-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IX8pXEdcZF2/1ABeHAKs0AoktAWkL5U5JXfxfjhbWj6xaXaoB+Ztq7E0+3ecI7g/ tijucXYQmrvMFzw2OQg9AA== 0000950137-97-001427.txt : 19970404 0000950137-97-001427.hdr.sgml : 19970404 ACCESSION NUMBER: 0000950137-97-001427 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970403 SROS: NONE GROUP MEMBERS: BLAIR WILLIAM VENTURE PARTNERS III LP GROUP MEMBERS: SAMUEL B. GUREN GROUP MEMBERS: WILLIAM BLAIR & CO. L.L.C. GROUP MEMBERS: WILLIAM BLAIR VENTURE MANAGEMENT CO. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DESKTOP DATA INC CENTRAL INDEX KEY: 0000858912 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 043016142 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44899 FILM NUMBER: 97574025 BUSINESS ADDRESS: STREET 1: 80 BLANCHARD RD CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 6172293000 MAIL ADDRESS: STREET 1: DESKTOP DATA INC STREET 2: 80 BLANCHARD RD CITY: BURLINGTON STATE: MA ZIP: 01803 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BLAIR WILLIAM VENTURE PARTNERS III LP CENTRAL INDEX KEY: 0001026682 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 363569771 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 222 W ADAMS ST CITY: CHICAGO STATE: IL ZIP: 60606-5307 BUSINESS PHONE: 3122361600 MAIL ADDRESS: STREET 1: 222 W ADAMS ST CITY: CHICAGO STATE: IL ZIP: 60606-5307 SC 13G/A 1 AMEND. NO. 1 TO SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Desktop Data, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 27057H-10-1 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) * 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 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). Page 1 of 10 Pages 2 CUSIP No. 27057H-10-1 13G/A Page 2 of 10 Pages ----------- --- ----
1 NAME OF REPORTING PERSON William Blair Venture Partners III Limited Partnership S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois NUMBER OF 5 SOLE VOTING POWER SHARES -0- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 213,120 Shares EACH 7 SOLE DISPOSITIVE POWER REPORTING -0- PERSON 8 SHARED DISPOSITIVE POWER WITH 213,120 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 213,120 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.43% 12 TYPE OF REPORTING PERSON* PN
* SEE INSTRUCTIONS BEFORE FILLING OUT! 3 CUSIP No. 27057H-10-1 13G/A Page 3 of 10 Pages ----------- --- ----
1 NAME OF REPORTING PERSON William Blair Venture Management Company S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois NUMBER OF 5 SOLE VOTING POWER SHARES -0- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 213,120 Shares EACH 7 SOLE DISPOSITIVE POWER REPORTING -0- PERSON 8 SHARED DISPOSITIVE POWER WITH 213,120 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 213,120 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.43% 12 TYPE OF REPORTING PERSON* PN
* SEE INSTRUCTIONS BEFORE FILLING OUT! 4 CUSIP No. 27057H-10-1 13G/A Page 4 of 10 Pages ----------- --- ----
1 NAME OF REPORTING PERSON Samuel B. Guren S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois NUMBER OF 5 SOLE VOTING POWER SHARES -0- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 213,120 Shares EACH 7 SOLE DISPOSITIVE POWER REPORTING -0- PERSON 8 SHARED DISPOSITIVE POWER WITH 213,120 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 213,120 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.43% 12 TYPE OF REPORTING PERSON* IN
* SEE INSTRUCTIONS BEFORE FILLING OUT! 5 CUSIP No. 27057H-10-1 13G/A Page 5 of 10 Pages ----------- --- ----
1 NAME OF REPORTING PERSON William Blair & Company, L.L.C. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER SHARES -0- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 213,120 Shares EACH 7 SOLE DISPOSITIVE POWER REPORTING -0- PERSON 8 SHARED DISPOSITIVE POWER WITH 213,120 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 213,120 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 2.43% 12 TYPE OF REPORTING PERSON* PN
