UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
TiVo Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
888706108
(CUSIP Number)
December 31, 2004
(Date of Event Which Requires Filing of this Statement)
The Seminole Funds
Paul C. Shiverick and Michael G. Messner, Principals and Reporting Persons
150 East 52nd Street, 29th Floor
New York, NY 10022
(Identity of Filers)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] 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 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).
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CUSIP No. 888706108 Page 2 of 7 Pages
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1 NAME OF REPORTING PERSON
Paul C. Shiverick
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
------------ -------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) X
------------ -------------------------------------------------------------------
3 SEC USE ONLY
------------ -------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
------------------------- -------- ---------------------------------------------
5 SOLE VOTING POWER
NUMBER OF -0-
-------- ---------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY -0-
-------- ---------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON -0-
-------- ---------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
-0-
------------ -------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
------------ -------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* |_|
------------ -------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
------------ -------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
IN
------------ -------------------------------------------------------------------
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CUSIP No. 888706108 Page 3 of 7 Pages
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------------ -------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Michael G. Messner
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
------------ -------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) X
------------ -------------------------------------------------------------------
3 SEC USE ONLY
------------ -------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
------------------------- -------- ---------------------------------------------
5 SOLE VOTING POWER
NUMBER OF -0-
-------- ---------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY -0-
-------- ---------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON -0-
-------- ---------------------------------------------
WITH 8 SHARED DISPOSITIVE POWER
-0-
------------ -------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
------------ -------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* |_|
------------ -------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
------------ -------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
IN
------------ -------------------------------------------------------------------
Item 1(a): Name of Issuer:
TiVo Inc. (the "Company").
Item 1(b): Address of Issuer's Principal Executive Offices:
2160 Gold Street, P.O. Box 2160
Alviso, CA 95002
Items 2(a) Name of Person Filing; Address of Principal Business Office
and 2(b):
This statement is filed by and on behalf of Messrs. Paul C.
Shiverick and Michael G. Messner, in their capacities as (i)
principals of Seminole Management Co., Inc. ("Seminole"),
which acts as investment manager to two offshore investment
funds (the "Funds") and two institutional managed accounts
(the "Managed Accounts"), (ii) principals of Seminole Capital
Management LLC ("Seminole Capital"), which acts as general
partner to a private investment partnership (the "Small Cap
Partnership"), and (iii) general partners to two private
investment partnerships (together with the Small Cap
Partnership, the "Partnerships"). The principal business
address of each reporting person is 150 East 52nd Street, 29th
Fl., New York, NY 10022.
Item 2(c): Citizenship:
Messrs. Shiverick and Messner are United States citizens.
Item 2(d): Title of Class of Securities:
Common Stock, par value $0.001 per share ("Common Stock")
Item 2(e): CUSIP Number:
888706108
Item 3: If this statement is filed pursuant to ss.ss. 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act
(15 U.S.C. 78o).
(b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c).
(c) [ ] Insurance company as defined in Section 3(a)(19) of the
Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with ss.
240.13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in accordance
with ss. 240.13d-1 (b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in accordance
with ss. 240.13d-1 (b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] 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) [ ] Group, in accordance with ss. 240.13d-1 (b)(1)(ii)(J).
Item 4: Ownership:
The following states the beneficial ownership of the reporting
persons as of December 31, 2004. This report relates to the
same shares of Common Stock which may be deemed to be owned
(i) directly (in the aggregate) by the Funds, the Managed
Accounts, and the Partnerships, none of which individually
beneficially own more than 5% of the class; and (ii)
indirectly by Messrs. Shiverick and Messner, who, as
principals of Seminole and Seminole Capital, and as general
partners of one or more of the Partnerships, share the power
to direct the vote or disposition of such securities.
A. Mr. Shiverick.
(a) Amount beneficially owned: -0-
(b) Percent of class: 0.0%.
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the
vote: -0-
(ii) Shared power to vote or direct the
vote: -0-
(iii) Sole power to dispose or direct the
disposition: -0-
(iv) Shared power to dispose or direct
the disposition: -0-
B. Mr. Messner.
(a) Amount beneficially owned: -0-
(b) Percent of class: 0.0%.
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the
vote: -0-
(ii) Shared power to vote or direct the
vote: -0-
(iii) Sole power to dispose or direct the
disposition: -0-
(iv) Shared power to dispose or direct
the disposition: -0-
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:
Not applicable.
Item 7: Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company:
Not Applicable.
Item 8: Identification and Classification of Members of the Group:
Not Applicable.
Item 9: Notice of Dissolution of Group:
Not Applicable.
Item 10: Certification:
By signing below each of the undersigned certifies that, to
the best of the undersigned's knowledge and belief, the
securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and
were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
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 9, 2005
/s/ Paul C. Shiverick
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Paul C. Shiverick
/s/ Michael G. Messner
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Michael G. Messner
JOINT FILING AGREEMENT
The undersigned hereby agree to the joint filing with each other of the attached
statement on Schedule 13G/A and to all amendments to such statement and that
such statement is and all amendments to such statement are made on behalf of
each of them.
IN WITNESS WHEREOF, the undersigned hereby execute this agreement on February
9, 2005.
/s/ Paul C. Shiverick
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Paul C. Shiverick
/s/ Michael G. Messner
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Michael G. Messner