UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
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HARBINGER CORPORATION
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
41145C103
(CUSIP Number)
William D. Savoy David R. Wilson
Vulcan Ventures Incorporated Foster Pepper & Shefelman
110-110th Avenue N.E., Suite 550 1111 Third Avenue, Suite 3400
Bellevue, WA 98004 Seattle, WA 98101
(206) 453-1940 (206) 447-8922
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
August 1 and August 29, 1997
(Date of Event which Requires Filing of This Statement)
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If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box. |_|
Check the following box if a fee is being paid with the statement |_|. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent of
less of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent. r r *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).
SEC 1745 (2/92)
204105.3
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CUSIP NO. 411 45C 103 13D Page 2 of 8 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Vulcan Ventures Incorporated
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(E)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Washington corporation
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NUMBER OF 7 SOLE VOTING POWER
SHARES -0- shares
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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8 SHARED VOTING POWER
1,770,987 shares
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9 SOLE DISPOSITIVE POWER
-0- shares
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10 SHARED DISPOSITIVE POWER
1,770,987 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,770,987 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 411 45C 103 13D Page 3 of 8 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Paul G. Allen
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(E)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States citizen
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NUMBER OF 7 SOLE VOTING POWER
SHARES -0- shares
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
----------------------------------------------------
8 SHARED VOTING POWER
1,770,987 shares
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9 SOLE DISPOSITIVE POWER
-0- shares
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10 SHARED DISPOSITIVE POWER
1,770,987 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,770,987 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1. Security and Issuer
Title of Class of Equity Securities: Common Stock, no par value per share,
of Harbinger Corporation (the "Company")
Name and Address of Principal Executive Offices of the Issuer:
Harbinger Corporation
1055 Lenox Park Boulevard
Atlanta, Georgia 30319
Item 2. Identity and Background
(a) Name of Person Filing: Vulcan Ventures Incorporated ("Vulcan Ventures")
State of Organization: Washington
(b) Principal Business: Investments in various companies
(c) Address of Principal Business: 110-110th Avenue N. E.
Suite 550
Bellevue, Washington 98004
Address of Principal Office: 110-110th Avenue N. E.,
Suite 550
Bellevue, Washington 98004
(d) Conviction in a Criminal Proceeding (excluding traffic violations or
similar misdemeanors) during the Last Five Years: No
(e) Party in a Civil Proceeding during the last five years and as a result
was or is subject to 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: No
The names, business address, present principal occupation and citizenship
of each executive officer, director and controlling person of Vulcan Ventures is
as follows:
Paul G. Allen (See Page 7 of 9)
William D. Savoy, Vulcan Northwest Inc., 110-110th Avenue N.E., Suite 550,
Bellevue, WA 98004. Mr. Savoy is Vice President and Director of Vulcan Ventures
and President, Secretary, Director and Chairman of Vulcan Northwest Inc.
Citizenship is U.S.
Bert E. Kolde, Vulcan Ventures Incorporated, 110-110th Avenue N.E., Suite
550, Bellevue, Washington 98004. Principal occupation is Vice President,
Secretary, Treasurer and Director of Vulcan Ventures. Citizenship is U.S.
Jo Allen Patton, Vulcan Northwest Inc., 110-110th Avenue N.E., Suite 550,
Bellevue, WA 98004. Ms. Patton is Director of Vulcan Ventures. Citizenship is
U.S.
To the best knowledge of Vulcan Ventures, during the last five years none
of these people have been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or a party to a civil proceeding as a result
of such proceeding was or is subject to 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.
204105.4 Page 4 of 8
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Item 3: Source and Amount of Funds or Other Consideration
N/A
Regarding Paul G. Allen (See Page 7 of 9)
Item 4. Purpose of Transaction
Vulcan Ventures sold 575,000 shares of Harbinger Corporation common stock
as part of a public offering by Harbinger Corporation.
Vulcan Ventures does not have any plans or proposals that relate to or
would result in any of the matters specified in Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) Aggregate Number of Shares of Common Stock of Harbinger Corporation
Beneficially Owned:
1,770,987
Percentage of Common Stock of Harbinger Corporation Owned (based on
21,100,00 shares of common stock outstanding as of August 29, 1997 and includes
56,250 shares subject to warrants exercisable within 60 days.
