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)*
ExactTarget, Inc.
(Name of Issuer)
Common Stock, $0.0005 par value per share
(Title of Class of Securities)
30064K105
(CUSIP Number)
July 11, 2013
(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)
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following pages)
Page 1 of 22
Exhibit Index on Page 22
CUSIP # 30064K105 | Page 2 of 22 |
1 |
NAME OF REPORTING PERSONS
TCV VII, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
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- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
PN |
CUSIP # 30064K105 | Page 3 of 22 |
1 |
NAME OF REPORTING PERSONS
TCV VII (A), L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
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- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
PN |
CUSIP # 30064K105 | Page 4 of 22 |
1 |
NAME OF REPORTING PERSONS
TCV Member Fund, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
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- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
PN |
CUSIP # 30064K105 | Page 5 of 22 |
1 |
NAME OF REPORTING PERSONS
Technology Crossover Management VII, L.P. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
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- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
PN |
CUSIP # 30064K105 | Page 6 of 22 |
1 |
NAME OF REPORTING PERSONS
Technology Crossover Management VII, Ltd. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
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- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
OO |
CUSIP # 30064K105 | Page 7 of 22 |
1 |
NAME OF REPORTING PERSONS
Jay C. Hoag | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 8 of 22 |
1 |
NAME OF REPORTING PERSONS
Richard H. Kimball | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 9 of 22 |
1 |
NAME OF REPORTING PERSONS
John L. Drew | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 10 of 22 |
1 |
NAME OF REPORTING PERSONS
Jon Q. Reynolds, Jr. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 11 of 22 |
1 |
NAME OF REPORTING PERSONS
Robert W. Trudeau | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 12 of 22 |
1 |
NAME OF REPORTING PERSONS
Christopher P. Marshall | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 13 of 22 |
1 |
NAME OF REPORTING PERSONS
Timothy P. McAdam | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 14 of 22 |
1 |
NAME OF REPORTING PERSONS
John C. Rosenberg | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 15 of 22 |
1 |
NAME OF REPORTING PERSONS
David L. Yuan | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x
| |||||
3 | SEC USE ONLY
| |||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
-0- shares of Common Stock | ||||
6 | SHARED VOTING POWER
-0- shares of Common Stock | |||||
7 | SOLE DISPOSITIVE POWER
-0- shares of Common Stock | |||||
8 | SHARED DISPOSITIVE POWER
-0- shares of Common Stock | |||||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- shares of Common Stock | |||||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% | |||||
12 | TYPE OF REPORTING PERSON*
IN |
CUSIP # 30064K105 | Page 16 of 22 |
ITEM 1(A). | NAME OF ISSUER | |
ExactTarget, Inc. | ||
ITEM 1(B). | ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES | |
20 North Meridian Street Indianapolis, IN 46204 | ||
ITEM 2(A). | NAME OF PERSONS FILING | |
This statement is being filed by (1) TCV VII, L.P., a Cayman Islands exempted limited partnership (TCV VII), (2) TCV VII (A), L.P., a Cayman Islands exempted limited partnership (TCV VII(A)), (3) TCV Member Fund, L.P., a Cayman Islands exempted limited partnership (Member Fund and, together with TCV VII and TCV VII(A), the TCV Funds), (4) Technology Crossover Management VII, L.P., a Cayman Islands exempted limited partnership (TCM VII), (5) Technology Crossover Management VII, Ltd., a Cayman Islands exempted company (Management VII), (6) Jay C. Hoag (Mr. Hoag), (7) Richard H. Kimball (Mr. Kimball), (8) John L. Drew (Mr. Drew), (9) Jon Q. Reynolds, Jr. (Mr. Reynolds), (10) Robert W. Trudeau (Mr. Trudeau), (11) Christopher P. Marshall (Mr. Marshall), (12) Timothy P. McAdam (Mr. McAdam), (13), John C. Rosenberg (Mr. Rosenberg) and (14) David L. Yuan (Mr. Yuan). Mr. Hoag, Mr. Kimball, Mr. Drew, Mr. Reynolds, Mr. Trudeau, Mr. Marshall, Mr. McAdam, Mr. Rosenberg and Mr. Yuan are collectively referred to as the Members. The TCV Funds, TCM VII, Management VII and the Members are sometimes collectively referred to herein as the Reporting Persons. | ||
ITEM 2(B). | ADDRESS OF PRINCIPAL OFFICE | |
The mailing address for each of the Reporting Persons is: | ||
c/o Technology Crossover Ventures 528 Ramona Street Palo Alto, California 94301 | ||
ITEM 2(C) | CITIZENSHIP
Each of TCV VII, TCV VII(A), Member Fund and TCM VII are Cayman Islands exempted limited partnerships. Management VII is a Cayman Islands exempted company. The Members are each United States citizens. |
ITEM 2(D) AND (E). | TITLE OF CLASS OF SECURITIES AND CUSIP NUMBER
