-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EscQrDJXjwUcBHRdahnG2/Y08vvwi5X36d5EV84irQzeZUglao1pxvTWb/q+tsY7 cM/00SL+bOI+0PZGI+6Yow== 0001099188-04-000001.txt : 20040130 0001099188-04-000001.hdr.sgml : 20040130 20040130171649 ACCESSION NUMBER: 0001099188-04-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040128 FILED AS OF DATE: 20040130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WJ COMMUNICATIONS INC CENTRAL INDEX KEY: 0000105006 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 941402710 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 401 RIVER OAKS PARKWAY CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 408-577-6200 MAIL ADDRESS: STREET 1: 401 RIVER OAKS PARKWAY CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: WATKINS JOHNSON CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PAINE W DEXTER III CENTRAL INDEX KEY: 0001099188 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-31337 FILM NUMBER: 04556764 BUSINESS ADDRESS: STREET 1: 950 TOWER LANE STREET 2: SUITE 1150 CITY: FOSTER CITY STATE: CA ZIP: 94404 BUSINESS PHONE: 6505251300 MAIL ADDRESS: STREET 1: 950 TOWER LANE STREET 2: SUITE 1150 CITY: FOSTER CITY STATE: CA ZIP: 94404 4 1 primary_doc.xml PRIMARY DOCUMENT X0201 4 2004-01-28 0 0000105006 WJ COMMUNICATIONS INC WJCN 0001099188 PAINE W DEXTER III 950 TOWER LANE SUITE 1150 FOSTER CITY CA 94404 1 0 0 0 Common Stock 2004-01-28 4 J 0 11529230 5.75 D 25492044 I See FN On January 28, 2004, Fox Paine Capital Fund, L.P., FPC Investors, L.P., WJ Coinvesment Fund I, LLC, WJ Coinvestment Fund III, LLC and WJ Coinvestment Fund IV, LLC sold registered shares pursuant to the Form S-3 Registration Statement filed by WJ Communications, Inc. with the Securities and Exchange Commission (333-110111) which was declared effective on December 29, 2003. Fox Paine Capital, LLC is (i) the General Partner of Fox Paine Capital Fund, LP and FPC Investors, LP (collectively, the "LPs") and (ii) the manager of WJ Coinvestment Fund I, LLC, WJ Coinvestment Fund III, LLC and WJ Coinvestment Fund IV, LLC. The Reporting Person is a Member of Fox Paine Capital, LLC ("Capital LLC") and a director of Fox Paine & Co., LLC ("Company LLC"). Capital LLC is (i) the General Partner of Fox Paine Capital Fund, LP and FPC Investors, LP (collectively, the "LPs"), each of which is a direct owner of, respectively, 24,155,413 and 358,422 shares of common stock of the Issuer, and (ii) the manager of WJ Coinvestment Fund I, LLC, WJ Coinvestment Fund II, LLC, WJ Coinvestment Fund III, LC and WJ Coinvestment Fund IV, LLC, which directly own 601,478, 251,155 and 125,576 shares, respectively. Company LLC is the manager of the LP's. On 4/23/2001, WJ Coinvestment Fund II, LLC transferred 1,276,594 shares to certain individuals in which the Reporting Person has no direct or pecuniary interest. As a result, Capital LLC and company LLC may in the aggregate be deemed to own beneficially and indirectly 25,492,044 shares. The reporting persons disclaims beneficial ownership of the Shares except to the extent of its pecuniary interest therein. There has been no transaction in the holdings for this Reporting Person. Amy Recchio, as Attorney-in-Fact 2004-01-30 -----END PRIVACY-ENHANCED MESSAGE-----