Home/Filings/4/0001209191-14-069373
4//SEC Filing

VAI Management, LLC 4

Accession 0001209191-14-069373

CIK 0001614436other

Filed

Nov 16, 7:00 PM ET

Accepted

Nov 17, 8:47 PM ET

Size

88.1 KB

Accession

0001209191-14-069373

Insider Transaction Report

Form 4
Period: 2014-11-13
CCP Investments I, L.P.
Director10% Owner
Transactions
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
VAI Management, LLC
Director10% Owner
Transactions
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
VAI Partners, LLC
Director10% Owner
Transactions
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
FREIDHEIM STEPHEN C
Director10% Owner
Transactions
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
Transactions
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
Transactions
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
CYR FUND LP
Director10% Owner
Transactions
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
Transactions
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
Transactions
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
Transactions
  • Other

    Common Stock

    2014-11-13248,3090 total(indirect: See Footnotes)
  • Other

    Class A-1 Common Stock

    2014-11-1360 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+739,948770,779 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class C-6 Warrants (right to buy)

    2014-11-13278,8470 total(indirect: See Footnotes)
    Exercise: $37.74Exp: 2040-01-12Common Stock (278,847 underlying)
  • Other

    Common Stock

    2014-11-1330 total(indirect: See Footnotes)
  • Disposition to Issuer

    Class A-1 Common Stock

    2014-11-1319,4310 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+19,43130,831 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+89,95389,953 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+41,908131,861 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+1,701,3891,833,250 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+40,78843,290 total(indirect: See Footnotes)
  • Disposition to Issuer

    Convertible Preferred Stock

    2014-11-13739,9480 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-9 Warrants (right to buy)

    2014-11-133,974,0700 total(indirect: See Footnotes)
    Exercise: $150.98Exp: 2040-01-12Common Stock (3,974,070 underlying)
  • Other

    Class A Warrants (right to buy)

    2014-11-1366,5320 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (66,532 underlying)
  • Disposition to Issuer

    Class C-7A Warrants (right to buy)

    2014-11-13883,1260 total(indirect: See Footnotes)
    Exercise: $75.49Exp: 2040-01-12Common Stock (883,126 underlying)
  • Disposition to Issuer

    Class C-15E Warrants (right to buy)

    2014-11-13233,5230 total(indirect: See Footnotes)
    Exercise: $18.87Exp: 2043-05-10Common Stock (233,523 underlying)
  • Other

    Convertible Preferred Stock

    2014-11-131,109,8110 total(indirect: See Footnotes)
    Common Stock
  • Other

    Convertible Preferred Stock

    2014-11-132220 total(indirect: See Footnotes)
    Common Stock
  • Disposition to Issuer

    Class C-12E Warrants (right to buy)

    2014-11-1313,9420 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (13,942 underlying)
  • Disposition to Issuer

    Class A Warrants (right to buy)

    2014-11-1344,3550 total(indirect: See Footnotes)
    Exercise: $0.08From: 2013-01-12Exp: 2040-01-12Common Stock (44,355 underlying)
  • Disposition to Issuer

    Class C-8 Warrants (right to buy)

    2014-11-132,649,3800 total(indirect: See Footnotes)
    Exercise: $113.23Exp: 2040-01-12Common Stock (2,649,380 underlying)
  • Disposition to Issuer

    Class C-12C Warrants (right to buy)

    2014-11-13501,2330 total(indirect: See Footnotes)
    Exercise: $26.42Exp: 2041-12-09Common Stock (501,233 underlying)
  • Other

    Class A-1 Common Stock

    2014-11-1329,1430 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+44,209814,988 total(indirect: See Footnotes)
  • Award

