-----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, E+OABvPT27d6bLvSG89dpGOJhmJw44YEW7FMVDxr5lB8BMOA8akGPcsqFPik1ibD IqD90mlCkuHQ896L4IHcRg== 0001209191-03-023549.txt : 20030930 0001209191-03-023549.hdr.sgml : 20030930 20030930193731 ACCESSION NUMBER: 0001209191-03-023549 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030930 FILED AS OF DATE: 20030930 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MACHENS G MICHAEL CENTRAL INDEX KEY: 0001190481 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50387 FILM NUMBER: 03918854 BUSINESS ADDRESS: STREET 1: 5080 SPECTRUM DRIVE STREET 2: STE. 805 WEST CITY: ADDISON STATE: TX ZIP: 75007 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMITH CECE CENTRAL INDEX KEY: 0001186382 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50387 FILM NUMBER: 03918855 BUSINESS ADDRESS: STREET 1: 6820 LBJ FRWY CITY: DALLAS STATE: TX ZIP: 75240 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: REDENVELOPE INC CENTRAL INDEX KEY: 0001236038 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 330844285 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 MAIL ADDRESS: STREET 1: 201 SPEAR ST STREET 2: 3RD FL CITY: SAN FRANCISCO STATE: CA ZIP: 94105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PHILLIPS DONALD J CENTRAL INDEX KEY: 0001264053 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50387 FILM NUMBER: 03918852 BUSINESS ADDRESS: STREET 1: 5080 SPECTRUM DRIVE STREET 2: SUITE 805W CITY: ADDISON STATE: TX ZIP: 75001 BUSINESS PHONE: 972 387 0725 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PHILLIPS SMITH MANAGEMENT CO LP CENTRAL INDEX KEY: 0001264064 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50387 FILM NUMBER: 03918853 BUSINESS ADDRESS: STREET 1: 5080 SPECTRUM DR STREET 2: SUITE 805W CITY: ADDISON STATE: TX ZIP: 75001 BUSINESS PHONE: 9723870725 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PHILLIPS SMITH SPECIALTY RETAIL GROUP III L P CENTRAL INDEX KEY: 0000901739 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50387 FILM NUMBER: 03918856 BUSINESS ADDRESS: STREET 1: 5080 SPECTRUM DR STREET 2: STE 700 WEST CITY: DALLAS STATE: TX ZIP: 75248 BUSINESS PHONE: 2143870725 MAIL ADDRESS: STREET 1: 5080 SPECTRUM DR STREET 2: STE 700 WEST CITY: DALLAS STATE: TX ZIP: 75248 4 1 doc4.xml FORM 4 SUBMISSION X0201 42003-09-3010001236038REDENVELOPE INC REDE0000901739PHILLIPS SMITH SPECIALTY RETAIL GROUP III L P5080 Spectrum Dr.Suite 805 WestAddison TX7500100100001186382 SMITH CECE5080 Spectrum Dr.Suite 805 WestAddison TX7500100100001190481MACHENS G MICHAEL5080 Spectrum Dr.Suite 805 WestAddison TX750010010< /isOther>0001264064PHILLIPS SMITH MANAGEMENT CO LP5080 Spectrum Dr.Suite 805 WestAddison TX7500100100001264053PHILLIPS DONALD J5080 SPECTRUM DR.SUITE 805 WESTADDISONTX750010010Common Stock2003-09-304C097386A97386DSeries C Preferred Stock02003-09-304C09649D2003-09-30Common Stock152600DSeries D Preferred Stock02003-09-304C017543D2003-09-30Common Stock315470DSeries E Preferred Stock02003-09-304C021563D2003-09-30Common Stock 274270DSeries F Preferred Stock02003-09-304C023421D2003-09-30Common Stock231520DPer SEC instruction, column left blank.These shares are owned indirectly by Phillips-Smith Management Company, L.P., the general partner of Phillips-Smith Specialty Retail Group III, L.P., and each of Donald J. Phillips, Cece Smith and G. Michael Machens, the general partners of Phillips-Smith Management Company, L.P. Messrs. Phillips, Machens and Ms. Smith disclaim beneficial ownership of these shares except to the extent of their respective pecuniary interests therein. These shares are owned directly by Phillips-Smith Specialty Retail Group III, L.P.1 share of Series C Preferred Stock is convertible into 1.58158 shares of the Issuer's Common Stock.Immediately exercisable.Not applicable.1 share of Series D Preferred Stock is convertible into 1.79828 shares of the Issuer's Common Stock.1 share of Series E Preferred Stock is convertible into 1.27197 shares of the Issuer's Common Stock.1 share of Series F Preferred Stock is convertible into 0.98855 shares of the Issuer's Common Stock./s/ Eric Wong, Attorney-in-Fact for Phillips-Smith Specialty Retail Group III, L.P.2003-09-30Eric Wong, Attorney-in-Fact for Cece Smith2003-09-15Eric Wong, Attorney-in-Fact for G. Michael Machens2003-09-15Eric Wong, Attorney-in-Fact for Phillips-Smith Management Company, L.P.2003-09-15Eric Wong, Attorney-in-Fact for Donald J. Phillips2003-09-15 EX-24.4_15624 3 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Eric Wong and Alison May, 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 10% stockholder of RedEnvelope, Inc. (the "Company"), Forms ID, 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the "Act") 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 the Company; (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 ID, 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 which, 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 of 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 Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 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 HEREOF, the undersigned has caused this Power of Attorney to be executed as of this 15th day of September, 2003. PHILLIPS-SMITH SPECIALTY RETAIL GROUP III, L.P. By: Phillips Smith Management Company, L.P. Its General Partner By: /s/ G. Michael Machens Signature G. Michael Machens, General Partner Print Name Phillips-Smith Management Company, L.P. By: /s/ G. Michael Machens Signature G. Michael Machens, General Partner Print Name /s/ Cece Smith Signature Cece Smith Print Name /s/ Donald J. Phillips Signature Donald J. Phillips /s/ G. Michael Machens Signature G. Michael Machens Print Name -----END PRIVACY-ENHANCED MESSAGE-----