UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
| The Active Network, Inc. |
(Name of issuer)
| Common Stock, $0.001 par value |
(Title of class of securities)
| 00506D100 |
(CUSIP number)
| December 31, 2012 |
(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 person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“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 34 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
630,797 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
630,797 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
630,797 | |||||
| (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 3 of 34 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
50,078 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
50,078 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
50,078 | |||||
| (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 4 of 34 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
282,173 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
282,173 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
282,173 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
0.5% | |||||
| (12) |
Type of reporting person (see instructions)
PN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 5 of 34 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
963,048 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
963,048 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
963,048 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
1.6% | |||||
| (12) |
Type of reporting person (see instructions)
OO | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 6 of 34 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
846,995 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
846,995 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
846,995 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
1.4% | |||||
| (12) |
Type of reporting person (see instructions)
PN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 7 of 34 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
31,629 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
31,629 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
31,629 | |||||
| (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 34 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
878,624 | ||||
| (6) | Shared voting power
0 | |||||
| (7) | Sole dispositive power
878,624 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
878,624 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
1.5% | |||||
| (12) |
Type of reporting person (see instructions)
OO | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 9 of 34 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
0 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
0 | |||||
| (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 | |||||
| (12) |
Type of reporting person (see instructions)
PN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 10 of 34 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
0 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
0 | |||||
| (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 | |||||
| (12) |
Type of reporting person (see instructions)
OO | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 11 of 34 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
963,048 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
963,048 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
963,048 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
1.6% | |||||
| (12) |
Type of reporting person (see instructions)
OO | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 12 of 34 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
963,048 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
963,048 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
963,048 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
1.6% | |||||
| (12) |
Type of reporting person (see instructions)
OO | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 13 of 34 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
0 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
0 | |||||
| (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 | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 14 of 34 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
1,841,672 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
1,841,672 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
1,841,672 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
3.0% | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 15 of 34 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
0 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
0 | |||||
| (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 | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 16 of 34 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
0 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
0 | |||||
| (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 | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 17 of 34 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
0 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
0 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
0 | |||||
| (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 | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 18 of 34 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
1,841,672 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
1,841,672 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
1,841,672 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
3.0% | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 19 of 34 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
1,841,672 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
1,841,672 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
1,841,672 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
3.0% | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 20 of 34 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
878,624 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
878,624 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
878,624 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
1.5% | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 21 of 34 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
1,841,672 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
1,841,672 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
1,841,672 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
3.0% | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 22 of 34 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
1,841,672 | |||||
| (7) | Sole dispositive power
0 | |||||
| (8) | Shared dispositive power
1,841,672 | |||||
| (9) |
Aggregate amount beneficially owned by each reporting person
1,841,672 | |||||
| (10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions) ¨
| |||||
| (11) |
Percent of class represented by amount in Row (9)
3.0% | |||||
| (12) |
Type of reporting person (see instructions)
IN | |||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 23 of 34 Pages |
| Item 1(a). | Name of Issuer |
The Active Network, Inc.
| Item 1(b). | Address of Issuer’s 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) | Stonehenge LLC (“Stonehenge”) a Delaware limited liability company; |
| (xi) | Waubeeka LLC (“Waubeeka”), a Delaware limited liability company; |
| (xii) | Brenton K. Ahrens; |
| (xiii) | John V. Balen; |
| (xiv) | Stephen D. Bloch; |
| (xv) | Wende Hutton; |
| (xvi) | Maha S. Ibrahim; |
| (xvii) | Deepak Kamra; |
| (xviii) | Gregory Kopchinsky; |
| (xix) | Seth A. Rudnick; |
| (xx) | Guy M. Russo; and |
| (xxi) | Eric A. Young. |
We refer to the individuals and entities identified in (i)-(xxi) above collectively as the “Reporting Persons”.
