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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Eye Care International, Inc.
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(Name of Issuer)
Class a Common Stock, par value $0.001 per Share
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(Title of Class of Securities)
310942108
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(CUSIP Number)
Anthony E. Meyer
644 Broadway
Suite 800 West
New York, New York 10012
(212) 857-4700
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
MAY 12, 2000
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(Date of Event which Requires Filing of this Statement)
If the reporting 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 |_|.
Check the following box if a fee is being paid with the statement |_|. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
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.*
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*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 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).
Page 1 of 6 Pages
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CUSIP NO. 310942108 13D PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Anthony E. Meyer
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7 SOLE VOTING POWER
NUMBER OF
Class A Common Stock 1,085,714
SHARES -------------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
Class A Common Stock 0
OWNED BY -------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
EACH
Class A Common Stock 1,085,714
REPORTING -------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
PERSON WITH
Class A Common Stock 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Class A Common Stock 1,085,714
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Class A Common Stock 11.9%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 6 Pages
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ITEM 1. SECURITY AND ISSUER.
The securities to which this statement relates are the Class A
Common Stock, par value $0.001 per share (the "Class A Common Stock"), of Eye
Care International, Inc., a Delaware corporation (the "Company"). The principal
offices of the Company are located at 1511 North Westshore Boulevard, Suite 925,
Tampa, Florida 33607.
ITEM 2. IDENTITY AND BACKGROUND.
(a) NAME:
Anthony E. Meyer
(b) BUSINESS ADDRESS:
644 Broadway, Suite 800 West
New York, New York 10012
(c) EMPLOYMENT AND NAME, PRINCIPAL BUSINESS AND BUSINESS ADDRESS OF
EMPLOYER:
The reporting person is Managing Member of Meyer Ventures LLC
("Meyer Ventures"). Meyer Ventures is engaged in the business of
making investments and providing strategic advice. The business
address of Meyer Ventures is 644 Broadway, Suite 800 West, New York,
New York 10012.
(d) CRIMINAL CONVICTIONS:
During the last five years, the reporting person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) CIVIL PROCEEDINGS REGARDING SECURITIES VIOLATIONS:
During the last five years, the reporting person has not 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.
(f) CITIZENSHIP:
United States of America
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The reporting person acquired beneficial ownership of (a) 285,714 of
the shares of Class A Common Stock covered hereby pursuant to a subscription
agreement, dated as of May 12, 2000, by and between the reporting person and the
Company (the "Subscription Agreement"), and (b) 500,000 of the shares of Class A
Common Stock covered hereby pursuant to a Common Stock Purchase Warrant, dated
as of May 12, 2000 (the "Warrant"), which acquisition gave rise to the
obligation to file this statement on Schedule 13D.
ITEM 4. PURPOSE OF TRANSACTION.
The reporting person acquired beneficial ownership of 785,714 of the
shares of Class A
Page 3 of 6 Pages
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Common Stock covered hereby pursuant to the Subscription Agreement and the
Warrant, which acquisitions gave rise to the obligation to file this statement
on Schedule 13D. Such securities and all other securities covered by this
statement are being held for general investment purposes. Pursuant to the terms
of the Subscription Agreement, the reporting person is entitled to appoint a
director to the board of directors of the Company 90 days after the date of the
Subscription Agreement. In addition, the reporting person is currently
considering purchasing additional securities of the Company, but no formal
agreement has been entered into.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) - (b) At the date hereof, the reporting person has the sole
power to vote and dispose of 1,085,714 shares of Class A Common Stock. Of the
aggregate number of shares shown as beneficially owned by the reporting person,
150 are owned in the form of the Company's Series A Convertible Preferred Stock
(the "Series A Preferred"), which class is not registered as a class of equity
securities under the Exchange Act but which can be converted within 60 days into
300,000 shares of Class A Common Stock. Also included in the aggregate number of
shares of Class A Common Stock beneficially owned by the reporting person are
285,714 shares of Series B Convertible Preferred Stock (the "Series B
Preferred"), which class is also not registered as a class of equity securities
under the Exchange Act, but which can be converted within 60 days into an equal
number of shares of Class A Common Stock. Lastly, the reporting person has
beneficial ownership of 500,000 shares of Class A Common Stock pursuant to the
Warrant, all of which can be converted within 60 days.
(c) On May 12, 2000, the reporting person acquired beneficial
ownership of 785,714 shares of Class A Common Stock pursuant to the Subscription
Agreement and the Warrant. On March 14, 2000, the reporting person acquired
beneficial ownership of 300,000 shares of Class A Common Stock pursuant to the
purchase of 150 shares of Series A Preferred, which class is not registered as a
class of equity securities under the Exchange Act but
Page 4 of 6 Pages
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which can be converted into 300,000 shares of Class A Common Stock. No other
transactions representing the transfer of beneficial ownership of shares of
Class A Common Stock were effected during the last 60 days by the reporting
person.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Except as set forth herein, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) among or between the
reporting person and any persons identified in Item 2 or any other persons with
respect to any securities of the Company.
The responses to Items 3, 4 and 5 are incorporated hereunder by
reference. In addition, in connection with the investments herein described,
pursuant to the Subscription Agreement and the subscription agreement in
which the reporting person purchased the Series A Preferred, the Company has
granted the reporting person certain registration rights. In the event that
the holders of a majority of the shares of Class A Common Stock (or
securities convertible into such Class A Common Stock, on an as-converted
basis) provide written notice to the Company, such majority shall have the
right to demand that the Company prepare and file a registration statement to
permit a public offering and sale of the shares of Class A Common Stock
purchased or purchaseable by such holders. The reporting person is also
entitled to customary piggyback registration rights pursuant to such
investments.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
Page 5 of 6 Pages
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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
correct.
Date: June 28, 2000 By: /s/ Anthony E. Meyer
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Name: Anthony E. Meyer
Page 6 of 6 Pages