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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
PetPlanet.com
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
716420-10-4
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(CUSIP Number)
Tawfeek Shaheen; P.O. Box 316, Sonoma, CA 95476;
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 21, 2000
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(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
[ ].
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits.
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
*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.)
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SCHEDULE 13D
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CUSIP NO. 716420-10-4 PAGE 2 OF 6 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Name: Tawfeek Shaheen
Social Security Number: ###-##-####
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4 PF
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6 U.S. Citizen
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SOLE VOTING POWER
7
NUMBER OF 1,200,326
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
0
OWNED BY
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EACH SOLE DISPOSITIVE POWER
9
REPORTING 1,200,326
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,200,326
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
11.4%
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TYPE OF REPORTING PERSON*
14
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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Item 1. Security and Issuer
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This Statement relates to the common stock ("Common Stock") of
PetPlanet.com, Inc., a Delaware corporation (the "Issuer").
This Statement of Beneficial Ownership (the "Statement") is filed by
Tawfeek Shaheen (the "Reporting Person") with respect to the Common Stock of the
Issuer. This Statement relates to the purchase by the Reporting Person of an
aggregate of 200,000 shares of Common Stock (the "Shares") and the purchase from
the Issuer of securities having conversion and/or exercise rights for an
additional 1,000,326 Shares consisting of (i) two convertible notes with
conversion rights to acquire 666,666 Shares, and (ii) two warrant certificates
providing the Reporting Person the right to acquire 333,660 Shares. The address
of the principal executive offices of the Issuer of such securities is as
follows: 21 Stillman Street, Suite 600, San Francisco, CA 94107; (415)243-
9000; Attn: Jennifer Sipes.
Item 2. Identity and Background
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(a) Name: Tawfeek Shaheen
(b) Address: P.O. Box 316, Sonoma, CA 95476
(c) Principal occupation or employment: Private Investor
(d) No
(e) No
(f) U.S. Citizen
Item 3. Source and Amount of Funds or Other Consideration
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The shares of Common Stock were purchased by the Reporting Person with
personal funds of the Reporting Person
Item 4. Purpose of Transaction
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The Reporting Person's acquisition of the aforementioned Shares of Common
Stock is for the purpose of investment. The Reporting Person does not presently
have any plan or proposal to acquire control of the Issuer or which relates to
or would result in:
(a) the acquisition by any person of additional securities of the Issuer,
or the disposition of securities of the Issuer;
(b) an extraordinary corporate transaction, such as a reorganization or
liquidation, involving the Issuer or any of its subsidiaries;
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(c) a sale or transfer of a material amount of assets of the Issuer or any
of its subsidiaries;
(d) any change in the present Board of Directors of the Issuer, including
any plans or proposals to change the number or 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 Issuer;
(f) any other material change in the Issuer's business or corporate
structure;
(g) any change in the Issuer's Certificate of Incorporation or By-Laws or
other actions which may impede the acquisition of control of the Issuer by any
person;
(h) causing the Common Stock to cease to be authorized to be quoted on the
National Association of Securities Dealers Automated Quotation System;
(i) the Common Stock 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;
provided, however, that the Reporting Person may acquire additional shares of
Common Stock in the open market or private transactions from time to time as
shares become available for purchase. The Reporting Person intends to review
his position in the Issuer from time to time and may, depending upon his
evaluation of its business and prospects, and upon future developments,
including, but not limited to, the attitude of the Board of Directors and
management of the Issuer, general economic conditions and money and stock market
conditions, determine to cease buying shares or to increase or decrease his
position in the Issuer.
Item 5. Interest in Securities of the Issuer
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(a) Table I sets forth the aggregate number of shares and percentage of
Common Stock beneficially owned by the Reporting Person. The information herein
pertaining to the Issuer's issued and outstanding Common Stock is as of March
31, 2000, at which time there were 9,496,177 shares of Common Stock issued and
outstanding .
Table I
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Aggregate Amount of Beneficial
Title of Class Ownership Percentage of Class
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Common Stock 1,200,326 11.4%
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(b) The number of shares as to which the Reporting Person has sole
power to vote or direct the vote, shared power to vote or direct the vote, sole
power to dispose or direct the disposition, or shared power to dispose or direct
the disposition is as follows:
(i) Sole Voting Power. The Reporting Person has sole voting power
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with respect to 1,200,326 shares of Common Stock beneficially owned.
(ii) Shared Voting Power. The Reporting Person does not hold any
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common stock with shared voting power.
(iii) Sole Dispositive Power. The Reporting Person has sole power to
----------------------
dispose or to direct the disposition with respect to 1,200,326 shares
of Common Stock beneficially owned.
(iv) Shared Dispositive Power. The Reporting Person does not share
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power to dispose or to direct the disposition of shares of Common
Stock.
(c) The Reporting Person made the following purchases and sales of
shares of Common Stock (whether in the open market or otherwise) during the 60
days prior to the event date of this Statement:
Transaction Date Number of Shares Transaction Type Price per Share
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Net Shares Purchased: 0
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, arrangements, understandings or relationships with respect
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to securities of the Issuer.
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None.
Item 7. Material to be filed as Exhibits
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None.
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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
accurate.
Dated: April 4, 2000 /s/ Tawfeek Shaheen
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