-----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, APDyrrKpSmzN59F06hqAJDgoiBAJItwLoi1NhS8TG7D17L66ZSf9YtYCJhXWxLnN 6DDxi5D/XwWnDu9HvZjAzg== 0000909518-99-000731.txt : 19991223 0000909518-99-000731.hdr.sgml : 19991223 ACCESSION NUMBER: 0000909518-99-000731 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991222 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GETTY IMAGES INC CENTRAL INDEX KEY: 0001047202 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 980177556 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-53603 FILM NUMBER: 99779008 BUSINESS ADDRESS: STREET 1: 701 34TH AVENUE N SUITE 400 CITY: SEATTLE STATE: WA ZIP: 98103 BUSINESS PHONE: 2066953400 MAIL ADDRESS: STREET 1: 701 34TH AVENUE N SUITE 400 CITY: SEATTLE STATE: WA ZIP: 98103 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GETTY INVESTMENTS LLC CENTRAL INDEX KEY: 0001056213 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1325 AIRMOTIVE WAY STREET 2: STE 262 CITY: RENO STATE: NV ZIP: 89502-3240 BUSINESS PHONE: 7023480111 MAIL ADDRESS: STREET 1: 1325 AIRMOTIVE WAY STREET 2: STE 262 CITY: RENO STATE: NV ZIP: 89502-3240 SC 13D/A 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ----------------------- SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2) GETTY IMAGES, INC. - -------------------------------------------------------------------------------- (Name of Issuer) Shares of Common Stock, par value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 374276 10 3 - -------------------------------------------------------------------------------- (CUSIP Number) Jan D. Moehl Getty Investments L.L.C. 1325 Airmotive Way, Suite 262 Reno, Nevada 89502-3420 (775) 348-0111 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to: Mark J. Jenness, Esq. Getty Investments L.L.C. 1325 Airmotive Way, Suite 262 Reno, Nevada 89502-3420 (775) 348-0111 November 22, 1999 - -------------------------------------------------------------------------------- (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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. |_| (Continued on following pages) 47920.0008 (Page 1 of 6 Pages)
- ----------------------------------------------------------- -------------------------------------------------------- CUSIP No. 374276 10 3 13D - ----------------------------------------------------------- -------------------------------------------------------- - ---------------------- ------------------------------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Getty Investments L.L.C. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) - ---------------------- ------------------------------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [X] - ---------------------- ------------------------------------------------------------------------------------------------------- 3 SEC USE ONLY - ---------------------- ------------------------------------------------------------------------------------------------------- 4 SOURCE OF FUNDS: OO - ---------------------- ------------------------------------------------------------------------------------------------------- 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: 9,620,043 SHARES ------------------- ------------------------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER: 1,145,204 OWNED BY ------------------- ------------------------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER: 9,620,043 REPORTING ------------------- ------------------------------------------------------------------------------- PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 - ---------------------- ------------------------------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 10,765,247 - ---------------------- ------------------------------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: [X] - ---------------------- ------------------------------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 23.8% - ---------------------- ------------------------------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON: OO - ---------------------- -------------------------------------------------------------------------------------------------------
Page 2 of 6 Pages ITEM 1. SECURITY AND ISSUER. The class of equity securities to which this Amendment No. 2 to Schedule 13D (this "Amendment") relates is the shares of common stock, par value $0.01 per share ("Shares"), of Getty Images, Inc., a Delaware corporation ("Issuer"). The principal executive offices of the Issuer are located at 701 N. 34th Street, Suite 400, Seattle, Washington 98103. Item 5 is hereby amended in its entirety as follows: ITEM 5. INTEREST IN SECURITIES OF ISSUER. Based on the most recent information available to Getty Investments, Getty Investments is deemed to beneficially own the number of Shares and the percentage of outstanding Shares listed in the responses to Items 11 and 13, respectively, on the cover page filed herewith, and such responses are incorporated by reference herein. In addition, the number of Shares with respect to which Getty Investments (i) has sole voting power, (ii) shares voting power, (iii) has sole dispositive power, and (iv) shares dispositive power, are listed in the responses to Items 7, 8, 9, and 10, respectively, on the cover page filed herewith, and such responses are incorporated by reference herein. The