-----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, GnRsUl39k6V/oOD/kMA4hN71ZqAml3FKGaz60cOoA+ywfZzUSgaya/2Eyippi/Q3 LuuRIC4dPZTthtgfMi4WtA== 0001193125-04-219759.txt : 20041228 0001193125-04-219759.hdr.sgml : 20041228 20041227185626 ACCESSION NUMBER: 0001193125-04-219759 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20041228 DATE AS OF CHANGE: 20041227 GROUP MEMBERS: ARTHUR BERLINER GROUP MEMBERS: GEORGE SARLO GROUP MEMBERS: GEORGE SARLO REVOCABLE TRUST GROUP MEMBERS: LAWRENCE MARCUS GROUP MEMBERS: MATTHEW MILLER GROUP MEMBERS: PHILIP SANDERSON GROUP MEMBERS: SARLO-BERLINER, INC. GROUP MEMBERS: STEVEN ESKENAZI GROUP MEMBERS: WALDEN CAPITAL PARTNERS GROUP MEMBERS: WALDEN CAPITAL PARTNERS II, L.P. GROUP MEMBERS: WALDEN GENERAL PARTNERS GROUP MEMBERS: WALDEN GP-SIDE, L.P. GROUP MEMBERS: WALDEN INVESTORS GROUP MEMBERS: WALDEN MANAGEMENT CORPORATION GROUP MEMBERS: WALDEN MANAGEMENT CORPORATION PENSION FUND GROUP MEMBERS: WALDEN PARTNERS II, L.P. GROUP MEMBERS: WALDEN VC II-SIDE, L.P. GROUP MEMBERS: WALDEN VC, LLC GROUP MEMBERS: WALDEN-SBIC, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NIKU CORP CENTRAL INDEX KEY: 0001076641 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770473454 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60867 FILM NUMBER: 041227274 BUSINESS ADDRESS: STREET 1: 305 MAIN ST CITY: REDWOOD CITY STATE: CA ZIP: 94063 BUSINESS PHONE: 6502984600 MAIL ADDRESS: STREET 1: 305 MAIN STREET CITY: REDWOOD CITY STATE: CA ZIP: 94063 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WALDEN VC II L P CENTRAL INDEX KEY: 0001110150 IRS NUMBER: 943346894 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 750 BATTERY STREE STREET 2: 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4153917225 MAIL ADDRESS: STREET 1: 750 BATTERY ST 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 SC 13D/A 1 dsc13da.htm AMENDMENT NO. 3 TO SCHEDULE 13D Amendment No. 3 to Schedule 13D

SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 1 of 32 Pages

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

 

 

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

 

 

 

 

Niku Corporation


(Name of Issuer)

 

 

Common Stock


(Title of Class of Securities)

 

 

654113109


(CUSIP Number)

 

 

Robert Raynard

Walden VC, LLC

750 Battery Street

San Francisco, CA 94111


(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

December 17, 2004


(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box  ¨.

 

NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13-1(a) for other parties to whom copies are to be sent.

 

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 on 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).

 

1


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 2 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            WaldenVC II, L.P.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

            WC

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                0


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                0


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            0

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

2


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 3 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            WaldenVC II-Side, L.P.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

            WC

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                0


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                0


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            0

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

3


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 4 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden-SBIC, L.P.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                163,520


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                163,520


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            163,520

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            1.1%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

4


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 5 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden Investors

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                5,727


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                5,727


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            5,727

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.04%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

5


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 6 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden Capital Partners

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(c)  x

(d)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                2,864


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                2,864


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            2,864

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.02%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

6


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 7 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden Capital Partners II, L.P.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

            WC

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                14,126


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                14,126


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            14,126

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.1%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

7


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 8 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Sarlo-Berliner, Inc.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                32,275


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                32,275


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            32,275

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.2%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            CO

   

 

8


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 9 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden Management Corporation

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                32,275


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                32,275


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            32,275

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.2%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            CO

   

 

9


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 10 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden Management Corporation Pension Fund

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                49,871


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                49,871


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            49,871

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.3%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            EP

   

 

10


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 11 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            George Sarlo Revocable Trust Dated 12/23/91

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                48,271


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                48,271


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            48,271

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.3%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            OO

   

 

11


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 12 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            WaldenVC, LLC

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                0


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                0


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            0

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            OO

   

 

12


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 13 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden General Partners

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                5,727


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                5,727


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            5,727

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.04%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

13


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 14 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden GP-Side, L.P.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                5,727


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                5,727


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            5,727

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.04%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

14


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 15 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Walden Partners II, L.P.

