-----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, Ah5qA3rjn5KJUAgRmi7vJNHEQ9pBFAPzrFJiHe9r2SVJJbLnn0UYH5ju58mRonde Ark0LWHiXIcFSUFAlSX/Xw== 0000906344-00-000021.txt : 20000215 0000906344-00-000021.hdr.sgml : 20000215 ACCESSION NUMBER: 0000906344-00-000021 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 GROUP MEMBERS: ADOBE VENTURES II, L.P. GROUP MEMBERS: CHRISTOPHER HOLLENBECK GROUP MEMBERS: H&Q ADOBE VENTURES MANAGEMENT II, L.P. GROUP MEMBERS: H&Q ADOBE VENTURES MANAGEMENT, L.P. GROUP MEMBERS: H&Q SALON INVESTMENT MANAGEMENT, LLC GROUP MEMBERS: H&Q SALON INVESTORS, L.P. GROUP MEMBERS: H&Q VENTURE ASSOCIATES LLC GROUP MEMBERS: H&Q VENTURE ASSOCIATES, LLC GROUP MEMBERS: KATHRYN GELDENS GROUP MEMBERS: STANDISH H. O'GRADY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SALON INTERNET INC CENTRAL INDEX KEY: 0001084332 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 943228750 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-57495 FILM NUMBER: 539670 BUSINESS ADDRESS: STREET 1: 706 MISSION ST CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 4158828720 MAIL ADDRESS: STREET 1: 706 MISSION ST CITY: SAN FRANCISCO STATE: CA ZIP: 94103 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: H&Q VENTURE ASSOCIATES LLC CENTRAL INDEX KEY: 0001106556 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 943296215 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE BUSH STRET 12TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 4155763657 MAIL ADDRESS: STREET 1: ONE BUSH STREET 12TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94104 SC 13G 1 SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. __) Salon.com (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 79549F-10-8 (CUSIP Number) December 31, 1999 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [x] Rule 13d-1(d) CUSIP No. 79549F-10-8 SCHEDULE 13G Page 2 of 16 1 Name Of Reporting Person ADOBE VENTURES II, L.P. IRS 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 California NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* PN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 3 of 16 1 Name Of Reporting Person H&Q SALON INVESTORS, L.P. IRS 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 Delaware NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* PN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 4 of 16 1 Name Of Reporting Person H&Q ADOBE VENTURES MANAGEMENT, L.P. IRS 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 California NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* PN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 5 of 16 1 Name Of Reporting Person H&Q ADOBE VENTURES MANAGEMENT II, LLC IRS 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 California NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* OO CUSIP No. 79549F-10-8 SCHEDULE 13G Page 6 of 16 1 Name Of Reporting Person H&Q SALON INVESTMENT MANAGEMENT, LLC IRS 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 Delaware NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* PN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 7 of 16 1 Name Of Reporting Person H&Q VENTURE ASSOCIATES, LLC IRS 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 California NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* 00 CUSIP No. 79549F-10-8 SCHEDULE 13G Page 8 of 16 1 Name Of Reporting Person CHRISTOPHER HOLLENBECK IRS 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 NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* IN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 9 of 16 1 Name Of Reporting Person STANDISH H. O'GRADY IRS 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 NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* IN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 10 of 16 1 Name Of Reporting Person KATHRYN GELDENS IRS 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 NUMBER OF 5 Sole Voting Power -0- SHARES BENEFICIALLY 6 Shared Voting Power 911,606 OWNED BY EACH REPORTING 7 Sole Dispositive Power -0- PERSON WITH 8 Shared Dispositive Power 911,606 9 Aggregate Amount Beneficially Owned By Each Reporting Person 911,606 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* [ ] 11 Percent Of Class Represented By Amount In Row 9 7.9% 12 Type Of Reporting Person* IN CUSIP No. 79549F-10-8 SCHEDULE 13G Page 11 of 16 Item 1(a). Name of Issuer. Salon.com (the "Issuer"). Item 1(b). Address of Issuer's Principal Executive Offices. 