Sec Form 13G Filing - Battery Ventures IX L.P. filing for AVALARA INC. (AVLR) - 2020-02-14

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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  UNITED STATES  
  SECURITIES AND EXCHANGE COMMISSION  
  Washington, D.C. 20549  
     

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.    )*

 

Avalara, Inc.

(Name of Issuer)

 

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

 

05338G106

(CUSIP Number)

 

December 31, 2019

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)
o 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).

 

 

 

 

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Battery Ventures IX, L.P. (“BV9”)
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (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)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0
 
  12. Type of Reporting Person (See Instructions)
PN

 

2

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Battery Investment Partners IX, LLC (“BIP9”)
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (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)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0
 
  12. Type of Reporting Person (See Instructions)
OO

 

3

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Battery Partners IX, LLC (“BP9”)
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (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)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0
 
  12. Type of Reporting Person (See Instructions)
OO

 

4

 

 

CUSIP No. 05338G106

 

  1. Names of Reporting Persons
Battery Management Corp. (“BMC”)
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
Massachusetts

 

     
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)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0
 
  12. Type of Reporting Person (See Instructions)
OO

 

5

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Neeraj Agrawal
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
USA
     

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With		 5. Sole Voting Power
80,944 shares
 
6. Shared Voting Power
0
 
7. Sole Dispositive Power
80,944 shares
 
8. Shared Dispositive Power
0

 

 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
80,944 shares
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
..10%
 
  12. Type of Reporting Person (See Instructions)
IN

 

6

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Michael Brown
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
USA

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With		 5. Sole Voting Power
37,515 shares
 
6. Shared Voting Power
0
 
7. Sole Dispositive Power
37,515 shares
 
8. Shared Dispositive Power
0

 

 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
37,515 shares
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
..05%
 
  12. Type of Reporting Person (See Instructions)
IN

 

7

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Jesse Feldman
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
USA

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With		 5. Sole Voting Power
6,534 shares
 
6. Shared Voting Power
0
 
7. Sole Dispositive Power
6,534 shares
 
8. Shared Dispositive Power
0

 

 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
6,534 shares
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
..01%
 
  12. Type of Reporting Person (See Instructions)
IN

 

8

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Roger H. Lee
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
USA

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With		 5. Sole Voting Power
101,844 shares
 
6. Shared Voting Power
0
 
7. Sole Dispositive Power
101,844 shares
 
8. Shared Dispositive Power
0
 

 

  9. Aggregate Amount Beneficially Owned by Each Reporting Person
101,844 shares
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
..13%
 
  12. Type of Reporting Person (See Instructions)
IN

 

9

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
R. David Tabors
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
USA

 

     
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)  o
 
  11. Percent of Class Represented by Amount in Row (9)
0
 
  12. Type of Reporting Person (See Instructions)
IN

 

10

 

 

CUSIP No. 05338G106
 
  1. Names of Reporting Persons
Scott R. Tobin
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) o
    (b) x
 
  3. SEC Use Only
 
  4. Citizenship or Place of Organization
USA

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With		 5. Sole Voting Power
105,822 shares
 
6. Shared Voting Power
0
 
7. Sole Dispositive Power
105,822 shares
 
8. Shared Dispositive Power
0

 

 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person
105,822 shares
 
  10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
 
  11. Percent of Class Represented by Amount in Row (9)
..14%
 
  12. Type of Reporting Person (See Instructions)
IN

 

11

 

 

Item 1.
  (a) Name of Issuer
Avalara, Inc.
  (b)

Address of Issuer’s Principal Executive Offices
255 South King Street, Suite 1800

Seattle, WA

 
Item 2.
  (a)

Name of Person Filing
Battery Ventures IX, L.P. (“BV9”), Battery Investment Partners IX, LLC (“BIP9”), Battery Partners IX, LLC (“BP9 LLC”), Battery Management Corp. (“BMC”), Neeraj Agrawal (“Agrawal”), Michael Brown (“Brown”), Jesse Feldman (“Feldman”), Roger H. Lee (“Lee”), R. David Tabors (“Tabors”) and Scott R. Tobin (“Tobin”). The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

Messrs. Agrawal, Brown, Feldman, Lee, Tabors and Tobin are the sole managing members of BP9, the general partner of BV9 and managing member of BIP9 and/or the officers of BMC, the investment advisor to BP9.

