The reader should not assume that the information is accurate and complete.
`4'00
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`UNITED STATES SECURITIES AND EXCHANGE
`COMMISSION
`Washington, D.C. 20549
`D
`
`Notice of Exempt Offering of Securities
`
`The Securities and Exchange Commission has not necessarily reviewed the information in this filing
`and has not determined if it is accurate and complete.
`
`W
`oo7s
`°”'‘3 "“"‘‘’°'‘
`Estimated average burden
`hours per
`response:
`
`1. Issuer's Identity
`
`.
`CIK (Filer ID Number)
`
`P
`'
`Nflgrsus
`
`None
`
`.
`Entity Type
`
`
`Name °f "5“°’
`Mangrove Partners Fund, LP.
`_
`_
`_
`Jurisdiction of
`Incorporation/Organization
`DELAWARE
`Year of Incorporation/Organization
`D Over Five Years Ago
`Within Last Five Years (Specify Year) 2010
`|]Yet to Be Fonned
`
`El Corporation
`Limited Partnership
`_
`_
`_
`_
`_
`I] Limited Liability Company
`I] General Partnership
`E Business Trust
`I] other (Specify)
`
`2. Principal Place of Business and Contact Information
`
`Name of Issuer
`
`Mangrove Partners Fund, L.P.
`Street Address 1
`
`645 Madison Avenue
`
`Street Address 2
`
`14th Floor
`
`City
`NEW YORK
`
`State/Province/Country ZIP/PostalCode
`NEW YORK
`10022
`
`Phone Number of Issuer
`212.897.9535
`
`3. Related Persons
`
`Last Name
`
`Mangrove Capital
`Street Address 1
`
`First Name
`
`nla
`Street Address 2
`
`Middle Name
`
`n/a
`
`645 Madison Avenue
`
`14th Floor
`
`City
`New York
`
`State/Province/Country
`NEW YORK
`
`ZIP/PostalCode
`10022
`
`Relationship: El Executive Officerlj Director Promoter
`
`Clarification of Response (if Necessary):
`
`Page 1 of 6
`
`VIRNETX EXHIBIT 2020
`
`Mangrove v. VirnetX
`Trial lPR2015—01046
`
`

`
`General Partner of Issuer
`
`Last Name
`
`First Name
`
`Middle Name
`
`Mangrove Partners
`Street Address 1
`
`n/a
`Street Address 2
`
`645 Madison Avenue
`
`14th Floor
`
`n/a
`
`City
`New York
`
`State/Province/Country
`NEW YORK
`
`Zl P/PostaICode
`10022
`
`Relationship: D Executive Officer|:| Director Promoter
`
`Clarification of Response (if Necessary):
`
`Investment Manager of Issuer
`
`Last Name
`
`August
`Street Address 1
`
`First Name
`
`Middle Name
`
`Nathaniel
`Street Address 2
`
`n/a
`
`645 Madison Avenue
`
`14th Floor
`
`City
`New York
`
`State/Province/Country
`NEW YORK
`
`ZIP/PostaICode
`10022
`
`Relationship:
`
`Executive Officer Director Promoter
`
`Clarification of Response (if Necessary):
`
`Director of General Partner of Issuer.
`
`4. Industry Group
`
`|:|Agricu|ture
`Banking & Financial Services
`[I Commercial Banking
`[I Insurance
`[I Investing
`[I Investment Banking
`Pooled Investment Fund
`Hedge Fund
`D PTiV3te Equity Fund
`D Venture Capital Fund
`D Other Investment Fund
`
`Is the issuer registered as
`
`the Investment Company
`
`an investment company under
`Act of 1940?
`N0
`D Yes
`D Other Banking & Financial Services
`I Business Services
`
`Health Care
`[I Biotechnology
`I] Health Insurance
`D Hospitals & Physicians
`D Pharmaceuticals
`|:| Other Health Care
`D Manufacturing
`Real Estate
`D commerciat
`D Construction
`D RE|T3 & Finance
`D Residential
`|:| Other Real Estate
`
`|:l Retailing
`
`D Restaurants
`
`Technology
`D Computers
`D Telecommunications
`[I Other Technology
`Travel
`|:|Air|ines & Airports
`
`D Lodging & Conventions
`[I Tourism & Travel Services
`Dother Travel
`D other
`
`Page 2 of 6
`
`

