-----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, PhtIR8JscXDv1hb1yRywuKaeXUc6XWJBptzafEsV0BYdMADCn6JQGYJC9rROMHqT 4r7lzdgIn8GwGXLQw+Se0Q== 0001005477-06-005874.txt : 20061212 0001005477-06-005874.hdr.sgml : 20061212 20061212161025 ACCESSION NUMBER: 0001005477-06-005874 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040716 FILED AS OF DATE: 20061212 DATE AS OF CHANGE: 20061212 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KELLNER PETER CENTRAL INDEX KEY: 0001257668 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25331 FILM NUMBER: 061271729 BUSINESS ADDRESS: STREET 1: C/O RICHMOND I, LLC STREET 2: 10563 BRUNSWICK ROAD, SUITE 7 CITY: GRASS VALLEY STATE: CA ZIP: 95945 BUSINESS PHONE: 530-272-0553 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CRITICAL PATH INC CENTRAL INDEX KEY: 0001060801 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 911788300 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 320 FIRST STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 4158088800 MAIL ADDRESS: STREET 1: 320 FIRST STREET CITY: SAN FRNACISCO STATE: CA ZIP: 94105 3 1 edgar123.xml FORM 3 X0202 3 2004-07-16 0 0001060801 CRITICAL PATH INC CPTH 0001257668 KELLNER PETER C/O RICHMOND MANAGEMENT, LLC 645 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock, par value $0.001 per share 576203 D Common Stock, par value $0.001 per share 696056 I By Richmond I, LLC Series E Preferred Stock 1.5 2004-07-16 2008-07-09 Common Stock 1114866 I By Richmond III, LLC This Form 3 is filed by Peter Kellner (the "Reporting Person"). The Reporting Person has voting and dispositive power over the shares owned by Richmond I, LLC and Richmond III, LLC. Richmond I, LLC holds 696,056 shares of Common Stock of the issuer. Richmond III, LLC holds 1,114,866 shares of Series E Convertible Preferred Stock ("Preferred Stock") of the issuer. There is no expiration date by which Preferred Stock must convert into Common Stock. If at any date after July 9, 2007 the average closing price per share of Common Stock for any 60 consecutive trading days is not less than 400% of the Series E Accreted Value, then the issuer has the option to redeem within 30 days all outstanding Preferred Stock for cash at a price per share equal to the Series E Accreted Value plus all dividends accrued since the previous semi-annual compounding date. On July 9, 2008, all Preferred Stock must automatically be redeemed for cash at a price per share equal to the Series E Accreted Value plus all dividends accrued since the previous semi-annual compounding date. The shares of Preferred Stock are convertible into the number shares of Common Stock of the issuer equal to the product of the number of shares of Preferred Stock being converted multiplied by the quotient of (i) the Series E Accreted Value divided by (ii) $1.50 (subject to anti-dilution adjustments). Series E Accreted Value means, with respect to each share of Preferred Stock, the sum of $1.50 plus all dividends that have accrued and compounded semi-annually. /s/ Peter B. Kellner 2006-12-11 -----END PRIVACY-ENHANCED MESSAGE-----