SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. 1)
RUCKUS WIRELESS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
781220108
(CUSIP Number)
12/31/13
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
(Continued on following pages)
Page 1 of 18 Pages
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CUSIP NO. 781220108 | | 13 G | | Page 2 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA CAPITAL IX, L.P. (“SC IX”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 94-3335835 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 259,970 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 259,970 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 259,970 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.3% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 3 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA CAPITAL ENTREPRENEURS ANNEX FUND, L.P. (“ANNEX”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 94-3354706 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 10,833 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 10,833 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,833 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 less than 0.1% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 4 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SC IX.I MANAGEMENT, LLC (“SC IX.I LLC”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 90-0157711 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 270,803 shares of which 259,970 shares are directly held by SC IX and 10,833 shares are directly held by ANNEX. SC IX.I LLC is the General Partner of SC IX and ANNEX. |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 270,803 shares of which 259,970 shares are directly held by SC IX and 10,833 shares are directly held by ANNEX. SC IX.I LLC is the General Partner of SC IX and ANNEX. |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 270,803 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.3% |
12 | | TYPE OF REPORTING PERSON OO |
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CUSIP NO. 781220108 | | 13 G | | Page 5 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA CAPITAL X, L.P. (“SC X”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 77-0535705 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 2,281,946 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 2,281,946 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,281,946 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.9% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 6 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA TECHNOLOGY PARTNERS X, L.P. (“STP X”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 77-0537311 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 328,684 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 328,684 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 328,684 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.4% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 7 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA CAPITAL X PRINCIPALS FUND LLC (“SC X PF”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 77-0537312 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 203,458 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 203,458 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 203,458 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.3% |
12 | | TYPE OF REPORTING PERSON OO |
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CUSIP NO. 781220108 | | 13 G | | Page 8 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SC X MANAGEMENT, LLC (“SC X LLC”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 77-0535710 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 2,814,088 shares of which 2,281,946 shares are directly held by SC X, 328,684 shares are directly held by STP X and 203,458 shares are directly held by SC X PF. SC X LLC is the General Partner of each of SC X and STP X, and the Managing Member of SC X PF. |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 2,814,088 shares of which 2,281,946 shares are directly held by SC X, 328,684 shares are directly held by STP X and 203,458 shares are directly held by SC X PF. SC X LLC is the General Partner of each of SC X and STP X, and the Managing Member of SC X PF. |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,814,088 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.6% |
12 | | TYPE OF REPORTING PERSON OO |
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CUSIP NO. 781220108 | | 13 G | | Page 9 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA CAPITAL U.S. GROWTH FUND IV, L.P. (“SCGF IV”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-0589567 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 1,320,385 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 1,320,385 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,320,385 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.7% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 10 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SEQUOIA CAPITAL USGF PRINCIPALS FUND IV, L.P. (“SCGF IV PF”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-0619227 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 57,329 |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 57,329 |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 57,329 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 11 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SCGF IV MANAGEMENT, L.P. (“SCGF IV MGMT”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-0589559 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 1,377,714 shares of which 1,320,385 shares are directly held by SCGF IV and 57,329 shares are directly held by SCGF IV PF. SCGF IV MGMT is the General Partner of each of SCGF IV and SCGF IV PF. |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 1,377,714 shares of which 1,320,385 shares are directly held by SCGF IV and 57,329 shares are directly held by SCGF IV PF. SCGF IV MGMT is the General Partner of each of SCGF IV and SCGF IV PF. |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,377,714 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.7% |
12 | | TYPE OF REPORTING PERSON PN |
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CUSIP NO. 781220108 | | 13 G | | Page 12 of 18 Pages |
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1 | | NAME OF REPORTING PERSON SCGF GENPAR, LTD. (“SCGF GP”) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-0603717 |
2 | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3 | | SEC USE ONLY |
4 | | CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5 | | SOLE VOTING POWER 0 |
| 6 | | SHARED VOTING POWER 1,377,714 shares of which 1,320,385 shares are directly held by SCGF IV and 57,329 shares are directly held by SCGF IV PF. SCGF GP is the General Partner of SCGF IV MGMT. |
| 7 | | SOLE DISPOSITIVE POWER 0 |
| 8 | | SHARED DISPOSITIVE POWER 1,377,714 shares of which 1,320,385 shares are directly held by SCGF IV and 57,329 shares are directly held by SCGF IV PF. SCGF GP is the General Partner of SCGF IV MGMT. |
9 | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,377,714 |
10 | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
11 | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.7% |
12 | | TYPE OF REPORTING PERSON OO |
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CUSIP NO. 781220108 | | 13 G | | Page 13 of 18 Pages |
| (a) | Name of Issuer: Ruckus Wireless, Inc. |
| (b) | Address of Issuer’s Principal Executive Offices: |
350 West Java Drive
Sunnyvale, CA 94089
(a) | Name of Persons Filing: |
Sequoia Capital IX, L.P.