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(c)  x

(d)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            California

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                14,126


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                14,126


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            14,126

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.1%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            PN

   

 

15


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 16 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Arthur Berliner

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States of America

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                27,375 (1)


  8    SHARED VOTING POWER

 

                250,787


  9    SOLE DISPOSITIVE POWER

 

                27,375(1)


10    SHARED DISPOSITIVE POWER

 

                250,787

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            278,162(1)

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            1.9%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            IN

   
(1) Includes 20,009 shares held by the Arthur Berliner Family Trust dtd 4/24/85.

 

16


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 17 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Steven Eskenazi

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States of America

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                4,476


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                4,476


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            4,476

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.03%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            IN

   

 

17


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 18 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Lawrence Marcus

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States of America

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                0


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                0


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            0

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            IN

   

 

18


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 19 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Matthew Miller

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States of America

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                6,309 (2)


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                6,309 (2)


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            6,309 (2)

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.04%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            IN

   
(2) Includes a stock option exercisable for 4,000 shares of Common Stock and 2,309 shares of Common Stock held in the name of a trust for the benefit of Mr. Miller.

 

19


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 20 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            Philip Sanderson

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States of America

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                5,478 (3)


  8    SHARED VOTING POWER

 

                0


  9    SOLE DISPOSITIVE POWER

 

                5,478 (3)


10    SHARED DISPOSITIVE POWER

 

                0

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            5,478 (3)

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            0.04%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            IN

   
(3) Consists of 5,478 shares held by the Sanderson Trust.

 

20


SCHEDULE 13D

 

CUSIP No. 25388M100

  Page 21 of 32 Pages

 

  1  

NAME OF REPORTING PERSON:

 

            George Sarlo

 

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

   
  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a)  x

(b)  ¨

   
  3  

SEC USE ONLY

 

   
  4  

SOURCE OF FUNDS (See Instructions)

 

   
  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

  ¨
  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States of America

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

  7    SOLE VOTING POWER

 

                90,776 (4)


  8    SHARED VOTING POWER

 

                250,787


  9    SOLE DISPOSITIVE POWER

 

                90,776 (4)


10    SHARED DISPOSITIVE POWER

 

                250,787

11  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            341,563

   
12  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

¨

 

13  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            2.4%

   
14  

TYPE OF REPORTING PERSON (See Instructions)

 

            IN

   
(4) Includes 48,271 shares held by the George Sarlo Revocable Trust Dated 12/23/91

 

21


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 22 of 32 Pages

 

This Amendment No. 3 to Schedule 13D amends and supplements the Schedule 13D originally filed on March 12, 2003, as amended and supplemented on April 21, 2003 by Amendment No. 1 and on June 3, 2004 by Amendment No. 2 (“Amendment No. 2”), and is being filed on behalf of the persons named in Item 2 below.

 

Item 1. Security and Issuer.

 

This Schedule 13D relates to shares of common stock, par value $0.0001 (“Common Stock”) of Niku Corporation, a Delaware corporation (“Niku”). Niku’s principal executive offices are located at 305 Main Street, Redwood City, California 94063.

 

Item 2. Identity and Background.

 

This Schedule 13D is being jointly filed by:

 

(1) Walden VC II, L.P., a California limited partnership (“WVC II”);
(2) Walden VC II-Side, L.P., a California limited partnership (“WVC II-Side”);
(3) Walden-SBIC, L.P., a California limited partnership (“SBIC”);
(4) Walden Investors, a California limited partnership (“Investors”);
(5) Walden Capital Partners, a California limited partnership (“CapPartners”);
(6) Walden Capital Partners II, a California limited Partnership (“CapPartners II”);
(7) Sarlo-Berliner, Inc., a California corporation (“SBI”);
(8) Walden Management Corporation, a California corporation (“WM”);
(9) Walden Management Corporation Pension Fund (“WPF”);
(10) George Sarlo Revocable Trust Dated 12/23/91 (“Trust”);
(11) WaldenVC, LLC, a California limited liability company (“WVC”);
(12) Walden General Partners, a California limited partnership (“WGP”);
(13) Walden GP-Side, L.P., a California limited partnership (“WGP-Side”);
(14) Walden Partners II, L.P., a California limited partnership (“WP II”);
(15) Arthur Berliner, a natural person;
(16) Steven Eskenazi, a natural person;
(17) Lawrence Marcus, a natural person;
(18) Matthew Miller, a natural person;
(19) Philip Sanderson, a natural person; and
(20) George Sarlo, a natural person,

 

collectively identified hereinafter as the “Reporting Persons.”

