-----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, VeKKvAh5sksvLA06t8RVu3cpijiCAvUn+F6sG/NLZXGhMbnjzKglJRe4vs9A/yYO 4JHitzqcDeOUOtuUFbDWoA== 0000950129-03-006220.txt : 20031218 0000950129-03-006220.hdr.sgml : 20031218 20031218153950 ACCESSION NUMBER: 0000950129-03-006220 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20031218 GROUP MEMBERS: LOUISE MUMMERY FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MUMMERY IAN DAVID CENTRAL INDEX KEY: 0001272756 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 13920 SE EAST GATE WAY STREET 2: STE 300 CITY: BELLEVUE STATE: WA ZIP: 98005 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DRUGSTORE COM INC CENTRAL INDEX KEY: 0001086467 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 043416255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-57797 FILM NUMBER: 031062381 BUSINESS ADDRESS: STREET 1: 13920 SE EASTGATE STE 300 CITY: BELLEVUE STATE: WA ZIP: 98005 BUSINESS PHONE: 4258815131 MAIL ADDRESS: STREET 1: 13920 SOUTHEAST EASTGATE WAY STREET 2: SUITE 300 CITY: BELLEVUE STATE: WA ZIP: 98005 SC 13G 1 h11374sc13g.txt DRUGSTORE.COM, INC. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------- SCHEDULE 13G (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(b) (AMENDMENT NO. ________ )(1) DRUGSTORE.COM, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 262241102 (CUSIP Number) December 8, 2003 (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) [ X ] Rule 13d-1(c) [ ] Rule 13d-1(d) (1) 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 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. 262241102 13G PAGE 2 OF 9 PAGES =============================================================================== =============================================================================== 1 Name of reporting persons Ian Mummery IRS Identification No. of above persons (entities only) =============================================================================== 2 Check the appropriate box if a member of a group* (a) (b) X Joint Filing (Husband/Wife) =============================================================================== 3 SEC use only =============================================================================== 4 Citizenship or place of organization Canada =============================================================================== Number of Sole voting power N/A Shares 5 ======================================================== Beneficially Shared voting power 4,713,967(1) Owned 6 ======================================================== Sole dispositive power N/A By each Reporting 7 ======================================================== Person Shared dispositive power 4,713,967(1) with 8 =============================================================================== 9 Aggregate amount beneficially owned by each reporting person 4,713,967(1) =============================================================================== 10 Check box if the aggregate amount in row (9) excludes certain shares* |_| =============================================================================== 11 Percent of class represented by amount in row (11) 6.1%(2) =============================================================================== 12 Type of reporting person* IN =============================================================================== *SEE INSTRUCTIONS BEFORE FILLING OUT! - ------------- (1) Ian and Louise Mummery are joint beneficial owners of the 4,713,967 outstanding shares of Common Stock of drugstore.com, inc. described herein, which they received from drugstore.com, inc. in exchange for their shares of stock of International Vision Direct Corp. on the closing of the acquisition of International Vision Direct Corp. by drugstore.com, inc. on December 8, 2003 (the "Acquisition"). (2) This percentage assumes 77,212,365 shares of Common Stock of drugstore.com, inc. issued and outstanding as of December 8, 2003. Drugstore.com, inc. issued approximately 6,830,593 shares of Common Stock in the Acquisition and, as a result, there was approximately 77,212,365 shares of Common Stock of drugstore.com, inc. issued and outstanding on the closing of the Acquisition (this calculation is based on 70,381,772 shares of Common Stock outstanding as of November 3, 2003, as reported in the quarterly report of drugstore.com, inc. for the quarter ended September 28, 2003 and filed with the Securities and Exchange Commission on November 12, 2003). =============================================-================================= CUSIP NO. 262241102 13G PAGE 3 OF 9 PAGES =============================================================================== 1 Name of reporting persons Louise Mummery IRS Identification No. of above persons (entities only) =============================================================================== 2 Check the appropriate box if a member of a group* (a) (b) X Joint Filing (Husband/Wife) =============================================================================== 3 SEC use only =============================================================================== 4 Citizenship or place of organization Canada =============================================================================== Number of Sole voting power N/A Shares 5 ======================================================== Beneficially Shared voting power 4,713,967(1) Owned 6 ======================================================== Sole dispositive power N/A By each Reporting 7 ======================================================== Person Shared dispositive power 4,713,967(1) with 8 =============================================================================== 9 Aggregate amount beneficially owned by each reporting person 4,713,967(1) =============================================================================== 