-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S25AdfvpiWZjrbdQiCHW/LBWtflf5qKAPrqvcw223lGzbkspOXRWTQA6AAR6CSpf 6stVjomWoCIsNxnr/Iyygw== /in/edgar/work/0000891836-00-000674/0000891836-00-000674.txt : 20001025 0000891836-00-000674.hdr.sgml : 20001025 ACCESSION NUMBER: 0000891836-00-000674 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20001024 GROUP MEMBERS: CHARLES R. LAX GROUP MEMBERS: MASAYOSHI SON GROUP MEMBERS: RONALD D. FISHER GROUP MEMBERS: SOFTBANK CAPITAL PARTNERS INVESTMENT INC. GROUP MEMBERS: SOFTBANK CAPITAL PARTNERS LLC GROUP MEMBERS: SOFTBANK CAPITAL PARTNERS LP GROUP MEMBERS: SOFTBANK CORP. GROUP MEMBERS: SOFTBANK HOLDINGS INC ET AL SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL SPORTS INC CENTRAL INDEX KEY: 0000828750 STANDARD INDUSTRIAL CLASSIFICATION: [3021 ] IRS NUMBER: 042958132 STATE OF INCORPORATION: DE FISCAL YEAR END: 0101 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-40244 FILM NUMBER: 745026 BUSINESS ADDRESS: STREET 1: 1075 FIRST AVE STREET 2: RTE 3 INDUSTRIAL PARK CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6102653229 MAIL ADDRESS: STREET 1: 1075 FIRST AVE CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOFTBANK HOLDINGS INC ET AL CENTRAL INDEX KEY: 0001009417 STANDARD INDUSTRIAL CLASSIFICATION: [ ] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 10 LANGLEY ROAD SUITE 403 CITY: NEWTON CENTER STATE: MA ZIP: 02159 SC 13D/A 1 0001.htm SCHEDULE 13D, AMENDMENT NO. 3 SCHEDULE 13D, AMENDMENT NO. 3
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D
                    Under the Securities Exchange Act of 1934

                               (Amendment No. 3)*

                               GLOBAL SPORTS, INC.                              
                                (Name of Issuer)


                     COMMON STOCK, PAR VALUE $0.01 PER SHARE                    
                         (Title of Class of Securities)


                                   37937A 10 7                                  
                                 (CUSIP Number)



          RONALD D. FISHER, SOFTBANK INC., 10 LANGLEY ROAD, SUITE 403,
                      NEWTON CENTRE, MA 02459, (617) 928-9300                   
            (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)


                                October 4, 2000                                 
             (Date of Event which Requires Filing of this Statement)

 If a 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 [ ].

 Check the following box if a fee is being paid with this 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.

 *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).




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 2 OF 14 PAGES
- ---------------------                                  ------------------------

- -------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         SOFTBANK CAPITAL PARTNERS LP
- -------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- -------------------------------------------------------------------------------
 3.      SEC USE ONLY

- -------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         WC
- -------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                            [  ]
- -------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         DELAWARE
- -------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,290,963
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,765,917
- -------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,290,963
- -------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                    [  ]
- -------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.5%
- -------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         PN
- -------------------------------------------------------------------------------
                      *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

                                      -2-




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 3 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         SOFTBANK CAPITAL PARTNERS LLC
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF
- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                          [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         DELAWARE
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850
- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                   [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         00
- --------------------------------------------------------------------------------
                      *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

                                      -3-




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 4 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         SOFTBANK CAPITAL PARTNERS INVESTMENT INC.
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF

- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                          [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         DELAWARE
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850
- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                    [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         CO
- --------------------------------------------------------------------------------
                      *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

                                      -4-



- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 5 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         SOFTBANK HOLDINGS INC.
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF
- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                           [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         DELAWARE
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850
- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                   [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         HC, CO
- --------------------------------------------------------------------------------
                      *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

                                      -5-




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 6 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         SOFTBANK CORP.
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF
- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                           [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         JAPAN
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850
- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                  [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         HC, CO
- --------------------------------------------------------------------------------
                      *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