`
`Energy
`|:| Coal Mining
`
`|:| Electric Utilities
`
`D Energy Conservation
`
`D Environmental Services
`
`|:|Oil & Gas
`
`[I Other Energy
`
`5. Issuer Size
`
`Revenue Range
`D No Revenues
`[|$1 — $1,000,000
`$1,000,001 -
`$5,000,000
`
`$5,000,001 —
`$25,000,000
`
`$25,000,001 —
`
`[|$10010O0,000
`El Over $100,000,000
`U Decline to Disclose
`U Not Applicable
`
`Aggregate Net Asset Value Range
`D No Aggregate Net Asset Value
`|:|$1 - $5,000,000
`|:|$5,000,001 - $25,000,000
`|:|$25,000,001 — $50,000,000
`|:| $50,000,001
`$100,000,000
`I] over $100,000,000
`Decline to Disclose
`|:| Not Applicable
`
`_
`
`6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
`
`|:| Rule 504(b)(1) (not (1), (ii) or (iii))
`|:| Rule 504 (b)(1)(i)
`|:| Rule 504 (b)(1)(ii)
`D Rule 504 (b)(1)(m)
`|:| Rule 505
`Rule 506(b)
`|:| Rule 506(c)
`D Securities Act Section 4(a)(5)
`
`D Investment Company Act Section 3(0)
`[I Section 3(C)(1)
`D Section 3(C)(9)
`|:| Section 3(c)(2)
`U Section 3(c)(10)
`|:| Section 3(c)(3)
`D Section 3(c)(11)
`|:| Section 3(c)(4)
`U Section 3(c)(12)
`
`|:| Section 3(c)(5)
`
`U Section 3(c)(13)
`
`|:| Section 3(c)(6)
`
`U Section 3(c)(14)
`
`|:| Section 3(c)(7)
`
`7. Type of Filing
`
`D New Notice Date of First Sale 2010-04-01 E First Sale Yet to Occur
`Amendment
`
`8. Duration of Offering
`
`Page 3 of 6
`
`

`
`Does the Issuer intend this offering to last more than one year?
`
`Yes D No
`
`9. Type(s) of Securities Offered (select all that apply)
`
`Option, Warrant or Other Right to Acquire Another
`Security
`
`Pooled Investment Fund Interests
`E Tenant-in-Common Securities
`Umineral Property Securities
`
`Security to be Acquired Upon Exercise of Option,
`Warrant or Other Right to Acquire Security
`
`.
`other (deS°”be)
`
`10. Business Combination Transaction
`
`Is this offering being made in connection with a business combination
`
`transaction, such as a merger, acquisition or exchange offer’?
`
`i:iYes
`
`No
`
`Clarification of Response (if Necessary):
`
`11. Minimum Investment
`
`Minimum investment accepted from any outside investor $1,000,000 USD
`
`12. Sales Compensation
`
`Recipient
`
`(Associated) Broker or Dealer
`
`None
`
`Recipient CRD Number None
`(Associated) Broker or Dealer CRD
`Number
`
`None
`
`Street Address 1
`
`Street Address 2
`
`City
`
`State/Province/Country
`
`State(s) of Solicitation (select all that
`apply)
`Check ‘‘All States” or check individual
`States
`
`All
`States
`
`.
`_
`i:iF°'e'9”/"°“ Us
`
`ZIP/Postal
`Code
`
`13. Offering and Sales Amounts
`
`Total Offering Amount
`
`USD or
`
`Indefinite
`
`Total Amount Sold
`
`$240,883,364 USD
`
`Total Remaining to be Sold
`
`USD or Indefinite
`
`Clarification of Response (if Necessary):
`
`Minimum Investment — subject to reduction at the discretion of the Investment Manager.
`
`14. Investors
`
`Select if securities in the offering have been or may be sold to persons who do not qualify as T‘
`accredited investors, and enter the number of such non-accredited investors who already have
`invested in the offering.
`
`Regardless of whether securities in the offering have been or may be sold to persons who do
`not qualify as accredited investors, enter the total number of investors who already have
`
`80
`
`Page 4 of 6
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`

`
`invested in the offering:
`
`15. Sales Commissions & Finder's Fees Expenses
`
`Provide separately the amounts of sales commissions and finders fees expenses, if any. if the amount of an
`expenditure is not known, provide an estimate and check the box next to the amount.
`
`Sales Commissions $0 USD D Estimate
`
`Finders’ Fees $0 USD D Estimate
`
`Clarification of Response (if Necessary):
`
`16. Use of Proceeds
`
`Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to
`any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. if
`the amount is unknown, provide an estimate and check the box next to the amount.
`
`$0 uso D Estimate
`
`Clarification of Response (if Necessary):
`
`Signature and Submission
`
`Please verify the information you have entered and review the Terms of Submission below before signing
`and clicking SUBMIT below to file this notice.
`
`Terms of Submission
`
`In submitting this notice, each issuer named above is:
`
`- Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and
`undertaking to furnish them, upon written request, in the accordance with applicable law, the information
`furnished to offerees.*
`
`irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally
`designated officer of the State in which the issuer maintains its principal place of business and any State in
`which this notice is filed, as its agents for service of process, and agreeing that these persons may accept
`service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made
`by registered or certified mail,
`in any Federal or state action, administrative proceeding, or arbitration brought
`against it in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration
`(a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and
`(b) is founded, directly or indirectly, upon the provisions of:
`(i) the Securities Act of 1933, the Securities
`Exchange Act of 1934, the Trust lndenture Act of 1939, the investment Company Act of 1940, or the
`investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the
`State in which the issuer maintains its principal place of business or any State in which this notice is filed.
`
`Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not
`disqualified from relying on Regulation D for one of the reasons stated in Rule 505(b)(2)(iii) or Rule 506(d).
`
`Each issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to
`be signed on its behalf by the undersigned duly authorized person.
`
`For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
`
`issuer
`
`Signature Name of Signer
`
`Title
`
`Date
`
`MaT11'0Ve Partners Fund,
`
`Ward
`
`Ward Dietrich
`
`Chief Oeratin Officer of Investment Manaer 2015-03-31
`
`Page 5 of 6
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`Page 6 of 6
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