10 Check box if the aggregate amount in row (9) excludes certain shares* |_| =============================================================================== 11 Percent of class represented by amount in row (11) 6.1%(2) =============================================================================== 12 Type of reporting person* IN =============================================================================== *SEE INSTRUCTIONS BEFORE FILLING OUT! - ------------- (1) Ian and Louise Mummery are joint beneficial owners of the 4,713,967 outstanding shares of Common Stock of drugstore.com, inc. described herein, which they received from drugstore.com, inc. in exchange for their shares of stock of International Vision Direct Corp. on the closing of the acquisition of International Vision Direct Corp. by drugstore.com, inc. on December 8, 2003 (the "Acquisition"). (2) This percentage assumes 77,212,365 shares of Common Stock of drugstore.com, inc. issued and outstanding as of December 8, 2003. Drugstore.com, inc. issued approximately 6,830,593 shares of Common Stock in the Acquisition and, as a result, there was approximately 77,212,365 shares of Common Stock of drugstore.com, inc. issued and outstanding on the closing of the Acquisition (this calculation is based on 70,381,772 shares of Common Stock outstanding as of November 3, 2003, as reported in the quarterly report of drugstore.com, inc. for the quarter ended September 28, 2003 and filed with the Securities and Exchange Commission on November 12, 2003). ITEM 1(a). NAME OF ISSUER: drugstore.com, inc. ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: drugstore.com, inc. 13920 Southeast Eastgate Way, Suite 300 Bellevue, WA 98005 ITEM 2(a). NAME OF PERSON FILING: This statement is filed on behalf of Ian and Louise Mummery, husband and wife (collectively, the "Filing Parties"). Each Filing Party disclaims responsibility for the completeness and accuracy of the information contained in this statement concerning the other Filing Party. Each Filing Party is filing jointly with the other, but not as a member of a group, and expressly disclaims membership in a group. ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: Ian and Louise Mummery c/o drugstore.com, inc. 13920 Southeast Eastgate Way, Suite 300 Bellevue, WA 98005 ITEM 2(c). CITIZENSHIP: Canada ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock ITEM 2(e). CUSIP NUMBER: 262241102 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(b) OR 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.8a-8); (e) [_] An Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 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 Rule 13d-1(b)(1)(ii)(J). 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. (a) Amount beneficially owned: 4,713,967 shares jointly owned by the Filing Parties. The Filing Parties are joint beneficial owners of the 4,713,967 outstanding shares of Common Stock of drugstore.com, inc. described herein, which they received from drugstore.com, inc. in exchange for their shares of stock of International Vision Direct Corp. on the closing of the acquisition of International Vision Direct Corp. by drugstore.com, inc. on December 8, 2003 (the "Acquisition"). On the closing of the Acquisition, approximately 77,212,365 shares of Common Stock of drugstore.com, inc. was issued and outstanding. (b) Percent of class: 6.1% in the aggregate. The percentage above assumes 77,212,365 shares of Common Stock of drugstore.com, inc. issued and outstanding as of December 8, 2003. Drugstore.com, inc. issued approximately 6,830,593 shares of Common Stock in the Acquisition and, as a result, there was approximately 77,212,365 shares of Common Stock of drugstore.com, inc. issued and outstanding on the closing of the Acquisition (this calculation is based on 70,381,772 shares of Common Stock outstanding as of November 3, 2003, as reported in the quarterly report of drugstore.com, inc. for the quarter ended September 28, 2003 and filed with the Securities and Exchange Commission on November 12, 2003). The information contained in this Item 4 is as of December 8, 2003. (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote N/A (ii) Shared power to vote or to direct the vote 4,713,967 (iii) Sole power to dispose or to direct the disposition of N/A (iv) Shared power to dispose or to direct the disposition of 4,713,967 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 [_]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. N/A ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. 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. By signing below each of the undersigned certify that, to the best of their knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. SIGNATURE After reasonable inquiry and to the best of each 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. Date: December 18, 2003 /s/ Ian Mummery ------------------------------------ Ian Mummery, Individually Date: December 18, 2003 /s/ Louise Mummery ------------------------------------ Louise Mummery, Individually EX-99.A 3 h11374exv99wa.txt AGREEMENT OF JOINT FILING EXHIBIT A AGREEMENT OF JOINT FILING In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other persons signatory below of a statement on Schedule 13G or any amendments thereto, with respect to the Common Stock of drugstore.com, inc., and that this Agreement be included as an exhibit to such filing. This Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same Agreement. IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on December 18, 2003. /s/ Ian Mummery -------------------------------- Ian Mummery, Individually /s/ Louise Mummery -------------------------------- Louise Mummery, Individually -----END PRIVACY-ENHANCED MESSAGE-----