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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ________)*
Tickets.com, Inc.
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(Name of Issuer)
Common Stock ($.000225 par value)
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(Title of Class of Securities)
88633M101
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(CUSIP Number)
December 31, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the following box to designate the rule pursuant to which the
Schedule is filed:
|_| 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 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).
POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.
Page 1 of 8 pages
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<TABLE>
<CAPTION>
CUSIP NO. 88633M101
<S> <C> <C>
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1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Bill Gross' idealab! (95-4569774)
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
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3. SEC Use only
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4. Citizenship or Place of Organization United States of America
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Number of 5. Sole Voting Power 2,708,338 shares
Shares -----------------------------------------------------------
Beneficially 6. Shared Voting Power 1,460,053 shares
Owned by Each ------------------------------------------------------------
Reporting 7. Sole Dispositive Power 2,708,338 shares
Person With: ------------------------------------------------------------
8. Shared Dispositive Power 1,460,053 shares
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9. Aggregate Amount Beneficially Owned by Each Reporting Person 4,168,391 shares
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
11. Percent of Class Represented by Amount in Row (9) 7.3%
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12. Type of Reporting Person (See Instructions) CO
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</TABLE>
Page 2 of 8 pages
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<TABLE>
<CAPTION>
CUSIP NO. 88633M101
<S> <C> <C>
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1. Name of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
William Gross
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
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3. SEC Use only
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4. Citizenship or Place of Organization United States of America
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Number of 5. Sole Voting Power 2,708,338 shares
Shares ------------------------------------------------------------
Beneficially 6. Shared Voting Power 1,460,053 shares
Owned by ------------------------------------------------------------
Each 7. Sole Dispositive Power 2,708,338 shares
Reporting ------------------------------------------------------------
Person With: 8. Shared Dispositive Power 1,460,053 shares
------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person 4,168,391 shares
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
11. Percent of Class Represented by Amount in Row (9) 7.3%
12. Type of Reporting Person (See Instructions) IN
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</TABLE>
Page 3 of 8 pages
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ITEM 1.
(a) Name of Issuer: Tickets.com, Inc.
(b) Address of Issuer's Principal Executive Offices: 555 Anton Boulevard,
12th Floor, Costa Mesa, California 92626
ITEM 2.
(a) Name of Person Filing: This statement is being filed jointly by Bill
Gross' idealab!, a California corporation ("BGIL") and
William Gross, an individual (Mr. Gross and BGIL are
referred to collectively as the "Reporting Persons").
(b) Address of Principal Business Offices or, if none, Residence: The
principal business offices of each of the Reporting Persons is
130 W. Union St., Pasadena, CA 91103.
(c) Citizenship: BGIL is a California corporation and Mr. Gross is a
citizen of the United States of America.
(d) Title of Class of Securities: Common Stock ($.000225 par value)
("Common Stock")
(e) CUSIP Number: 88633M101
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.SS.240.13D-1(B) OR
240.13D-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. 70o)
(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. 80a-8)
(e) |_| An investment adviser in accordance withss.240.13d-1(b)(1)
(ii)(E)
(f) |_| An employee benefit plan or endowment fund in accordance
withss.240.13d-1(b)(1)(ii)(F)
(g) |_| A parent holding company or control person in accordance
withss.240.13d-1(b)(1)(ii)(G)
(h) |_| A savings associations 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 fefinition 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 withss.240.13d-1(b)(1)(ii)(J)
Page 4 of 8 pages
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ITEM 4. OWNERSHIP
As of February 14, 2000, each of the Reporting Persons may be deemed
the beneficial owner of the following number of shares of Common Stock:
(a) Amount Beneficially Owned: 4,168,391* .
(b) Percent of Class: 7.3% .
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
2,708,338 .
(ii) Shared power to vote or to direct the vote:
1,460,053 .
(iii) Sole power to dispose or to direct the disposition of:
2,708,338 .
(iv) Shared power to dispose or to direct the disposition of:
1,460,053 .
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* idealab! Holdings, L.L.C., a Delaware limited liability company
("Holdings"), is the record owner of 2,708,338 shares of Common Stock. Holdings
is a wholly-owned subsidiary of BGIL and is controlled by BGIL. Mr. Gross is the
Chairman of the Board of Directors and President of BGIL and the Managing Member
of Holdings and exercises voting and investment power over shares held
beneficially by those entities. idealab! Capital Partners I-A, L.P., a Delaware
limited partnership ("ICP I-A"), is the record owner of 803,059 shares of Common
Stock and idealab! Capital Partners I-B, L.P., a Delaware limited partnership
("ICP I-B"), is the record owner of 656,99 shares of Common Stock. idealab!
Capital Management I, L.L.C., a Delaware limited liability company ("ICM"), may
be deemed the beneficial owner of shares of Common Stock held by ICP I-A and ICP
I-B in its capacity as the general partner of ICP I-A and ICP I-B. Mr. Gross is
a Managing Member of ICM and shares voting and investment power over shares held
beneficially by ICM.
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.
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
By signing below each of the undersigned certifies that, to the best of
the undersigned's 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 that purpose or effect.
Page 5 of 8 pages
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that that information set forth in this statement is true, complete and
correct.
Date: February 14, 2000 BILL GROSS' IDEALAB!
By /s/ William Gross
---------------------------------
Name: William Gross
Title: Chairman of the Board
and President
Date: February 14, 2000 /s/ William Gross
---------------------------------
Name: William Gross
Page 6 of 8 pages
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EXHIBIT INDEX
PAGE NO.
A. Joint Filing Agreement, dated February 14, 2000 by and between
Bill Gross' idealab! and William Gross 8
Page 7 of 8 pages
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EXHIBIT 99.A
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G dated
February 14, 2000 with respect to the Common Stock of Tickets.com, Inc. is, and
any amendments thereto (including amendments on Schedule 13G) signed by each of
the undersigned shall be, filed on behalf of each of the undersigned pursuant to
and in accordance with the provisions of Rule 13d-1(k) under the Securities
Exchange Act of 1934.
This Agreement may be executed in counterparts, each of which shall for
all purposes be deemed to be an original and all of which shall constitute one
and the same instrument.
Date: February 14, 2000 BILL GROSS' IDEALAB!
By /s/ William Gross
--------------------------------
Name: William Gross
Title: Chairman of the Board
and President
Date: February 14, 2000 /s/ William Gross
--------------------------------
Name: William Gross
Page 8 of 8 pages