* SEE INSTRUCTIONS BEFORE FILLING OUT! 6 AMENDMENT NO. 1 TO SCHEDULE 13G ITEM 1(a) NAME OF ISSUER: Desktop Data, Inc. ITEM 1(b) NAME OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 80 Blanchard Road Burlington, MA 01803 ITEM 2(a) NAME OF PERSON FILING: - William Blair Venture Partners III Limited Partnership ("VPIII") - William Blair Venture Management Company ("Venture Management") - Samuel B. Guren ("Guren") - William Blair & Company ("Blair") ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 222 West Adams Street Chicago, Illinois 60606 ITEM 2(c) CITIZENSHIP VPIII is an Illinois limited partnership. Venture Management and Blair are Illinois general partnerships. Guren is a United States citizen. ITEM 2(d) TITLE OF CLASS OF SECURITIES: Common Stock, par value $.01 per share (the "Shares") ITEM 2(e) CUSIP NO.: 27057H-10-1 ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b), CHECK WHETHER THE PERSON FILING IS A: This statement is not being filed pursuant to Rules 13d-1(b) or 13d-2(b). ITEM 4 OWNERSHIP (a) Amount Beneficially Owned: 213,120 Shares (b) Percent of Class: 2.43% (c) Number of shares as to which such person has: (is) Sole power to vote or to direct the vote: None Pages 6 of 13 Pages 7 (ii) Shared power to vote or to direct the vote: 213,120 (iii) Sole power to dispose or to direct the disposition of: None (iv) Shared power to dispose or to direct the disposition of: 213,120 Shares VPIII directly beneficially owns 213,120 Shares on behalf of its partners. By virtue of being general partner of VPIII, Venture Manager may be deemed to possess indirect beneficial ownership of the Shares. By virtue of being managing partner of Venture Management, Guren may be deemed to possess indirect beneficial ownership of the Shares. By virtue of being general partner of Venture Management with the right to veto investment decisions made by Venture Management, Blair may be deemed to possess indirect beneficial ownership of the Shares. By virtue of being partners of Venture Management or Blair, the individuals listed on Annex is hereto may be deemed to possess indirect beneficial ownership of the Shares. Guren and Blair share power to vote or to direct the vote and share power to dispose or to direct the deposition of the Shares. No individual has sole power to vote, to direct to vote, to dispose of or to direct the disposition of the Shares. ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: This statement is being filed to report the fact that the Reporting Persons have ceased to be the beneficial owners of more than 5% of the outstanding Common Stock 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: Not applicable ITEM 9 NOTICE OF DISSOLUTION OF GROUP: Not applicable ITEM 10 CERTIFICATION: Not applicable Page 7 of 13 Pages 8 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, is certify that the information set forth in this statement is true, complete and correct. Date: April __, 1997 WILLIAM BLAIR & COMPANY, L.L.C. By: _______________________________ Its: Chief Financial Officer Page 8 of 13 Pages 9 EXHIBIT I --------- SCHEDULE 13G JOINT FILING AGREEMENT The undersigned and each other person executing this joint filing agreement (this "Agreement") agree as follows: (is) The undersigned and each other person executing this Agreement are individually eligible to use the Schedule 13G to which this Exhibit is attached and such Schedule 13G is filed on behalf of the undersigned and each other person executing this Agreement; and (ii) The undersigned and each other person executing this Agreement are responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of the undersigned or any other person executing this Agreement is responsible for the completeness or accuracy of the information statement concerning any other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same instrument. Date: April 2, 1997. WILLIAM BLAIR VENTURE PARTNER III LIMITED PARTNERSHIP By: William Blair Venture Management Company Its: General Partner By: /s/Ellen Carnahan ------------------------------- Its: General Partner WILLIAM BLAIR VENTURE MANAGEMENT COMPANY By: ------------------------------- Its: General Partner /s/Samuel B. Guren ------------------------------- SAMUEL B. GUREN WILLIAM BLAIR & COMPANY, L.L.C. By: /s/Alex Campbell ------------------------------- Its: Chief Financial Officer Page 9 of 13 Pages 10 ANNEX I GENERAL PARTNERS OF VENTURE MANAGEMENT Set forth below are the names and present principal occupations of the general partners of Venture Management. Except as otherwise set forth below, the principal business address of each such person is 222 West Adams Street, Chicago, Illinois 60606. All of the persons listed below are United States citizens.