 

WVC II, WVC II-Side, SBIC, CapPartners, CapPartners II and Investors are limited partnerships organized under the laws of California. Each of its principal business is managing investments.

 

SBI and WM are corporations organized under the laws of California. Their principal business is managing investments.

 

WPT is a pension fund organized under the laws of California. Its principal business is to manage retirement funds.

 

22


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 23 of 32 Pages

 

Trust is a revocable trust organized under the laws of California. Its principal business is to hold investments for the benefit of others.

 

WVC is a limited liability company organized under the laws of California. Its principal business is managing investments. It also serves as the general partner of WVC II and WVC II-Side.

 

WGP is a limited partnership organized under the laws of California. Its principal business is managing investments. It also serves as the general partner of Investors.

 

WGP-Side is a limited partnership organized under the laws of California. Its principal business is managing investments. It also serves as the general partner of WGP.

 

WP II is a limited partnership organized under the laws of California. Its principal business is managing investments. It also serves as the general partner of CapPartners II.

 

Mr. Berliner’s principal occupation is serving as manager of WVC and general partner of SBIC, CapPartners, WGP, WGP-Side and WP II. He also serves as Vice-President of SBI and President of WM. Mr. Berliner is a citizen of the United States of America.

 

Mr. Eskenazi’s principal occupation is serving as manager of WVC. Mr. Eskenazi is a citizen of the United States of America.

 

Mr. Marcus’ principal occupation is serving as manager of WVC. Mr. Marcus is a citizen of the United States of America.

 

Mr. Miller’s principal occupation is serving as manager of WVC. Mr. Miller is a citizen of the United States of America.

 

Mr. Sanderson’s principal occupation is serving as manager of WVC. Mr. Sanderson is a citizen of the United States of America.

 

Mr. Sarlo’s principal occupation is serving as general partner of SBIC, CapPartners, WGP, WGP-Side and WP II, President of SBI and Vice President of WM. He also serves as trustee of the Trust. Mr. Sarlo is a citizen of the United States of America.

 

The business address of each of the Reporting Persons is 750 Battery Street, San Francisco, California 94111. During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), and was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 3. Source and Amount of Funds or Other Consideration.

 

N/A

 

23


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 24 of 32 Pages

 

Item 4. Purpose of Transaction.

 

On December 17, 2004, WVC II and WVC II-Side sold 1,275,706 shares and 115,516 shares, respectively, of Common Stock of Niku at a per share price of $17.67, pursuant to Niku’s Prospectus Supplement filed with the Securities and Exchange Commission on December 17, 2004 (the “Sale”). As a result of the Sale, the Reporting Persons no longer beneficially own more than five percent of any class of securities of Niku. Pursuant to such Prospectus Supplement, there were 14,355,084 shares of Common Stock of Niku outstanding as of December 17, 2004.

 

Mr. Miller serves as a director on the Board of Directors of Niku. Each of the Reporting Persons who still hold shares of Common Stock of Niku intend to continuously review its investment in Niku, and may in the future determine to acquire additional securities of Niku, through open market purchases, private agreements or otherwise. Each of such Reporting Persons may, however, dispose of all or a portion of the shares of Common Stock through open market transactions or in privately negotiated transactions to one or more persons, and may consider alternatives with respect to the securities of the issuer. Notwithstanding anything contained herein, each of the above entities specifically reserves the right to change its intention with respect to any or all such matters.

 

Except as disclosed above, none of the Reporting Persons has any plans or proposals which relate to or would result in: (a) the acquisition by any person of additional securities of Niku, or the disposition of securities of Niku; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving Niku or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of Niku or any of its subsidiaries, (d) any change in the present board of directors or management of Niku, including any plans or proposals to change the number of term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of Niku; (f) any other material change in the Niku’s business or corporate structure; (g) changes in the Niku’s charter or bylaws or other actions which may impeded the acquisition of control of the issuer by any person; (h) causing a class of securities of Niku becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above.

