-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HwP20k4FNg/sXvxj4b8KZvO/E+1ogavhZdhuDDnG59H+ne5g30bxykORbl6UmEMJ OTcb092aWqVgnZQgh3wqWw== 0000050863-98-000049.txt : 19980714 0000050863-98-000049.hdr.sgml : 19980714 ACCESSION NUMBER: 0000050863-98-000049 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980713 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CNET INC /DE CENTRAL INDEX KEY: 0001015577 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812] IRS NUMBER: 133696170 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-46767 FILM NUMBER: 98664871 BUSINESS ADDRESS: STREET 1: 150 CHESTNUT ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4153957800 MAIL ADDRESS: STREET 1: 150 CHESTNUT ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INTEL CORP CENTRAL INDEX KEY: 0000050863 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 941672743 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD CITY: SANTA CLARA STATE: CA ZIP: 95052 BUSINESS PHONE: 4087658080 MAIL ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RN6-27 CITY: SANTA CLARA STATE: CA ZIP: 95052-8119 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 1 Under the Securities Exchange Act of 1934 CNET, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 12594S 10 5 (CUSIP Number) F. Thomas Dunlap Vice President, General Counsel and Secretary Intel Corporation 2200 Mission College Boulevard Santa Clara, CA 95052 Telephone: (408) 765-8080 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 10, 1998 (Date of Event which Requires Filing of this Statement) 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 [ ]. 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. 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 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. (continued on following pages) Page 1 of 10 CUSIP No. 12594S 10 5 13D/A Page 2 of 10 1. NAME OF REPORTING PERSON Intel Corporation S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE 94-1672743 PERSON 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A (a) [ ] GROUP (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [ ] IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 7. SOLE VOTING POWER 638,753 SHARES BENEFICIALLY 8. SHARED VOTING POWER N/A OWNED BY EACH 9. SOLE DISPOSITIVE POWER 638,753 REPORTING PERSON WITH 10. SHARED DISPOSITIVE POWER N/A 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 638,753 REPORTING PERSON 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ] EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 4.1% (11) 14. TYPE OF REPORTING PERSON CO CUSIP No. 12594S 10 5 13D/A Page 3 of 10 ITEM 2. Identity and Background. (a) Name of Person Filing: Intel Corporation (b) Address of Principal Business Office: 2200 Mission College Boulevard Santa Clara, CA 95052-8119 (c) Principal Business: Manufacturer of microcomputer components, modules and systems (d) Criminal Proceedings: During the last five years, neither the Reporting Person nor any executive officer or director of the Reporting Person has been convicted in any criminal proceeding. (e) Civil Proceedings: During the last five years, neither the Reporting Person nor any executive officer or director of the Reporting Person has been party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to any 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. (f) Place of Organization: Delaware Attached hereto as Appendix A is information required by this Item 2 with respect to the executive officers and directors of the Reporting Person. All such individuals are U.S. citizens, except as otherwise indicated on Appendix A. ITEM 5. Interest in Securities of the Issuer. (a) Number of Shares Beneficially 638,753 Owned: CUSIP No. 12594S 10 5 13D/A Page 4 of 10 Right to Acquire: 0 shares Percent of Class: 4.1% (based on 15,437,072 shares outstanding) (b) Sole Power to Vote, Direct the Vote of, Dispose of, or 638,753 shares Direct the Disposition of Shares: (c) Recent Transactions: Between July 8, 1998 and July 10, 1998, the Reporting Person sold 162,500 shares of the Issuer's Common Stock for cash in open market transactions. The average price per share received by the Reporting Person was $54.90. (d) Rights with Respect to Dividends or Sales N/A Proceeds: (e) Date of Cessation of Five July 10, 1998 Percent Beneficial Ownership: CUSIP No. 12594S 10 5 13D/A Page 5 of 10 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. Dated as of July 10, 1998. INTEL CORPORATION By: /s/F. Thomas Dunlap, Jr. F. Thomas Dunlap, Jr. Vice President, General Counsel and Secretary CUSIP No. 12594S 10 5 13D/A Page 6 of 10 APPENDIX A DIRECTORS The following is a list of all Directors of Intel Corporation and certain other information with respect to each Director: Name: Craig R. Barrett Business Address: 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal President and Chief Executive Officer of Occupation: Intel Corporation Name, principal Intel Corporation, a manufacturer of business and address microcomputer components, modules and of corporation or systems. other organization 2200 Mission College Boulevard in which employment Santa Clara, CA 95052 