UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
The Active Network, Inc. |
(Name of issuer)
Common Stock, $0.001 par value |
(Title of class of securities)
00506D100 |
(CUSIP number)
December 31, 2011 |
(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)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons 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 (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).
SCHEDULE 13G
CUSIP No. 00506D100 | Page 2 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity II L.P. | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,261,595 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,261,595 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,261,595 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
2.3% | |||||
(12) |
Type of reporting person (see instructions)
PN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 3 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity II Entrepreneurs LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
100,156 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
100,156 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
100,156 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
0.2% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 4 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity II L.P. (QP) | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
564,346 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
564,346 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
564,346 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
1.0% | |||||
(12) |
Type of reporting person (see instructions)
PN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 5 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity Partners II LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,926,097 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,926,097 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,926,097 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 6 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity III L.P. | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,693,993 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,693,993 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,693,993 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.1% | |||||
(12) |
Type of reporting person (see instructions)
PN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 7 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity III Entrepreneurs LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
63,260 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
63,260 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
63,260 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
0.1% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 8 of 40 Pages |
(1) |
Names of reporting persons
Canaan Equity Partners III LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,757,253 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,757,253 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,757,253 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.2% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 9 of 40 Pages |
(1) |
Names of reporting persons
Canaan VII L.P. | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,878,321 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,878,321 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,878,321 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
PN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 10 of 40 Pages |
(1) |
Names of reporting persons
Canaan Partners VII LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,878,321 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,878,321 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,878,321 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 11 of 40 Pages |
(1) |
Names of reporting persons
Charmers Landing LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,926,097 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,926,097 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,926,097 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 12 of 40 Pages |
(1) |
Names of reporting persons
Stonehenge LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,926,097 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,926,097 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,926,097 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 13 of 40 Pages |
(1) |
Names of reporting persons
Waubeeka LLC | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
Delaware | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,926,097 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,926,097 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,926,097 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
OO |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 14 of 40 Pages |
(1) |
Names of reporting persons
Brenton K. Ahrens | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,878,321 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,878,321 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,878,321 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 15 of 40 Pages |
(1) |
Names of reporting persons
John V. Balen | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
5,561,671 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
5,561,671 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
5,561,671 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
10.2% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 16 of 40 Pages |
(1) |
Names of reporting persons
Stephen D. Bloch | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,878,321 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,878,321 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,878,321 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 17 of 40 Pages |
(1) |
Names of reporting persons
Stephen L. Green | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
23,546 | ||||
(6) | Shared voting power
5,561,671 | |||||
(7) | Sole dispositive power
23,546 | |||||
(8) | Shared dispositive power
5,561,671 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
5,585,217 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
10.2% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 18 of 40 Pages |
(1) |
Names of reporting persons
Wende Hutton | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,878,321 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,878,321 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,878,321 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 19 of 40 Pages |
(1) |
Names of reporting persons
Maha S. Ibrahim | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
1,878,321 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
1,878,321 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
1,878,321 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
3.5% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 20 of 40 Pages |
(1) |
Names of reporting persons
Deepak Kamra | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
5,561,671 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
5,561,671 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
5,561,671 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
10.2% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 21 of 40 Pages |
(1) |
Names of reporting persons
Gregory Kopchinsky | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
5,561,671 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
5,561,671 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
5,561,671 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
10.2% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 22 of 40 Pages |
(1) |
Names of reporting persons
Seth A. Rudnick | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
3,635,574 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
3,635,574 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
3,635,574 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
6.7% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 23 of 40 Pages |
(1) |
Names of reporting persons
Guy M. Russo | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization
U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
5,561,671 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
5,561,671 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
5,561,671 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
10.2% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 24 of 40 Pages |
(1) |
Names of reporting persons
Eric A. Young | |||||
(2) | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
(3) | SEC use only
| |||||
(4) | Citizenship or place of organization U.S. Citizen | |||||
Number of shares beneficially owned by each reporting person with: |
(5) | Sole voting power
0 | ||||
(6) | Shared voting power
5,561,671 | |||||
(7) | Sole dispositive power
0 | |||||
(8) | Shared dispositive power
5,561,671 | |||||
(9) |
Aggregate amount beneficially owned by each reporting person
5,561,671 | |||||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
(11) |
Percent of class represented by amount in Row (9)
10.2% | |||||
(12) |
Type of reporting person (see instructions)
IN |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 25 of 40 Pages |
Item 1(a). | Name of Issuer |
The Active Network, Inc.