                                      -6-




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 7 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         RONALD D. FISHER
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF
- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                          [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         U.S.A.
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850
- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                   [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         IN
- --------------------------------------------------------------------------------

                      *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

                                      -7-




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 8 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         CHARLES R. LAX
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF
- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                           [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         U.S.A.
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850
- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES                                                   [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         IN
- --------------------------------------------------------------------------------
                      *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

                                      -8-




- ---------------------                                  ------------------------
CUSIP NO. 37937A 10 7                                  PAGE 9 OF 14 PAGES
- ---------------------                                  ------------------------

- --------------------------------------------------------------------------------
 1.      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         MASAYOSHI SON
- --------------------------------------------------------------------------------
 2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                    (a)  [  ]
                                                                    (b)  [  ]
- --------------------------------------------------------------------------------
 3.      SEC USE ONLY

- --------------------------------------------------------------------------------
 4.      SOURCE OF FUNDS*
         AF

- --------------------------------------------------------------------------------
 5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
         REQUIRED PURSUANT TO ITEMS 2(d)OR 2(e)                           [  ]
- --------------------------------------------------------------------------------
 6.      CITIZENSHIP OR PLACE OF ORGANIZATION
         JAPAN
- --------------------------------------------------------------------------------
                           7.       SOLE VOTING POWER
  NUMBER OF                         0
    SHARES                 ----------------------------------------
BENEFICIALLY               8.       SHARED VOTING POWER
  OWNED BY                          27,428,896
    EACH                   ----------------------------------------
 REPORTING                 9.       SOLE DISPOSITIVE POWER
   PERSON                           0
    WITH                   ----------------------------------------
                           10.      SHARED DISPOSITIVE POWER
                                    9,903,850

- --------------------------------------------------------------------------------
11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON
         27,428,896
- --------------------------------------------------------------------------------
12.      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES
                                                                         [  ]
- --------------------------------------------------------------------------------
13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

         87.9%
- --------------------------------------------------------------------------------
14.      TYPE OF REPORTING PERSON*
         IN
- --------------------------------------------------------------------------------
                      *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

                                      -9-




         SOFTBANK Capital Partners LP, a Delaware limited partnership ("SB
Capital Partners"), SOFTBANK Capital Partners LLC, a Delaware limited liability
company ("SB CP LLC"), SOFTBANK Capital Partners Investment Inc., a Delaware
corporation ("SB CPI"), Ronald D. Fisher ("Mr. Fisher") and Charles R. Lax ("Mr.
Lax"), both U.S. citizens, SOFTBANK Holdings Inc., a Delaware corporation
("SBH"), SOFTBANK Corp., a Japanese corporation ("SOFTBANK"), and Masayoshi Son,
a Japanese citizen ("Mr. Son"), hereby file this Amendment No. 3 to their
statement on Schedule 13D (the "Statement") to report the shares of Common
Stock, par value $.01 per share (the "Common Stock"), of Global Sports, Inc., a
Delaware corporation (the "Company"), beneficially owned by them. SB Capital
Partners, SB CP LLC, SB CPI, Mr. Fisher, Mr. Lax, SBH, SOFTBANK and Mr. Son are
collectively referred to as the "Reporting Persons."

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER.

Item 5 is hereby amended and restated as follows:

         TOTAL OUTSTANDING SHARES. According to information provided to the
Reporting Persons by the Company, as of September 8, 2000, and assuming the
exercise in full of Interactive's (as defined in Item 6) warrants for Common
Stock, the total number of shares of Common Stock outstanding was 31,205,680.

         SB CAPITAL PARTNERS. As of the date of filing this Statement, SB
Capital Partners beneficially owns 27,290,963 shares of Common Stock,
representing approximately 87.5% of the Common Stock outstanding.

         SB CP LLC. By virtue of being the general partner of both SB Capital
Partners and SOFTBANK Capital Advisors Fund LP, a Delaware limited partnership
("Advisors Fund"), which acquired (i) 84,308 shares of Common Stock derived from
the 1999 Purchase Agreement and (ii) 35,750 shares of Common Stock pursuant to
the 2000 Purchase Agreement, SB CP LLC may be deemed a beneficial owner of a
total of 27,428,896 shares of Common Stock consisting of 27,290,963 shares
beneficially owned by SB Capital Partners and 137,933 shares beneficially owned
by Advisors Fund or a total of approximately 87.9% of the Common Stock
outstanding.

