|
|
UNITED STATES |
OMB APPROVAL |
|
|
SECURITIES AND EXCHANGE COMMISSION |
OMB Number: |
|
|
Washington, D.C. 20549 |
Expires: |
|
|
SCHEDULE 13G |
Estimated average burden hours per response. . 11 |
Under
the Securities Exchange Act of 1934
(Amendment No. 2)*
8x8, Inc.
(Name of Issuer)
Common Stock, par value $.001 per share
(Title of Class of Securities)
282914100
(CUSIP Number)
December 31, 2006
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
o |
Rule 13d-1(b) |
|
ý |
Rule 13d-1(c) |
|
o |
Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in 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).
|
Item 1(a). |
|
Name of Issuer: |
|
|
|
|
|
|
|
8x8, Inc. (“8x8”) |
|
|
|
|
|
Item 1(b). |
|
Address of Issuer’s Principal Executive Offices: |
|
|
|
|
|
|
|
3151 Jay Street, Santa Clara, California 95054 |
|
|
|
|
|
Item 2(a). |
|
Name of Person Filing |
|
Item 2(b). |
|
Address of Principal Business Office |
|
Item 2(c). |
|
Citizenship |
|
|
|
|
|
|
|
This Schedule 13G is filed on behalf of Kings Road Investments Ltd., Polygon Global Opportunities Master Fund, Polygon Investments Ltd., Polygon Investment Management Limited, Polygon Investment Partners LLP, Polygon Investment Partners LP, Polygon Investment Partners HK Limited, Polygon Investment Partners GP, LLC, Mr. Reade E. Griffith, Mr. Alexander E. Jackson and Mr. Patrick G. G. Dear (the “Reporting Persons”). |
|
|
|
|
|
|
|
Kings Road Investments Ltd. (“KRIL”) |
|
|
|
c/o Polygon Investment Partners LP |
|
|
|
598 Madison Avenue |
|
|
|
14th Floor |
|
|
|
New York, New York 10022 |
|
|
|
Citizenship: Cayman Islands, British West Indies |
|
|
|
|
|
|
|
Polygon Global Opportunities Master Fund (the “Master Fund”) |
|
|
|
c/o Polygon Investment Partners LLP |
|
|
|
10 Duke of York Square |
|
|
|
London SW3 4LY |
|
|
|
United Kingdom |
|
|
|
Citizenship: Cayman Islands, British West Indies |
|
|
|
|
|
|
|
Polygon Investments Ltd. (the “Investment Manager”) |
|
|
|
c/o Polygon Investment Partners LLP |
|
|
|
10 Duke of York Square |
|
|
|
London SW3 4LY |
|
|
|
United Kingdom |
|
|
|
Citizenship: Cayman Islands, British West Indies |
|
|
|
|
|
|
|
Polygon Investment Management Limited (“PIML”) |
|
|
|
c/o Polygon Investment Partners LLP |
|
|
|
10 Duke of York Square |
|
|
|
London SW3 4LY |
|
|
|
United Kingdom |
|
|
|
Citizenship: United Kingdom |
|
|
|
|
|
|
|
Polygon Investment Partners LLP (the “UK Investment Manager”) |
|
|
|
10 Duke of York Square |
|
|
|
London SW3 4LY |
|
|
|
United Kingdom |
|
|
|
Citizenship: United Kingdom |
2
|
|
|
Polygon Investment Partners LP (the “US Investment Manager”) |
|
|
|
598 Madison Avenue |
|
|
|
14th Floor |
|
|
|
New York, New York 10022 |
|
|
|
Citizenship: Delaware |
|
|
|
|
|
|
|
Polygon Investment Partners HK Limited (the “HK Investment Manager”) |
|
|
|
Unit 1501- 1502,15/F Cheung Kong Center |
|
|
|
2 Queen’s Road Central |
|
|
|
Hong Kong |
|
|
|
Citizenship: Hong Kong |
|
|
|
|
|
|
|
Polygon Investment Partners GP, LLC (the “General Partner”) |
|
|
|
c/o Polygon Investment Partners LP |
|
|
|
598 Madison Avenue |
|
|
|
14th Floor |
|
|
|
New York, New York 10022 |
|
|
|
Citizenship: Delaware |
|
|
|
|
|
|
|
Reade E. Griffith (“Mr. Griffith”) |
|
|
|
c/o Polygon Investment Partners LLP |
|
|
|
10 Duke of York Square |
|
|
|
London SW3 4LY |
|
|
|
United Kingdom |
|
|
|
Citizenship: United States |
|
|
|
|
|
|
|
Alexander E. Jackson (“Mr. Jackson”) |