Item 1(b). | Address of Issuers Principal Executive Offices |
10182 Telesis Court
Suite 100
San Diego, CA 92121
Item 2(a). | Name of Person Filing |
This statement is filed by:
(i) | Canaan Equity II L.P. (Canaan Equity II), a Delaware limited partnership; |
(ii) | Canaan Equity II L.P. (QP) (Canaan Equity II QP), a Delaware limited partnership; |
(iii) | Canaan Equity II Entrepreneurs LLC (Canaan II Entrepreneurs), a Delaware limited liability company; |
(iv) | Canaan Equity Partners II LLC (Canaan II), a Delaware limited liability company; |
(v) | Canaan Equity III L.P. (Canaan Equity III), a Delaware limited partnership; |
(vi) | Canaan Equity III Entrepreneurs LLC (Canaan III Entrepreneurs), a Delaware limited liability company; |
(vii) | Canaan Equity Partners III LLC (Canaan III), a Delaware limited liability company; |
(viii) | Canaan VII L.P. (Canaan VII L.P.), a Delaware limited partnership, |
(ix) | Canaan Partners VII LLC (Canaan VII), a Delaware limited liability company; |
(x) | Charmers Landing LLC (Charmers), a Delaware limited liability company; |
(xi) | Stonehenge LLC (Stonehenge) a Delaware limited liability company; |
(xii) | Waubeeka LLC (Waubeeka), a Delaware limited liability company; |
(xiii) | Brenton K. Ahrens; |
(xiv) | John V. Balen; |
(xv) | Stephen D. Bloch; |
(xvi) | Stephen L. Green; |
(xvii) | Wende Hutton; |
(xviii) | Maha S. Ibrahim; |
(xix) | Deepak Kamra; |
(xx) | Gregory Kopchinsky; |
(xxi) | Seth A. Rudnick; |
(xxii) | Guy M. Russo; and |
(xxiii) | Eric A. Young. |
We refer to the individuals and entities identified in (i)-(xxiii) above collectively as the Reporting Persons.
Item 2(b). | Address of Principal Business Office or, if None, Residence |
Except in the case of Messrs. Balen, Kamra, Young and Mmes. Hutton and Ibrahim, the principal business address of the Reporting Persons is 285 Riverside Avenue, Suite 250, Westport, CT 06880. The principal business address of Messrs. Balen, Kamra, Young and Mmes. Hutton and Ibrahim is 2765 Sand Hill Road, Menlo Park, CA 94025.
Item 2(c). | Citizenship |
Each of Canaan Equity II, Canaan Equity II (QP), Canaan Equity III and Canaan VII are limited partnerships organized under the laws of Delaware. Each of Charmers Landing LLC, Stonehenge
SCHEDULE 13G
CUSIP No. 00506D100 | Page 26 of 40 Pages |
LLC, Waubeeka LLC, Canaan II Entrepreneurs, Canaan III Entrepreneurs, Canaan II, Canaan III, and Canaan VII is a limited liability company organized under the laws of Delaware. Each of the individuals named above is a citizen of the United States.
Item 2(d). | Title of Class of Securities |
Common Stock, par value $0.001 per share (Common Stock), of The Active Network, Inc.