    Common Stock

    2014-11-13+2,5022,502 total(indirect: See Footnotes)
Footnotes (17)
  • [F1]Pursuant to the Distribution Agreement (the "VAI Partners Distribution Agreement"), dated November 13, 2014, by and among VAI Partners LLC ("VAI Partners"), Cyrus Aviation Investor, LLC ("Cyrus Aviation"), VAI MBO Investors, LLC, VX Employee Holdings, LLC, and VAI Management, LLC ("VAI Management"), VAI Partners distributed to its members all of the securities it held of Virgin America Inc. (the "Issuer") on a pro rata basis without consideration based on the membership interests held by each member. Pursuant to the VAI Partners Distribution Agreement, Cyrus Aviation received 11,398 shares of the Issuer's common stock, 19,427 shares of the Issuer's Class A-1 common stock, and 739,800 shares of the Issuer's Convertible Preferred Stock, and VAI Management received 3 shares of the Issuer's common stock, 6 shares of the Issuer's Class A-1 common stock, and 222 shares of the Issuer's Convertible Preferred Stock.
  • [F10]Pursuant to the Recapitalization Agreement, on November 13, 2014, the Class C-6 Warrants, the Class C-7A Warrants, the Class C-8 Warrants, and the Class C-9 Warrants of the Issuer held directly by Cyrus Aviation were cancelled in full. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by Cyrus Aviation because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP and the Chief Investment Officer of Cyrus Capital Partners. Cyrus Capital GP is the general partner of Cyrus Aviation II and Cyrus Capital Partners and Cyrus Capital Partners is the investment manager of Cyrus Aviation II. Cyrus Aviation II is the sole member of Cyrus Aviation. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by Cyrus Aviation.
  • [F11]The Class C-6 Warrants are immediately exercisable.
  • [F12]The Warrants are exercisable subject to limitations set forth in the respective warrant agreements.
  • [F13]Pursuant to the Recapitalization Agreement, on November 13, 2014, the Class C-12C Warrants and the Class C-15E Warrants of the Issuer held directly by CYR Fund, L.P. ("CYR") were exchanged with the Issuer for 89,953 and 41,908 shares of common stock of the Issuer, respectively. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by CYR because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP. Cyrus Capital GP is the managing member of Cyrus Capital Advisors, L.L.C. ("Cyrus Capital Advisors"), which is the general partner of CYR. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by CYR.
  • [F14]Pursuant to the Recapitalization Agreement, on November 13, 2014, the Class C-12E Warrants of the Issuer held directly by CCP Investments I, L.P. ("CCP") were exchanged with the Issuer for shares of common stock of the Issuer. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by CCP because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP. Cyrus Capital GP is the general partner of CCP. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by CCP.
  • [F15]Pursuant to the Recapitalization Agreement, on November 13, 2014, CYR exchanged certain notes of the Issuer described in the Recapitalization Agreement for shares of common stock of the Issuer. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by CYR because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP. Cyrus Capital GP is the managing member of Cyrus Capital Advisors, which is the general partner of CYR. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by CYR.
  • [F16]Pursuant to the Recapitalization Agreement, on November 13, 2014, CCP exchanged certain notes of the Issuer described in the Recapitalization Agreement for shares of common stock of the Issuer. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by CCP because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP. Cyrus Capital GP is the general partner of CCP. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by CCP.
  • [F17]Each of Stephen C. Freidheim, Cyrus Capital GP, Cyrus Aviation II, Cyrus Capital Partners, Cyrus Aviation, Cyrus Capital Advisors, CYR, CCP, VAI Management and VAI Partners disclaims beneficial ownership of the securities of the Issuer reported herein except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Mr. Freidheim, Cyrus Capital GP, Cyrus Aviation II, Cyrus Capital Partners, Cyrus Aviation, Cyrus Capital Advisors, CYR, CCP, VAI Management or VAI Partners is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
  • [F2](Continued from footnote 1) Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by Cyrus Aviation because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP, L.L.C. ("Cyrus Capital GP") and the Chief Investment Officer of Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"). Cyrus Capital GP is the general partner of Cyrus Aviation II, L.P. ("Cyrus Aviation II") and Cyrus Capital Partners and Cyrus Capital Partners is the investment manager of Cyrus Aviation II. Cyrus Aviation II is the sole member of Cyrus Aviation. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by Cyrus Aviation.
