CUSIP No. 871206405
|
(1)
|
NAME OF REPORTING PERSON: SPARTA GROUP MA LLC SERIES 4
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only):
27-1035770
|
||
(2)
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) þ
|
||
(3)
|
SEC USE ONLY
|
||
(4)
|
SOURCE OF FUNDS
OO
|
||
(5)
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
(6)
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
(7)
|
SOLE VOTING POWER
-0- shares
|
|
(8)
|
SHARED VOTING POWER
4,567,440 shares
|
||
(9)
|
SOLE DISPOSITIVE POWER
-0- shares
|
||
(10)
|
SHARED DISPOSITIVE POWER
4,567,440 shares
|
||
(11)
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,567,440 shares
|
||
(12)
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
þ
|
||
(13)
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.8%1
|
||
(14)
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 871206405
|
(1)
|
NAME OF REPORTING PERSON: GURURAJ DESHPANDE
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only):
|
||
(2)
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) þ
|
||
(3)
|
SEC USE ONLY
|
||
(4)
|
SOURCE OF FUNDS
OO
|
||
(5)
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
(6)
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Mr. Deshpande is a citizen of the United States of America
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
(7)
|
SOLE VOTING POWER
-0- shares
|
|
(8)
|
SHARED VOTING POWER
4,567,440 shares
|
||
(9)
|
SOLE DISPOSITIVE POWER
-0- shares
|
||
(10)
|
SHARED DISPOSITIVE POWER
4,567,440 shares
|
||
(11)
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,567,440
|
||
(12)
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
þ
|
||
(13)
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.8%2
|
||
(14)
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 871206405
|
(1)
|
NAME OF REPORTING PERSON: JAISHREE DESHPANDE
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only):
|
||
(2)
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) þ
|
||
(3)
|
SEC USE ONLY
|
||
(4)
|
SOURCE OF FUNDS
OO
|
||
(5)
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o
|
||
(6)
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Mrs. Deshpande is a citizen of the United States of America
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
(7)
|
SOLE VOTING POWER
3,840 shares
|
|
(8)
|
SHARED VOTING POWER
4,567,440 shares
|
||
(9)
|
SOLE DISPOSITIVE POWER
3,840 shares
|
||
(10)
|
SHARED DISPOSITIVE POWER
4,567,440 shares
|
||
(11)
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,571,280
|
||
(12)
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
”
|
||
(13)
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.8%3
|
||
(14)
|
TYPE OF REPORTING PERSON
IN
|
|
a)
|
The Reporting Persons are Sparta Series 4, Mr. Gururaj Deshpande and Mrs. Jaishree Despande.
|
|
b)
|
The business or residence address of each of the Reporting Persons is set forth in Schedule I hereto and is incorporated by reference herein.
|
|
c)
|
The present principal occupation and related information concerning each Reporting Person is set forth in Schedule I and is incorporated by reference herein.
|
|
d)
|
None of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years.
|
|
e)
|
None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
|
|
f)
|
Sparta Series 4 is a separate series of Sparta Group MA LLC, a Delaware limited liability company (the “LLC”). Mr. Deshpande and Mrs. Deshpande are both citizens of the United States of America.
|
|
a)
|
Mr. and Mrs. Deshpande are Managers of the LLC and as a result, the Reporting Persons have shared power to dispose or to direct the disposition of the Acquired Shares held of record by Sparta Series 4, and thus may be deemed to be the beneficial owners of the Acquired Shares, which represent approximately 15.8% of the Common Stock outstanding based upon 28,882,093 shares of Common Stock outstanding as of October 4, 2012. Additionally, Mrs. Deshpande is a trustee of the Annuity Trust and has sole power to dispose or to direct the disposition of, and thus may also be deemed to beneficially own, the 3,840 shares of Common Stock which the Annuity Trust continues to hold following the Sparta Series Transactions, which represent less than one percent of the shares of Common Stock outstanding as of October 4, 2012.