Item 2(e). | CUSIP Number |
00506D100
Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
None
Item 4. | Ownership |
Item 4(a) |
As of December 31, 2011, (i) 100,156 shares are held of record by Canaan II Entrepreneurs, (ii) 1,261,595 shares are held of record by Canaan Equity II L.P., (iii) 564,346 shares are held of record by Canaan Equity II L.P. (QP), (iv) 63,260 shares held of record by Canaan Equity III Entrepreneurs LLC, (v) 1,693,993 shares are held of record by Canaan Equity III L.P., (vi) 1,878,321 shares are held of record by Canaan VII L.P., and (vii) 23,546 shares are held of record by Stephen L. Green (the Green Shares). Canaan II as (a) the sole Manager of Canaan II Entrepreneurs and (b) the sole General Partner of each of Canaan Equity II and Canaan Equity II (QP), has ultimate voting and dispositive power over the shares held of record by Canaan Entrepreneurs II, Canaan Equity II and Canaan Equity II (QP) (the Canaan II Shares). Canaan III as (a) the sole Manager of Canaan III Entrepreneurs and (b) the sole General Partner of Canaan Equity III, has ultimate voting and dispositive power over the shares held of record by Canaan III Entrepreneurs and Canaan Equity III (the Canaan III Shares). Canaan VII is the sole General Partner of Canaan VII L.P. and has ultimate voting and dispositive power over the shares held of record by Canaan VII L.P. (the Canaan VII Shares). Shared voting and dispositive power over the Canaan II Shares is vested in the managers of Canaan II, which are Messrs. Balen, Green, Kamra, Kopchinsky, Russo and Young, and Charmers, Stonehenge and Waubeeka, which may also be deemed to beneficially own the Canaan II Shares. Shared voting and dispositive power over the Canaan III Shares is vested in the managers of Canaan III, which are Messrs. Balen, Green, Kamra, Kopchinsky, Rudnick, Russo and Young, who may also be deemed to beneficially own the Canaan III Shares. Shared voting and dispositive power over the Canaan VII Shares is vested in the managers of Canaan VII, which are Messrs. Ahrens, Balen, Bloch, Kamra, Kopchinsky, Rudnick, Russo and Young, and Mmes. Hutton and Ibrahim, who may also be deemed to beneficially own the Canaan VII Shares. Mr. Green is not a manager of Canaan VII, but as member of the Companys board of directors and a manager of Canaan II and Canaan III, he may be deemed to have shared voting and dispositive power over the Canaan VII shares. In addition to the Green Shares, Mr. Green currently holds options to purchase 46,000 shares of Common Stock, none of which are exercisable on or within 60 days of the Date of Event of this Schedule 13G filing (the Green Options). Mr. Green has direct ownership over the Green Shares and the Green Options.
Item 4(b) |
The Reporting Persons beneficially own, in the aggregate, approximately 10.0% of the outstanding Common Stock of the Issuer based on the 56,443,349 shares of Common Stock reported to be outstanding on the Issuers Registration Statement filed on Form S-1, as filed with the SEC on January 20, 2012.
SCHEDULE 13G
CUSIP No. 00506D100 | Page 27 of 40 Pages |
Canaan Equity II L.P. |
2.3 | % | ||
Canaan Equity II L.P. (QP) |
1.0 | % | ||
Canaan Equity II Entrepreneurs LLC |
