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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
-----
Rich Coast, Inc.
________________________________________________________________________________
(Name of Issuer)
Common Stock, $0.001 par value
________________________________________________________________________________
(Title of Class of Securities)
762901 10 6
_______________________________________________________________
(CUSIP Number)
Theresa M. Mehringer, Esq. c/o Smith McCullough, P.C.
4643 South Ulster Street, Suite 900, Denver, Colorado 80237
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
11/1/99
_______________________________________________________________
(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 [_].
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).
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CUSIP No. 762901 10 6
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1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
James P. Fagan, SSN# ###-##-####
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Check the Appropriate Box If a Member of a Group (See Instructions)
2. (a) [_]
(b) [_]
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SEC Use Only
3.
- ------------------------------------------------------------------------------
Source of Funds (See Instructions)
4.
PF. OO
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Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e) [_]
5.
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Citizenship or Place of Organization
6.
Canada
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Sole Voting Power
7.
Number Of
1,405,398
Shares -----------------------------------------------------------
Shared Voting Power
Beneficially 8.
Owned By -0-
-----------------------------------------------------------
Each Sole Dispositive Power
9.
Reporting
1,405,398
Person -----------------------------------------------------------
Shared Dispositive Power
With 10.
-0-
- ------------------------------------------------------------------------------
Aggregate Amount Beneficially Owned By Each Reporting Person
11.
1,405,398
- ------------------------------------------------------------------------------
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
12.
(See Instructions) [_]
- ------------------------------------------------------------------------------
Percent of Class Represented by Amount in Row (11)
13.
12.5%
- ------------------------------------------------------------------------------
Type of Reporting Person (See Instructions)
14.
IN
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
2
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Item 1. Security and Issuer
Common Stock, $.001 par value per share
Rich Coast Inc.
10200 Ford Road
Dearborn, MI 48126
Item 2. Identity and Background
(a) The Reporting Person is James P. Fagan.
(b) The mailing and business address of the Reporting Person is:
10200 Ford Road
Dearborn, MI 48126
(c) James P. Fagan has been President and Director of Rich Coast Inc. (the
"Issuer") since January 1996 and Chief Executive Officer since January
1997 (employment at address listed in Item 2(b)).
(d) During the last five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) 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 as a result of which the Reporting Person was
or is subject to a judgement, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violations with
respect to such laws.
(f) James P. Fagan is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
In his original Schedule 13D dated February 23, 1998, the Reporting
Person reported beneficial ownership of 2,533,308 shares. Of the
2,533,308 shares reported, 308,400 shares were acquired pursuant to
the Merger Agreement dated 10/31/95 between the Issuer and Waste
Reduction Systems ("WRS"). The Reporting Person surrendered 78.39
shares of WRS in exchange for 308,400 shares of the Issuer. The
remaining 2,224,908 shares originally reported as beneficially owned
by the Reporting Person were held as options or warrants which were
granted to James P. Fagan by the Issuer in connection with services
performed by him.
On June 19, 1998, the Issuer effected a one-for-four reverse split of
the Issuer's common stock. On November 1, 1999, the Issuer granted to
the Reporting Person sufficient options to acquire 12.5% of the
Issuer's fully diluted ownership, exercisable
3
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immediately for ten years at $0.30 per share. See Attachment for a
complete list of grant dates and exercise prices for the options and
warrants owned by the Reporting Person. If and when the Reporting
Person exercises any of his options and warrants, he intends to use
personal funds for the exercise price.
Item 4 Purpose of Transaction
On November 1, 1999, the Issuer granted to James P. Fagan sufficient
options to acquire 12.5% of the Issuer's fully diluted ownership,
which vests after the Company achieves six consecutive months with
EBITDA in excess of a total of $600,000. The purpose of the grant of
options was to allow Mr. Fagan to maintain at least 12.5% control of
the Issuer despite any dilution that may occur through the conversion
of convertible securities, the exercise of options or warrants, or the
issuance of new shares through June of 2000.
Item 5 Interest in the Securities of the Issuer
(a) The Reporting Person beneficially owns 1,405,398 shares of the common
stock of the Issuer, including: (i) 77,100 shares held by James P.
Fagan; (ii) currently exercisable options and warrants to purchase
70,386 shares at $0.125 per share; (iii) 125,000 shares at $0.125 per
share; (iv) 360,841 shares at $0.125 per share; and (v) an option to
acquire 12.5% (inclusive of current holdings) of the fully diluted
ownership of the Issuer, exercisable at $0.30 per share. The
1,405,398 shares beneficially owned by the Reporting Person represent
approximately 12.5% of the Issuer's outstanding common stock as of the
date of this Schedule 13D.
(b) The Reporting Person has the power to vote, direct the vote of,
dispose of, and direct the disposition of 1,405,398 shares of common
stock.
(c) No transactions in the Issuer's common stock have been effected in the
last 60 days by the reporting Person.
(d) No other person has rights with respect to the securities beneficially
owned by the Reporting Person.
(e) Not Applicable.
Item 6 Contracts, Arrangements, Understandings or Relationships with Respect
to the Securities of the Issuer.
None
Item 7. Material to be Filed as Exhibits
None
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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: March 20, 2000
/s/ James P. Fagan
---------------------------
James P. Fagan
5
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ATTACHMENT TO SCHEDULE 13D
OPTIONS & WARRANTS
HELD BY
JAMES P. FAGAN
Shares Underlying Options
Date of Grant Or Warrants Exercise Price
------------- ----------- --------------
1/15/96 100,000 Shares $0.125
5/09/96 25,000 Shares $0.125
7/20/97 58,125 Shares $0.125
7/20/97 48,675 Shares $0.125
7/30/97 129,041 Shares $0.125
7/30/97 70,386 Shares $0.125
9/08/97 125,000 Shares $0.125
4/20/99 (1) $ 0.30
_________________
All amounts have been adjusted to reflect the reverse stock split on June 18,
1998.
(1) On November 1, 1999, the Issuer granted to James P. Fagan sufficient
options to acquire 12.5% (inclusive of current holdings) of the fully diluted
ownership of the Issuer, which vest after the Company achieves six consecutive
months with EBITDA in excess of a total of $600,000, exercisable at $0.30 per
share.
