<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
SUITE 101.COM, INC.
-------------------
(Name of Issuer)
COMMON STOCK $.01 PAR VALUE
------------------------------
(Title of Class of Securities)
865073 10 0
--------------
(CUSIP Number)
SUNNY HIRAI
1122 MAINLAND STREET - SUITE 390
VANCOUVER, B.C., CANADA V6B 5L1
604-682-1400
-------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
DECEMBER 10, 1998
-----------------------------------
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 [ ].
<PAGE>
<TABLE>
<CAPTION>
CUSIP NO. 865073 10 0
- -------------------------------------------------------------------------------
<S> <C> <C>
1. Name of Reporting Person Sunny Hirai
S.S. or IRS Identification No.
of Above Person Not Required
- -------------------------------------------------------------------------------
2. Check the Appropriate Box if a (a) [ ]
Member of a Group (b) [X]
- -------------------------------------------------------------------------------
3. SEC Use Only
- -------------------------------------------------------------------------------
4. Source of Funds PF
- -------------------------------------------------------------------------------
5. Check if Disclosure of Legal
Proceedings is Required Pursuant
to Items 2(d) or 2(e) Not Applicable
- -------------------------------------------------------------------------------
6. Citizenship or Place of
Organization Canada
- -------------------------------------------------------------------------------
Number of Shares Beneficially
Owned by Reporting Person:
7) Sole Voting
Power 1,122,068
----------------------------------------
8) Shared Voting
Power -0-
----------------------------------------
9) Sole Dispositive
Power 1,122,068
----------------------------------------
10) Shared
Despositive
Power -0-
- -------------------------------------------------------------------------------
11. Aggregate Amount Beneficially
Owned By Each Reporting Person 1,122,068
- -------------------------------------------------------------------------------
12. Check if the Aggregate Amount in
Row (11) Excludes Certain Shares Not Applicable
- -------------------------------------------------------------------------------
13. Percent of Class Represented by
Amount in Row (11) 11.2%
- -------------------------------------------------------------------------------
14. Type of Reporting Person IN
</TABLE>
-2-
<PAGE>
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this Statement relates is shares of
common stock, par value $.001 per share (the "Shares"), of Suite101.com, Inc., a
Delaware corporation (the "Company"). The principal executive offices of the
Company are located at 1122 Mainland Street, Suite 390, Vancouver, British
Columbia, Canada V6B 5L1
ITEM 2. IDENTITY AND BACKGROUND.
This Statement is being filed by Sunny Hirai ("Hirai."). Hirai is a
citizen of Canada with an address at 1122 Mainland Street, Suite 390, Vancouver,
B.C., Canada V6B 5L1. Hirai, a co-founder of i5ive communications, inc.
("i5ive"), has been a Director and the Chief Technical Officer of i5ive since
April 1996. Prior thereto, he was, from June 1993 to April 1996, the owner of
Salt and Pepper Graphix, a graphic design group, and from June 1994 to April
1995 he was the head of marketing at Artel Educational Resources. From June
1993 to June 1994, he was engaged in marketing with Sunny Marketing, Inc., a
seafood brokerage firm. Hirai is a graduate from the British Columbia Institute
of Technology, specializing in Small Business: Marketing Management.
Hirai has not, during the last five years (i) been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The purchase price for the Shares was nominal consideration as an
inducement for entering into the transaction.
ITEM 4. PURPOSE OF TRANSACTION.
On December 10, 1998, pursuant to an agreement effective October 30,
1998, the Company completed a transaction with i5ive. In the transaction, the
Company issued an aggregate of 3,405,622 shares of Common Stock (after
reflecting a 1-for-6 reverse stock split of the Company's outstanding shares),
to Northfield Capital Corporation and 284085 B.C. Ltd., the former shareholders
of i5ive, in exchange for all of the outstanding shares of i5ive. In addition,
concurrently with the closing of the transaction, Hirai, Julie M. Bradshaw,
Northfield Capital
-3-
<PAGE>
Corporation and two i5ive management employees, acquired from Benitz &
Partners Limited, a principal stockholder of the Company, an aggregate of
2,500,000 shares of Common Stock. Hirai acquired 1,122,068 of such shares.
On the closing of the transaction, Peter L. Bradshaw, Julie M. Bradshaw, and
Hirai, officers and Directors of i5ive, were elected Directors of the Company
and the Company's three Directors prior to the closing resigned. As a
consequence of the transactions, Northfield Capital Corporation, 284085 B.C.
Ltd., Ms. Bradshaw and Hirai hold an aggregate of 5,610,340 shares of the
Company's outstanding Common Stock or approximately 55.8% of the shares
outstanding. Hirai is not acting as part of a "group", as defined in Section
13(d)(3) of the Securities Exchange Act of 1934, as amended, with such
persons with respect to acquiring, holding or disposing of the Shares.
The purpose or purposes of the acquisition of the Shares by Hirai was a
passive investment. Depending on market conditions and other factors, Hirai may
acquire additional Shares as it deems appropriate, whether in open market
purchases, privately negotiated transactions or otherwise. Hirai also reserves
the right to dispose of some or all of its Shares in the open market, in
privately negotiated transactions to third parties or otherwise.
As of the date hereof, except as described herein, Hirai does not have any
plans or proposals which relate to or would result in (a) the acquisition by any
person of additional securities of the Company, or the disposition of securities
of the Company; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the Company or any of
its subsidiaries; (d) any change in the present board of directors or management
of the Company including any plans or proposals to change the number of 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 Company; (f) any
other material change in the Company's business or corporate structure; (g)
changes in the Company's Certificate of Incorporation or other actions which may
impede the acquisition of control of the Company by any person; (h) causing a
class of securities of the Company to be delisted from a national securities
exchange or to cease to be authorized to be quoted in an inter-dealer quotation
system of a registered national securities association; (i) a class of equity
securities of the Company 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.
-4-
<PAGE>
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of December 10, 1998, Hirai holds beneficially the following
securities of the Company.
<TABLE>
<CAPTION>
Percentage of shares of
Title of security Amount Common Stock (1)
- ----------------------------- -------------------------------------------------
<S> <C> <C>
Common Stock 1,122,068 11.2%
</TABLE>
- -------------------------
(1) Calculated in accordance with Rule 13d-3.
(b) Hirai has the sole power to vote or to direct the vote of the
Shares held by him and has the sole power to dispose or to direct the
disposition of the Shares held by him.
(c) None
(d) Not applicable
(e) Not applicable
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None
-5-
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this Statement is true,
complete and correct.
Dated: December 22 , 1998
/s/ SUNNY HIRAI
---------------------
Sunny Hirai
-6-