  • [F3]Pursuant to the Distribution Agreement (the "VAI Management Distribution Agreement"), dated November 13, 2014, by and among VAI Management, Cyrus Aviation and VAI MBO Investors, LLC, VAI Management distributed to its members all of the securities it held of the Issuer on a pro rata basis without consideration based on the membership interests held by each member. Pursuant to the VAI Management Distribution Agreement, Cyrus Aviation received 44,355 Class A Warrants of the Issuer, 2 shares of the Issuer's common stock, 4 shares of the Issuer's Class A-1 common stock, and 148 shares of the Issuer's Convertible Preferred Stock. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by Cyrus Aviation because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP and the Chief Investment Officer of Cyrus Capital Partners.
  • [F4](Continued from footnote 3) Cyrus Capital GP is the general partner of Cyrus Aviation II and Cyrus Capital Partners and Cyrus Capital Partners is the investment manager of Cyrus Aviation II. Cyrus Aviation II is the sole member of Cyrus Aviation. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by Cyrus Aviation.
  • [F5]Pursuant to the Recapitalization Agreement, dated November 13, 2014, by and among the Issuer, Virgin Management Limited, VX Holdings, L.P., VA Holdings (Guernsey) LP, Virgin Holdings Limited, CM Finance Inc., Cyrus Select Opportunities Master Fund, Ltd., CYR Fund, L.P. ("CYR"), Crescent 1, L.P., Cyrus Opportunities Master Fund II, Ltd., Cyrus Aviation, Cyrus Aviation Partners III, L.P., Cyrus Aviation Partners IIIA, L.P., Cyrus Aviation Partners IV, L.P., CCP Investments I, L.P. ("CCP"), , CRS Fund, Ltd., Cyrus Aviation Holdings, LLC, and VAI MBO Investors, LLC (the "Recapitalization Agreement"), on November 13, 2014, the shares of Class A-1 common stock of the Issuer held directly by Cyrus Aviation were automatically converted into shares of the Issuer's common stock.
  • [F6](Continued from footnote 5) Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by Cyrus Aviation because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP and the Chief Investment Officer of Cyrus Capital Partners. Cyrus Capital GP is the general partner of Cyrus Aviation II and Cyrus Capital Partners and Cyrus Capital Partners is the investment manager of Cyrus Aviation II. Cyrus Aviation II is the sole member of Cyrus Aviation. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by Cyrus Aviation. The Issuer's Board of Directors, on which Mr. Freidheim serves, approved the Recapitalization Agreement in advance of the consummation of the transactions pursuant to the Recapitalization Agreement.
  • [F7]The shares of Convertible Preferred Stock of the Issuer are immediately convertible into shares of the Issuer's common stock on a one-for-one basis and do not expire.
  • [F8]Pursuant to the Recapitalization Agreement, on November 13, 2014, the shares of Convertible Preferred Stock of the Issuer held directly by Cyrus Aviation were exchanged with the Issuer for shares of common stock of the Issuer. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by Cyrus Aviation because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP and the Chief Investment Officer of Cyrus Capital Partners. Cyrus Capital GP is the general partner of Cyrus Aviation II and Cyrus Capital Partners and Cyrus Capital Partners is the investment manager of Cyrus Aviation II. Cyrus Aviation II is the sole member of Cyrus Aviation. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by Cyrus Aviation.
  • [F9]Pursuant to the Recapitalization Agreement, on November 13, 2014, the Class A Warrants of the Issuer held directly by Cyrus Aviation were exchanged with the Issuer for shares of common stock of the Issuer. Stephen C. Freidheim may be deemed to indirectly beneficially own the securities held by Cyrus Aviation because Mr. Freidheim may be deemed to have voting and investment power over such securities as the sole member of Cyrus Capital GP and the Chief Investment Officer of Cyrus Capital Partners. Cyrus Capital GP is the general partner of Cyrus Aviation II and Cyrus Capital Partners and Cyrus Capital Partners is the investment manager of Cyrus Aviation II. Cyrus Aviation II is the sole member of Cyrus Aviation. Mr. Freidheim has a right to a performance-based allocation and therefore has a pecuniary interest in a portion of the securities held by Cyrus Aviation.

Issuer

Virgin America Inc.

CIK 0001614436

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001621462

Filing Metadata

Form type
4
Filed
Nov 16, 7:00 PM ET
Accepted
Nov 17, 8:47 PM ET
Size
88.1 KB