GENERAL PARTNER PRINCIPAL OCCUPATION - ---------------- -------------------- Gregg S. Newmark Venture Capitalist Ellen Carnahan Venture Capitalist Samuel B. Guren Venture Capitalist
GENERAL PRINCIPALS OF WILLIAM BLAIR & COMPANY, L.L.C. The following table sets forth the name, business address and current principal occupation or employment of each of the general principals of William Blair & Company, L.L.C. Unless otherwise indicated, all occupations, offices or positions of employment listed opposite an individual's name have been held by such individual with Blair for at least five years. Each individual listed below is a citizen of the United States except Christoph B. Fuchs and Albert J. Lacher, who are citizens of Switzerland, Kurt L. Buechel, who is a citizen of Liechtenstein and Stefan P. Chaligne, who is a citizen of France. Unless otherwise indicated, the business address of each partner is 222 West Adams Street, Chicago, Illinois. Page 10 of 13 Pages 11 WILLIAM BLAIR & COMPANY, L.L.C. CURRENT PRINCIPAL OCCUPATION LIST OF PRINCIPALS AT JAN, 1, OR EMPLOYMENT AND FIVE-YEAR 1997 NAME (CITIZENSHIP) EMPLOYMENT HISTORY JAMES J. ARADO Broker STEVEN J. ASHBY Manager-Operations NOLAN H. BAIRD, JR. Investment Manager;Executive Vice President, Stein Roe & Farnham 6/60 to 5/95 MICHAEL P. BALKIN Broker JAMES L. BARBER Manager-Investment Management MICHAEL W. BARONE Trader ROBERT R. BARTELS Research Analyst ROSS BAUMGARTEN Broker JOHN H. BEEBE JR. Broker BOWEN BLAIR Investment Manager EDWARD MCC. BLAIR Investment Banker EDWARD MCC. BLAIR, JR. Investment Banker MARK G. BRADY Investment Banker JOHN J. BRANSFIELD, JR. Broker KATHLEEN WIELAND BROWN Manager-Compliance KURT L. BUECHEL (Liechtenstein) Broker HARVEY H. BUNDY III Manager-Research W. NEWTON BURDICK III Manager-MIS BERNARD L. BURNSTINE Broker JOSEPH J. BURRELLO Trader MADELYN S. BYRNE Broker STEPHEN CAMPBELL Manager-Financial Control RUSSELL R. CAMPION Broker ELLEN CARNAHAN Venture Capital Professional JOHN L. CARTON Corporate Finance Professional ROBERT W. CARTWRIGHT Broker STEFAN P. CHALIGNE (France) Broker DAVID G. CHANDLER Merchant Banker MARC W. CHRISTMAN Broker MICHELLE L. COLLINS Broker E. DAVID COOLIDGE III Managing Principal CHRISTOPHER A. COTTER Broker RICHARD D. COUGHLIN Broker RAYMOND F. COYNE Broker THOMAS J. CROGHAN Broker; First VP Sales, Smith Barney 8/83 to 4/93 MICHAEL T. DAVIS Broker EDWARD J. DELLIN Broker JOHN M. DRAPER Broker STEPHEN E. ELKINS Broker RONALD D. EMERICK Corporate Finance Professional; Private Placements, Robertson, Stephens & Co. 6/89 to 1/93 JOHN R. ETTELSON Broker CHRISTINE N. EVANS KELLY Public Finance Professional DAVID T. FARINA Research Analyst; Student to 6/92 FRANCIS C. FARWELL Broker F. CONRAD FISCHER Investment Manager GARY J. FISHER Trader THOMAS A. FITZSIMMONS Broker Page 11 of 13 Pages 12