is conducted: Name: John Browne Business Address: The British Petroleum Company plc, Britannic House, 1 Finsbury Circus, London EC2M 7BA Principal Group Chief Executive Occupation: Name, principal The British Petroleum Company plc, an business and address integrated oil company. of corporation or Britannic House, 1 Finsbury Circus other organization London EC2M 7BA in which employment is conducted: Citizenship: British CUSIP No. 12594S 10 5 13D/A Page 7 of 10 Name: Winston H. Chen Business Address: Paramitas Foundation, 3945 Freedom Circle, Suite 760, Santa Clara, CA 95054 Principal Chairman of Paramitas Foundation Occupation: Name, principal Paramitas Foundation, a charitable business and address foundation. of corporation or 3945 Freedom Circle, Suite 760 other organization Santa Clara, CA 95054 in which employment is conducted: Name: Andrew S. Grove Business Address: 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal Chairman of the Board of Directors of Occupation: Intel Corporation Name, principal Intel Corporation, a manufacturer of business and address microcomputer components, modules and of corporation or systems. other organization 2200 Mission College Boulevard in which employment Santa Clara, CA 95052 is conducted: Name: D. James Guzy Business Address: 1340 Arbor Road, Menlo Park, CA 94025 Principal Chairman of The Arbor Company Occupation: Name, principal The Arbor Company, a limited partnership business and address engaged in the electronics and computer of corporation or industry. other organization 1340 Arbor Road in which employment Menlo Park, CA 94025 is conducted: CUSIP No. 12594S 10 5 13D/A Page 8 of 10 Name: Gordon E. Moore Business Address: 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal Chairman Emeritus of the Board of Intel Occupation: Corporation Name, principal Intel Corporation, a manufacturer of business and address microcomputer components, modules and of corporation or systems. other organization 2200 Mission College Boulevard in which employment Santa Clara, CA 95052 is conducted: Name: Arthur Rock Business Address: One Maritime Plaza, Suite 1220, San Francisco, CA 94111 Principal Venture Capitalist Occupation: Name, principal Arthur Rock and Company, a venture capital business and address firm. of corporation or One Maritime Plaza, Suite 1220 other organization San Francisco, CA 94111 in which employment is conducted: Name: Jane E. Shaw Business Address: 1310 Orleans Drive, Sunnyvale, CA 94089 Principal Chairman and Chief Executive Officer Occupation: Name, principal AeroGen, Inc., a private company business and address specializing in controlled delivery of of corporation or drugs to the lungs other organization 1310 Orleans Drive in which employment Sunnyvale, CA 94089 is conducted: CUSIP No. 12594S 10 5 13D/A Page 9 of 10 Name: Leslie L. Vadasz Business Address: 2200 Mission College Boulevard, Santa Clara, CA 95052 Principal Senior Vice President, Director, Corporate Occupation: Business Development, Intel Corporation Name, principal Intel Corporation, a manufacturer of business and address microcomputer components, modules and of corporation or systems. other organization 2200 Mission College Boulevard in which employment Santa Clara, CA 95052 is conducted: Name: David B. Yoffie Business Address: Harvard Business School, Morgan Hall 247, Soldiers Field Road, Boston, MA 92163 Principal Max and Doris Starr Professor of Occupation: International Business Administration Name, principal Harvard Business School, an educational business and address institution. of corporation or Harvard Business School other organization Morgan Hall 247,Soldiers Field Road in which employment Boston, MA 92163 is conducted: Name: Charles E. Young Business Address: 10920 Wilshire Boulevard, Los Angeles, CA 90024 Principal Chancellor Emeritus Occupation: Name, principal University of California at Los Angeles, business and address an educational institution. of corporation or 10920 Wilshire Boulevard other organization Los Angeles, CA 90024 in which employment is conducted: CUSIP No. 12594S 10 5 13D/A Page 10 of 10 EXECUTIVE OFFICERS The following is a list of all executive officers of Intel Corporation excluding executive officers who are also directors. Unless otherwise indicated, each officer's business address is 2200 Mission College Boulevard, Santa Clara, California 95052- 8119, which address is Intel Corporation's business address. Name: Paul S. Otellini Title: Executive Vice President, Director, Intel Architecture Business Group Name: Gerhard H. Parker Title: Executive Vice President, General Manager, New Business Group Name: Albert Y. C. Yu Title: Senior Vice President, General Manager, Microprocessor Products Group Name: Andy D. Bryant Title: Vice President and Chief Financial Officer Name: F. Thomas Dunlap, Jr. Title: Vice President, General Counsel and Secretary Name: Sean M. Maloney Title: Vice President, Director, Sales and Marketing Group Name: Arvind Sodhani Title: Vice President, Treasurer Name: Michael R. Splinter Title: Vice President, General Manager, Technology and Manufacturing Group -----END PRIVACY-ENHANCED MESSAGE-----