0.2 | % | ||
Canaan Equity Partners II LLC |
3.5 | % | ||
Canaan Equity III L.P. |
3.1 | % | ||
Canaan Equity III Entrepreneurs LLC |
0.1 | % | ||
Canaan Equity Partners III LLC |
3.2 | % | ||
Canaan VII L.P. |
3.5 | % | ||
Canaan Partners VII LLC |
3.5 | % | ||
Charmers Landing LLC |
3.5 | % | ||
Stonehenge LLC |
3.5 | % | ||
Waubeeka LLC |
3.5 | % | ||
Brenton K. Ahrens |
3.5 | % | ||
John V. Balen |
10.2 | % | ||
Stephen D. Bloch |
3.5 | % | ||
Stephen L. Green |
10.2 | % | ||
Wende Hutton |
3.5 | % | ||
Maha S. Ibrahim |
3.5 | % | ||
Deepak Kamra |
10.2 | % | ||
Gregory Kopchinsky |
10.2 | % | ||
Seth A. Rudnick |
6.7 | % | ||
Guy M. Russo |
10.2 | % | ||
Eric A. Young |
10.2 | % |
Item 4(c) |
Number of Shares as to which the Person has:
SCHEDULE 13G
CUSIP No. 00506D100 | Page 28 of 40 Pages |
Reporting Person |
NUMBER OF SHARES | |||||||||||||||
(i) | (ii) | (iii) | (iv) | |||||||||||||
Canaan Equity II L.P. |
0 | 1,261,595 | 0 | 1,261,595 | ||||||||||||
Canaan Equity II L.P. (QP) |
0 | 564,346 | 0 | 564,346 | ||||||||||||
Canaan Equity II Entrepreneurs LLC |
0 | 100,156 | 0 | 100,156 | ||||||||||||
Canaan Equity Partners II LLC |
0 | 1,926,097 | 0 | 1,926,097 | ||||||||||||
Canaan Equity III L.P. |
0 | 1,693,993 | 0 | 1,693,993 | ||||||||||||
Canaan Equity III Entrepreneurs LLC |
0 | 63,260 | 0 | 63,260 | ||||||||||||
Canaan Equity Partners III LLC |
0 | 1,757,253 | 0 | 1,757,253 | ||||||||||||
Canaan VII L.P. |
0 | 1,878,321 | 0 | 1,878,321 | ||||||||||||
Canaan Partners VII LLC |
0 | 1,878,321 | 0 | 1,878,321 | ||||||||||||
Charmers Landing LLC |
0 | 1,926,097 | 0 | 1,926,097 | ||||||||||||
Stonehenge LLC |
0 | 1,926,097 | 0 | 1,926,097 | ||||||||||||
Waubeeka LLC |
0 | 1,926,097 | 0 | 1,926,097 | ||||||||||||
Brenton K. Ahrens |
0 | 1,878,321 | 0 | 1,878,321 | ||||||||||||
John V. Balen |
0 | 5,561,671 | 0 | 5,561,671 | ||||||||||||
Stephen D. Bloch |
0 | 1,878,321 | 0 | 1,878,321 | ||||||||||||
Stephen L. Green |
23,546 | 5,561,671 | 23,546 | 5,561,671 | ||||||||||||
Wende Hutton |
0 | 1,878,321 | 0 | 1,878,321 | ||||||||||||
Maha S. Ibrahim |
0 | 1,878,321 | 0 | 1,878,321 | ||||||||||||
Deepak Kamra |
0 | 5,561,671 | 0 | 5,561,671 | ||||||||||||
Gregory Kopchinsky |
0 | 5,561,671 | 0 | 5,561,671 | ||||||||||||
Seth A. Rudnick |
0 | 3,635,574 | 0 | 3,635,574 | ||||||||||||
Guy M. Russo |
0 | 5,561,671 | 0 | 5,561,671 | ||||||||||||
Eric A. Young |
0 | 5,561,671 | 0 | 5,561,671 |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 29 of 40 Pages |
(i) | Sole power to vote or direct the vote |
(ii) | Shared power to vote or to direct the vote |
(iii) | Sole power to dispose or to direct the disposition of |
(iv) | Shared power to dispose or to direct the disposition of |
Item 5. | Ownership of Five Percent or Less of a Class |
Not applicable.
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.
Item 8. | Identification and Classification of Members of the Group |
Each of the Reporting Persons expressly disclaims membership in a Group as defined in Rule 13d-1(b)(ii)(J).
Item 9. | Notice of Dissolution of Group |
Not applicable.
Item 10. | Certification |
Not applicable. This Schedule 13G is not filed pursuant to Rule 13d-1(b) or Rule 13d-1(c).
