4//SEC Filing
AVENUE INVESTMENTS LP 4
Accession 0001104659-08-071855
CIK 0001374993other
Filed
Nov 18, 7:00 PM ET
Accepted
Nov 19, 5:44 PM ET
Size
35.3 KB
Accession
0001104659-08-071855
Insider Transaction Report
Form 4
Avenue AIV US, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−22,294$22,294,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (2,265,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−15,241$15,241,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,548,593 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−13,726$13,726,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,394,658 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−48,739$48,739,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (4,952,227 underlying) - Award
Third Lien Subordinated Secured Convertible Note Due 2011
2008-10-09$1000.00/sh→ 5,942,672 totalExercise: $11.05From: 2008-10-09Exp: 2011-12-31→ Common Stock (5,942,672 underlying) - Award
Common Stock Warrant (right to buy)
2008-10-09→ 30,000,000 totalExercise: $0.01From: 2008-10-09Exp: 2011-10-09→ Common Stock (30,000,000 underlying)
Avenue Capital Management II, L.P.
Director10% Owner
Transactions
- Award
Common Stock Warrant (right to buy)
2008-10-09→ 30,000,000 totalExercise: $0.01From: 2008-10-09Exp: 2011-10-09→ Common Stock (30,000,000 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−22,294$22,294,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (2,265,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−48,739$48,739,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (4,952,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−13,726$13,726,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,394,658 underlying) - Award
Third Lien Subordinated Secured Convertible Note Due 2011
2008-10-09$1000.00/sh→ 5,942,672 totalExercise: $11.05From: 2008-10-09Exp: 2011-12-31→ Common Stock (5,942,672 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−15,241$15,241,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,548,593 underlying)
Avenue International Master, L.P.
Director10% Owner
Transactions
- Award
Common Stock Warrant (right to buy)
2008-10-09→ 30,000,000 totalExercise: $0.01From: 2008-10-09Exp: 2011-10-09→ Common Stock (30,000,000 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−48,739$48,739,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (4,952,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−22,294$22,294,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (2,265,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−13,726$13,726,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,394,658 underlying) - Award
Third Lien Subordinated Secured Convertible Note Due 2011
2008-10-09$1000.00/sh→ 5,942,672 totalExercise: $11.05From: 2008-10-09Exp: 2011-12-31→ Common Stock (5,942,672 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−15,241$15,241,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,548,593 underlying)
Avenue CDP Global Opportunities Fund LP
Director10% Owner
Transactions
- Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−48,739$48,739,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (4,952,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−13,726$13,726,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,394,658 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−22,294$22,294,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (2,265,227 underlying) - Award
Common Stock Warrant (right to buy)
2008-10-09→ 30,000,000 totalExercise: $0.01From: 2008-10-09Exp: 2011-10-09→ Common Stock (30,000,000 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−15,241$15,241,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,548,593 underlying) - Award
Third Lien Subordinated Secured Convertible Note Due 2011
2008-10-09$1000.00/sh→ 5,942,672 totalExercise: $11.05From: 2008-10-09Exp: 2011-12-31→ Common Stock (5,942,672 underlying)
Avenue Special Situations Fund IV LP
Director10% Owner
Transactions
- Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−13,726$13,726,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,394,658 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−15,241$15,241,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,548,593 underlying) - Award
Common Stock Warrant (right to buy)
2008-10-09→ 30,000,000 totalExercise: $0.01From: 2008-10-09Exp: 2011-10-09→ Common Stock (30,000,000 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−48,739$48,739,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (4,952,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−22,294$22,294,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (2,265,227 underlying) - Award
Third Lien Subordinated Secured Convertible Note Due 2011
2008-10-09$1000.00/sh→ 5,942,672 totalExercise: $11.05From: 2008-10-09Exp: 2011-12-31→ Common Stock (5,942,672 underlying)
Avenue Investments, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−22,294$22,294,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (2,265,227 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−48,739$48,739,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (4,952,227 underlying) - Award
Third Lien Subordinated Secured Convertible Note Due 2011
2008-10-09$1000.00/sh→ 5,942,672 totalExercise: $11.05From: 2008-10-09Exp: 2011-12-31→ Common Stock (5,942,672 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−15,241$15,241,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,548,593 underlying) - Disposition to Issuer
Series A Senior Convertible Preferred Stock
2008-10-09$1000.00/sh−13,726$13,726,000→ 0 totalExercise: $11.05From: 2007-03-28→ Common Stock (1,394,658 underlying) - Award
Common Stock Warrant (right to buy)
2008-10-09→ 30,000,000 totalExercise: $0.01From: 2008-10-09Exp: 2011-10-09→ Common Stock (30,000,000 underlying)
Footnotes (10)
- [F1]On October 9, 2008, NextWave Wireless Inc. (the "Company") entered into a Third Lien Subordinated Exchange Note Exchange Agreement among the Company, as issuer, NextWave Wireless LLC ("NextWave LLC"), a wholly-owned subsidiary of the Company, the guarantors named therein and the purchasers party thereto, and The Bank of New York Mellon, as collateral agent pursuant to which the purchasers party thereto exchanged their holdings of Series A Senior Convertible Preferred Stock for Third Lien Subordinated Secured Convertible Notes due 2011 (the "Third Lien Notes").
- [F10]The securities are owned directly by Avenue AIV.
- [F2]The Series A Senior Convertible Preferred Stock has no expiration date.
- [F3]The number of shares represents the accreted liquidation preference plus accrued dividends as of October 9, 2008 divided by the conversion price per share of $11.05.
- [F4]The securities are owned directly by Avenue International Master, L.P. ("Avenue International").
- [F5]The securities are owned directly by Avenue Investments, L.P. ("Avenue Investments").
- [F6]The securities are owned directly by Avenue Special Situations Fund IV, L.P. ("Avenue Special Situations").
- [F7]The securities are owned directly by Avenue CDP Global Opportunities Fund, L.P. ("Avenue Global Opportunities").
- [F8]The number of shares reflects the principal amount of the Third Lien Notes divided by the conversion price of $11.05.
- [F9]On October 9, 2008, Avenue AIV US, L.P. ("Avenue AIV" and together with Avenue International, Avenue Investments, Avenue Special Situations, and Avenue Global Opportunities, the "Funds") entered into a Warrant Agreement with the Company pursuant to which the Company issued to Avenue AIV warrants to purchase in the aggregate 30,000,000 shares of common stock (subject to adjustment as provided in the Warrant Agreement). The warrants were issued to Avenue AIV as a condition to Avenue AIV's purchase of Senior Subordinated Secured Second Lien Notes in the aggregate principal amount of $78,947,367.75 from NextWave LLC.
Documents
Issuer
NextWave Wireless Inc.
CIK 0001374993
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001003215
Filing Metadata
- Form type
- 4
- Filed
- Nov 18, 7:00 PM ET
- Accepted
- Nov 19, 5:44 PM ET
- Size
- 35.3 KB