         SB CPI, MR. FISHER AND MR. LAX. By virtue of their joint control over
investment decisions of SB CP LLC, SB CPI, Mr. Fisher and Mr. Lax may be deemed
beneficial owners of 27,428,896 shares of Common Stock beneficially owned by SB
CP LLC, or approximately 87.9% or the Common Stock outstanding.

         SBH. By virtue of its ownership of all the outstanding stock of SB CPI,
SBH may be deemed a beneficial owner of the 27,428,896 shares of Common Stock
beneficially owned by SB CPI, or approximately 87.9% of the Common Stock
outstanding.

         SOFTBANK. SOFTBANK may be deemed a beneficial owner of the 27,428,896
shares of Common Stock beneficially owned by SBH, its wholly owned subsidiary,
or approximately 87.9% of the Common Stock outstanding.

                                      -10-



         MR. SON. Mr. Son is the President and Chief Executive Officer of
SOFTBANK and owns an approximately 38.27% interest in SOFTBANK. Accordingly, the
27,428,896 shares of Common Stock beneficially owned by SOFTBANK, representing
approximately 87.9% of the Common Stock outstanding, may be regarded as being
beneficially owned by Mr. Son.

         None of the Reporting Persons, nor, to the best knowledge of the
Reporting Persons, any of the persons listed on Schedule 1, 2, 3 or 4 hereto,
has effected any transactions in the securities of the Company during the past
60 days other than those transactions described above.

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
         RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE
         ISSUER.

Item 6 is hereby amended to include the following:

         As a condition to Interactive Technology Holdings, LLC ("Interactive")
entering into a purchase agreement (the "Interactive Purchase Agreement") with
the Company in connection with an investment, SB Capital Partners and SOFTBANK
Capital Advisors Fund LP entered into a voting agreement, dated as of September
13, 2000(the "Interactive Voting Agreement") with Interactive. Interactive, to
the best knowledge of the Reporting Persons, now holds an aggregate of 9,500,000
shares of Common Stock or 30.4% of the shares of Common Stock outstanding (as
calculated pursuant to Rule 13d-3). Pursuant to the Interactive Voting
Agreement, SB Capital Partners and Advisors Fund agreed that they will, at any
meeting of stockholders of the Company, or in connection with any written
consent of stockholders of the Company, vote or cause to be voted all shares of
Common Stock then held of record or beneficially owned by them (1) against any
action or agreement that would result in a breach in any respect of any
covenant, representation or warranty or any other obligation or agreement of the
Company under the Interactive Purchase Agreement and/or the Interactive Voting
Agreement; and (2) except as otherwise agreed to in writing in advance by either
party, against the following actions: (A) a dissolution of the Company, or (B)
any material change in the present capitalization of the Company or any
amendment of the Company's certificate of incorporation or by-laws, in each
case, which is intended, or could reasonably be expected, to impede, delay or
adversely affect the transactions contemplated by the Interactive Purchase
Agreement and/or the Interactive Voting Agreement. Pursuant to the Interactive
Voting Agreement, the parties agreed to vote or cause to be voted all shares of
Common Stock then held of record or beneficially owned by them in favor of
election to the board of directors of the Company of the directors which either
are entitled to designate and which have been identified by Interactive and/or
SB Capital Partners, as applicable, as nominees for such purpose. If a vacancy
is created on the board of directors, SOFTBANK Capital Partners and Interactive
agreed, to the extent they have the

                                      -11-



power to do so, to call a special meeting or execute a written consent of
stockholders in lieu of meeting and vote their shares in a manner consistent
with the board composition requirements provided for in the Interactive Purchase
Agreement and the 2000 Purchase Agreement. In addition, Interactive and SOFTBANK
Capital Partners and Advisors Fund agreed they would take no action to change
the size of the board of directors from nine members without the prior written
consent of the other party.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

Item 7 is hereby amended to include the following:

          Exhibit M    Interactive Voting Agreement, dated as of September 13,
                       2000, between Interactive and SB Capital Partners and
                       Advisors Fund.





