SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Schedule 13G
(Rule 13D-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. )1
Exactis.com, Inc.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
30064G 10 4
(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 13-d1(c)
[X] Rule 13-d1(d)
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1The 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
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 ("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).
(Continued on following page(s))
Page 1 of 7 Pages
<PAGE>
CUSIP No. 30064G 10 4 13G Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Centennial Fund IV, L.P. (84-1240398)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,237,789
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 2,237,789
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,237,789
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.4%
12 TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 30064G 10- 4 13G Page 3 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Centennial Holdings IV, L.P. (84-1240397)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,237,789
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 2,237,789
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,237,789
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.4%
12 TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
Exactis.com, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
707 17th Street, Suite 2850, Denver, CO 80202
Item 2(a). Name(s) of Person(s) Filing:
This Statement is filed by Centennial Fund IV, L.P., a Delaware limited
partnership ("Fund IV"), by virtue of its direct beneficial ownership
of the Issuer's common stock (the "Shares"), and by Centennial Holdings
IV, L.P., a Delaware limited partnership ("Holdings IV"), by virtue of
being the sole general partner of Fund IV. Steven C. Halstedt, Jeffrey
H. Schutz, Adam Goldman, Donald H. Parsons, Jr., and David C. Hull, Jr.
are the sole general partners of Holdings IV (the "Individual
Partners"). By virtue of the relationships described above and their
roles with Fund IV and Holdings IV, each of the Individual Partners may
be deemed to control Fund IV and Holdings IV and may be deemed to
possess indirect beneficial ownership of the Shares held by Fund IV.
However, none of the Individual Partners, acting alone, has voting or
investment power with respect to the Shares directly beneficially held
by Fund IV, and, as a result, each Individual Partner disclaims
beneficial ownership of the Shares held by Fund IV.
Item 2(b). Address of Principal Business Office or, if None, Residence
1428 Fifteenth Street, Denver, Colorado 80202
Item 2(c). Citizenship:
Delaware
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
30064G 10 4
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b), check whether the person filing is a:
(a) Broker or dealer registered under Section 15 of the Act,
(b) Bank as defined in Section 3(a)(6) of the Act,
(c) Insurance Company as defined in Section 3(a)(19) of the Act,
(d) Investment Company registered under Section 8 of the Investment
Company Act,
(e) Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940,
(f) Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund;
see 13d-1(b)(1)(ii)(F),
(g) Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G); see Item 7,
(h) Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Not applicable
<PAGE>
Item 4. Ownership.
(a) Amount beneficially owned:
As of December 31, 1999, Fund IV directly beneficially owned 2,237,789 Shares,
which includes 117,691 shares of common stock issuable upon exercise of
warrants. By virtue of the relationships described in this Statement, Holdings
IV may be deemed to beneficially own the Shares directly beneficially owned by
Fund IV.
(b) Percent of class:
The 2,237,789 Shares directly beneficially held by Fund IV as of
December 31, 1999 represent approximately 18.4% of the outstanding Shares.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 2,237,789
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of:
2,237,789
(iv) Shared power to dispose or to direct the disposition of:
-0-
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.
Not applicable
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
<PAGE>
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.
February 11, 2000
(Date)
/s/ Adam Goldman
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(Signature)
Adam Goldman, as general
partner of Centennial
Holdings IV, L.P., general
partner of Centennial Fund
IV, L.P.
(Name/Title)
