Website Pros Inc - Amended Statement of Ownership (SC 13G/A)
11 Februar 2008 - 10:10PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2 to
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Website
Pros, Inc.
Common Stock
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(Title of Class of Securities)
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94769V105
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)
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*
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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.
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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).
13G
CUSIP
NO. 94769V105
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1)
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NAME OF REPORTING PERSON
George J. Still,
Jr.
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2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
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(b)
¨
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3)
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SEC USE ONLY
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4)
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(5) SOLE VOTING POWER
851,623
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(6) SHARED VOTING POWER
0
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(7) SOLE DISPOSITIVE POWER
851,623
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(8) SHARED DISPOSITIVE POWER
0
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9)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
851,623
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10)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.2%
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12)
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TYPE OF REPORTING PERSON
IN
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2
13G
CUSIP
NO. 94769V105
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1)
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NAME OF REPORTING PERSON
Promod Haque
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2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
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3)
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SEC USE ONLY
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4)
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(5) SOLE VOTING POWER
851,623
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(6) SHARED VOTING POWER
0
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(7) SOLE DISPOSITIVE POWER
851,623
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(8) SHARED DISPOSITIVE POWER
0
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9)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
851,623
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10)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.2%
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12)
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TYPE OF REPORTING PERSON
IN
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3
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange
Act of 1934
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Item 1
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(a)
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Name of Issuer:
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Website Pros, Inc.
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Item 1
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(b)
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Address of Issuer’s Principal Executive Offices:
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12735 Gran Bay Parkway West
Jacksonville,
FL 32258
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Item 2
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(a)
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Name of Person Filing:
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1. George J. Still, Jr.
2. Promod
Haque
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Item 2
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(b)
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Address of Principal Business Office or, if None, Residence:
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1. George J. Still, Jr.
c/o Norwest Venture Partners
525 University Avenue, Suite 800
Palo
Alto, CA 94301
2. Promod Haque
c/o Norwest Venture Partners
525 University Avenue, Suite 800
Palo Alto, CA 94301
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Item 2
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(c)
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Citizenship:
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1. George J. Still: United States of America
2. Promod Haque: United
States of America
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Item 2
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(d)
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Title of Class of Securities:
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Common Stock
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Item 2
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(e)
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CUSIP Number:
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94769V105
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Item 3
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Not Applicable
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4
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Item 4
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Ownership:
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(1) George J. Still, Jr.: At December 31, 2007, George J. Still,
Jr. may be deemed to have beneficially owned 851,623 shares of Common Stock consisting of the following: (1) 381,989 shares of Common Stock by virtue of his status as a managing partner of Itasca VC Partners VII-A, LLC (“Itasca VC VII-A”),
the general partner of Norwest Venture Partners VII-A, LP (“NVP VII-A”), the record owner of such shares; (2) 288,376 shares of Common Stock by virtue of his status as a managing partner of Itasca VC Partners VII, LLP (“Itasca VC
VII”), the general partner of Norwest Venture Partners VII, LP (“NVP VII”), the record owner of such shares; and (3) 181,258 shares of Common Stock by virtue of his status as a managing partner of Genesis VC Partners IX, LLC
(“Genesis VC IX”), the general partner of Norwest Venture Partners IX, LP (“NVP IX”), the record owner of such shares. This amount represents 3.2% of the total shares of Common Stock outstanding at that date.
(2) Promod Haque: At December 31, 2007, Promod Haque may be deemed to have beneficially owned 851,623
shares of Common Stock consisting of the following: (1) 381,989 shares of Common Stock by virtue of his status as a managing partner of Itasca VC VII-A, the general partner of NVP VII-A, the record owner of such shares; (2) 288,376 shares of Common
Stock by virtue of his status as the managing partner of Itasca VC VII, the general partner of NVP VII, the record owner of such shares; and (3) 181,258 shares of Common Stock by virtue of his status as the managing partner of Genesis VC IX, the
general partner of NVP IX, the record owner of such shares. This amount represents 3.2% of the total shares of Common Stock outstanding at that date.
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Item 5
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Ownership of Five Percent or Less of a Class:
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If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be beneficial owners of more than five percent of the class of
securities, check the following
x
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person:
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Not Applicable
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Item 7
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
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Not Applicable
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Item 8
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Identification and Classification of Members of the Group:
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Not Applicable
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Item 9
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Notice of Dissolution of Group:
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Not Applicable
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Item 10
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Certification:
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Not applicable.
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5
Signature
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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.
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Date: February 11, 2008
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By:
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/s/ Kurt L. Betcher
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Kurt L. Betcher, as Attorney-In-Fact
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For George J. Still, Jr.
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6
AGREEMENT
The undersigned hereby agree that this Amendment No. 2 Schedule 13G to which this Agreement is attached shall be filed by George J. Still, Jr. on his own behalf and on behalf of Promod Haque.
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Dated: February 11, 2008
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/s/ Kurt L. Betcher
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Kurt L. Betcher, as Attorney-in-fact
for George J. Still, Jr.
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/s/ Kurt L. Betcher
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Kurt L. Betcher, as Attorney-in-fact
for Promod Haque
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7
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