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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
Garden.com, Inc.
----------------
(Name of Issuer)
Common Shares, with $.01 par value
----------------------------------
(Title of Class of Securities)
365199108
---------
(CUSIP Number)
M. Denise Kuprionis
312 Walnut Street, 28th Floor
Cincinnati, Ohio 45202
(513) 977-3835
--------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 15, 1999
------------------
(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 that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original
and five copies of the Schedule, including all exhibits. 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).
(Continued on following page(s))
Page 1 of 5 Pages
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CUSIP NO. 365199108 13D Page 2 of 5
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
The E. W. Scripps Company
2 CHECK APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
7 SOLE VOTING POWER
2,414,292
NUMBER OF 8 SHARED VOTING POWER
SHARES -0-
BENEFICIALLY 9 SOLE DISPOSITIVE POWER
OWNED BY 2,414,292
EACH 10 SHARED DISPOSITIVE POWER
REPORTING -0-
PERSON WITH
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,414,292
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.3%
14 TYPE OF REPORTING PERSON
CO
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CUSIP NO. 365199108 13D Page 3 of 5
ITEM 1. SECURITY AND ISSUER
This Section 13D relates to Common Stock, $.01 par value (the
"COMMON STOCK"), of Garden.com, Inc., a Delaware corporation, the principal
executive offices of which are located at 3301 Steck Ave., Austin, TX 78757
("Garden.com").
ITEM 2. IDENTITY AND BACKGROUND
The E. W. Scripps Company ("SCRIPPS") is a media company
operating daily newspapers, network-affiliated broadcast television stations,
cable television networks, and licensing and syndication businesses. Scripps is
an Ohio corporation, with its principal executive office located at 312 Walnut
Street, 28th Floor, Cincinnati, Ohio 45202.
Information regarding the directors of Scripps is provided
below:
William R. Burleigh, a Director, is the Chairman and Chief
Executive Officer of Scripps.
Kenneth W. Lowe, a Director, is the President and Chief
Operating Officer of Scripps.
John H. Burlingame, a Director, is a Senior Partner in the law
firm of Baker & Hostetler LLP.
Nackey E. Scagliotti, a Director, is President and Publisher
of Neighborhood Publications, Inc.
Daniel J. Meyer, a Director, is the President, Chairman and
Chief Executive Officer Milacron Inc.
Nicholas B. Paumgarten, a Director, is a Managing Director of
J.P. Morgan & Co.
Charles E. Scripps, a Director, is the Chairman of the
Executive Committee of Scripps.
Paul K. Scripps, a Director, is the Vice President/Newspapers
of Scripps.
Edward W. Scripps, a Director, is the Vice President of
Scripps Howard Foundation.
Ronald W. Tysoe, a Director, is the Vice Chairman, Finance and
Real Estate of Federated Department Stores, Inc.
Julie A. Wrigley, a Director, is the President and Chief
Executive Officer of Wrigley Investments, LLC
All of the persons named above are citizens of the United
States.
Neither Scripps, nor any of its subsidiaries, nor any of the
persons listed above has been convicted of any criminal offense (excluding
traffic violations or similar misdemeanors) during the last five years.
Neither Scripps, nor any of its subsidiaries, nor any of the
persons listed above has, during the past five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding been or is subject to a judgment, decree or final
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CUSIP NO. 365199108 13D Page 4 of 5
order finding violations of or enjoining future violations of or prohibiting or
mandating activities subject to federal or state securities laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On May 7, 1997, Scripps Ventures, LLC, a Delaware limited
liability company located at 200 Madison Avenue, 4th Floor, New York, New York
10016 and a subsidiary of Scripps ("SVL"), purchased 1,379,310 shares of Series
C-1 Convertible Preferred Stock and 275,862 warrants to purchase Series C-1
Convertible Preferred Stock of Garden.com. On June 11, 1998 SVL purchased
277,142 shares of Series D Convertible Preferred Stock of Garden.com and on
April 13, 1999, it purchased 58,540 shares of Series E Convertible Preferred
Stock of Garden.com. General corporate funds of SVL were used to purchase these
shares.
On May 24, 1999, Home & Garden Television ("HGTV"), a division
of Scripps Howard Broadcasting Company ("SHBC"), a subsidiary of Scripps and an
Ohio corporation located at 312 Walnut Street, 28th Floor, Cincinnati, Ohio
45202, purchased 699,300 shares of Series E Convertible Preferred Stock of
Garden.com. General corporate funds of SHBC were used to purchase these shares.
On September 15, 1999, the date Garden.com completed its
initial public offer, SVL converted its Convertible Preferred Stock into
1,714,992 shares of Common Stock and converted its warrants to purchase
preferred shares into warrants to purchase 275,862 shares of Common Stock.
On September 15, 1999, SHBC converted its Convertible
Preferred Stock into 699,300 shares of Common Stock.
ITEM 4. PURPOSE OF TRANSACTION
The Scripps subsidiaries have acquired their shares of Common
Stock for investment purposes.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
As of April 30, 2000, Scripps, through its subsidiaries,
beneficially owned the following shares of Common Stock:
Owner Number of Shares of Common Stock
----- --------------------------------
SVL 1,714,992
SHBC 699,300
Scripps, through its subsidiaries, has the sole power to vote
or direct the voting of, and the sole power to dispose of or to direct the
disposition of, the number of shares set forth above.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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CUSIP NO. 365199108 13D Page 5 of 5
SIGNATURE
After reasonable inquiry and to the best of its knowledge and
belief, each of the undersigned hereby certifies that the information set forth
in this statement is true, complete and correct.
THE E. W. SCRIPPS COMPANY
By: /s/ M. Denise Kuprionis
Name: M. Denise Kuprionis
Title: Secretary
Dated as of June 19, 2000.