                                      -12-




                                    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.

October 24, 2000                         SOFTBANK CAPITAL PARTNER LP
                                        By: SOFTBANK CAPITAL PARTNERS LLC,
                                            General Partner

                                            By: /s/ Steven Murray               
                                                Name: Steven Murray
                                                Title: Administrative Member


                                        SOFTBANK CAPITAL PARTNERS LLC

                                        By: /s/ Steven Murray               
                                            Name:  Steven Murray
                                            Title: Administrative Member


                                        SOFTBANK CAPITAL PARTNERS
                                        INVESTMENT INC.

                                        By: /s/ Steven Murray               
                                            Name:  Steven Murray
                                            Title: Treasurer


                                         /s/ Ronald D. Fisher                   
                                        RONALD D. FISHER


                                         /s/ Charles R. Lax                     
                                        CHARLES R. LAX


                                        SOFTBANK HOLDINGS INC.

                                        By:  /s/ Stephen A. Grant               
                                            Name:  Stephen A. Grant
                                            Title: Secretary

                                      -13-




                                        SOFTBANK CORP.

                                        By:   /s/ Stephen A. Grant             
                                            Name:  Stephen A. Grant
                                            Title: Attorney-in-Fact


                                        MASAYOSHI SON

                                        By:  /s/ Stephen A. Grant               
                                            Name:  Stephen A. Grant
                                            Title: Attorney-in-Fact




                                      -14-

EX-99.M 2 0002.htm INTERACTIVE VOTING AGREEMENT EXHIBIT M: INTERACTIVE VOTING AGREEMENT

                                                                       EXHIBIT M

                                VOTING AGREEMENT

         This VOTING AGREEMENT (this "Agreement") is made and entered into as of
September 13, 2000 among Interactive Technology Holdings, LLC ("ITH")] and
SOFTBANK Capital Partners LP ("Softbank Capital Partners") and SOFTBANK Capital
Advisors Fund LP ("Softbank Capital Advisors" and, together with Softbank
Capital Partners, "Softbank").

                                    RECITALS

         WHEREAS, on September 13, 2000, ITH and Global Sports, Inc. (the
"Company") entered into that certain Stock and Warrant Purchase Agreement (the
"ITH Purchase Agreement"), pursuant to which the Company has agreed to sell and
issue to ITH, and ITH has agreed to purchase from the Company, 5,000,000 shares
of the common stock of the Company, par value $0.01 per share (the "Common
Stock") and warrants to purchase 4,500,000 shares of Common Stock; and

         WHEREAS, as an inducement and a condition to consummating the ITH
Purchase Agreement, ITH has required that Softbank agree, and Softbank has
agreed, to enter into this Agreement; and

         NOW, THEREFORE, in consideration of the foregoing recitals and the
mutual promises hereinafter set forth, the parties hereto, intending to be
legally bound, hereby agree as follows:

         1. Definitions. For purposes of this Agreement:

         (a) "Beneficially Own" or "Beneficial Ownership" with respect to any
securities shall mean having "beneficial ownership" of such securities (as
determined pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as
amended (the "Exchange Act")), including pursuant to any agreement, arrangement
or understanding, whether or not in writing. Without duplicative counting of the
same securities by the same holder, securities Beneficially Owned by a Person
shall include securities Beneficially Owned by all other Persons with whom such
Person would constitute a "group" within the meaning of Section 13(d)(3) of the
Exchange Act.

         (b) "Board Composition Requirement" shall collectively have the
meanings given such term in the ITH Purchase Agreement and that certain Stock
Purchase Agreement dated April 28, 2000 between the Company and Softbank (the
"Softbank Purchase Agreement").

         (c) "ITH Designees" shall mean those directors designated by ITH
pursuant to the ITH Purchase Agreement.

         (d) "Person" shall mean an individual, corporation, partnership,
limited liability company, joint venture, association, trust, unincorporated
organization or other entity.

         (e) "Softbank Designees" shall mean those directors designated by
Softbank pursuant to the Softbank Purchase Agreement.