|
|
b)
|
Item 5(a) hereof is incorporated herein by reference.
|
|
c)
|
None of the Reporting Persons disposed of, or became the beneficial owner of, any shares of Common Stock during the past sixty days.
|
|
d)
|
To the best knowledge of the Reporting Persons, no person other than each of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock beneficially owned by each of the respective Reporting Persons, except to the extent that, with respect to shares held in trust, the applicable trust, trustees or trust beneficiaries may be deemed to have the right to receive or direct the receipt of dividends from, or the proceeds from the sale of, shares of Common Stock so held.
|
|
e)
|
Not Applicable.
|
Exhibit Number
|
Document
|
|
Exhibit A
|
Voting Agreement, dated as of October 23, 2012, by and between Sunrise Acquisition Corp. and Sparta Group MA LLC Series 4
|
|
Exhibit B
|
Voting Agreement, dated as of October 23, 2012, by and between Sunrise Acquisition Corp. and the Gururaj Deshpande Grantor Retained Annuity Trust
|
|
Exhibit C
|
Asset Purchase and Sale Agreement, dated as of October 23, 2012, by and between Sunrise Acquisition Corp. and Sycamore Networks, Inc. – Incorporated by reference to Exhibit 2.1 of Sycamore Networks, Inc.’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 23, 2012
|
|
Exhibit D
|
Joint Filing Agreement Pursuant to Rule 13d-1(k) – Incorporated by reference to Exhibit A of the Schedule 13D dated January 4, 2010 and filed by Sparta Group MA LLC Series 4, Gururaj Deshpande and Jaishree Deshpande with the Securities and Exchange Commission on January 14, 2010
|
Exhibit E
|
Power of Attorney of Mr. Deshpande, in his capacity as Manager of Sparta Series 4, appointing Servjeet S. Bhachu as Attorney-in-Fact – Incorporated by reference to Exhibit B of the Schedule 13D dated January 4, 2010 and filed by Sparta Group MA LLC Series 4, Gururaj Deshpande and Jaishree Deshpande with the Securities and Exchange Commission on January 14, 2010
|
|
Exhibit F
|
Power of Attorney of Mr. Deshpande, in his individual capacity, appointing Servjeet S. Bhachu as Attorney-in-Fact – Incorporated by reference to Exhibit C of the Schedule 13D dated January 4, 2010 and filed by Sparta Group MA LLC Series 4, Gururaj Deshpande and Jaishree Deshpande with the Securities and Exchange Commission on January 14, 2010
|
|
Exhibit G
|
Power of Attorney of Mrs. Deshpande, in her individual capacity and in her capacity as Manager of Sparta Series 4, appointing Servjeet S. Bhachu as Attorney-in-Fact – Incorporated by reference to Exhibit D of the Schedule 13D dated January 4, 2010 and filed by Sparta Group MA LLC Series 4, Gururaj Deshpande and Jaishree Deshpande with the Securities and Exchange Commission on January 14, 2010
|
Name
|
Residence or Business Address
|
Principal Occupation or Employment/ Principal Business and Address in which such employment is conducted
|
||
Sparta Group MA LLC Series 4
|
c/o Sparta Group MA LLC
92 Montvale Avenue, Suite 2500
Stoneham, MA 02180
|
Facilitating the investment and estate planning objectives of Mr. Deshpande and his spouse, Mrs. Deshpande
|
||
Gururaj Deshpande
|
c/o Sparta Group MA LLC
92 Montvale Avenue, Suite 2500
Stoneham, MA 02180
|
Chairman of the Board of Directors
Sycamore Networks, Inc.
