UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
TUTORNET.COM GROUP, INC.
(Name of Issuer)
Class A Common Stock, $.00001 par value
(Title of Class of Securities)
901113 100
(CUSIP Number)
LAZ L. SCHNEIDER, ESQ.
Berger Davis & Singerman
350 East Las Olas Boulevard, Suite 1000
Fort Lauderdale, Florida 33301
954 525-9900
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 30, 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
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
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).
<PAGE>
SCHEDULE 13D
CUSIP No. 901113 100
1. NAME OF REPORTING PERSON
Van R. Perkins is the sole shareholder of Business Development
Corporation, a Colorado corporation, which is the record owner of the
securities.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
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
Colorado
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH:
7. SOLE VOTING POWER
3,112,066
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
3,112,066
10. SHARED DISPOSITIVE POWER
0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,112,066
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.1%
14. TYPE OF REPORTING PERSONS*
IN
SCHEDULE 13D
Item 1. Security and Issuer
This Schedule 13D relates to the class of common stock par value $0.00001 per
share (the "Shares") and Warrants to purchase Shares of Tutornet.com Group,
Inc., a Delaware corporation (the "Issuer"). The address of the principal
executive offices of the Issuer is 11410 Isaac Newton Square North, Suite 105,
Reston, VA 20190.
Item 2. Identity and Background
The person filing this statement is Van R. Perkins, a citizen of the United
States of America (the "Reporting Person"). The record owner of the Shares is
Business Development Corporation all of the capital stock of which is owned by
Reporting Person. The business address of Van R. Perkins is 340 Sunset Drive,
Suite 1203, Ft. Lauderdale, FL 33301. The principal office of Business
Development Corporation is c/o Van R. Perkins, 340 Sunset Drive, Suite 1203, Ft.
Lauderdale, FL 33301. Van R. Perkins and Business Development Corporation are
sometimes hereafter referred to collectively as "Reporting Persons".
Business Development Corporation is engaged in the business of investing in
securities, private investment and strategy consulting services. Business
Development Corporation does not perform investment advisory services, investor
relations services and does not purchase or sell securities except as a
principal for its own investment account. Since 1987, Van R Perkins's principal
occupation has been President of Business Development Corporation.
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Van R. Perkins is the sole stockholder of Business Development Corporation. As
such, Mr. Perkins is in a position directly and indirectly to determine the
investment and voting decisions made by Business Development Corporation.
Neither Mr. Perkins, nor Business Development Corporation or any executive
officer or director of Business Development Corporation has, during the past
five years, (a) been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors), or (b) 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 a finding of any violation with respect
to such laws.
Item 3. Source and Amount of Funds or Other Consideration
I. Reporting Persons acquired Shares from Zycom, Inc., a Colorado
corporation, as follows:
The Reporting Persons acquired 25,268 Shares directly from the
Issuer in 1984 for $45,482.
The Reporting Persons acquired 74,100 Shares directly from the
Issuer in October of 1985 for $55,498.
The Reporting Persons acquired 449,239 Shares directly from
the Issuer on December 31, 1996 and May 13, 1999 for an
aggregate of $9,667.
In exchange for a total of $110,698 expended on behalf of
Issuer, the Reporting Persons acquired 31,682 Shares directly
from the Issuer on April 25, 2000 and Reporting Persons were
granted Series B Warrants to purchase 31,682 Shares.
Such Shares were acquired by the Reporting Persons from
personal funds and from working capital.
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<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Title of Derivative Date Exercisable and Expiration Title and Amount of Securities Conversion or
Security Date Underlying Derivative Securities Exercise Price
Month/Day/Year of Derivative
------------------------------------------------------------------------- Security
Date Expiration Title Amount or
Exercisable Date Number of
Shares
--------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Series B Warrant 4/25/00 4/25/04 Common Stock 31,682 $3.00*
--------------------------------------------------------------------------------------------------------------------
*Adjusted from
original price
based on
subsequent offers
--------------------------------------------------------------------------------------------------------------------
</TABLE>
All Shares and Warrants of Issuer reflect adjustments and
exchanges from predecessor companies, including stock splits.