| Item 2(b). | Address of Principal Business Office or, if None, Residence |
Except in the case of Messrs. Ahrens, 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. Ahrens, 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 L.P. are limited partnerships organized under the laws of Delaware. Each of Stonehenge
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 24 of 34 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, 2012, (i) 50,078 shares were held directly by Canaan II Entrepreneurs, (ii) 630,797 shares are held directly by Canaan Equity II, (iii) 282,173 shares are held directly by Canaan Equity II (QP), (iv) 31,629 shares held directly by Canaan III Entrepreneurs, (v) 846,995 shares are held directly by Canaan Equity III and (vi) Canaan VII L.P. held no 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 sole voting, investment and dispositive power over the shares held directly by Canaan II Entrepreneurs, 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 sole voting, investment and dispositive power over the shares held directly by Canaan III Entrepreneurs and Canaan Equity III (the “Canaan III Shares”).
Canaan VII is the sole General Partner of Canaan VII L.P. Messrs. Ahrens, Balen, Bloch, Kamra, Kopchinsky, Rudnick, Russo and Young, and Mmes. Hutton and Ibrahim are the managers of Canaan VII. As of December 31, 2012, Canaan VII owned no shares of The Active Network, Inc.
Messrs. Balen, Kamra, Kopchinsky, Russo and Young, and Stonehenge and Waubeeka are the managers of Canaan II, and each such person disclaims beneficial ownership over the Canaan II Shares.
Messrs. Balen, Kamra, Kopchinsky, Rudnick, Russo and Young are the managers of Canaan III, and each such person disclaims beneficial ownership over the Canaan III Shares.
As of December 31, 2012, each of Mr. Stephen L. Green and Charmers Landing LLC was not a manager of Canaan II, Canaan III or Canaan VII, and does not have any beneficial ownership over the Canaan II Shares or the Canaan III Shares.
| Item 4(b) |
The Reporting Persons beneficially own, in the aggregate, approximately 3.0% of the outstanding Common Stock of the Issuer based on the 60,565,972 shares of Common Stock reported to be outstanding on the Issuer’s Quarterly Report on Form 10-Q, as filed with the SEC on October 29, 2012.
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 25 of 34 Pages |
| Canaan Equity II L.P. |
1.0 | % | ||
| Canaan Equity II L.P. (QP) |
0.5 | % | ||
| Canaan Equity II Entrepreneurs LLC |
0.1 | % | ||
| Canaan Equity Partners II LLC |
1.6 | % | ||
| Canaan Equity III L.P. |
1.4 | % | ||
| Canaan Equity III Entrepreneurs LLC |
0.1 | % | ||
| Canaan Equity Partners III LLC |
1.5 | % | ||
| Canaan VII L.P. |
0 | % | ||
| Canaan Partners VII LLC |
0 | % | ||
| Stonehenge LLC |
1.6 | % | ||
| Waubeeka LLC |
1.6 | % | ||
| Brenton K. Ahrens |
0 | % | ||
| John V. Balen |
3.0 | % | ||
| Stephen D. Bloch |
0 | % | ||
| Wende Hutton |
0 | % | ||
| Maha S. Ibrahim |
0 | % | ||
| Deepak Kamra |
3.0 | % | ||
| Gregory Kopchinsky |
3.0 | % | ||
| Seth A. Rudnick |
1.5 | % | ||
| Guy M. Russo |
3.0 | % | ||
| Eric A. Young |
3.0 | % | ||
| Item 4(c) |
Number of Shares as to which the Person has:
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 26 of 34 Pages |
| Reporting Person |
NUMBER OF SHARES | |||||||||||||||
| (i) | (ii) | (iii) | (iv) | |||||||||||||
| Canaan Equity II L.P. |
630,797 | 0 | 630,797 | 0 | ||||||||||||
| Canaan Equity II L.P. (QP) |
282,173 | 0 | 282,173 | 0 | ||||||||||||
