ThZeal - The Zeal

SC 13G 1 g14893_iridex13g.txt GALLEON/IRIDEX CORPORATION 13-G FILING SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 RULE 13D-2(B) (Amendment No. 1) 1 Iridex Corporation ------------------ (Name of Issuer) Common Stock ------------ (Title of Class of Securities) 462684101 --------- (CUSIP Number) November 1, 2004 ---------------- (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) |X| Rule 13d-1(c) |_| Rule 13d-1(d) (Page 1 of 12 Pages) ----------------------------- 1 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, as amended (the "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).

-------------------------------------------------------------------------------- CUSIP NO. 462684101 13G Page 8 of 12 Pages --------- ------------ ------------ -------------------------------------------------------------------------------- SCHEDULE 13-G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(c) ITEM 1(A). NAME OF ISSUER: Iridex Corporation ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1212 Terra Bella Avenue Mountain View, California 94043-1824 ITEM 2(A). NAME OF PERSON FILING: Raj Rajaratnam Galleon Management, L.P. Galleon Management, L.L.C. Galleon Advisors, L.L.C. Galleon Healthcare Partners, L.P. Galleon Healthcare Offshore, Ltd. Each of the foregoing, a "Reporting Person." ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: For Galleon Management, L.P.: 135 East 57th Street, 16th Floor New York, NY 10022 For each Reporting Person other than Galleon Management, L.P. c/o Galleon Management, L.P. 135 East 57th Street, 16th Floor New York, NY 10022 ITEM 2(C). CITIZENSHIP: For Raj Rajaratnam: United States For Galleon Healthcare Offshore, Ltd.: Bermuda For each Reporting Person other than Raj Rajaratnam and Galleon Healthcare Offshore, Ltd.: Delaware ITEM 2(D). TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.01 per share -------------------------------------------------------------------------------- CUSIP NO. 462684101 13G Page 9 of 12 Pages --------- ------------ ------------ -------------------------------------------------------------------------------- ITEM 2(E). CUSIP NUMBER: 462684101 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2 (B) OR (C), CHECK WHETHER THE PERSON FILING IS A: Not applicable. ITEM 4. OWNERSHIP. For Raj Rajaratnam, Galleon Management, L.P., and Galleon Management, L.L.C.: (a) Amount Beneficially Owned: 0 shares of Common Stock (b) Percent of Class: 0% (Based upon 7,374,641 shares outstanding as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended October 2, 2004) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 For Galleon Advisors, L.L.C. and Galleon Healthcare Partners, L.P.: (a) Amount Beneficially Owned: 0 shares of Common Stock (b) Percent of Class: 0% (Based upon 7,374,641 shares outstanding as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended October 2, 2004) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 -------------------------------------------------------------------------------- CUSIP NO. 462684101 13G Page 10 of 12 Pages --------- ------------ ------------ -------------------------------------------------------------------------------- For Galleon Healthcare Offshore, Ltd.: (a) Amount Beneficially Owned: 0 shares of Common Stock (b) Percent of Class: 0% (Based upon 7,374,641 shares outstanding as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended October 2, 2004) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 Pursuant to the partnership agreement, Galleon Management, L.P. and Galleon Advisors, L.L.C. share all investment and voting power with respect to the securities held by Galleon Healthcare Partners, L.P., and pursuant to an investment management agreement, Galleon Management, L.P. has all investment and voting power with respect to the securities held by Galleon Healthcare Offshore, Ltd. Raj Rajaratnam, as the managing member of Galleon Management, L.L.C., controls Galleon Management, L.L.C., which, as the general partner of Galleon Management, L.P., controls Galleon Management, L.P. Raj Rajaratnam, as the managing member of Galleon Advisors, L.L.C., also controls Galleon Advisors, L.L.C. The shares reported herein by Raj Rajaratnam, Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. may be deemed beneficially owned as a result of the purchase of such shares by Galleon Healthcare Partners, L.P. and Galleon Healthcare Offshore, Ltd., as the case may be. Each of Raj Rajaratnam, Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. disclaims any beneficial ownership of the shares reported herein, except to the extent of any pecuniary interest therein. 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 OR CONTROL PERSON. Not applicable. -------------------------------------------------------------------------------- CUSIP NO. 462684101 13G Page 11 of 12 Pages --------- ------------ ------------ -------------------------------------------------------------------------------- ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP. Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. ITEM 10. CERTIFICATION. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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. -------------------------------------------------------------------------------- CUSIP NO. 462684101 13G Page 12 of 12 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. /s/ Raj Rajaratnam ------------------ Raj Rajaratnam, for HIMSELF; For GALLEON MANAGEMENT, L.P., as the Managing Member of its General Partner, Galleon Management, L.L.C.; For GALLEON MANAGEMENT, L.L.C., as its Managing Member; For GALLEON ADVISORS, L.L.C., as its Managing Member; For GALLEON HEALTHCARE PARTNERS, L.P., as the Managing Member of its General Partner, Galleon Advisors, L.L.C.; For GALLEON HEALTHCARE OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory Dated: December 3, 2004 EXHIBIT 1 The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. /s/ Raj Rajaratnam ------------------ Raj Rajaratnam, for HIMSELF; For GALLEON MANAGEMENT, L.P., as the Managing Member of its General Partner, Galleon Management, L.L.C.; For GALLEON MANAGEMENT, L.L.C., as its Managing Member; For GALLEON ADVISORS, L.L.C., as its Managing Member; For GALLEON HEALTHCARE PARTNERS, L.P., as the Managing Member of its General Partner, Galleon Advisors, L.L.C.; For GALLEON HEALTHCARE OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory Dated: December 3, 2004