|
|
|
c/o Polygon Investment Partners LP |
|
|
|
598 Madison Avenue |
|
|
|
14th Floor |
|
|
|
New York, New York 10022 |
|
|
|
Citizenship: United States |
|
|
|
|
|
|
|
Patrick G. G. Dear (“Mr. Dear”) |
|
|
|
c/o Polygon Investment Partners LLP |
|
|
|
10 Duke of York Square |
|
|
|
London SW3 4LY |
|
|
|
United Kingdom |
|
|
|
Citizenship: United Kingdom |
|
|
|
|
|
Item 2(d). |
|
Title of Class of Securities: |
|
|
|
|
|
|
|
Common stock, par value $.10 per share, of Allied (“Common Stock”). |
|
|
|
|
|
Item 2(e). |
|
The Common Stock has the following CUSIP number: 019118108. |
|
|
|
|
|
Item 3. |
|
Not Applicable. |
|
|
|
|
|
Item 4. |
|
Amount Beneficially Owned: |
|
|
|
|
|
|
|
As of December 31, 2006, the Reporting Persons may be collectively deemed to be beneficial owner of less than 5% of Common Stock and are no longer required to file a Schedule 13G with respect to the Common Stock. This Schedule 13G is being filed in fulfillment of the Reporting Persons’ obligations under Section 13G of the Act and the ruled promulgated thereunder. |
|
|
|
|
|
|
|
Percent of Class: |
|
|
|
|
|
|
|
Less than 5%. |
3
|
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 x |
|
|
|
|
|
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. |
|
|
|
|
|
|
|
See Exhibit 1. |
|
|
|
|
|
Item 9. |
|
Notice of Dissolution of the Group. |
|
|
|
|
|
|
|
Not Applicable. |
|
|
|
|
|
Item 10. |
|
Certification. |
|
|
|
|
|
|
|
By signing below each of the undersigned certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
4
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct.
|
Date: February 9, 2007 |
KINGS ROAD INVESTMENTS LTD. |
|
|
|
|
|
|
|
By Polygon Investment Partners LLP, its investment manager |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
POLYGON GLOBAL OPPORTUNITIES MASTER FUND |
|
|
|
|
|
|
|
By Polygon Investment Partners LLP, its investment manager |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
POLYGON INVESTMENTS LTD. |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
POLYGON INVESTMENT MANAGEMENT LIMITED |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
POLYGON INVESTMENT PARTNERS LLP |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
5
|
Date: February 9, 2007 |
POLYGON INVESTMENT PARTNERS LP |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
POLYGON INVESTMENT PARTNERS HK LIMITED |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
POLYGON INVESTMENT PARTNERS GP, LLC |
|
|
|
|
|
|
|
|
|
|
|
By |
/s/ Patrick G. G. Dear |
|
|
Name: Patrick G. G. Dear |
|
|
|
Title: Principal |
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
|
/s/ Reade E. Griffith |
|
|
Reade E. Griffith |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
|
/s/ Alexander E. Jackson |
|
|
Alexander E. Jackson |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date: February 9, 2007 |
|
/s/ Patrick G. G. Dear |
|
|
Patrick G. G. Dear |
|
6
Exhibit Index
Exhibit 1 Identification of Members of the Group.
Exhibit 2 Joint Filing Agreement, dated as of February 9, 2007, by and among Kings Road Investments Ltd., Polygon Global Opportunities Master Fund, Polygon Investments Ltd., Polygon Investment Management Limited, Polygon Investment Partners LLP, Polygon Investment Partners LP, Polygon Investment Partners HK Limited, Polygon Investment Partners GP, LLC, Reade E. Griffith, Alexander E. Jackson and Patrick G.G. Dear.
7