 

Item 5. Interest in Securities of the Issuer.

 

WVC II is no longer a beneficial owner of any shares of Common Stock. Since the filing of Amendment No. 2, WVC II sold 1,275,706 shares of Common Stock at $17.67 per share on December 17, 2004, in the Sale.

 

WVC II-Side is no longer a beneficial owner of any shares of Common Stock. Since the filing of Amendment No. 2, WVC II-Side sold 115,516 shares of Common Stock at $17.67 per share on December 17, 2004 in the Sale.

 

SBIC is the beneficial owner of 163,520 shares of Common Stock. Such shares represent approximately 1.1% of the 14,355,084 shares of Common Stock outstanding. SBIC has sole voting and dispositive power over 163,520 shares. Since the filing of Amendment No. 2, SBIC has not acquired or sold any shares.

 

Investors is the beneficial owner of 5,727 shares of Common Stock. Such shares represent approximately 0.04% of the 12,456,615 shares of Common Stock outstanding. Investors has sole voting and dispositive power over 5,727 shares. Since the filing of Amendment No. 2, Investors has not acquired or sold any shares.

 

CapPartners is the beneficial owner of 2,864 shares of Common Stock. Such shares represent approximately 0.02% of the 14,355,084 shares of Common Stock outstanding. CapPartners has sole voting and dispositive power over 68,375 shares. Since the filing of Amendment No. 2, CapPartners has not acquired or sold any shares.

 

24


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 25 of 32 Pages

 

CapPartners II is the beneficial owner of 14,126 shares of Common Stock . Such shares represent approximately 0.1% of the 14,355,084 shares of Common Stock outstanding. CapPartners II has sole voting and dispositive power over 14,126 shares. Since the filing of Amendment No. 2, CapPartners II has not acquired or sold any shares.

 

SBI is the beneficial owner of 32,275 shares of Common Stock. Such shares represent approximately 0.2% of the 14,355,084 shares of Common Stock outstanding. SBI has sole voting and dispositive power over 32,275 shares. Since the filing of Amendment No. 2, SBI has not acquired to sold any shares.

 

WM is the beneficial owner of 32,275 shares of Common Stock. Such shares represent approximately 0.2% of the 14,355,084 shares of Common Stock outstanding. WM has sole voting and dispositive power over 32,275 shares. Since the filing of Amendment No. 2, WM has not acquired or sold any shares.

 

WPF is the beneficial owner of 49,871 shares of Common Stock. Such shares represent approximately 0.5% of the 14,355,084 shares of Common Stock outstanding. WPF has sole voting and dispositive power over 49,871 shares. Since the filing of Amendment No. 2, WPF has not acquired or sold any shares.

 

Trust is the beneficial owner of 48,271 shares of Common Stock. Such shares represent approximately 0.3% of the 14,355,084 shares of Common Stock outstanding. Trust has sole voting and dispositive power over 48,271 shares. Since the filing of Amendment No. 2, Trust has not acquired or sold any shares.

 

WVC is no longer the beneficial owner of any shares of Common Stock. Since the filing of Amendment No. 2, through the Sale, WVC sold 1,391,222 shares of Common Stock at $17.67 per share on December 17, 2004.

 

WGP is the beneficial owner of 5,727 shares of Common Stock. Such shares represent approximately 0.04% of the 14,355,084 shares of Common Stock outstanding. WGP has sole voting and dispositive power over 5,727 shares. Since the filing of Amendment No. 2, WGP has not acquired or sold any shares.

 

WGP-Side is the beneficial owner of 5,727 shares of Common Stock. Such shares represent approximately 0.04% of the 14,355,084 shares of Common Stock outstanding. WGP-Side has sole voting and dispositive power over 64,551 shares. Since the filing of Amendment No. 2, WGP-Side has not acquired or sold any shares.

 

WP II is the beneficial owner of 14,126 shares of Common Stock. Such shares represent approximately 0.1% of the 14,355,084 shares of Common Stock outstanding. WP II has sole voting and dispositive power over 14,126 shares. Since the filing of Amendment No. 2, WPII has not acquired or sold any shares.