         2. Composition and Election of Board of Directors.

         2.1 Number of Directors. The Board of Directors of the Company shall
consist of nine (9) members. Neither party hereto will take any action to change
the size of the Board of Directors from other than nine (9) members without the
prior written consent of the other party hereto.

         2.2 Stockholder Votes.

         (a) At any meeting of stockholders at which directors are to be elected
and with respect to any written consent of stockholders of the Company in lieu
of meeting relating to the election of directors, Softbank shall vote, or
execute and deliver a written consent with respect to, all shares of Common
Stock and any other voting securities of the Company (collectively, the "Voting
Stock") held of record or Beneficially Owned by Softbank in favor of the
elections of the ITH Designees.

         (b) At any meeting of stockholders at which directors are to be elected
and with respect to any written consent of stockholders of the Company in lieu
of meeting relating to the election of directors, ITH shall vote, or execute and
deliver a written consent with respect to, all shares of Voting Stock held of
record or Beneficially Owned by ITH in favor of the elections of the Softbank
Designees.

         2.3 Nominating Procedures. In connection with each meeting of
stockholders of the Company at which directors of the Company are to be elected,
the parties hereto shall cause their respective designees on the Board to
nominate a slate of nominees for director which meets the Board Composition
Requirement for so long as this Agreement remains in effect, and the nominees so
selected by the Board of Directors shall be presented and voted upon at the
meeting of stockholders as a slate.

         2.4 Removal of Directors.

         (a) Except as otherwise provided in this Section 2.4, Softbank agrees
not to take any action to remove from the Board of Directors, with or without
cause, any ITH Designee. Notwithstanding the foregoing, ITH shall at all times
have the right to remove and to cause Softbank to remove, with or without cause,
any or all of the ITH Designees.

         (b) Except as otherwise provided in this Section 2.4, ITH agrees not to
take any action to remove from the Board of Directors, with or without cause,
any Softbank Designee. Notwithstanding the foregoing, Softbank shall at all
times have the right to remove and to cause ITH to remove, with or without
cause, any or all of the Softbank Designees.

         2.5 Vacancies. If a vacancy is created on the Board of Directors by
reason of the death, disability, removal or resignation of any one of the
directors, Softbank and ITH shall each promptly take all necessary and
appropriate action, including, to the extent Softbank or ITH have power to do
so, calling a special meeting of stockholders or executing a written consent of
stockholders in lieu of meeting and voting, or executing and delivering a
written consent with respect to, the shares of Voting Stock of the Company then
held of record or Beneficially Owned by Softbank or ITH, as the case may be, in
such a manner to ensure that such vacancy is filled in a manner consistent with
the Board Composition Requirement.

         3. Other Stockholder Votes. At any meeting of stockholders of the
Company, however called, and with respect to any written consent of stockholders
of the Company in lieu of a meeting, Softbank shall vote, or execute and deliver
a written consent with respect to, all shares of Voting Stock then held of
record or Beneficially Owned by Softbank, (a) against any action or agreement
that would result in a breach in any respect of any covenant, representation or
warranty or any other obligation or agreement of the Company under the ITH
Purchase Agreement, and (b) except as otherwise agreed to in writing in advance
by ITH, against the following actions (other than the transactions contemplated
by the ITH Purchase Agreement): (i) a dissolution of the Company or (ii) any
material change in the present capitalization of the Company or any amendment of
the Company's Certificate of Incorporation or Bylaws, in each case, which is
intended, or could reasonably be expected, to impede, delay or adversely affect
the transactions contemplated by this Agreement and the ITH Purchase Agreement.
Softbank agrees that they shall not enter into any agreement or understanding
with any Person the effect of which would be inconsistent or violative of the
provisions and agreements contained in this Section 3.

         4. Certificate of Incorporation and Bylaws. Softbank and ITH shall each
vote all shares of Voting Stock then held of record or Beneficially Owned by
each of them, respectively, and shall take all other actions necessary and
appropriate (including, without limitation, removing any director), to ensure
that the Company's Certificate of Incorporation and Bylaws do not at any time
conflict with the provisions of this Agreement.