ROBERT C. FIX Broker PAUL W. FRANKE Broker CHARLES W. FREEBURG Public Finance Professional CHRISTOPH B. FUCHS (Switzerland) Broker MARK A. FULLER III Broker JOHN R. GARDNER Broker MICHAEL D. GENTILE Broker RICHARD D. GOTTFRED Broker JOHN K. GREENE Investment Manager THOMAS L. GREENE Trader J. TERRY HEATH Broker DWIGHT E. HELM Research Analyst JAMES P. HICKEY Research Analyst JOHN H. HICKS Broker CHARLES H. HODGES IV Broker MORTIMER G. HUBER Broker WILLIAM IANNESSA Trader EDGAR D. JANNOTTA Manager-Capital Partners EDGAR D. JANNOTTA, JR. Investment Banker STEPHEN D. JACOBSON Public Finance Professional RICHARD S. KAPLAN Research Analyst THEODORE C. KAUSS, JR. Investment Manager; Selected Financial Services 7/92-11/93, Continental Bank 2/63-7/92 JOHN P. KAYSER Chief Financial Officer KATHLEEN KIDDER Trader RICHARD M. KING Corporate Finance Professional RICHARD P. KIPHART Corporate Finance Professional JAMES S. KOWSKI Broker ANTHONY J. KRISS Trader THOMAS R. KULLY Research Analyst ALBERT J. LACHER (Switzerland) Manager-International-Broker JOSEPH F. LAMANNA Broker LOUISE LANE Broker ROBERT C. LANPHIER IV Broker ALAN A. LAZZARA Broker LAURA J. LEDERMAN Research Analyst JAMES W. MABIE Broker TIMOTHY J. MACKENZIE Merchant Banker Professional; Merchant Banker Professional, Fiduciary Capital 8/90 to 12/92 LOUI L. MARVER Broker CHARLES M. MCDONALD Research Analyst JAMES D. MCKINNEY Manager-Fixed Income CARLETTE C. MCMULLAN Broker JAMES M. MCMULLAN Manager-Retail Sales ARDA M. MINOCHERHOMJEE Research Analyst; Vice President, Chicago Corp. 2/89 to 2/92 JUDITH B. MORLEY Broker RICHARD F. MORRIS Broker DAVID W. MORRISON Public Finance Professional TERRENCE G. MULDOON Manager-Operations Systems TIMOTHY M. MURRAY Merchant Banking Professional BENTLEY M. MYER Portfolio Manager
Page 12 of 13 Pages 13 ROBERT D. NEWMAN Investment Manager-Financial Analyst GREGG S. NEWMARK Venture Capital Professional JOHN P. NICHOLAS Investment Manager DAVID G. O'NEILL Research Analyst THOMAS P. OWEN Broker R. SCOTT PATTERSON Corporate Finance Professional WILLIAM C. PERLITZ Broker L. RICHARD PETRACCA III Broker DAVID C. PHILLIPS Broker MICHAEL A. PITT Manager-Syndicate Department THOMAS S. POSTEK Research Analyst GREGORY J. PUSINELLI Investment Manager; Sr. VP, Stein Roe & Farnham 12/86 to 2/95 PHILIP W. REITZ Corporate Finance Professional, Assoc. VP WILILAM J. RODDY Broker; VP Institutional Sales, C.S. First Boston 7/92 to 7/94, Kemper Securities 7/87 to 7/92 ERIC B. ROWLEY Broker STEVEN M. RYAN Broker ALFRED J. SALVINO Broker NEAL L. SELTZER Investment Manager BARBARA J. SEMENS Broker RICHARD K. SHEINER Merchant Banking Professional TERRANCE M. SHIPP Merchant Banking Professional RITA J. SPITZ Broker RONALD B. STANSELL Broker DAVID M. STONE Investment Manager THOMAS H. STORY Investment Manager JOHN A. SVOBODA Corporate Finance Professional RAYMOND J. TEBOREK Investment Manager MARK A. TIMMERMAN Broker NORBERT W. TRUDERUNG Investment Manager W. JAMES TRUETTNER JR. Investment Manager MARC J. WALFISH Merchant Banking Professional JAMES E. WASHBURN Broker DANIEL A. WEISS Marketing Professional; Marketing Manager, Statford Advisory Group 10/90 to 5/93 DANIEL J. WILSON Broker ROBERT V. WITTIG Broker DALE WEST WYANT Broker KARL H. VELDE JR. Broker Page 13 of 13 Pages -----END PRIVACY-ENHANCED MESSAGE-----