-----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, Mja9sy2eo6wAHSrWPFxjOFiJMcNfsuF3TNvoJbg2LTWl9SNyLPhM5Kg7lBpH4NeK ncOpE6ZRKhoBeOChr/uLSw== 0001130319-02-000159.txt : 20020415 0001130319-02-000159.hdr.sgml : 20020415 ACCESSION NUMBER: 0001130319-02-000159 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020308 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SUITE 101 COM INC CENTRAL INDEX KEY: 0000896726 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 330464753 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49686 FILM NUMBER: 02569832 BUSINESS ADDRESS: STREET 1: 1122 MAINLAND STREET SUITE 390 CITY: VANCOUVER B C CANADA STATE: A1 ZIP: V6B 5L1 BUSINESS PHONE: 6046891428 FORMER COMPANY: FORMER CONFORMED NAME: KINETIC VENTURES LTD DATE OF NAME CHANGE: 19970514 FORMER COMPANY: FORMER CONFORMED NAME: NEURO NAVIGATIONAL CORP DATE OF NAME CHANGE: 19941117 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRADSHAW JULIE M CENTRAL INDEX KEY: 0001075827 STATE OF INCORPORATION: A1 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1122 MAINLAND STREET SUITE 390 STREET 2: VANCOUVER BRITISH COLUMBIA CITY: CANADA BUSINESS PHONE: 4168659237 MAIL ADDRESS: STREET 1: 1122 MAINLAND STREET SUITE 390 STREET 2: VANCOUVER BRITISH COLUMBIA CITY: CANADA STATE: A1 SC 13D/A 1 o06667a2sc13da.txt AMENDMENT 1 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO SCHEDULE 13D Under the Securities Exchange Act of 1934 Suite 101.Com, Inc. ------------------- (Name of Issuer) COMMON STOCK $.01 PAR VALUE ------------------------------ (Title of Class of Securities) 865073 10 0 -------------- (CUSIP Number) JULIE M. BRADSHAW TO 352 KAMARI SANTORINI, GREECE 011-302860-33708 ------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) FEBRUARY 25, 2002 ----------------------------------- 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 [ ]. CUSIP NO. 865073 10 0 - -------------------------------------------------------------------------------- 1 Name of Reporting Person Julie M. Bradshaw S.S. or I.R.S. Identification No. of Above Person Not Required - -------------------------------------------------------------------------------- 2 Check the Appropriate Box if a (a) [ ] Member of a Group (b) [X] - -------------------------------------------------------------------------------- 3 SEC Use Only - -------------------------------------------------------------------------------- 4 Source of Funds PF - -------------------------------------------------------------------------------- 5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) Not Applicable - -------------------------------------------------------------------------------- 6 Citizenship or Place of Organization Canada - -------------------------------------------------------------------------------- 7 Sole Voting Power NUMBER OF 703,519 ----------------------------------------------------------------- SHARES 8 Shared Voting Power BENEFICIALLY -0- ----------------------------------------------------------------- OWNED BY 9 Sole Dispositive Power REPORTING 703,519 ----------------------------------------------------------------- PERSON: 10 Shared Dispositive Power -0- - -------------------------------------------------------------------------------- 11 Aggregate Amount Beneficially Owned By Each Reporting Person 703,519 - -------------------------------------------------------------------------------- 12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares Not Applicable - -------------------------------------------------------------------------------- 13 Percent Of Class Represented by Amount In Row (11) 5.29% - -------------------------------------------------------------------------------- 14 Type Of Reporting Person IN - -------------------------------------------------------------------------------- -2- ITEM 1. SECURITY AND ISSUER. The class of equity securities to which this Statement relates is shares of common stock, par value $.001 per share (the "Shares"), of Suite101.com, Inc., a Delaware corporation (the "Company"). The principal executive offices of the Company are located at 1122 Mainland Street, Suite 210, Vancouver, British Columbia, Canada V6B 5L1 ITEM 2. IDENTITY AND BACKGROUND. This Statement is being filed by Julie M. Bradshaw ("Ms. Bradshaw"). Ms. Bradshaw is a citizen of Canada with an address at TO 352 Kamari, Santorini, Greece. Commencing December 10, 1998 until February 25, 2002, Ms. Bradshaw was a Director and employee of the Company. She was a co-founder of i5ive Communications, Inc. ("i5ive"), a wholly-owned subsidiary of the Company since December 1998 and was a Director of i5ive since April 1996. Prior to 1996, she attended the University of Paris, Sorbonne and the University of British Columbia. In 1992, Ms. Bradshaw earned her B.A. degree from the University of British Columbia with a major in French Literature. Ms. Bradshaw is the daughter of Peter L. Bradshaw, the former President and former Director of the Company and i5ive. Ms. Bradshaw has not, during the last five years (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a 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. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. Not applicable. ITEM 4. PURPOSE OF TRANSACTION. On February 13, 2002, Ms. Bradshaw entered into agreements to sell, at a price of $0.25 per share, 189,052 of her shares of Common Stock. The sale of the shares occurred on February 25, 2002. The purchasers of the shares are five investors none of whom acquired more than five percent of the shares of the Company outstanding and none of whom are residents of the United States. Ms. Bradshaw retained 618,519 shares of common stock and options to purchase 85,000 shares exercisable at $1.50 per share. Concurrently with the sale of the shares, Ms. Bradshaw resigned as a Director of the Company. -3- As of the date hereof, except as described herein, Ms. Bradshaw does not have any plans or proposals which relate to or would result in (a) the acquisition by any person of additional securities of the Company, or the disposition of securities of the Company; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (d) any change in the present board of directors or management of the Company including any plans or proposals to change the number of term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Company; (f) any other material change in the Company's business or corporate structure; (g) changes in the Company's Certificate of Incorporation or other actions which may impede the acquisition of control of the Company by any person; (h) causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of February 25, 2002, Ms. Bradshaw holds beneficially the following securities of the Company. Percentage of shares of Common Title of security Amount Stock (1) - ----------------- ------ ------------------------------ Common Stock 703,519(2) 5.29% - -------------- (1) Calculated in accordance with Rule 13d-3. (2) Includes 85,000 shares issuable on exercise of options at a price of $1.50 per share. (b) Ms. Bradshaw has the sole power to vote or to direct the vote of the Shares held by her and has the sole power to dispose or to direct the disposition of the Shares held by her. (c) None (d) Not applicable (e) Not applicable ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. -4- None ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. None -5- SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated: February 27, 2002 /s/Julie M. Bradshaw -------------------------------------- Julie M. Bradshaw -6- -----END PRIVACY-ENHANCED MESSAGE-----