According to the Form 8-K filing of Tutornet.com Group, Inc.,
a Delaware corporation ("Tutornet") on May 18, 2000, pursuant
to an Agreement and Plan of Merger dated as of May 16, 2000
between Tutornet.com Group, Inc., ("Tutornet"), and Segway
Corp., a 12(g) registered company under the Securities
Exchange Act of 1934, all outstanding shares of common stock
of the Segway were exchanged for 5,000 shares of common stock
of Tutornet in a transaction in which Tutornet.com Group, Inc.
was the surviving company. The Reporting Persons have been
advised that, as an effect of the merger, pursuant to Rule
12g-3(a) of the General Rules and Regulations of the
Securities and Exchange Commission, the Issuer, became the
successor issuer to Segway for reporting purposes under the
Securities Exchange Act of 1934 (the "Act") and elected to
report under the Act effective May 16, 2000.
II. Business Development Corporation on March 24, 2000 lent
$250,000 to a majority owned subsidiary of Issuer and received
warrants to purchase Shares of Issuer as partial consideration
as follows:
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<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Title of Derivative Date Exercisable and Expiration Title and Amount of Securities Conversion or
Security Date Underlying Derivative Securities Exercise Price
Month/Day/Year of Derivative
------------------------------------------------------------------------- Security
Date Expiration Title Amount or
Exercisable Date Number of
Shares
--------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Series A Warrant 4/25/00 3/24/04 Common Stock 2,500,00 $0.50
--------------------------------------------------------------------------------------------------------------------
</TABLE>
Item 4. Purpose of Transaction
The Reporting Persons acquired the Shares for investment purposes. The Reporting
Persons intend to review their holdings in the Issuer on a continuing basis.
Depending upon various factors, including, but not limited to, the Issuer's
business, prospects and financial condition and other developments concerning
the Issuer, available opportunities for the Reporting Persons to acquire or
dispose of the Shares or securities convertible into Shares, and other factors
which may become relevant to their holdings in the future, the Reporting Persons
may in the future take such actions with respect to their holdings in the Issuer
as they deem appropriate in light of the circumstances and conditions existing
from time to time. Such actions may include the purchase of Shares or securities
convertible into common stock in the open market, the purchase of additional
common stock or securities convertible into common stock in privately negotiated
transactions or otherwise, the disposition, from time to time or at any time, of
all or a portion of the Shares of securities convertible into common stock now
owned or hereafter acquired, either in a sale(s) of Shares in the open market or
the sale(s) of Shares or securities convertible into common stock in privately
negotiated transactions to one or more purchasers. The Reporting Persons intend
to explore potential actions and transactions which may or may not be
advantageous to the Issuer, including possible mergers, acquisitions,
reorganizations or other material changes in the business, corporate structure,
management policies, governing instruments, securities or regulatory or
reporting obligations of the Issuer. Reporting Persons do not preclude future
activities with respect to the Issuer but have no present activities in such
respect. Except as noted above and below in Item 6, as of the date of this
Schedule 13-D, the Reporting Persons have no plans or proposals which relate to
or would result in:
(a) The acquisition of additional securities of the Issuer, or
the disposition of securities of the Issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of
its subsidiaries;
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(c) A sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(d) Any change in the present Board of Directors or management of
the Issuer, including any plans or proposals to change the
number or term of directors or to fill any existing vacancies
on the Board of Directors;
(e) Any material change in the present capitalization or dividend
policy of the Issuer;
(f) Any other material change in the Issuer's business or
corporate structure;
Item 5. Interest in Securities of the Issuer
(a) As of the close of business on June 1, 2000, Reporting Persons
may be deemed to beneficially own (assuming exercise of all
Warrants), in the aggregate, 3,112,066 Shares, representing
approximately 15.1% of the Issuer's outstanding Class A common
stock (based upon the 18,072,674 Class A Shares and 4,750,000
Class B shares of common stock, par value $.00001) stated to
be outstanding as of May 18, 2000 by the Issuer in the
Issuer's Form 8-K12g3, filed with the Securities and Exchange
Commission on May 18, 2000.
