CONTINUATION PAGES TO SCHEDULE 13D
This amendment to Schedule 13D is being filed by HarbourVest International Private Equity Partners
IV-Direct Fund L.P. (the “Fund”), HIPEP IV-Direct Associates LLC (the “General Partner”) and HarbourVest Partners LLC (“HarbourVest”)
(collectively, the “Reporting Persons”, and each, a “Reporting Person”) in respect of shares of common stock, par value $0.0001 per share (the “Common Stock”), of Finjan Holdings, Inc. (the “Issuer”).
The Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on June 3, 2013, and amended by Amendment
No. 1 on July 8, 2020 (the “Schedule”), is hereby amended and supplemented by the Reporting Persons as set forth below in this Amendment No. 2. This amendment is filed by the Reporting Persons in accordance with Rule 13d-2 of the Securities Exchange Act of 1934, as amended, and refers only to information that has materially changed since the filing of the Schedule. The items identified below, or the particular paragraphs of such
items which are identified below, are amended as set forth below. Unless otherwise indicated, all capitalized terms used and not defined herein have the respective meanings assigned to them in the Schedule.
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Item 4
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Purpose of Transaction
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The disclosure in Item 4 is hereby amended and supplemented as follows:
On July 23, 2020, Merger Sub accepted all shares of Common Stock tendered by the Reporting Persons pursuant to the Offer. Pursuant to the
Offer, Merger Sub will pay $1.55 per share of Common Stock in cash, without interest and net of withholding taxes.
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Item 5
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Interest in Securities of the Issuer
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The disclosure in Item 5 is hereby amended and restated in its entirety to read as follows:
(a) and (b) The responses of each of the Reporting Persons with respect to Rows 11, 12, and 13 of the cover pages of this Schedule 13D
that relate to the aggregate number and percentage of common stock (including but not limited to footnotes to such information) are incorporated herein by reference.
The responses of each of the Reporting Persons with respect to Rows 7, 8, 9, and 10 of the cover pages of this Schedule 13D that relate to the
number of common stock as to which each of the persons or entities referenced in Item 2 above has sole or shared power to vote or to direct the vote of and sole or shared power to dispose of or to direct the disposition of (including but not limited
to footnotes to such information) are incorporated herein by reference.
(c) Except as described in Item 4, during the past 60 days, the
Reporting Persons have not effected any transactions in the Common Stock.
(d) Not applicable.
(e) On July 23, 2020, after the expiration of the Offer and the consummation of the Merger, the Reporting Persons ceased to be the
beneficial owner of more than five percent of the shares of Common Stock.
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Item 6
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Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
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The disclosure in Item 6 is hereby amended and supplemented as follows:
The Reporting Persons’ response to Item 4 is incorporated by reference into this Item 6.
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Item 7
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Materials to Be Filed as Exhibits
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Exhibit
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Description
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99.6
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Joint Filing Agreement, dated as of July 27, 2020.
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