Common Stock, $0.0005 par value CUSIP Number: 30064K105 |
ITEM 3. | Not applicable. |
CUSIP # 30064K105 | Page 17 of 22 |
ITEM 4. | OWNERSHIP
The following information with respect to the ownership of the Common Stock of the Issuer by the persons filing this Statement is provided as of July 16, 2013: |
Name of Reporting Person |
(a) Amount beneficially owned |
(b) Percent
of Class* |
(c) Number of shares as to which person has: |
|||||||||||||
Sole power to vote or to direct the vote, and sole power to dispose or to direct the disposition of |
Shared power to vote or to direct the vote, and shared power to dispose or to direct the disposition of |
|||||||||||||||
TCV VII, L.P. |
-0- | 0 | % | | | |||||||||||
TCV VII (A), LP |
-0- | 0 | % | | | |||||||||||
TCV Member Fund, L.P. |
-0- | 0 | % | | | |||||||||||
Technology Crossover Management VII, L.P. |
-0- | 0 | % | | | |||||||||||
Technology Crossover Management VII, Ltd. |
-0- | 0 | % | | | |||||||||||
Jay C. Hoag |
-0- | 0 | % | | | |||||||||||
Richard H. Kimball |
-0- | 0 | % | | | |||||||||||
John L. Drew |
-0- | 0 | % | | | |||||||||||
Jon Q. Reynolds, Jr. |
-0- | 0 | % | | | |||||||||||
Robert W. Trudeau |
-0- | 0 | % | | | |||||||||||
Christopher P. Marshall |
-0- | 0 | % | | | |||||||||||
Timothy P. McAdam |
-0- | 0 | % | | | |||||||||||
John C. Rosenberg |
-0- | 0 | % | | | |||||||||||
David L. Yuan |
-0- | 0 | % | | |
ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
x Yes | |
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
Not applicable. | |
ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable. | |
ITEM 9. | NOTICE OF DISSOLUTION OF GROUP.
Not applicable. | |
ITEM 10. | CERTIFICATION.
Not applicable. |
CUSIP # 30064K105 | Page 18 of 22 |
SIGNATURES
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.
Dated: July 16, 2013
TCV VII, L.P. | ||
a Cayman Islands exempted limited partnership, acting by its general partner | ||
Technology Crossover Management VII, L.P. a Cayman Islands exempted limited partnership, acting by its general partner | ||
Technology Crossover Management VII, Ltd. a Cayman Islands exempted company | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Authorized Signatory | |
TCV VII (A), L.P. a Cayman Islands exempted limited partnership, acting by its general partner | ||
Technology Crossover Management VII, L.P. a Cayman Islands exempted limited partnership, acting by its general partner | ||
Technology Crossover Management VII, Ltd. a Cayman Islands exempted company | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Authorized Signatory |
CUSIP # 30064K105 | Page 19 of 22 |
TCV MEMBER FUND, L.P. | ||
a Cayman Islands exempted limited partnership, acting by its general partner | ||
Technology Crossover Management VII, L.L.C. a Delaware limited liability company | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Authorized Signatory | |
TECHNOLOGY CROSSOVER MANAGEMENT VII, L.P. a Cayman Islands exempted limited partnership, acting by its general partner | ||
Technology Crossover Management VII, Ltd. a Cayman Islands exempted company | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Authorized Signatory | |
TECHNOLOGY CROSSOVER MANAGEMENT VII, LTD., a Cayman Islands exempted company | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Authorized Signatory | |
JAY C. HOAG | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact |
CUSIP # 30064K105 | Page 20 of 22 |
RICHARD H. KIMBALL | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact | |
JOHN L. DREW | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact | |
JON Q. REYNOLDS, JR. | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact | |
ROBERT W. TRUDEAU | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact | |
CHRISTOPHER P. MARSHALL | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact |
CUSIP # 30064K105 | Page 21 of 22 |
TIMOTHY P. MCADAM | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact | |
JOHN C. ROSENBERG | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact | |
DAVID L. YUAN | ||
By: | /s/ Frederic D. Fenton | |
Name: | Frederic D. Fenton | |
Title: | Attorney in Fact |
CUSIP # 30064K105 | Page 22 of 22 |
EXHIBIT INDEX
Exhibit
Exhibit 1: Agreement of Joint Filing dated February 13, 2013 (incorporated by reference from Exhibit 1 to Schedule 13G relating to the common stock of ExactTarget, Inc. filed on February 14, 2013).
Exhibit 2: Statement Appointing Designated Filer and Authorized Signatories dated July 10, 2009 (incorporated by reference from Exhibit 2 to Schedule 13D relating to the Common Stock of Interactive Brokers Group, Inc. filed on July 10, 2009).
Exhibit 3: Statement Appointing Designated Filer and Authorized Signatories dated August 6, 2010 (incorporated by reference to Exhibit 5 to the Schedule 13D relating to the common stock of Green Dot Corporation filed on August 6, 2010).
Exhibit 4: Statement Appointing Designated Filer and Authorized Signatories dated December 31, 2010 (incorporated by reference to Exhibit 6 to the Schedule 13D relating to the common stock of K12 Inc. filed on May 5, 2011).