-----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, D7ZIpS0ly2VwQ3bnX5LdPAE8C9u/oUWuU1mqKw3QAD4775xtEgHu7yz5quvlirJG qMXL+QUCDg0WMKpWrm9roA== 0001179110-06-020391.txt : 20061026 0001179110-06-020391.hdr.sgml : 20061026 20061026161339 ACCESSION NUMBER: 0001179110-06-020391 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20061026 FILED AS OF DATE: 20061026 DATE AS OF CHANGE: 20061026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRISBIE RICHARD D CENTRAL INDEX KEY: 0001192362 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166069 MAIL ADDRESS: STREET 1: 200 N LASALLE STREET 2: STE 1100 CITY: CHICAGO STATE: IL ZIP: 60601 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAWLER KENNETH P CENTRAL INDEX KEY: 0001192451 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166068 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURE STREET 2: 20 WILLIAM STREET SUITE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CURME OLIVER D CENTRAL INDEX KEY: 0001192459 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166071 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURE STREET 2: 20 WILLIAM STREET SUITE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BATTERY VENTURES VI LP CENTRAL INDEX KEY: 0001117938 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166074 BUSINESS ADDRESS: STREET 1: 20 WILLIAM STREET STREET 2: C/O BATTERY VENTURES CITY: WELLESLEY STATE: MA ZIP: 02481 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OPTIUM CORP CENTRAL INDEX KEY: 0001219169 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 BUSINESS ADDRESS: STREET 1: 500 HORIZON DRIVE STREET 2: SUITE 505 CITY: CHALFONT STATE: PA ZIP: 18914 BUSINESS PHONE: 2157126200 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CROTTY THOMAS J CENTRAL INDEX KEY: 0001192462 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166070 BUSINESS ADDRESS: STREET 1: BATTERY VENTURES STREET 2: 20 WILLIAM STREET STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 BUSINESS PHONE: 7815771000 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURE STREET 2: 20 WILLIAM STREET SUITE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BATTERY PARTNERS VI LLC CENTRAL INDEX KEY: 0001199924 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166073 BUSINESS ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST. #200 CITY: WELLESLEY STATE: MA ZIP: 02481 BUSINESS PHONE: 7815771000 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TOBIN SCOTT R CENTRAL INDEX KEY: 0001199926 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166066 BUSINESS ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST. #200 CITY: WELLESLEY STATE: MA ZIP: 02481 BUSINESS PHONE: 7815771000 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHERMAN MARK H CENTRAL INDEX KEY: 0001199927 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166067 BUSINESS ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST. #200 CITY: WELLESLEY STATE: MA ZIP: 02481 BUSINESS PHONE: 7815771000 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BATTERY INVESTMENT PARTNERS VI LLC CENTRAL INDEX KEY: 0001199934 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33109 FILM NUMBER: 061166072 BUSINESS ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST. #200 CITY: WELLESLEY STATE: MA ZIP: 02481 BUSINESS PHONE: 7815771000 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 3 1 edgar.xml FORM 3 - X0202 3 2006-10-26 0 0001219169 OPTIUM CORP OPTM 0001117938 BATTERY VENTURES VI LP BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001199924 BATTERY PARTNERS VI LLC BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001199934 BATTERY INVESTMENT PARTNERS VI LLC BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001192459 CURME OLIVER D BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001192462 CROTTY THOMAS J BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001192362 FRISBIE RICHARD D BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY PA 02481 0 0 1 0 0001192451 LAWLER KENNETH P BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001199927 SHERMAN MARK H BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 0001199926 TOBIN SCOTT R BATTERY VENTURES 20 WILLIAM STREET, SUITE 200 WELLESLEY MA 02481 0 0 1 0 Series A Convertible Preferred Stock Common Stock 1993671 I See footnotes. Series B Convertible Preferred Stock Common Stock 1657433 I See footnotes. Series C Senior Convertible Preferred Stock Common Stock 2422041 I See footnotes. Series D Senior Convertible Preferred Stock Common Stock 640810 I See footnotes. The Series A Convertible Preferred Stock is convertible at anytime, at the holder's election and automatically upon consummation of the Issuer's Initial Public Offering, at a conversion ratio of 0.09843 and has no expiration date. Of the reported securities 1,913,924 are owned directly by Battery Ventures VI, L.P. The sole general partner of Battery Ventures VI, L.P. is Battery Partners VI, LLC. The managing members of Battery Partners VI, LLC are Thomas J. Crotty, Oliver D. Curme, Richard D. Frisbie, Morgan M. Jones, Kenneth P. Lawler, Mark H. Sherman and Scott R. Tobin, who hold voting and dispositive power for the shares held by Battery Ventures VI, L.P. Each of Messrs. Crotty, Curme, Frisbie, Jones, Lawler, Sherman and Tobin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Of the reported securities 79,747 are owned directly by Battery Investment Partners VI, LLC. The sole general partner of Battery Ventures VI, L.P. is Battery Partners VI, LLC. The managers of Battery Investment Partners VI, LLC are Thomas J. Crotty and Oliver D. Curme, who hold voting and dispositive power for the shares held by Battery Investment Partners VI, LLC. Mr. Jones is a member of Battery Investment Partners VI, LLC. Each of Messrs. Crotty, Curme and Jones disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. The