-----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, Fj2nqfTyCqwmLDw7lP0QNYViPteiY/dwxBNpgwY3FXEr5g3ilfVHbBpsg9QBDpUP LKpCzdWihwJwPtdoMKX2Sg== 0000912057-00-019542.txt : 20000426 0000912057-00-019542.hdr.sgml : 20000426 ACCESSION NUMBER: 0000912057-00-019542 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000425 GROUP MEMBERS: JEFFREY S. MCCORMICK GROUP MEMBERS: SATURN ASSET MANAGEMENT, INC. GROUP MEMBERS: SATURN CAPITAL INC/MA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FREEMARKETS INC CENTRAL INDEX KEY: 0000949968 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 043265483 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-57441 FILM NUMBER: 608073 BUSINESS ADDRESS: STREET 1: 22ND FLOOR, ONE OLIVER PLAZA STREET 2: 210 SIXTH AVENUE CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: 4124340500 MAIL ADDRESS: STREET 1: FREEMARKETS ONLINE, INC. STREET 2: 22ND FL, ONE OLIVER PLAZA, 210-6TH AVE CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER COMPANY: FORMER CONFORMED NAME: FREEMARKETS ONLINE INC DATE OF NAME CHANGE: 19990809 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SATURN CAPITAL INC/MA CENTRAL INDEX KEY: 0001109904 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 042829955 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 75 FEDERAL STREET SUITE 1320 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6175743330 MAIL ADDRESS: STREET 1: 75 FEDERAL STREET SUITE 1320 CITY: BOSTON STATE: MA ZIP: 02110 SC 13G 1 SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* FreeMarkets, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, $.01 PAR VALUE - ------------------------------------------------------------------------------- (Title of Class of Securities) 356602102 - ------------------------------------------------------------------------------- (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: |X| Rule 13d-1(b) |_| Rule 13d-1(c) |X| Rule 13d-1(d) *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 in 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 ("Act") 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). Page 1 of 9 pages CUSIP No. 356602102 Page 2 of 9 Pages ------------ --------- -------- 13G - -------- ---------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities only) Saturn Capital, Inc. - -------- ---------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| - -------- ---------------------------------------------------------------------- 3 SEC USE ONLY - -------- ---------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts - ------------------- ------ ----------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF 2,428,269 shares, 2,409,000 of which are held by SHARES Saturn Capital, Inc. and 19,269 of which are held by Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. ------ ---------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH ------ ---------------------------------------------------- 7 SOLE DISPOSITIVE POWER REPORTING 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by PERSON Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. ------ ---------------------------------------------------- WITH 8 SHARED DISPOSITIVE POWER 0 - -------- ---------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. - -------- ---------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | | - -------- ---------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.84 % - -------- ---------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON BD - -------- ---------------------------------------------------------------------- Page 2 of 9 pages CUSIP No. 356602102 Page 3 of 9 Pages ------------ --------- -------- 13G - -------- ---------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities only) Saturn Asset Management, Inc. - -------- ---------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| - -------- ---------------------------------------------------------------------- 3 SEC USE ONLY - -------- ---------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ------------------- ------ ---------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by SHARES Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. ------ ---------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH ------ ---------------------------------------------------- 7 SOLE DISPOSITIVE POWER REPORTING 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by PERSON Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. ------ ---------------------------------------------------- WITH 8 SHARED DISPOSITIVE POWER 0 - -------- ---------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. - -------- ---------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | | - -------- ---------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.84 % - -------- ---------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON CO - ------------------------------------------------------------------------------- Page 3 of 9 pages CUSIP No. 356602102 Page 4 of 9 Pages ------------ --------- -------- 13G - -------- ---------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities only) Jeffrey S. McCormick - -------- ---------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| - -------- ---------------------------------------------------------------------- 3 SEC USE ONLY - -------- ---------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America - ------------------- ------ ---------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by SHARES Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. ------ ---------------------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH ------ ---------------------------------------------------- 7 SOLE DISPOSITIVE POWER REPORTING 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by PERSON Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. ------ ---------------------------------------------------- WITH 8 SHARED DISPOSITIVE POWER 0 - -------- ---------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,428,269 shares, 2,409,000 of which are held by Saturn Capital, Inc. and 19,269 of which are held by Saturn Asset Management, Inc. Saturn Capital, Inc. is wholly owned by Saturn Asset Management, Inc., of which Jeffrey S. McCormick is the controlling shareholder. - -------- ---------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | | - -------- ---------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.84 % - -------- ---------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON IN - ------------------------------------------------------------------------------- Page 4 of 9 pages Item 1(a). NAME OF ISSUER FREEMARKETS, INC. Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL OFFICE ONE OLIVER PLAZA 210 SIXTH AVENUE PITTSBURGH, PA 15222 Item 2(a). NAME OF PERSON FILING SATURN CAPITAL, INC. SATURN ASSET MANAGEMENT, INC. JEFFREY S. MCCORMICK Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE 75 FEDERAL STREET SUITE 1320 BOSTON, MA 02110 Item 2(c). CITIZENSHIP OR PLACE OF ORGANIZATION SATURN CAPITAL, INC.: MASSACHUSETTS SATURN ASSET MANAGEMENT, INC.: DELAWARE JEFFREY S. MCCORMICK: UNITED STATES OF AMERICA Item 2(d). TITLE OF CLASS OF SECURITIES COMMON STOCK, $.01 PAR VALUE Item 2(e). CUSIP NUMBER 356602102 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) [x] Broker or dealer registered under Section 15 of the Exchange Act(1) (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [ ] Investment company registered under Section 8 of the Investment Company Act. (e) [ ] Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) [ ] Employee benefit plan, or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) [ ] Parent holding company or control person, in accordance with Rule 13d-1(b)(1)(ii)(G). - -------------- (1) This applies to Saturn Capital, Inc. only. Page 5 of 9 pages (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(c), check this box [ ]. Item 4. OWNERSHIP Provide the following information regarding the aggregate number and percentage of the class of the securities of the issuer identified in Item 1. (a) Amount Beneficially Owned: 2,428,269 SHARES, 2,409,000 OF WHICH ARE HELD BY SATURN CAPITAL, INC. AND 19,269 OF WHICH ARE HELD BY SATURN ASSET MANAGEMENT, INC. SATURN CAPITAL, INC. IS WHOLLY OWNED BY SATURN ASSET MANAGEMENT, INC., OF WHICH JEFFREY S. MCCORMICK IS THE CONTROLLING SHAREHOLDER. (b) Percent of Class: 6.84 % (c) Number of shares as to which such persons has: (i) sole power to vote or to direct the vote: 2,428,269 SHARES, 2,409,000 OF WHICH ARE HELD BY SATURN CAPITAL, INC. AND 19,269 OF WHICH ARE HELD BY SATURN ASSET MANAGEMENT, INC. SATURN CAPITAL, INC. IS WHOLLY OWNED BY SATURN ASSET MANAGEMENT, INC., OF WHICH JEFFREY S. MCCORMICK IS THE CONTROLLING SHAREHOLDER. (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 2,428,269 SHARES, 2,409,000 OF WHICH ARE HELD BY SATURN CAPITAL, INC. AND 19,269 OF WHICH ARE HELD BY SATURN ASSET MANAGEMENT, INC. SATURN CAPITAL, INC. IS WHOLLY OWNED BY SATURN ASSET MANAGEMENT, INC., OF WHICH JEFFREY S. MCCORMICK IS THE CONTROLLING SHAREHOLDER. (iv) shared power to dispose or to direct the disposition of: -0- Page 6 of 9 pages 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 [ ]. INAPPLICABLE Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. INAPPLICABLE Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identification of the relevant subsidiary. INAPPLICABLE Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. If a group has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(J), so indicate under Item 3(h) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(d), attach an exhibit stating the identity of each member of the group. INAPPLICABLE Item 9. NOTICE OF DISSOLUTION OF GROUP. Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on Page 7 of 9 pages will be filed, if required, by the members of the group, in their individual capacity. (See Item 5.) INAPPLICABLE Item 10. CERTIFICATION. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purposes or effect. Page 8 of 9 pages 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. Date: April 14, 2000 ---------------------------------- Signature: /s/ Jeffrey S. McCormick ---------------------------------- Saturn Capital, Inc. By: Jeffrey S. McCormick ----------------------------- Its: President ----------------------------- Signature: /s/ Jeffrey S. McCormick ---------------------------------- Saturn Asset Management, Inc. By: Jeffrey S. McCormick ----------------------------- Its: President ----------------------------- Signature: /s/ Jeffrey S. McCormick ---------------------------------- Jeffrey S. McCormick Page 9 of 9 pages -----END PRIVACY-ENHANCED MESSAGE-----