0001140361-15-016300.txt : 20150423 0001140361-15-016300.hdr.sgml : 20150423 20150423203519 ACCESSION NUMBER: 0001140361-15-016300 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150423 FILED AS OF DATE: 20150423 DATE AS OF CHANGE: 20150423 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apigee Corp CENTRAL INDEX KEY: 0001324772 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 201367539 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10 SOUTH ALMADEN BLVD. STREET 2: 16TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 BUSINESS PHONE: 408-343-7300 MAIL ADDRESS: STREET 1: 10 SOUTH ALMADEN BLVD. STREET 2: 16TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 FORMER COMPANY: FORMER CONFORMED NAME: Sonoa Systems Inc DATE OF NAME CHANGE: 20050425 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Third Point LLC CENTRAL INDEX KEY: 0001040273 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789736 BUSINESS ADDRESS: STREET 1: 390 PARK AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122247400 MAIL ADDRESS: STREET 1: 390 PARK AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: THIRD POINT MANAGEMENT CO LLC DATE OF NAME CHANGE: 19970602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Loeb Daniel S CENTRAL INDEX KEY: 0001300345 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789737 MAIL ADDRESS: STREET 1: THIRD POINT LLC STREET 2: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 3 1 doc1.xml FORM 3 X0206 3 2015-04-23 0 0001324772 Apigee Corp APIC 0001300345 Loeb Daniel S 390 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001040273 Third Point LLC 390 PARK AVENUE NEW YORK NY 10022 1 0 0 0 Series C Convertible Preferred Stock Common Stock 1596856 I See footnote Series D Convertible Preferred Stock Common Stock 319211 I See footnote Series E Convertible Preferred Stock Common Stock 292276 I See footnote Series F Convertible Preferred Stock Common Stock 266893 I See footnote Series G Convertible Preferred Stock Common Stock 264562 I See footnote Series H Convertible Preferred Stock Common Stock 122291 I See footnote The Series C, D, E, F and G Convertible Preferred Stock may be converted into common stock of the issuer at any time at the election of the holder thereof and shall automatically convert into common stock if the Issuer on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of common stock and have no expiration date. The securities disclosed in this Form 3 are owned by certain funds (the "Funds") managed by Third Point LLC ("Third Point"). Daniel S. Loeb is the Chief Executive Officer of Third Point. By reason of the provisions of Rule 16a-1 under the Securities Exchange Act of 1934, as amended, Third Point and Mr. Loeb may be deemed to be the beneficial owners of the securities beneficially owned by the Funds. Third Point and Mr. Loeb hereby disclaim beneficial ownership of all such securities, except to the extent of any indirect pecuniary interest therein. The Series H Convertible Preferred Stock shall automatically convert into common stock of the Issuer on a 1:1.037 basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. List of Exhibits: Exhibit 99.1 - Joint Filer Information; Exhibit 99.2 - Power of Attorney /s/ William Song, as Attorney-in-Fact for Daniel S. Loeb 2015-04-23 /s/ William Song, as Attorney-in-Fact for Daniel S. Loeb, Chief Executive Officer of Third Point LLC 2015-04-23 EX-99.1 2 l14319362a.htm JOINT FILER INFORMATION
Attachment to Form 3
FORM 3 JOINT FILER INFORMATION
Name and Address:
Third Point LLC
 
390 Park Avenue
 
New York, NY 10022
 
Date of Event Requiring Statement:04/23/15
    
Issuer and Ticker Symbol:
Apigee Corporation [APIC]
Relationship to Issuer:
Director
Designated Filer:
 
Daniel S. Loeb
 
TABLE I INFORMATION
 
    
None.
 
    
TABLE II INFORMATION
 
    
Title of Derivative Security:
Series C Convertible Preferred Stock
Amount of Securities Beneficially Owned
1,596,856
Ownership Form:
I
  
Nature of Indirect Beneficial Ownership:
 
See Footnote (2) in the Form 3
 
Title of Derivative Security:
Series D Convertible Preferred Stock
Amount of Securities Beneficially Owned
319,211
Ownership Form:
I
  
Nature of Indirect Beneficial Ownership:
 
See Footnote (2) in the Form 3
 
Title of Derivative Security:
Series E Convertible Preferred Stock
Amount of Securities Beneficially Owned
292,276
Ownership Form:
I
  
Nature of Indirect Beneficial Ownership:
 
See Footnote (2) in the Form 3
 
Title of Derivative Security:
Series F Convertible Preferred Stock
Amount of Securities Beneficially Owned
266,893
Ownership Form:
I
  
Nature of Indirect Beneficial Ownership:
 
See Footnote (2) in the Form 3
 
Title of Derivative Security:
Series G Convertible Preferred Stock
Amount of Securities Beneficially Owned
264,562
Ownership Form:
I
  
Nature of Indirect Beneficial Ownership:
 
See Footnote (2) in the Form 3
 
Title of Derivative Security:
Series H Convertible Preferred Stock
Amount of Securities Beneficially Owned
122,291
  
 
Ownership Form:
I
  
Nature of Indirect Beneficial Ownership:
 
See Footnote (2) in the Form 3
 
Signature
 
THIRD POINT LLC
 
 
By:
 
DANIEL S. LOEB, Chief Executive Officer
 
 
By:
/s/ William Song                       
   
Name:
William Song
   
Title:
 
Attorney-in-Fact
 
EX-99.2 3 l14319362b.htm POWER OF ATTORNEY
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS THAT the undersigned hereby constitute and appoint William Song and Joshua L. Targoff and each of them severally, as the true and lawful attorneys and agents of each of the undersigned, with power to act with or without the others and with full power of substitution and resubstitution, to execute in the name, place and stead of each of the undersigned any statement or report, including any amendment to any statement or report, required to be filed with respect to the undersigned (whether such filing includes one or more or all of the undersigned) under Section 13 or Section 16 of the United States Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements thereunder, including any forms or statements required to be submitted in connection with any electronic filing, or any statement or report, including any amendment to any statement or report, required to be filed with respect to any of the undersigned under any comparable laws, rules, regulations and requirements of any foreign jurisdiction, and to file any of the same with the Securities and Exchange Commission and any other appropriate U.S. and foreign regulatory authorities, said attorneys and agents having full power and authority to do and perform in the name and on behalf of any of the undersigned every act necessary to be done in the premises as fully and as effectually as the undersigned might or could do in person; and each of the undersigned hereby ratifies and confirms all that said attorneys and agents shall do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has subscribed these presents as of April 23, 2015.
     
     
 
/s/ Daniel S. Loeb                    
 
Daniel S. Loeb
 
 
THIRD POINT LLC
 
     
 
By:
/s/ Daniel S. Loeb                   
 
Name:
Daniel S. Loeb
 
Title:
Chief Executive Officer