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3//SEC Filing

ELLMORE C PATTERSON PARTNERS 3

Accession 0001209191-07-016324

CIK 0001283699other
View on SEC.govCompany Profile

Filed

Mar 6, 7:00 PM ET

Accepted

Mar 7, 9:55 PM ET

Size

45.4 KB

Accession

0001209191-07-016324

Insider Transaction Report

Form 3
Period: 2007-03-05
METROPCS COMMUNICATIONS INCNONE
ACP FAMILY PARTNERSHIP LP
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)
SWARTZ JAMES R
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015
BREYER JAMES
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)
ACCEL INVESTORS 94 LP
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)
ACCEL KEIRETSU LP
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)
ELLMORE C PATTERSON PARTNERS
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)
ACCEL INVESTORS 99 LP
10% Owner
Holdings

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504
ACCEL IV LP
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357
ACCEL INTERNET FUND III LP
10% Owner
Holdings

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330
ACCEL VII LP
10% Owner
Holdings

  • Series D Convertible Preferred Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    Exercise: $9.40→ Common Stock (560,983 underlying)

  • Common Stock

    (indirect: Held directly by Ellmore C. Patterson Partners)
    165,330

  • Common Stock

    (indirect: Held directly by Accel Investors '94 L.P.)
    278,145

  • Common Stock

    (indirect: Held directly by Accel IV L.P.)
    6,886,357

  • Common Stock

    (indirect: Held directly by Arthur C. Patterson)
    2,796

  • Common Stock

    (indirect: Held directly by Accel Keiretsu L.P.)
    142,875

  • Stock Option (right to buy)

    (indirect: Held directly by Arthur C. Patterson)
    Exercise: $4.70Exp: 2010-01-24→ Common Stock (90,300 underlying)

  • Common Stock

    (indirect: Held directly by Accel Internet Fund III L.P.)
    504

  • Common Stock

    (indirect: Held directly by Accel VII L.P.)
    2,015
Footnotes (19)
  • [F1]Each of the following entities is jointly filing this Form 3 and, with Arthur C. Patterson, is deemed to be a member of a "group" under Section 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"): Accel Internet Fund III L.P., Accel Investors '94 L.P., Accel Investors '99 L.P., Accel IV LP, Accel Keiretsu L.P., Accel VII L.P., ACP Family Partnership L.P. and Ellmore C. Patterson Partners.
  • [F10]This option was granted on January 24, 2000. This option vests over a period of three years as follows: The option shall vest and become exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" " (as provided in the MetroPCS Communications, Inc. Amended and Restated Non-Employee Director Remuneration Plan, as further amended from time to time (the "Director Plan")).
  • [F11]This option was granted on August 3, 2005. This option vests over a period of three years as follows: The option shall vest and become exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan).
  • [F12]This option was granted on March 14, 2006. This option vests over a period of three years as follows: The option shall vest and become exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan).
  • [F13]This option was granted on January 26, 2007. This option vests over a period of three years as follows: The option shall vest and become exercisable with respect to 1/36 of the shares on the date of each month beginning on the "Vesting Commencement Date" (as provided in the Director Plan).
  • [F14]The Series D Convertible Preferred Stock (the "Preferred Stock") and the accrued but unpaid dividends thereon will automatically convert into common stock (the "Common Stock") of MetroPCS Communications, Inc. (the "Issuer") at the price of $9.40 per share of Common Stock upon (i) completion of a Qualified Public Offering (as defined in the Securities Purchase Agreement, as amended); (ii) the Common Stock trading on a national securities exchange for a period of 30 consecutive trading dates above a price that implies a market valuation of the Series D Preferred Stock in excess of twice the initial purchase price of the Series D Preferred Stock; or (iii) the date specified by the holders of two-thirds of the initial purchase price of the Series D Preferred Stock. If not previously converted, the Issuer is required to redeem all outstanding shares of Series D Preferred Stock on July 17, 2015, at the liquidation value plus accrued but unpaid dividends.
  • [F15]This amount includes 125,239 shares of Common Stock issuable pursuant to accrued dividends.
  • [F16]Arthur C. Patterson, James R. Swartz, James W. Breyer and J. Peter Wagner are the managing members of Accel Investors '99 L.P. and share voting and investment powers. This amount includes 61,932 shares of Common Stock issuable pursuant to accrued dividends.
  • [F17]Arthur C. Patterson is the sole general partner of ACP Family Partnership L.P. This amount includes 228,678 shares of Common Stock issuable pursuant to accrued dividends.
  • [F18]This amount includes 91,038 shares of Common Stock issuable pursuant to accrued dividends.
  • [F19]This amount includes 501,006 shares of Common Stock issuable pursuant to accrued dividends.
  • [F2]Each reporting person other than the referenced individual or entity disclaims beneficial ownership of these securities except to the extent of his, or its, pecuniary interest therein, and this report shall not be deemed an admission that any such reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F3]Accel Internet Fund III Associates L.L.C. is the general partner of Accel Internet Fund III L.P. and has sole voting and investment power. Arthur C. Patterson, James R. Swartz, James W. Breyer, J. Peter Wagner and Theresia G. Ranzetta are the managing members of Accel Internet Fund III Associates L.L.C. and share such power.
  • [F4]Arthur C. Patterson, James R. Swartz, Paul H. Klingenstein and James W. Breyer are the general partners of Accel Investors '94 L.P. and share voting and investment power.
  • [F5]Accel IV Associates L.P. is the General Partner of Accel IV L.P. and has sole voting and investment power. Arthur C. Patterson, James R. Swartz, James W. Breyer, Paul H. Klingenstein, Homestake Partners L.P., of which James R. Swartz is sole general partner, Luke B. Evnin and Eugene D. Hill are the general partners of Accel IV Associates L.P. and share such powers.
  • [F6]Accel Partners & Co., Inc. is the general partner of Accel Keiretsu L.P. and has sole voting and investment power. Arthur C. Patterson, James W. Breyer and James R. Swartz are officers of Accel Partners & Co., Inc. and share such powers.
  • [F7]Arthur C. Patterson is the sole general partner of Ellmore C. Patterson Partners.
  • [F8]Accel VII Associates L.L.C. is the general partner of Accel VII L.P. and has sole voting and investment power. Arthur C. Patterson, James R. Swartz, James W. Breyer, J. Peter Wagner and Theresia G. Ranzetta are the managing members of Accel VII Associates L.P. and share such powers.
  • [F9]Held directly by Arthur C. Patterson, who is a director of the Issuer.

Documents

1 file

Issuer

METROPCS COMMUNICATIONS INC

CIK 0001283699

→
Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001255531

Filing Metadata

Form type
3
Filed
Mar 6, 7:00 PM ET
Accepted
Mar 7, 9:55 PM ET
Size
45.4 KB
View on SEC.gov