8.4%
(b) Sole Voting Power: -0-
Sole Dispositive Power: -0-
Shared Voting Power: 1,770,987
Shared Dispositive Power: 1,770,987
(c) The following transactions in common stock of the Issuer were effected
by Vulcan Ventures:
Number of Shares of
Trade Date Common Stock of Price
of Sales Harbinger Corporation Per Share
08/01/97 500,000 $29.215
08/29/97 75,000 $29.215
(d) Not applicable
(e) Not applicable
To the best knowledge of Vulcan Ventures, its directors, executive officers
and controlling persons beneficially own the following shares of the Issuer:
Paul G. Allen, Director, President and sole shareholder of Vulcan Ventures
beneficially owns 1,770,987 shares (which is the 1,770,987 shares owned by
Vulcan Ventures).
William D. Savoy, Director and Vice President of Vulcan Ventures,
beneficially owns options for 37,875 shares of Common Stock, which options are
immediately exercisable.
204105.4 Page 5 of 8
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Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Neither Vulcan Ventures nor any of the executive officers, directors
or controlling persons of Vulcan Ventures, has any contracts, arrangements,
understandings or relationships (legal or otherwise) with any person with
respect to any securities of the Issuer, finder's fees, joint ventures, loan
or option agreements, puts or calls, guarantees of profits, division
of profits or loss, or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits.
None.
SIGNATURE
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.
VULCAN VENTURES INCORPORATED
September 10,1997 By: /s/ Paul G. Allen
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(Date) Paul G. Allen, President
204105.4 Page 6 of 8
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Item 1. Security and Issuer
Title of Class of Equity Securities: Common Stock, no par value per share,
of Harbinger Corporation
Name and Address of Principal Executive Offices of the Issuer:
Harbinger Corporation
1055 Lenox Park Boulevard
Atlanta, Georgia 30319
Item 2. Identity and Background
(a) Name of Person Filing: Paul G. Allen, Director, President and sole
shareholder of Vulcan Ventures
(b) Business Address: 110-110th Avenue N. E., Suite 550
Bellevue, Washington 98004
(c) Principal Occupation and the Name of Principal Business and Address of
any corporation in which such employment is conducted:
Chairman
Asymetrix Corporation
110 - 110th Ave. N.E., Suite 717
Bellevue, WA 98007
(d) Conviction of a Criminal Proceeding (excluding traffic violations or
similar misdemeanors) during the last five years: No
(e) Party in a Civil Proceeding during the last five years and as a result
was or is subject to 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: No
(f) Citizenship: U.S.
Item 3: Source and Amount of Funds or Other Consideration
N/A
Item 4. Purpose of Transaction
Vulcan Ventures sold 575,000 shares of Harbinger Corporation common stock
as part of a public offering by Harbinger Corporation. Vulcan Ventures has no
present intention or arrangements or understandings to effect any of the
transactions listed in Item 4(a)-(j) of Schedule 13D. Similarly, Paul G. Allen
does not have any plans or proposals that relate to or would result in any of
the matters specified in Item 4.
Item 5. Interest in Securities of the Issuer
(a) Aggregate Number of Shares of Common Stock of Harbinger Corporation
Beneficially Owned:
1,770,987
204105.4 Page 7 of 8
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Percentage of Common Stock of Harbinger Corporation Owned (based on
21,100,000 shares of common stock outstanding as of August 29, 1997 and includes
56,250 shares subject to warrants exercisable within 60 days:
8.4%
(b) Sole Voting Power: -0-
Sole Dispositive Power: -0-
Shared Voting Power: 1,770,987 shares
Shared Dispositive Power: 1,770,987 shares
(c) The following transactions in common stock of the Issuer were effected
by Vulcan Ventures:
Number of Shares of
Trade Date Common Stock of Price
of Sales Harbinger Corporation Per Share
08/01/97 500,000 $29.215
08/29/97 75,000 $29.215
(d) Not applicable
(e) Not applicable
To the best knowledge of Vulcan Ventures, its directors, executive officers
and controlling persons beneficially own the following shares of the Issuer:
Paul G. Allen, Director, President and sole shareholder of Vulcan Ventures
beneficially owns 1,770,987 shares (which is the 1,770,987 shares owned by
Vulcan Ventures).
William D. Savoy, Director and Vice President of Vulcan Ventures,
beneficially owns options for 37,875 shares of Common Stock, which options are
immediately exercisable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Paul G. Allen does not have any contracts, arrangements, understandings or
relationships (legal or otherwise) with any person with respect to any
securities of the Issuer, finder's fees, joint ventures, loan or option
agreements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits.
None.
SIGNATURE
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.
September 10, 1997 /s/ Paul G. Allen
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(Date) Paul G. Allen
204105.4 Page 8 of 8
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