UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
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(Amendment No. 2)
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AEGERION PHARMACEUTICALS, INC.
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(Name of Issuer)
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Common Stock, $.001 par value
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(Title of Class of Securities)
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00767E102
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(CUSIP Number)
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Index Venture Associates III Ltd.
No. 1 Seaton Place
St. Helier, Jersey
JE4 8YJ
Channel Islands
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Merrill A. Ulmer, Esq.
Ropes & Gray LLP
1211 Avenue of the Americas
New York, New York 10036
Tel. (212) 596-9000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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September 6, 2012
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(Date of Event Which Requires Filing of This Statement)
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1.
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NAME OF REPORTING PERSON: Index Venture Associates III Ltd.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (VOLUNTARY):
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2.
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(a) [ ]
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) [x]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
Not Applicable
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
Not applicable
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey, Channel Islands
(branch of Canadian limited partnership)
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7.
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SOLE VOTING POWER
-0-
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8.
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SHARED VOTING POWER
1,031,827*
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9.
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SOLE DISPOSITIVE POWER
-0-
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10.
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SHARED DISPOSITIVE POWER
1,031,827*
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,031,827
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.1%
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14.
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TYPE OF REPORTING PERSON
CO
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1.
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NAME OF REPORTING PERSON: Index Ventures III (Delaware), L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (VOLUNTARY):
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2.
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(a) [ ]
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) [x]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
Not Applicable
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
Not applicable
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7.
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SOLE VOTING POWER
764,213*
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8.
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SHARED VOTING POWER
-0-
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9.
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SOLE DISPOSITIVE POWER
764,213*
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10.
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SHARED DISPOSITIVE POWER
-0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
764,213
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.0%
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14.
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TYPE OF REPORTING PERSON
PN
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1.
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NAME OF REPORTING PERSON: Index Ventures III (Jersey), L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (VOLUNTARY):
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2.
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(a) [ ]
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) [x]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
Not Applicable
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
Not applicable
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey, Channel Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7.
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SOLE VOTING POWER
250,984*
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8.
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SHARED VOTING POWER
-0-
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9.
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SOLE DISPOSITIVE POWER
250,984*
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10.
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SHARED DISPOSITIVE POWER
-0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
250,984
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.0%
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14.
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TYPE OF REPORTING PERSON
PN
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1.
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NAME OF REPORTING PERSON: Index Ventures III Parallel Entrepreneur Fund (Jersey), L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (VOLUNTARY):
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2.
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(a) [ ]
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) [x]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
Not Applicable
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
Not applicable
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey, Channel Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7.
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SOLE VOTING POWER
10,544*
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8.
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SHARED VOTING POWER
-0-
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9.
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SOLE DISPOSITIVE POWER
10,544*
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10.
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SHARED DISPOSITIVE POWER
-0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,544
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4%
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14.
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TYPE OF REPORTING PERSON
PN
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1.
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NAME OF REPORTING PERSON: Yucca Partners L.P. Jersey Branch
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (VOLUNTARY):
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2.
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(a) [ ]
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b) [x]
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
Not Applicable
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
Not applicable
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey, Channel Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7.
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SOLE VOTING POWER
6,086*
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8.
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SHARED VOTING POWER
-0-
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9.
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SOLE DISPOSITIVE POWER
6,086*
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10.
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SHARED DISPOSITIVE POWER
-0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,086
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
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14.
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TYPE OF REPORTING PERSON
PN
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1)
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On July 29, 2011 the Reporting Persons sold Common Stock pursuant to the exercise of an over-allotment option by the underwriters in the Issuer’s secondary offering of Common Stock pursuant to a Registration Statement on Form S-1 filed with the Securities and Exchange Commission on June 16, 2011 and declared effective on June 23, 2011, for $14.6087 per share, as follows:
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Reporting Person
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Number of Shares Sold
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IVIII Delaware
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22,923
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IVIII Jersey
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13,182
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IVPEF
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431
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Yucca
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252
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2)
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On January 30, 2012 IVIII Delaware sold 50,000 shares of Common Stock in open-market transactions at a weighted average price of $17.08 per share.
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3)
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On September 6, 2012 IVIII Delaware, IVIII Jersey, IVPEF and Yucca sold an aggregate 1,000,000 shares of Common Stock for $15.00 per share.
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4)
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On September 7, 2012 IVIII Delaware, IVIII Jersey, IVPEF and Yucca sold an aggregate 50,000 shares of Common Stock for $15.00 per share.
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INDEX VENTURE ASSOCIATES III LIMITED
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By:
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/s/ N.T. Greenwood
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Name: N.T. Greenwood
Title: Director
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INDEX VENTURES III (DELAWARE), L.P.
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By:
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Index Venture Associates III Limited,
its General Partner
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By:
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/s/ N.T. Greenwood
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Name: N.T. Greenwood
Title: Director
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INDEX VENTURES III (JERSEY), L.P.
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By:
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Index Venture Associates III Limited,
its General Partner
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By:
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/s/ N.T. Greenwood
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Name: N.T. Greenwood
Title: Director
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INDEX VENTURES III PARALLEL ENTREPRENEUR FUND (JERSEY), L.P.
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By:
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Index Venture Associates III Limited, its
General Partner
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By:
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/s/ N.T. Greenwood
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Name: N.T. Greenwood
Title: Director
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YUCCA PARTNERS L.P. JERSEY BRANCH
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By:
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Ogier Employee Benefit Services Limited as Authorized Signatory of Yucca Partners L.P. Jersey Branch in its Capacity as Administrator of the Index Co-Investment Scheme
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By:
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/s/ Peter Mitchell
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Name: Peter Mitchell
Title: Authorized Signatory
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By:
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/s/ Shane Hugill
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Name: Shane Hugill
Title: Authorized Signatory
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