         5. Miscellaneous.

         5.1 Duration of Agreement. The rights and obligations of Softbank and
ITH under this Agreement shall terminate on such date as either Softbank or ITH
no longer has the right to designate any directors pursuant to the Softbank
Purchase Agreement or the ITH Purchase Agreement, respectively.

         5.2 Modification and Waiver. No amendment or modification of the terms
or provisions of this Agreement shall be binding unless the same shall be in
writing and duly executed by the parties hereto. No waiver of any of the
provisions of this Agreement shall be deemed to or shall constitute a waiver of
any other provisions hereof. No delay on the part of any party in exercising any
right, power or privilege hereunder shall operate as a waiver thereof.

         5.3 Entire Agreement. This Agreement sets forth the entire
understanding of the parties with respect to the subject matter hereof. Any
previous agreement or understandings between the parties regarding the subject
matter hereof are merged into and superseded by this Agreement.



         5.4 Severability. In case any provision in this Agreement shall be
invalid, illegal or unenforceable, the validity, legality and enforceability of
the remaining provisions shall not in any way be affected or impaired thereby.

         5.5 No Implied Rights. Nothing herein, express or implied, is intended
to or shall be construed to confer upon or give to any person, firm, corporation
or legal entity, other than the parties hereto, any interest, rights, remedies
or other benefits with respect to or in connection with any agreement or
provision contained herein or contemplated hereby.

         5.6 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Delaware without regard to the conflict
of law provisions thereof.

         5.7 Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original, but all of which
shall constitute one and the same instrument.

         5.8 Successors and Assigns. The provisions hereof shall inure to the
benefit of, and be binding upon, the successors and assigns of the parties
hereto; provided, however, that this Agreement shall only be binding (a) upon a
transferee of shares of Voting Stock of ITH if such transferee is a member of
the Purchaser Group (as defined in the ITH Purchase Agreement), and (b) upon a
transferee of shares of Voting Stock of Softbank if such transferee is a
Softbank Entity (as defined in the Softbank Purchase Agreement).

         5.9 Notices. All notices and other communications under this Agreement
shall be in writing, and shall be deemed to have been duly given on the date of
delivery if delivered personally or on the third business day after mailing or
if mailed to the party to whom notice is to be given by first class mail,
registered or certified, postage prepaid, return receipt requested, and
addressed as follows (until any such address is changed by notice duly given):

             (a)      if to ITH, to:

                      c/o QVC, Inc.
                      Studio Park
                      Mail Code 223
                      West Chester, Pennsylvania  19380
                      Telephone: (610) 701-8974
                      Facsimile: (610) 701-1380
                      Attn: Neal Grabell, Esq.

                      with a copy to:

                      Drinker Biddle & Reath LLP
                      One Logan Square
                      Philadelphia, PA  19103
                      Telephone: (215) 988-2794
                      Facsimile: (215) 988-2757
                      Attention: Howard A. Blum, Esq.




             (b)      if to Softbank, to:

                      c/o SOFTBANK Capital Partners LP
                      10 Langley Road, Suite 403
                      Newton Center, Massachusetts  02169
                      Facsimile:  (617) 928-9301
                      Attention:  Administrative Member

                      with a copy to:

                      Sullivan & Cromwell
                      1888 Century Park East
                      21st Floor
                      Los Angeles, California
                      90067-1725
                      Telephone:  (310) 712-6650
                      Facsimile:  (310) 712-8800
                      Attention:  John L. Savva, Esq.






         IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the date first above written.

                                            INTERACTIVE TECHNOLOGY HOLDINGS, LLC


                                            By:                                 
                                            Name:
                                            Title:



                                            SOFTBANK CAPITAL PARTNERS LP

                                            By:  SOFTBANK Capital Partners LLC
                                                 Its General Partner


                                                 By:                            
                                                 Name:  Steven J. Murray
                                                 Title:   Admin. Member



                                            SOFTBANK CAPITAL ADVISORS FUND LP

                                            By:  SOFTBANK Capital Partners LLC
                                                 Its General Partner


                                                 By:                            
                                                 Name:  Steven J. Murray
                                                 Title:   Admin. Member
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