Series B Convertible Preferred Stock is convertible at anytime, at the holder's election and automatically upon consummation of the Issuer's Initial Public Offering, at a conversion ratio of 0.11834 and has no expiration date. Of the reported securities 66,297 are owned directly by Battery Ventures VI, L.P. The sole general partner of Battery Ventures VI, L.P. is Battery Partners VI, LLC. The managing members of Battery Partners VI, LLC are Thomas J. Crotty, Oliver D. Curme, Richard D. Frisbie, Morgan M. Jones, Kenneth P. Lawler, Mark H. Sherman and Scott R. Tobin, who hold voting and dispositive power for the shares held by Battery Ventures VI, L.P. Each of Messrs. Crotty, Curme, Frisbie, Jones, Lawler, Sherman and Tobin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Of the reported securities 575,949 are owned directly by Battery Investment Partners VI, LLC. The managers of Battery Investment Partners VI, LLC are Thomas J. Crotty and Oliver D. Curme, who hold voting and dispositive power for the shares held by Battery Investment Partners VI, LLC. Mr. Jones is a member of Battery Investment Partners VI, LLC. Each of Messrs. Crotty, Curme and Jones disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. The Series C and Series D Senior Convertible Preferred Stock are convertible at anytime, at the holder's election and automatically upon consummation of the Issuer's Initial Public Offering, at a conversion ratio of twelve-for-one and has no expiration date. Of the reported securities 2,325,160 are owned directly by Battery Ventures VI, L.P. The sole general partner of Battery Ventures VI, L.P. is Battery Partners VI, LLC. The managing members of Battery Partners VI, LLC are Thomas J. Crotty, Oliver D. Curme, Richard D. Frisbie, Morgan M. Jones, Kenneth P. Lawler, Mark H. Sherman and Scott R. Tobin, who hold voting and dispositive power for the shares held by Battery Ventures VI, L.P. Each of Messrs. Crotty, Curme, Frisbie, Jones, Lawler, Sherman and Tobin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Of the reported securities 90,881 are owned directly by Battery Investment Partners VI, LLC. The managers of Battery Investment Partners VI, LLC are Thomas J. Crotty and Oliver D. Curme, who hold voting and dispositive power for the shares held by Battery Investment Partners VI, LLC. Mr. Jones is a member of Battery Investment Partners VI, LLC. Each of Messrs. Crotty, Curme and Jones disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Of the reported securities 615,178 are owned directly by Battery Ventures VI, L.P. The sole general partner of Battery Ventures VI, L.P. is Battery Partners VI, LLC. The managing members of Battery Partners VI, LLC are Thomas J. Crotty, Oliver D. Curme, Richard D. Frisbie, Morgan M. Jones, Kenneth P. Lawler, Mark H. Sherman and Scott R. Tobin, who hold voting and dispositive power for the shares held by Battery Ventures VI, L.P. Each of Messrs. Crotty, Curme, Frisbie, Jones, Lawler, Sherman and Tobin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. Of the reported securities 25,632 are owned directly by Battery Investment Partners VI, LLC. The managers of Battery Investment Partners VI, LLC are Thomas J. Crotty and Oliver D. Curme, who hold voting and dispositive power for the shares held by Battery Investment Partners VI, LLC. Mr. Jones is a member of Battery Investment Partners VI, LLC. Each of Messrs. Crotty, Curme and Jones disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 /s/ Christopher Brown, attorney-in-fact 2006-10-26 EX-24 2 battery.txt POWER OF ATTORNEY LIMITED POWER OF ATTORNEY FOR OPTIUM CORPORATION SECTION 16(a) FILINGS Know all by these presents, that the undersigned hereby constitutes and appoints each of David Renner and Christopher Brown, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or stockholder of Optium Corporation (the "Company"), Forms 3, 4, and 5 and amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 or amendment thereto and timely file such form with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority; and (3) Take any other action of any type whatsoever which, in the opinion of such attorney-in-fact, may be necessary or desirable in connection with the foregoing authority, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transaction in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney may be filed with the SEC as a confirming statement of the authority granted herein. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of October, 2006. /s/ Christopher Schiavo, attorney-in-fact Name: Battery Ventures VI, L.P. Battery Partners VI, LLC Battery Investment Partners VI, LLC Thomas J. Crotty Oliver D. Curme Richard D. Frisbie Kenneth P. Lawler Mark H. Sherman Scott R. Tobin EX-24 3 jones.txt POWER OF ATTORNEY LIMITED POWER OF ATTORNEY FOR OPTIUM CORPORATION SECTION 16(a) FILINGS Know all by these presents, that the undersigned hereby constitutes and appoints each of David Renner and Christopher Brown, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or stockholder of Optium Corporation (the "Company"), Forms 3, 4, and 5 and amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 or amendment thereto and timely file such form with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority; and (3) Take any other action of any type whatsoever which, in the opinion of such attorney-in-fact, may be necessary or desirable in connection with the foregoing authority, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transaction in securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney may be filed with the SEC as a confirming statement of the authority granted herein. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of October, 2006. /s/ Morgan M. Jones Name: Morgan M. Jones -----END PRIVACY-ENHANCED MESSAGE-----