SCHEDULE 13G
CUSIP No. 00506D100 | Page 30 of 40 Pages |
SIGNATURES
After reasonable inquiry and to the best of the undersigneds knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: February 14, 2012
Canaan Equity II L.P. | ||
By: Canaan Equity Partners II LLC, its General Partner | ||
By: | * | |
Name: Title: | ||
Canaan Equity II Entrepreneurs LLC | ||
By: Canaan Equity Partners II LLC, its Manager | ||
By: | * | |
Name: Title: | ||
Canaan Equity II L.P (QP) | ||
By: Canaan Equity Partners II LLC, its General Partner | ||
By: | * | |
Name: Title: | ||
Canaan Equity Partners II LLC | ||
By: | * | |
Name: Title: | ||
Canaan Equity III L.P. | ||
By: Canaan Equity Partners III LLC, its General Partner | ||
By: | * | |
Name: Title: |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 31 of 40 Pages |
Canaan Equity III Entrepreneurs LLC | ||
By: Canaan Equity Partners III LLC, its Manager | ||
By: | * | |
Name: Title: | ||
Canaan Equity Partners III LLC | ||
By: | * | |
Name: Title: | ||
Canaan VII L.P. | ||
By: | * | |
Name: Title: | ||
Canaan Partners VII LLC | ||
By: | * | |
Name: Title: | ||
Charmers Landing LLC | ||
By: | * | |
Name: Stephen L. Green Title: Manager | ||
Stonehenge LLC | ||
By: | * | |
Name: Gregory Kopchinsky Title: Manager | ||
Waubeeka LLC | ||
By: | * | |
Name: Guy M. Russo Title: Manager |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 32 of 40 Pages |
* | ||
Brenton K. Ahrens | ||
* | ||
John V. Balen | ||
* | ||
Stephen D. Bloch | ||
* | ||
Stephen L. Green | ||
* | ||
Wende Hutton | ||
* | ||
Maha S. Ibrahim | ||
* | ||
Deepak Kamra | ||
* | ||
Gregory Kopchinsky | ||
* | ||
Seth A. Rudnick | ||
/s/ Guy M. Russo | ||
Guy M. Russo | ||
* | ||
Eric A. Young | ||
*By: | /s/ Guy M. Russo | |
Guy M. Russo Attorney-in-Fact | ||
This Schedule 13G was executed by Guy M. Russo pursuant to a Power of Attorney, a copy of which is filed herewith as Exhibit 1 |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 33 of 40 Pages |
Exhibit 1
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints each of Guy M. Russo and Jaime Slocum his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities (until revoked in writing) to sign any and all instruments, certificates and documents required to be executed on behalf of himself as an individual or in his or her capacity as a general partner or authorized signatory, as the case may be, and on behalf of any of Canaan Equity II L.P., Canaan Equity II Entrepreneurs LLC, Canaan Equity II L.P (QP), Canaan Equity Partners II LLC, Canaan Equity III L.P., Canaan Equity III Entrepreneurs LLC, Canaan Equity Partners III LLC, Canaan VII L.P., and Canaan Partners VII LLC, in each case pursuant to the Securities Act of 1933, as amended, (the Securities Act), or the Securities Exchange Act of 1934, as amended (the Exchange Act), and any and all regulations promulgated thereunder (including filings on pursuant to Section 16 (Forms 3, 4 and 5) and Section 13 (Schedule 13D and Schedule 13G) of the Exchange Act) and to file the same, with all exhibits thereto, and any other documents in connection therewith, with the Securities and Exchange Commission, and with any other entity when and if such is mandated by the Securities Act, the Exchange Act or by the Financial Industry Regulatory Authority, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary fully to all intents and purposes as he might or could do in person thereby, and ratifying and confirming all that said attorney-in-fact and agent, or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof, or may have done in connection with the matters described above.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
SCHEDULE 13G
CUSIP No. 00506D100 | Page 34 of 40 Pages |
IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 14th day of February, 2012.
