SEC FORM
4
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
VALUEVISION MEDIA INC
[ VVTV ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year) 11/11/2005
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
X |
Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
11/11/2005 |
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X
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1,125,000 |
A |
$8.288
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1,226,509 |
D
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Common Stock |
11/11/2005 |
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S
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843,801 |
D |
$11.05
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382,708 |
D
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Common Stock |
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6,069,486 |
I
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_
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Distributor Warrant (right to buy) |
$8.288
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11/11/2005 |
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X
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1,125,000 |
11/16/2000 |
11/16/2005 |
Common Stock |
1,125,000 |
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0 |
D
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
Remarks: |
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/s/ Elizabeth A. Newell, Assistant Secretary/NBC |
11/15/2005 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 99.1
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Joint Filer Information
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Name of Joint Filer: National Broadcasting Company
Holding, Inc.
Address of Joint Filer: 30 Rockefeller Plaza
New York, NY 10012
Relationship of Joint Filer to Issuer: Other (1)
Issuer Name and Ticker or Trading Symbol: ValueVision Media, Inc. (VVTV)
Date of Earliest Transaction Required
to be Reported (Month/Day/Year): 11/11/2005
Designated Filer: NBC Universal, Inc.
Signature:
NATIONAL BROADCASTING COMPANY HOLDING, INC.
By: /s/ Elizabeth A. Newell
---------------------------------------
Name: Elizabeth A. Newell
Title: Assistant Secretary
November 15, 2005
- -----------------
Date
(1) GE Capital Equity Investments, Inc. is a subsidiary of General Electric
Capital Corporation, which is a subsidiary of General Electric Capital Services,
Inc., which is a subsidiary of General Electric Company. NBC Universal, Inc. is
a subsidiary of National Broadcasting Company Holding, Inc., which is a
subsidiary of General Electric Company. National Broadcasting Company Holding,
Inc. disclaims beneficial ownership of all equity securities of the Issuer, and
the filing of this Form shall not be deemed an admission that National
Broadcasting Company Holding, Inc. is the beneficial owner of any equity
securities of the Issuer for the purpose of Section 16 or any other purpose.
Joint Filer Information
-----------------------
Name of Joint Filer: GE Capital Equity Investments, Inc.
Address of Joint Filer: 120 Long Ridge Road
Stamford, Connecticut 06927
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: ValueVision Media, Inc. (VVTV)
Date of Earliest Transaction Required
to be Reported (Month/Day/Year): 11/11/2005
Designated Filer: NBC Universal, Inc.
Signature:
GE CAPITAL EQUITY INVESTMENTS, INC.
By: /s/ Ronald J. Herman, Jr.
--------------------------------
Name: Ronald J. Herman, Jr.
Title: President
November 15, 2005
- -----------------
Date
GE Capital Equity Investments, Inc. is a subsidiary of General Electric Capital
Corporation, which is a subsidiary of General Electric Capital Services, Inc.,
which is a subsidiary of General Electric Company. NBC Universal, Inc. is a
subsidiary of National Broadcasting Company Holding, Inc., which is a subsidiary
of General Electric Company. GE Capital Equity Investments, Inc. disclaims
beneficial ownership of all securities reported on this Form except to the
extent of its pecuniary interest.
Joint Filer Information
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Name of Joint Filer: General Electric Capital Corporation
Address of Joint Filer: 260 Long Ridge Road
Stamford, Connecticut 06927
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: ValueVision Media, Inc. (VVTV)
Date of Earliest Transaction Required
to be Reported (Month/Day/Year): 11/11/2005
Designated Filer: NBC Universal, Inc.
Signature:
GENERAL ELECTRIC CAPITAL CORPORATION
By: /s/ Ronald J. Herman, Jr.
---------------------------------
Name: Ronald J. Herman, Jr.
Title: Vice President
November 15, 2005
- -----------------
Date
GE Capital Equity Investments, Inc. is a subsidiary of General Electric Capital
Corporation, which is a subsidiary of General Electric Capital Services, Inc.,
which is a subsidiary of General Electric Company. NBC Universal, Inc. is a
subsidiary of National Broadcasting Company Holding, Inc., which is a subsidiary
of General Electric Company. General Electric Capital Corporation disclaims
beneficial ownership of all securities reported on this Form except to the
extent of its pecuniary interest.
Joint Filer Information
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Name of Joint Filer: General Electric Capital Services, Inc.
Address of Joint Filer: 260 Long Ridge Road
Stamford, Connecticut 06927
Relationship of Joint Filer to Issuer: Other (1)
Issuer Name and Ticker or Trading
Symbol: ValueVision Media, Inc. (VVTV)
Date of Earliest Transaction Required
to be Reported (Month/Day/Year): 11/11/2005
Designated Filer: NBC Universal, Inc.
Signature:
GENERAL ELECTRIC CAPITAL SERVICES, INC.
By: /s/ Ronald J. Herman, Jr.
------------------------------------
Name: Ronald J. Herman, Jr.
Title: Attorney-in-fact
November 15, 2005
- -----------------
Date
(1) GE Capital Equity Investments, Inc. is a subsidiary of General Electric
Capital Corporation, which is a subsidiary of General Electric Capital Services,
Inc., which is a subsidiary of General Electric Company. NBC Universal, Inc. is
a subsidiary of National Broadcasting Company Holding, Inc., which is a
subsidiary of General Electric Company. General Electric Capital Services, Inc.
disclaims beneficial ownership of all equity securities of the Issuer, and the
filing of this Form shall not be deemed an admission that General Electric
Capital Services, Inc. is the beneficial owner of any equity securities of the
Issuer for the purpose of Section 16 or any other purpose.
Joint Filer Information
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Name of Joint Filer: General Electric Company
Address of Joint Filer: 3135 Easton Turnpike
Fairfield, Connecticut 06828
Relationship of Joint Filer to Issuer: Other (1)
Issuer Name and Ticker or Trading Symbol: ValueVision Media, Inc. (VVTV)
Date of Earliest Transaction Required
to be Reported (Month/Day/Year): 11/11/2005
Designated Filer: NBC Universal, Inc.
Signature:
GENERAL ELECTRIC COMPANY
By: /s/ Ronald J. Herman, Jr.
------------------------------
Name: Ronald J. Herman, Jr.
Title: Attorney-in-fact
November 15, 2005
- -----------------
Date
(1) GE Capital Equity Investments, Inc. is a subsidiary of General Electric
Capital Corporation, which is a subsidiary of General Electric Capital Services,
Inc., which is a subsidiary of General Electric Company. NBC Universal, Inc. is
a subsidiary of National Broadcasting Company Holding, Inc., which is a
subsidiary of General Electric Company. General Electric Company disclaims
beneficial ownership of all equity securities of the Issuer, and the filing of
this Form shall not be deemed an admission that General Electric Company is the
beneficial owner of any equity securities of the Issuer for the purpose of
Section 16 or any other purpose.