Sequoia Capital Entrepreneurs Annex Fund, L.P.
SC IX.I Management, LLC
Sequoia Capital X, L.P.
Sequoia Technology Partners X, L.P.
Sequoia Capital X Principals Fund, LLC
SC X Management, LLC
Sequoia Capital U.S. Growth Fund IV, L.P.
Sequoia Capital USGF Principals Fund IV, L.P.
SCGF IV Management, L.P.
SCGF GenPar, Ltd.
SC IX.I LLC is the General Partner of SC IX and ANNEX. SC X LLC is the General Partner of each of SC X and STP X, and the Managing Member of SC X PF. SCGF IV MGMT is the General Partner of each of SCGF IV and SCGF IV PF. SCGF GP is the General Partner of SCGF IV MGMT.
(b) | Address of Principal Business Office or, if none, Residence: |
3000 Sand Hill Road, 4-250
Menlo Park, CA 94025
Citizenship:
SC IX.I LLC, SC IX, ANNEX, SC X LLC, SC X, STP X, SC X PF: Delaware
SCGF IV MGMT, SCGF IV, SCGF IV PF, SCGF GP: Cayman Islands
(c) | Title of Class of Securities: Common Stock |
(d) | CUSIP Number: 781220108 |
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CUSIP NO. 781220108 | | 13 G | | Page 14 of 18 Pages |
ITEM 3. | If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a: |
NOT APPLICABLE
SEE ROWS 5 THROUGH 11 OF COVER PAGES
ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ¨
ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON |
NOT APPLICABLE
ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON |
NOT APPLICABLE
ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP |
NOT APPLICABLE
ITEM 9. | NOTICE OF DISSOLUTION OF GROUP |
NOT APPLICABLE
NOT APPLICABLE
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CUSIP NO. 781220108 | | 13 G | | Page 15 of 18 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Dated: February 12, 2014 |
|
Sequoia Capital IX, L.P. Sequoia Capital Entrepreneurs Annex Fund, L.P. |
| | |
| | By: | | SC IX.I Management, LLC |
| | General Partner of each |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
SC IX.I Management, LLC |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
Sequoia Capital X, L.P. |
Sequoia Technology Partners X, L.P. |
| | |
| | By: | | SC X Management, LLC |
| | | | General Partner of each |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
Sequoia Capital X Principals Fund, LLC |
| | |
| | By: | | SC X Management, LLC |
| | | | its Managing Member |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
SC X Management, LLC |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
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CUSIP NO. 781220108 | | 13 G | | Page 16 of 18 Pages |
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Sequoia Capital U.S. Growth Fund IV, L.P. Sequoia Capital USGF Principals Fund IV, L.P. |
| | |
| | By: | | SCGF IV Management, L.P. |
| | General Partner of each |
| | |
| | By: | | SCGF GenPar, Ltd |
| | its General Partner |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Director |
|
SCGF IV Management, L.P. |
| | |
| | By: | | SCGF GenPar, Ltd |
| | its General Partner |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Director |
|
SCGF GenPar, Ltd |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Director |
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CUSIP NO. 781220108 | | 13 G | | Page 17 of 18 Pages |
EXHIBIT 1
AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree that the Schedule 13G relating to the common stock of Ruckus Wireless, Inc., and any further amendments thereto, to which this Agreement as to Joint Filing of Schedule 13G is attached as an exhibit is filed on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
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Date: February 12, 2014 |
|
Sequoia Capital IX, L.P. |
Sequoia Capital Entrepreneurs Annex Fund, L.P. |
| | |
| | By: | | SC IX.I Management, LLC |
| | General Partner of each |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
SC IX.I Management, LLC |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
Sequoia Capital X, L.P. |
Sequoia Technology Partners X, L.P. |
| | |
| | By: | | SC X Management, LLC |
| | | | General Partner of each |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
Sequoia Capital X Principals Fund, LLC |
| | |
| | By: | | SC X Management, LLC |
| | | | its Managing Member |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
| | | | |
CUSIP NO. 781220108 | | 13 G | | Page 18 of 18 Pages |
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SC X Management, LLC |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Member |
|
Sequoia Capital U.S. Growth Fund IV, L.P. |
Sequoia Capital USGF Principals Fund IV, L.P. |
| | |
| | By: | | SCGF IV Management, L.P. |
| | General Partner of each |
| | |
| | By: | | SCGF GenPar, Ltd |
| | its General Partner |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Director |
|
SCGF IV Management, L.P. |
| | |
| | By: | | SCGF GenPar, Ltd |
| | its General Partner |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Director |
|
SCGF GenPar, Ltd |
| | |
| | By: | | /s/ Douglas Leone |
| | Douglas Leone, Managing Director |