22 Fourth Street, 16th Floor, San Francisco, CA 94103. Item 2(a). Names of Persons Filing. Reference is made to Item 1 of each of the cover pages of this Schedule, which Items are incorporated by reference herein. Item 2(b). Address of Principal Business Office or, if none, Residence. The address of each reporting person is One Bush Street, San Francisco, California 94104. Item 2(c). Citizenship. Reference is made to Item 4 of each of the cover pages of this Schedule, which Items are incorporated by reference herein. Item 2(d). Title of Class of Securities. Common Stock, $0.001 par value ("Common Stock"). Item 2(e). CUSIP Number. 79549F-10-8 Item 3. Type of Reporting Person. Not applicable. Item 4. Ownership. Reference is made to Items 5-9 and 11 of each of the cover pages to this Schedule, which Items are incorporated by reference herein. According to information furnished to the reporting persons by the Issuer, there were 15,678,866 shares of Common Stock issued and outstanding as of December 31, 1999. As of December 31, 1999, the reporting persons owned the following shares of Common Stock and warrants to acquire shares of Common Stock that are immediately exercisable or exercisable within 60 days of such date: CUSIP No. 79549F-10-8 SCHEDULE 13G Page 12 of 16 Common Stock Person Directly Owned Warrants Adobe Ventures II, L.P. 53,617 141,160 ------- H&Q Salon Investors, L.P. 309,295 H&Q Adobe Ventures Management, L.P. 316,852 H&Q Adobe Ventures Management II, LLC 33,317 H&Q Venture Associates, LLC 4,250 Standish H. O'Grady 47,700 Kathryn Geldens 5,415 TOTAL 770,446 141,160 ======= ======= Because voting and investment decisions concerning the above securities may be made by or in conjunction with the other reporting persons, each of the reporting persons may be deemed a member of a group that shares voting and dispositive power over all of the above securities. Although the reporting persons are reporting such securities as if they were members of a group, the filing of this Schedule shall not be construed as an admission by any reporting person that it is a beneficial owner of any securities other than those directly held by such reporting person. Under the definition of "beneficial ownership" in Rule 13d-3 under the Securities Exchange Act of 1934, it is also possible that the individual general partners, directors, executive officers, members and/or managers of the foregoing entities might be deemed the "beneficial owners" of some or all of the securities to which this Schedule relates in that they might be deemed to share the power to direct the voting or disposition of such securities. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of such individuals is, for any purpose, the beneficial owner of any of the securities to which this Schedule relates, and such beneficial ownership is expressly disclaimed. Item 5. Ownership of Five Percent or Less of a Class. Not applicable. Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not applicable. CUSIP No. 79549F-10-8 SCHEDULE 13G Page 13 of 16 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. Not applicable. CUSIP No. 79549F-10-8 SCHEDULE 13G Page 14 of 16 Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: February 10, 2000. ADOBE VENTURES II, L.P. H&Q VENTURE ASSOCIATES, LLC By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche __________________________ __________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact Attorney-in-Fact H&Q SALON INVESTORS, L.P. CHRISTOPHER HOLLENBECK By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche __________________________ __________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact Attorney-in-Fact H&Q ADOBE VENTURES MANAGEMENT, L.P. STANDISH H. O'GRADY By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche __________________________ __________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact Attorney-in-Fact H&Q ADOBE VENTURES KATHRYN GELDENS MANAGEMENT II, LLC By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche __________________________ __________________________ Jackie A. Berterretche Jackie A. Berterretche Attorney-in-Fact Attorney-in-Fact H&Q SALON INVESTMENT MANAGEMENT, LLC By: /s/ Jackie A. Berterretche __________________________ Jackie A. Berterretche Attorney-in-Fact CUSIP No. 79549F-10-8 SCHEDULE 13G Page 15 of 16 EXHIBIT INDEX Exhibit A Joint Filing Undertaking Page 16 -----END PRIVACY-ENHANCED MESSAGE-----