3 1 nvdcform3.htm

SEC 1473

(7-97)

Potential persons who are to respond to the collection of information contained in this form are not required to

respond unless the form displays a currently valid OMB control number

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange act of 1934,

Section 17(a) of the Public Utility Holding Company Act of 1935 or

Section 30(f) of the Investment Company Act of 1940

Form 3

OMB APPROVAL

OMB Number: 3235-0104

Expires: October 31, 2001

Estimated average burden

hours per response ... 0.5

(Print or Type Responses)

 

 

1 .Name and Address of Reporting Person*

Palo Alto Investors, LLC

2. Date of Event

Requiring Statement

(Month/Day/Year)

June 18, 2002

_________________________

3. IRS Identification Number of Reporting Person, if an entity
(voluntary)

4. Issuer Name and Ticker or Trading Symbol

Navidec, Inc. (NVDC)

(Last) (First) (Middle)

470 University Avenue

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

______Director __XX__10% Owner

______Officer (give ______Other (specify

title below) below)

____________________________

6. If Amendment, Date of
Original (month/Day/Year)

June 2001

(Street)

Palo Alto, CA 94301

7. Individual or Joint/Group
Filing (Check Applicable Line)

___Form filed by One Reporting Person
XXForm filed by More than One Reporting Person See Note 1

(City) (State) (Zip)

 

 

 

Table I Non-Derivative Securities Beneficially Owned

1. Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned (Instr. 4)

3. Ownership
Form: Direct
(D) or Indirect
(I) (Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Common Stock

1,796,000

I

See note 2

Common Stock

1,253,700

D

See note 3

 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of
Derivative Security
(Instr. 4)

2. Date Exer-
cisable and
Expiration
Date
(Month/Day/Year)

3. Title and Amount of Securities
Underlying
Derivative Security
(Inst. 4)

4. Conver-
sion or
Exercise
Price of
Deri-
vative
Security

5. Owner-
ship
Form of
Deriv-
ative
Securities:
Direct
(D) or
Indirect
(I)
(Inst. 5)

6. Nature of Indirect
Beneficial Ownership
(Instr.5)

Date
Exer-
cisable

Expira-
tion
Date

Title

Amount
or
Number
of
Shares

Explanation of Responses:

1. The reporting persons consist of William Leland Edwards, Palo Alto Investors, LLC, a California limited liability company ("PAI LLC"), Palo Alto Investors, a California corporation ("PAI Corp") and Micro Cap Partners, L.P., a Delaware limited partnership ("Micro Cap"), of which PAI LLC is the investment adviser and general partner The sole manager of PAI LLC is PAI Corp. Mr. Edwards is the President and principal member of PAI LLC and the President and controlling shareholder of PAI Corp. PAI LLC is an investment adviser registered with the Securities and Exchange Commission, and is investment adviser to investment limited partnerships of which it is the general partner and to other clients. Mr. Edwards, PAI LLC and PAI Corp are filing this Form 4 jointly as a group. Micro Cap is filing this report jointly with the other reporting persons, but not as a member of a group and expressly disclaims membership in a group. All shares owned indirectly by Mr. Edwards, PAI LLC and PAI Corp are held in client accounts, and Mr. Edwards, PAI LLC and PAI Corp disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interest therein. No client account of PAI LLC, other than Micro Cap, owns more than ten percent of the outstanding stock of the Issuer.

2. These securities are owned directly by investment advisory client accounts of PAI LLC and investment limited partnerships of which PAI LLC is the general partner and investment adviser, including Micro Cap. Mr. Edwards owns the securities indirectly through PAI LLC.

3. These securities are owned directly by Micro Cap. Mr. Edwards owns the securities indirectly through PAI LLC.

 

Dated: June 26, 2002

 

 

 

William L. Edwards

PALO ALTO INVESTORS, a California corporation

By: William L. Edwards, President

PALO ALTO INVESTORS, LLC, a California corporation
Manager

By: Palo Alto Investors, a California corporation

By: William L. Edwards, President

MICRO CAP PARTNERS, L.P.

By: Palo Alto Investors, LLC, a California corporation, General Partner

By: Palo Alto Investors, a California corporation, Manager

By: William L. Edwards, President

 

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff

Joint Filer Information

Name: Palo Alto Investors, LLC

Address: 470 University Avenue, Palo Alto, CA 94301

Designated Filer: William L. Edwards

Issuer and Ticker Symbol: Navidec, Inc. (NVDC)

Statement for Month/Year: June 2002

Signature: Palo Alto Investors, LLC

By: Palo Alto Investors, a California corporation, Manager

By: William L. Edwards, President

Name: Palo Alto Investors, a California corporation

Address: 470 University Avenue, Palo Alto, CA 94301

Designated Filer: William L. Edwards

Issuer and Ticker Symbol: Navidec, Inc. (NVDC)

Statement for Month/Year: June 2002

Signature: Palo Alto Investors, a California corporation

By: William L. Edwards, President

 

Name: William L. Edwards

Address: 470 University Avenue, Palo Alto, CA 94301

Designated Filer: William L. Edwards

Issuer and Ticker Symbol: Navidec, Inc. (NVDC)

Statement for Month/Year: June 2002

By: William L. Edwards, President

Name: Micro Cap Partners, L.P.

Address: 470 University Avenue, Palo Alto, CA 94301

Designated Filer: William L. Edwards

Issuer and Ticker Symbol: Navidec, Inc. (NVDC)

Statement for Month/Year: June 2002

Signature: Micro Cap Partners, L.P.

By: Palo Alto Investors, LLC

By: Palo Alto Investors

By: William L. Edwards, President