220 Mill Road
Chelmsford, MA 01824
Manager and President,
Sparta Group MA LLC
92 Montvale Avenue, Suite 2500
Stoneham, MA 02180
|
||
Jaishree Deshpande
|
c/o Sparta Group MA LLC
92 Montvale Avenue, Suite 2500
Stoneham, MA 02180
|
Manager and Treasurer,
Sparta Group MA LLC
92 Montvale Avenue, Suite 2500
Stoneham, MA 02180
|
/s/ Gururaj Deshpande *
|
||
Gururaj Deshpande, in his capacity
as Manager of Sparta Group MA LLC Series 4
|
||
/s/ Gururaj Deshpande *
|
||
Gururaj Deshpande
|
||
/s/ Jaishree Deshpande *
|
||
Jaishree Deshpande
|
||
*By
|
/s/ Servjeet S. Bhachu | |
Servjeet S. Bhachu
|
||
Attorney-in-Fact
|
Buyer:
|
SUNRISE ACQUISITION CORP.
|
By: | /s/ Doug Bayerd | |
Name: Doug Bayerd
|
||
Title: Secretary |
Address:
|
338 Pier Avenue
|
||
Hermosa Beach, CA 90254
|
|||
Attention:
|
Nick Kaiser
|
||
Telephone:
|
(310) 364-0100
|
||
Facsimile:
|
(310) 364-0110
|
||
Email:
|
nkaiser@marlinequity.com
|
Holder:
|
SPARTA GROUP MA LLC SERIES 4
|
By: | /s/ Gururaj Deshpande | |
Name: Gururaj Deshpande
|
||
Title: Manager |
Address:
|
92 Montvale Avenue
|
||
Suite 2500
|
|||
Stoneham, MA 01280
|
|||
Attention:
|
Serge Bhachu
|
||
Telephone:
|
781-481-9055
|
||
Facsimile:
|
781-481-9155
|
||
Email:
|
Serge@spartagroupllc.com
|
Number of Shares of Company Common Stock Beneficially Owned as of the Date of this Agreement: | 4,567,440 | ||
Number of Options Beneficially Owned as of the Date of this Agreement: | 0 |
Dated: October 23, 2012
|
Signed:
|
/s/ Jaishree Deshpande
|
|
Jaishree Deshpande
|
|||
Address:
|
c/o Sparta Group
|
||
92 Montvale Avenue
|
|||
Suite 2500
|
|||
|
Stoneham, MA 01280 | ||
Attention: | Nirav Desai |
Buyer:
|
SUNRISE ACQUISITION CORP.
|
|
By: | /s/ Doug Bayerd | |
Name: Doug Bayerd
|
||
Title: Secretary |
Address:
|
338 Pier Avenue
|
||
Hermosa Beach, CA 90254 | |||
Attention:
|
Nick Kaiser
|
||
Telephone:
|
(310) 364-0100
|
||
Facsimile:
|
(310) 364-0110
|
||
Email:
|
nkaiser@marlinequity.com
|
Holder:
|
GURURAJ DESHPANDE GRANTOR RETAINED ANNUITY TRUST
|
(Record Holder: Jaishree Deshpande TR UA 4/20/99 by Gururaj Deshpande)
|
By: | /s/ Jaishree Deshpande | |
Name: Jaishree Deshpande
|
||
Title: Trustee |
Address:
|
c/o Sparta Group
|
||
92 Montvale Avenue
|
|||
Suite 2500
|
|||
Stoneham, MA 01280
|
|||
Attention:
|
Nirav Desai
|
||
Telephone:
|
781-481-9055
|
||
Facsimile:
|
781-481-9155
|
||
Email:
|
Nirav@spartagroupllc.com
|
Number of Shares of Company Common Stock Beneficially Owned as of the Date of this Agreement: | 3,840 | ||
Number of Options Beneficially Owned as of the Date of this Agreement: | 0 |
Dated: October 23, 2012
|
Signed:
|
/s/ Gururaj Deshpande
|
|
Gururaj Deshpande
|
|||
Address:
|
c/o Sparta Group
|
||
92 Montvale Avenue
|
|||
Suite 2500
|
|||
|
Stoneham, MA 01280 | ||
Attention: | Serge Bhachu |