  (b)

Address of Principal Business Office or, if none, Residence

Battery Ventures

One Marina Park Drive

Suite 1100

Boston, MA 02210

  (c) Citizenship
Agrawal, Brown, Feldman, Lee, Tabors and Tobin are United States citizens.  BV9 is a limited partnership organized under the laws of the State of Delaware.  BIP9 is a limited liability company organized under the laws of the State of Delaware.  BP9 is a limited liability company organized under the laws of the State of Delaware. BMC is a corporation organized under the laws of the Commonwealth of Massachusetts.
  (d) Title of Class of Securities
Common Stock, $0.0001 par value per share
  (e) CUSIP Number
05338G106
 
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:
  (a) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
  (b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
  (c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
  (d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
  (e) o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
  (f) o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
  (g) o A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
  (h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
  (i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
  (j) o Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

12

 

 

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

The approximate percentages of Common Stock reported as beneficially owned by the Reporting Persons is based upon 76,941,547 shares of Common Stock outstanding as of October 31, 2019, as reported in the Issuer’s Form 10-Q filed on November 8, 2019.

  (a)

Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

  (b)

Percent of class:

 

See Row 11 of cover page for each Reporting Person.

 

     
  (c)

Number of shares as to which the person has:

 

    (i)

Sole power to vote or to direct the vote

 

See Row 5 of cover page for each Reporting Person.

 

    (ii)

Shared power to vote or to direct the vote

 

See Row 6 of cover page for each Reporting Person.

 

    (iii)

Sole power to dispose or to direct the disposition of

 

See Row 7 of cover page for each Reporting Person.

 

    (iv)

Shared power to dispose or to direct the disposition of

 

See Row 8 of cover page for each Reporting Person.

 

 
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   x.
 
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Under certain circumstances set forth in the limited partnership agreement of BV9, the general and limited partners may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer owned by BV9.  Under certain circumstances set forth in the limited liability company agreement of BIP9, the members may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer owned by BIP9.
 
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
N/A
 
Item 8. Identification and Classification of Members of the Group
N/A
 
Item 9. Notice of Dissolution of Group
N/A
 
Item 10. Certification
N/A

 

13

 

 

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.

 

  BATTERY VENTURES IX, L.P.
   
  By: Battery Partners IX, LLC
   
  By: *
    Managing Member
   
  BATTERY INVESTMENT PARTNERS IX, LLC
   
  By: Battery Partners IX, LLC
   
  By: *
    Managing Member
   
  BATTERY PARTNERS IX, LLC
   
  By: *
    Managing Member
   
  BATTERY MANAGEMENT CORP.
   
  By: *
    Chief Financial Officer
   
  NEERAJ AGRAWAL
   
  By: *
    Neeraj Agrawal
   
  MICHAEL BROWN
   
  By: *
    Michael Brown
   
  JESSE FELDMAN
   
  By: *
    Jesse Feldman
   
  ROGER H. LEE
   
  By: *
    Roger H. Lee

 

  R. DAVID TABORS
   
  By: *
    R. David Tabors
   
  SCOTT R. TOBIN
   
  By: *
    Scott R. Tobin

 

*By: /s/ Christopher Schiavo  
Name: Christopher Schiavo  
  Attorney-in-Fact  

 

 

 

This Schedule 13G was executed pursuant to a Power of Attorney.   Note that copies of the applicable Powers of Attorney are already on file with the appropriate agencies.

 

  ATTENTION  
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 

14