(b) Business Development Corporation has sole voting power and
sole dispositive power with regard to 580,348 Shares and sole
dispositive power with right to Warrants to purchase 2,531,682
Shares and, if the Warrants are exercised, sole voting power
with respect to such Shares when and if acquired.
(c) During the past sixty days Business Development Corporation
acquired Series "A" Warrants of Issuer to purchase 2,500,000
shares of Issuer's Class A common stock for a purchase price
of $.50 per share at any time before March 24, 2004 and Series
"B" Warrants of Issuer to purchase 31,682 shares of Issuer's
Class A common stock for a purchase price of $3.00 per share
at any time before April 25, 2004. Business Development
Corporation acquired 31,682 Warrants in partial consideration
of funding the costs of approximately $110,000 for the
facilitation of the exchange of common stock among the
majority of the stockholders of Tutornet.com Inc., a Delaware
Corporation and the Issuer, and the funding of the costs of
the subsequent successor merger with Segway Corporation and
making a working capital loan of $250,000 to Issuer.
Item 6. Contract, Arrangements, Understandings or Relationships with
respect to the Securities of the Issuer.
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Emergency Bridge Funding. On March 24, 2000, Business Development Corporation
funded an emergency bridge loan to Tutornet.com, Inc. (Tutornet) in the amount
of $250,000. The emergency bridge loan was funded to Tutornet: (i) in reliance
on financial and disclosure information provided on behalf of Tutornet at
various dates from early March of 2000 through March 23 and March 24, 2000 by
Tutornet.com, Inc., Euburn R. A. Forde, President of Tutornet.com, Inc. and
Chief Executive Officer and a director of the Issuer, Joseph Meuse, Vice
President of Tutornet.com, Inc. and Rajiv Dalal, Executive Vice President and
Chief Financial Officer of Tutornet.com, Inc. and Chief Financial Officer and a
director of the Issuer and (ii) in reliance of the timely effectuation of the
events set forth in the letter of understanding between Zycom and Tutornet dated
March 21, 2000.
Documentation of Debt. The emergency bridge funding arrangement was initially
commemorated by letter between Euburn Forde and Business Development Corporation
dated March 24, 2000 to which was attached a letter of intent executed by the
parties on March 21, 2000. The emergency bridge funding is documented by (i) a
promissory note entitled Secured Promissory Note, Emergency Funding Series,
dated March 24, 2000 payable to Business Development Corporation in the amount
of $250,000 (the "note"), (ii) a trademark assignment and security agreement
dated April 24, 2000 and (iii) recorded UCC-1 forms covering all of the assets
of Tutornet and (iv) the issuance of 2,500,000 Series A Warrants to purchase the
common stock of Tutornet.com, Inc. An equal loan of $250,000 was made to a
majority owned subsidiary of Issuer on identical terms simultaneously by GJM
Trading Partners, Ltd., an unrelated Colorado Limited Partnership.
On June 5, 2000, Business Development Corporation delivered notice to the Issuer
that its note was in default based on substantial misrepresentations made to
Business Development Corporation by Tutornet.com, Inc., Euburn R. A. Forde,
President of Tutornet.com, Inc. and Chief Executive Officer and director of the
Issuer, Joseph Meuse, Vice President of Tutornet.com, Rajiv Dalal, Executive
Vice President and Chief Financial Officer of Tutornet.com, Inc. and Chief
Financial Officer and a director of the Issuer.
At this time the response of the Issuer is not known, and Reporting Persons do
not know what actions may be taken by the Reporting Persons.
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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.
Dated: June 5, 2000
By: /s/ Van R. Perkins
------------------------
Van R. Perkins
<PAGE>
Exhibits:
1) Funding Letter dated March 24, 2000
2) Letter of Intent dated March 21, 2000
3) Security Agreement dated April 24, 2000
4) A Secured Promissory Note Emergency Funding Series dated
March 24, 2000