 

Mr. Berliner is the beneficial owner of 278,162 shares of Common Stock. Such shares represent approximately 1.9% of the 14,355,084 shares of Common Stock outstanding. Mr. Berliner has sole voting and dispositive power over 27,375 shares held by the Arthur Berliner Family Trust dtd 4/24/85. Mr. Berliner has shared voting and dispositive power over 250,787 shares. Since the filing of Amendment No. 2, through the Sale, Mr. Berliner sold 1,391,222 shares of Common Stock for $17.67 per share on December 17, 2004.

 

Mr. Eskenazi is the beneficial owner of 4,476 shares of Common Stock. Such shares represent approximately 0.03% of the 14,355,084 shares of Common Stock outstanding. Mr. Eskenazi has sole voting and dispositive power over all 4,476 shares. Since the filing of Amendment No. 2, through the Sale, Mr. Eskenazi sold 1,391,222 shares of Common Stock for $17.67 per share on December 17, 2004.

 

Mr. Marcus is the beneficial owner of 0 shares of Common Stock. Such shares represent 0% of the 14,355,084 shares of Common Stock outstanding. Since the filing of Amendment No. 2, through the Sale, Mr. Marcus sold 1,391,222 shares of Common Stock for $17.67 per share on December 17, 2004.

 

25


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 26 of 32 Pages

 

Mr. Miller is the beneficial owner of 6,309 shares of Common Stock. Such shares represent approximately 0.04% of the 14,355,084 shares of Common Stock outstanding. Mr. Miller has sole voting and dispositive power over all 6,309 shares. Since the filing of Amendment No. 2, through the Sale, Mr. Miller sold 1,391,222 shares of Common Stock for $17.67 per share on December 17, 2004.

 

Mr. Sanderson is the beneficial owner of 5,478 shares of Common Stock. Such shares represent approximately 0.04% of the 14,355,084 shares of Common Stock outstanding. Mr. Sanderson has sole voting and dispositive power over all 5,478 shares Sanderson Trust. Since the filing of Amendment No. 2, through the Sale, Mr. Sanderson sold 1,391,222 shares of Common Stock for $17.67 per s hare on December 17, 2004.

 

Mr. Sarlo is the beneficial owner of 341,563 shares of Common Stock. Such shares represent approximately 2.4% of the 14,355,084 shares of Common Stock outstanding. Mr. Sarlo has sole voting and dispositive power over 90,776 shares and shared voting and dispositive power over 250,787 shares. Since the filing of Amendment No. 2, Mr. Sarlo has not acquired or sold any shares.

 

As a result of the sales reported above on December 17, 2004, the Reporting Persons have ceased to be the beneficial owner of more than five percent of a class of securities.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

 

This joint filing is made pursuant to the Joint Filing Agreement dated December 27, 2004 attached as Exhibit 1.

 

The Sale referenced above was made pursuant to the Prospectus Supplement filed by Niku with the Securities and Exchange Commission on December 17, 2004.

 

Item 7. Material to be filed as Exhibits.

 

EXHIBIT NO.

 

DESCRIPTION


1.   Joint Filing Agreement dated December 27, 2004.
2.   Prospectus Supplement filed by Niku with the Securities and Exchange Commission on December 17, 2004, which is incorporated herein by reference.

 

26


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 27 of 32 Pages

 

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.

 

Date: December 27, 2004

  Walden VC II, L.P.
   

By:

 

WaldenVC, LLC

General Partner

       

By:

 

/s/ ARTHUR BERLINER


           

Arthur Berliner

Manager

    Walden VC II-Side, L.P.
   

By:

 

WaldenVC, LLC

General Partner

       

By:

 

/s/ ARTHUR BERLINER


           

Arthur Berliner

Manager

    Walden-SBIC, L.P.
   

By:

 

/s/ ARTHUR BERLINER


       

Arthur Berliner

General Partner

    Walden Investors
   

By:

 

Walden General Partners

General Partner

       

By:

 

/s/ ARTHUR BERLINER


           

Arthur Berliner

General Partner

   

Walden Capital Partners

   

By:

 

/s/ ARTHUR BERLINER


       

Arthur Berliner

General Partner

 

27


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 28 of 32 Pages

 

Walden Capital Partners II

By:

 

Walden Partners II, L.P.

