0000899243-15-008032.txt : 20151112 0000899243-15-008032.hdr.sgml : 20151112 20151112125023 ACCESSION NUMBER: 0000899243-15-008032 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151112 FILED AS OF DATE: 20151112 DATE AS OF CHANGE: 20151112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: XTERA COMMUNICATIONS, INC. CENTRAL INDEX KEY: 0001122051 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 383394611 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 500 WEST BETHANY DRIVE STREET 2: SUITE 100 CITY: ALLEN STATE: TX ZIP: 75013 BUSINESS PHONE: 972-649-5000 MAIL ADDRESS: STREET 1: 500 WEST BETHANY DRIVE STREET 2: SUITE 100 CITY: ALLEN STATE: TX ZIP: 75013 FORMER COMPANY: FORMER CONFORMED NAME: XTERA COMMUNICATIONS INC DATE OF NAME CHANGE: 20000816 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BYBEE CLINTON CENTRAL INDEX KEY: 0001219043 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37617 FILM NUMBER: 151223012 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-11-12 0 0001122051 XTERA COMMUNICATIONS, INC. XCOM 0001219043 BYBEE CLINTON 8725 W. HIGGINS ROAD SUITE 290 CHICAGO IL 60631 1 0 1 0 Common Stock 20345 I By ARCH entities Series A-3 Preferred Stock Common Stock 261202 I By ARCH entities Series B-3 Preferred Stock Common Stock 222305 I By ARCH entities Series C-3 Preferred Stock Common Stock 86376 I By ARCH entities Series D-3 Preferred Stock Common Stock 95704 I By ARCH entities Series E-3 Preferred Stock Common Stock 899158 I By ARCH Venture Fund VI, L.P. Consists of 41 shares held by ARCH Entrepreneurs Fund, L.P. ("AEF"), 10,913 shares held by ARCH Venture Fund III, L.P. ("AVF III"), 1,509 shares held by ARCH Venture Fund IV, L.P. ("AVF IV"), and 7,882 shares held by ARCH Venture Fund VI, L.P. ("AVF VI LP"). Consists of 699 shares held by AEF, 25,504 shares held by AVF III, 36,943 shares held by AVF IV, 20,650 shares held by ARCH Venture Fund IV A, L.P. ("AVF IVA"), and 177,406 shares held by AVF VI LP. Consists of 255 shares held by AEF, 12,609 shares held by AVF III, 13,269 shares held by AVF IV, 7,126 shares held by AVF IVA, and 189,046 shares held by AVF VI LP. Consists of 109 shares held by AEF, 4,324 shares held by AVF III, 5,696 shares held by AVF IV, 3,151 shares held by AVF IVA, and 73,096 shares held by AVF VI LP. Consists of 179 shares held by AEF, 7,127 shares held by AVF III, 9,389 shares held by AVF IV, 5,194 shares held by AVF IVA, and 73,815 shares held by AVF VI. The sole general partner of AVF III is ARCH Venture Partners, LLC ("AVP LLC"), which may be deemed to beneficially own the shares held by AVF III. AVP LLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. The managing directors of AVP LLC are Keith Crandell, Clinton W. Bybee (who is on the Board of Directors of the Issuer), Steven Lazarus and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF III. Messrs. Crandell, Bybee, Lazarus and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. The sole general partner of AVF IV, AVF IVA and AEF is ARCH Venture Partners IV, LLC ("AVP IV LLC"), which may be deemed to beneficially own the shares held by AVF IV, AVF IVA and AEF. AVP IV LLC disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (continued from Footnote 6) The managing directors of AVP IV LLC are Keith Crandell, Clinton W. Bybee, Steven Lazarus and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF IV, AVF IVA, and AEF. Messrs. Crandell, Bybee, Lazarus and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. The sole general partner of AVF VI is ARCH Venture Partners VI, L.P. ("AVP VI LP"), which may be deemed to beneficially own the shares held by AVF VI. The sole general partner of AVP VI LP is ARCH Venture Partners VI, LLC ("AVP VI LLC"), which may be deemed to beneficially own the shares held by AVF VI. AVP VI LP and AVP VI LLC disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (continued from Footnote 7) The managing directors of AVP VI LLC are Keith Crandell, Clinton W. Bybee and Robert Nelsen, and as such, they may be deemed to have shared voting and dispositive power over the shares held by AVF VI. Messrs. Crandell, Bybee and Nelsen disclaim beneficial ownership in such shares, except to the extent of any pecuniary interest therein. Each share of Series A-3 Preferred Stock, Series B-3 Preferred Stock, Series C-3 Preferred Stock, Series D-3 Preferred Stock and Series E-3 Preferred Stock is convertible into common stock at any time, at the election of the holders thereof, on a 26-for-one basis and has no expiration date. Reflects the conversion of preferred stock into common stock. /s/ Jack Owen for Clinton W. Bybee 2015-11-12 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                POWER OF ATTORNEY
                        FOR SECTION 16 REPORTING PURPOSES

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of Paul Colan, Jack Owen and Patrick Enunwaonye, or any of them
signing singly, and with full power of substitution, as the undersigned's true
and lawful attorney-in-fact to:

        (1)     prepare and execute for and on behalf of the undersigned Forms
                3, 4 and 5 in accordance with Section 16(a) of the Securities
                Exchange Act of 1934 and the rules thereunder, and any other
                forms or reports the undersigned may be required to file in
                connection with the undersigned's ownership, acquisition or
                disposition of securities of Xtera Communications, Inc. (the
                "Company");

        (2)     do and perform any and all acts for and on behalf of the
                undersigned that may be necessary or desirable to complete and
                execute any such Form 3, 4 or 5, or other form or report, and
                timely file such form or report with the United States
                Securities and Exchange Commission and any stock exchange or
                similar authority; and

        (3)     take any other action of any type whatsoever in connection with
                the foregoing that, in the opinion of such attorney-in-fact, may
                be of benefit to, in the best interest of or legally required by
                the undersigned, 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 in such attorney-in-fact's discretion.

        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
requisite, 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 attorney-in-fact, in serving in such capacity at the request of the
undersigned, is 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 transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 2nd day of November, 2015.

                                        Clinton W. Bybee

                                        /s/ Clinton W. Bybee
                                        ----------------------------------------