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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
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McKESSON HBOC, INC.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
58155Q103
(CUSIP Number)
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Attn: Richard Sherman
The David Geffen Company
10 Universal City Plaza
27th Floor
Universal City, CA 91608
Tel. No: (818) 733-6300
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
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February 11, 2000
(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
statement because of Rule 13d-1(b)(3) or (4), check the following box [ ].
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SCHEDULE 13D
CUSIP No. 58155Q103 Page 2 of 7
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David Geffen
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ]
(b)[X]
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
NUMBER OF 14,087,700
SHARES
BENEFICIALLY OWNED 8 SHARED VOTING POWER
BY EACH REPORTING
PERSON --
WITH
9 SOLE DISPOSITIVE POWER
14,087,700
10 SHARED DISPOSITIVE POWER
--
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,087,700
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.0%
14 TYPE OF REPORTING PERSON
IN
Page 2 of 7
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Item 1. Security and Issuer.
This Schedule relates to shares of Common Stock, par value $.01 per
share (the "Common Stock"), of McKesson HBOC, Inc., a Delaware corporation (the
"Company"). The principal executive offices of the Company are located at One
Post Street, San Francisco, California 94104.
Item 2. Identity and Background.
The name and address of the person filing this Schedule are as follows:
David Geffen, a United States citizen, whose business address is c/o The David
Geffen Company, 10 Universal City Plaza, 27th Floor, Universal City, CA 91608.
Mr. Geffen is Co-President of DreamWorks L.L.C., a private limited liability
company engaged in the media and entertainment business whose address is 100
Universal Plaza, Universal City, CA 91608.
During the last five years Mr. Geffen has not been (i) convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which such person was 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
Mr. Geffen utilized his personal funds in the acquisition of the
securities of the issuer triggering the filing of this Schedule 13D. No part of
such purchase price was borrowed or otherwise obtained from third parties for
the purpose of acquiring, holding, trading or voting such securities.
Item 4. Purpose of Transaction
Mr. Geffen acquired the Common Stock for general investment purposes.
Mr. Geffen intends to review his equity interest in the issuer on a continuing
basis. Depending on his evaluation of the Company's business and prospects, and
upon future developments (including, but not limited to, market prices of the
Common Stock, availability and alternative uses of funds, as well as conditions
in the securities markets and general economic and industry conditions), Mr.
Geffen reserves the right to acquire additional shares of Common Stock, to
dispose of shares of Common Stock or to formulate other purposes, plans or
proposals regarding the Company to the extent deemed advisable by him. Mr.
Geffen currently has no intention, plan or proposal, though he reserves the
right to subsequently devise or implement such plan or proposal, with respect
to:
1. The acquisition by any person of additional securities of the issuer,
or the disposition of securities of the issuer;
Page 3 of 7
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2. An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
3. A sale or transfer of a material amount of assets of the issuer or any
of its subsidiaries;
4. Any change in the present Board of Directors or management of the
issuer, including any plan or proposals to change the number or term of
directors or to fill any existing vacancy on the Board.
5. Any material change in the present capitalization or dividend policy of
the issuer;
6. Any other material change in the issuer's business or corporate
structure;
7. Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of
the issuer by any person;
8. Causing a class of securities of the issuer 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;
9. A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934; or
10. Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
To the best of Mr. Geffen's knowledge based on the information
contained in the Company's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1999, the aggregate number of shares of Common Stock of the
Company outstanding as of September 30, 1999 is 281,592,000 shares.
As of the date hereof, Mr. Geffen beneficially owns directly, with sole
dispositive and voting power, 14,087,700 shares of Common Stock, which
represents 5.0% of the issued and outstanding shares of Common Stock.
The shares of Common Stock purchased by Mr. Geffen during the the past
60 days are as follows:
Purchase Price
Date Number of Shares Per Share ($ )
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12-13-99 100,000 20.5000
12-14-99 155,000 20.3750
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12-15-99 300,000 20.6250
12-16-99 100,000 20.3750
12-16-99 96,200 20.2500
12-16-99 103,800 20.1875
12-16-99 80,000 20.1250
12-17-99 100,000 20.3750
12-17-99 25,200 20.7500
12-17-99 10,400 20.7500
12-20-99 100,000 20.5000
12-20-99 110,600 20.3750
12-20-99 19,000 20.3125
12-20-99 10,400 20.2500
12-20-99 1,800 20.3750
12-21-99 84,700 20.5000
12-21-99 105,100 20.3750
12-21-99 63,000 20.6250
12-21-99 147,200 20.7500
12-22-99 30,000 20.5000
12-22-99 13,500 20.4375
12-22-99 64,200 20.6250
01-05-00 160,000 21.7500
01-05-00 80,000 21.6250
01-25-00 1,000,000 22.5000
01-25-00 100,000 22.6250
01-25-00 269,000 22.5000
01-25-00 231,000 22.3834
01-25-00 339,100 22.2500
01-25-00 800 22.0625
01-27-00 1,000,000 20.9375
02-01-00 75,000 20.6875
02-02-00 45,000 20.8750
02-02-00 4,500 20.8125
02-02-00 76,500 20.6250
02-02-00 27,500 20.6875
02-02-00 18,500 20.5000
02-02-00 10,000 20.5625
02-02-00 182,000 20.3750
02-02-00 73,000 20.3125
02-03-00 100,000 20.3750
02-07-00 100,000 20.3750
02-07-00 15,400 20.3125
02-09-00 50,000 20.3750
02-09-00 25,700 20.3125
02-09-00 24,300 20.3125
02-10-00 172,600 20.0000
02-10-00 164,200 18.9375
02-10-00 270,000 19.0000
02-11-00 100,000 19.0000
02-11-00 100,000 18.8750
02-11-00 200,000 19.0625
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02-11-00 923,500 19,0000
02-11-00 330,000 18.8750
All of such shares were open market purchases.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between the person named in item 2 and any person with
respect to any security of the Company.
Item 7. Material to be Filed as Exhibits
N/A
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SIGNATURES
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 16, 2000
/s/ David Geffen
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David Geffen
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