Canaan Equity II L.P. | ||||
By: | Canaan Equity Partners II LLC, its General Partner | |||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan Equity II Entrepreneurs LLC | ||||
By: | Canaan Equity Partners II LLC, its Manager | |||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan Equity II L.P (QP) | ||||
By: | Canaan Equity Partners II LLC, its General Partner | |||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan Equity Partners II LLC | ||||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan Equity III L.P. | ||||
By: | Canaan Equity Partners III LLC, its General Partner | |||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 35 of 40 Pages |
Canaan Equity III Entrepreneurs LLC | ||||
By: | Canaan Equity Partners III LLC, its Manager | |||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan Equity Partners III LLC | ||||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan VII L.P. | ||||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Canaan Partners VII LLC | ||||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager | |||
Charmers Landing LLC | ||||
By: | /s/ Stephen L. Green | |||
Name: | Stephen L. Green | |||
Title: | Manager | |||
Stonehenge LLC | ||||
By: | /s/ Gregory Kopchinsky | |||
Name: | Gregory Kopchinsky | |||
Title: | Manager | |||
Waubeeka LLC | ||||
By: | /s/ Guy M. Russo | |||
Name: | Guy M. Russo | |||
Title: | Manager |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 36 of 40 Pages |
/s/ Brenton K. Ahrens | ||||
Brenton K. Ahrens | ||||
/s/ John V. Balen | ||||
John V. Balen | ||||
/s/ Stephen D. Block | ||||
Stephen D. Bloch | ||||
/s/ Stephen L. Green | ||||
Stephen L. Green | ||||
/s/ Wende Hutton | ||||
Wende Hutton | ||||
/s/ Maha S. Ibrahim | ||||
Maha S. Ibrahim | ||||
/s/ Deepak Kamra | ||||
Deepak Kamra | ||||
/s/ Gregory Kopchinsky | ||||
Gregory Kopchinsky | ||||
/s/ Seth A. Rudnick | ||||
Seth A. Rudnick | ||||
/s/ Guy M. Russo | ||||
Guy M. Russo | ||||
/s/ Eric A. Young | ||||
Eric A. Young |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 37 of 40 Pages |
Exhibit 2
JOINT FILING AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of The Active Network, Inc. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
SCHEDULE 13G
CUSIP No. 00506D100 | Page 38 of 40 Pages |
EXECUTED as of this 14th day of February, 2012.
Canaan Equity II L.P. | ||
By: | Canaan Equity Partners II LLC, its General Partner | |
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan Equity II Entrepreneurs LLC | ||
By: | Canaan Equity Partners II LLC, its Manager | |
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan Equity II L.P (QP) | ||
By: | Canaan Equity Partners II LLC, its General Partner | |
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan Equity Partners II LLC | ||
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan Equity III L.P. | ||
By: | Canaan Equity Partners III LLC, its General Partner | |
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 39 of 40 Pages |
Canaan Equity III Entrepreneurs LLC | ||
By: | Canaan Equity Partners III LLC, its Manager | |
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan Equity Partners III LLC | ||
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan VII L.P. | ||
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Canaan Partners VII LLC | ||
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager | |
Charmers Landing LLC | ||
By: | /s/ Stephen L. Green | |
Name: | Stephen L. Green | |
Title: | Manager | |
Stonehenge LLC | ||
By: | /s/ Gregory Kopchinsky | |
Name: | Gregory Kopchinsky | |
Title: | Manager | |
Waubeeka LLC | ||
By: | /s/ Guy M. Russo | |
Name: | Guy M. Russo | |
Title: | Manager |
SCHEDULE 13G
CUSIP No. 00506D100 | Page 40 of 40 Pages |
/s/ Brenton K. Ahrens |
Brenton K. Ahrens |
/s/ John V. Balen |
John V. Balen |
/s/ Stephen D. Block |
Stephen D. Bloch |
/s/ Stephen L. Green |
Stephen L. Green |
/s/ Wende Hutton |
Wende Hutton |
/s/ Maha S. Ibrahim |
Maha S. Ibrahim |
/s/ Deepak Kamra |
Deepak Kamra |
/s/ Gregory Kopchinsky |
Gregory Kopchinsky |
/s/ Seth A. Rudnick |
Seth A. Rudnick |
/s/ Guy M. Russo |
Guy M. Russo |
/s/ Eric A. Young |
Eric A. Young |