Reflects shares held by Vertex Management Pte Ltd (VM). VVH, as the majority shareholder of Vickers Capital Limited, which is the majority shareholder of VM, may be deemed to have the power to vote and dispose of these shares. VVH disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
4. Reflects convertible secured subordinated promissory note in the principal amount of $3,619,000, which was acquired by VTF as of October 16, 1998 and was reported on the 1999 Form 3. As of that date, the note was immediately convertible into 1,880,000 shares of Common Stock at a conversion ratio of $1.925 per share at the option of VTF and had a maturity date, subject to certain conditions, of October 15, 2001. VVH, as the majority shareholder of VTF, may be deemed to have the power to vote and dispose of these shares. VVH disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
Remarks:
* The Reporting Persons, together with the reporting persons included in the 1999 Form 3 and Vertex Management (II) Pte Ltd (VM2), which filed a Form 3 with the SEC on the date hereof, may be deemed to be members of a group within the meaning of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934. While the Reporting Persons do not concede that such a group has been formed, this filing is being made as if such a group exists to ensure compliance with the Exchange Act.
Vertex Venture Holdings Ltd By: Tan Mui Hong, Director 04/19/2005
** 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).
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