General Partner

   

By:

 

/s/ ARTHUR BERLINER


       

Arthur Berliner

General Partner

 

Sarlo-Berliner, Inc.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

Vice-President

 

Walden Management Corporation

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

President

Walden Management Corporation Pension Fund

By:

 

/s/ GEORGE SARLO


   

George Sarlo

Trustee

 

George Sarlo Revocable Trust Dated 12/23/91

By:

 

/s/ GEORGE SARLO


   

George Sarlo

Trustee

WaldenVC, LLC

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

Manager

Walden General Partners

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

General Partner

 

28


SCHEDULE 13D

 

CUSIP No. 25388M100   Page 29 of 32 Pages

 

Walden GP-Side, L.P.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

General Partner

Walden Partners II, L.P.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

General Partner

 

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

By:

 

/s/ STEVEN ESKENAZI


   

Steven Eskenazi

By:

 

/s/ LAWRENCE MARCUS


   

Lawrence Marcus

By:

 

/s/ MATTHEW MILLER


   

Matthew Miller

By:

 

/s/ PHILIP SANDERSON


   

Philip Sanderson

By:

 

/s/ GEORGE SARLO


   

George Sarlo

 

29

EX-1 2 dex1.htm JOINT FILING AGREEMENT Joint Filing Agreement

Exhibit 1

 

JOINT FILING AGREEMENT

 

WHEREAS, the statement on Schedule 13D to which this agreement is an exhibit (the “Joint Statement”) is being filed on behalf of two or more persons (collectively, the “Reporting Persons”); and

 

WHEREAS, the Reporting Persons prefer to file the Joint Statement on behalf of all Reporting Persons rather than individual statements on Schedule 13D on behalf of each of the Reporting Persons;

 

NOW, THEREFORE, the undersigned hereby agree as follows with each of the other Reporting Persons:

 

1. Each of the Reporting Persons is individually eligible to use the Joint Statement.

 

2. Each of the Reporting Persons is responsible for the timely filing of the Joint Statement and any amendments thereto.

 

3. Each of the Reporting Persons is responsible for the completeness and accuracy of the information concerning such person contained in the Joint Statement.

 

4. None of the Reporting Persons is responsible for the completeness or accuracy of the information concerning the other Reporting Persons contained in the Joint Statement, unless such person knows or has reason to believe that such information is inaccurate.

 

5. The undersigned agree that the Joint Statement is, and any amendment thereto will be, filed on behalf of each of the Reporting Persons.

 

Date: December 27, 2004

  Walden VC II, L.P.
   

By:

 

WaldenVC, LLC

General Partner

       

By:

 

/s/ ARTHUR BERLINER


           

Arthur Berliner

Manager

    Walden VC II-Side, L.P.
   

By:

 

WaldenVC, LLC

General Partner

         
       

By:

 

/s/ ARTHUR BERLINER


           

Arthur Berliner

Manager


Walden-SBIC, L.P.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

General Partner

Walden Investors

By:

 

Walden General Partners

General Partner

   

By:

 

/s/ ARTHUR BERLINER


       

Arthur Berliner

General Partner

 

Walden Capital Partners

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

General Partner

 

Walden Capital Partners II

By:

 

Walden Partners II, L.P.

General Partner

   

By:

 

/s/ ARTHUR BERLINER


       

Arthur Berliner

General Partner

 

Sarlo-Berliner, Inc.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

Vice-President

 

Walden Management Corporation

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

President

Walden Management Corporation Pension Fund

By:

 

/s/ GEORGE SARLO


   

George Sarlo

Trustee


George Sarlo Revocable Trust Dated 12/23/91

By:

 

/s/ GEORGE SARLO


   

George Sarlo

Trustee

WaldenVC, LLC

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

Manager

Walden General Partners

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

General Partner

 

Walden GP-Side, L.P.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

General Partner

Walden Partners II, L.P.

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

   

General Partner

 

By:

 

/s/ ARTHUR BERLINER


   

Arthur Berliner

By:

 

/s/ STEVEN ESKENAZI


   

Steven Eskenazi

By:

 

/s/ LAWRENCE MARCUS


   

Lawrence Marcus

By:

 

/s/ MATTHEW MILLER


   

Matthew Miller

By:

 

/s/ PHILIP SANDERSON


   

Philip Sanderson

By:

 

/s/ GEORGE SARLO


   

George Sarlo

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