| Canaan Equity II Entrepreneurs LLC |
50,078 | 0 | 50,078 | 0 | ||||||||||||
| Canaan Equity Partners II LLC |
963,048 | 0 | 963,048 | 0 | ||||||||||||
| Canaan Equity III L.P. |
846,995 | 0 | 846,995 | 0 | ||||||||||||
| Canaan Equity III Entrepreneurs LLC |
31,629 | 0 | 31,629 | 0 | ||||||||||||
| Canaan Equity Partners III LLC |
878,624 | 0 | 878,624 | 0 | ||||||||||||
| Canaan VII L.P. |
0 | 0 | 0 | 0 | ||||||||||||
| Canaan Partners VII LLC |
0 | 0 | 0 | 0 | ||||||||||||
| Stonehenge LLC |
0 | 963,048 | 0 | 963,048 | ||||||||||||
| Waubeeka LLC |
0 | |
963,048 |
|
0 | 963,048 | ||||||||||
| Brenton K. Ahrens |
0 | 0 | 0 | 0 | ||||||||||||
| John V. Balen |
0 | 1,841,672 | 0 | 1,841,672 | ||||||||||||
| Stephen D. Bloch |
0 | 0 | 0 | 0 | ||||||||||||
| Wende Hutton |
0 | 0 | 0 | 0 | ||||||||||||
| Maha S. Ibrahim |
0 | 0 | 0 | 0 | ||||||||||||
| Deepak Kamra |
0 | 1,841,672 | 0 | 1,841,672 | ||||||||||||
| Gregory Kopchinsky |
0 | 1,841,672 | 0 | 1,841,672 | ||||||||||||
| Seth A. Rudnick |
0 | 878,624 | 0 | 878,624 | ||||||||||||
| Guy M. Russo |
0 | 1,841,672 | 0 | 1,841,672 | ||||||||||||
| Eric A. Young |
0 | 1,841,672 | 0 | 1,841,672 | ||||||||||||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 27 of 34 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 |
In light of the change in beneficial ownership due to stock sales completed in 2012, this Amendment No. 1 to Schedule 13G is being filed to report the fact that as of December 31, 2012, all of the Reporting Persons have ceased to be the beneficial owner of more than five percent of the Common Stock. As a result, each of the Reporting Persons to this Amendment No. 1 to Schedule 13G have no further reporting obligations on Schedule 13G with respect to his, her or its ownership of Common Stock of the Company.
| 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 28 of 34 Pages |
SIGNATURES
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: February 13, 2013
| 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 29 of 34 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: | ||
| Stonehenge LLC | ||
| By: | * | |
| Name: Gregory Kopchinsky Title: Manager | ||
| Waubeeka LLC | ||
| By: | * | |
| Name: Guy M. Russo Title: Manager | ||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 30 of 34 Pages |
| * | ||
| Brenton K. Ahrens | ||
| * | ||
| John V. Balen | ||
| * | ||
| Stephen D. Bloch | ||
| * | ||
| 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 Amendment No. 1 to Schedule 13G was executed by Guy M. Russo pursuant to a Power of Attorney, which was included as Exhibit 1 to the original Schedule 13G filed on February 14, 2012 | ||
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 31 of 34 Pages |
Exhibit 1
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 32 of 34 Pages |
EXECUTED as of this 13th day of February, 2013.
| 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 33 of 34 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: | ||
| Stonehenge LLC | ||
| By: | * | |
| Name: | Gregory Kopchinsky | |
| Title: | Manager | |
| Waubeeka LLC | ||
| By: | * | |
| Name: | Guy M. Russo | |
| Title: | Manager | |
SCHEDULE 13G
| CUSIP No. 00506D100 | Page 34 of 34 Pages |
| * |
| Brenton K. Ahrens |
| * |
| John V. Balen |
| * |
| Stephen D. Bloch |
| * |
| 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 Joint Filing Agreement was executed by Guy M. Russo pursuant to a Power of Attorney, which was included as Exhibit 1 to the original Schedule 13G filed on February 14, 2012 | ||