following individuals listed on Schedule I attached hereto, are beneficial owners of Shares, with respect to all of which Getty Investments disclaims beneficial ownership: Mark H. Getty is the beneficial owner of 1,162,654 Shares, by virtue of his right to acquire, within sixty (60) days after the date of this Amendment, such Shares pursuant to the exercise of options outstanding under the Getty Images Stock Incentive Plan or the Getty Communications plc Executive Share Option Plan. He has sole power to vote (or direct the vote of) and sole power to dispose of (or direct the disposition of) all such Shares. Mark H. Getty may also be deemed to be the beneficial owner of 622,602 Shares held by Abacus (C.I.) Limited as Trustee of the October 1993 Trust. Jonathan D. Klein is the beneficial owner of 900 Shares, as well as an additional 1,162,654 Shares by virtue of his right to acquire, within sixty (60) days after the date of this Amendment, such Shares pursuant to the exercise of options outstanding under the Getty Images Stock Incentive Plan or the Getty Communications plc Executive Share Option Plan. He has sole power to vote (or direct the vote of) and sole power to dispose (or direct the disposition of) all such Shares. Jonathan D. Klein may also be deemed to be the beneficial owner of 522,602 Shares held by Abacus Trust Company (Isle of Man) as Trustee of the JD Klein Family Settlement. Andrew S. Garb is the beneficial owner of 10,000 Shares. He has sole power to vote (or direct the vote of) and sole power to dispose of (or direct the disposition of) all such Shares. William A. Newsom is the beneficial owner of 1,000 Shares which he acquired on December 7, 1999 in an open market transaction effected with an Page 3 of 6 Pages independent broker at a purchase price of $38.50 per share. He has sole power to vote (or direct the vote of) and sole power to dispose (or direct the disposition of) all such Shares. On November 10, 1999, he disposed of 1,000 Shares of which he was the beneficial owner in an open market transaction effected with an independent broker at a purchase price of $41.125 per share. On November 18, 1999, he disposed of 1,000 Shares of which he was the beneficial owner in an open market transaction effected with an independent broker at a purchase price of $45.171875 per share. On November 26, 1999, he disposed of 1,600 Shares of which he was the beneficial owner in an open market transaction effected with an independent broker at a purchase price of $43 per share. Thomas E. Woodhouse is the beneficial owner of no Shares. On October 13, 1999, he disposed of 1,000 Shares of which he was the beneficial owner in an open market transaction effected with an independent broker at a purchase price of $22.625 per share. On November 2, 1999, he disposed of 1,500 Shares of which he was the beneficial owner in an open market transaction effected with an independent broker at a purchase price of $30.125 per share. Jan D. Moehl is the beneficial owner of 21,000 Shares. He has sole power to vote (or direct the vote of) and power to dispose of (or direct the disposition of) 10,000 of such Shares. He shares, with Kathleen W. Moehl, power to vote (or direct the vote of) and sole power to dispose of (or direct the disposition of) 11,000 of such Shares. As described in Item 6 of the original Schedule 13D, Jan D. Moehl has pledged 10,000 Shares to the Trustees of the Cheyne Walk Trust as security for a five-year fully amortizing loan made to acquire such Shares. Except as described herein, neither Getty Investments nor any party referred to above, has acquired or disposed of, or entered into any other transaction with respect to, any Shares during the past 60 days. Page 4 of 6 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Amendment is true, complete and correct. December 22, 1999 GETTY INVESTMENTS L.L.C. By: /s/ Jan D. Moehl -------------------------- Name: Jan D. Moehl Title: Officer Page 5 of 6 Pages Schedule I hereby amended to provide as follows: SCHEDULE I The name and present principal occupation of each of the executive officers and directors of Getty Investments L.L.C. are set forth below. Unless otherwise noted, each of these persons are United States citizens. Their respective business addresses are set forth below.
POSITION WITH NAME GETTY INVESTMENTS PRINCIPAL OCCUPATION ---- ----------------- -------------------- Mark H. Getty Chairman of the Board, Executive Chairman of the Board of (Irish citizenship) Director Getty Images, Inc. 701 N. 34th Street, Suite 400 Seattle, Washington 98103 Jonathan D. Klein Director Chief Executive Officer of Getty Images, Inc. (United Kingdom citizenship) 701 N. 34th Street, Suite 400 Seattle, Washington 98103 Andrew S. Garb Director Attorney Loeb & Loeb 1000 Wilshire Boulevard, Suite 1800 Los Angeles, CA 90017 William A. Newsom Director President Newsom Investments Ltd. 3717 Buchanan Street, Second Floor San Francisco, CA 94123 Christopher R. Getty Director President Peak LLC 126 East 56th Street, 24th Floor New York, NY 10022 Thomas E. Woodhouse Director Administrator Gordon P. Getty Family Trust Ronald Family Trust A 1325 Airmotive Way, Suite 264 Reno, NV 89502 Jan D. Moehl Officer Chief Operating Officer Cheyne Walk Trust 1325 Airmotive Way, Suite 262 Reno, NV 89502
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