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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.
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
762901 10 6
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(CUSIP Number)
Theresa M. Mehringer, Esq, c/o Smith McCullough, P.C.
4643 South Ulster Street, Suite 900, Denver, Colorado 80237
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
11/1/99
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(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 the 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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Names of Reporting Persons.
1. I.R.S. Identification Nos. of above persons (entities only).
Robert W. Truxell, 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.
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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.
U.S. Citizen
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Sole Voting Power
7
Number of 622,351
Shares -----------------------------------------------------------
Shared Voting Power
Beneficially 8
744,662
Owned by
-----------------------------------------------------------
Each Sole Dispositive Power
9
Reporting 622,351
Person -----------------------------------------------------------
Shared Dispositive Power
With 10
744,662
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Aggregate Amount Beneficially Owned by Reporting Person
11.
1,367,013 shares
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
12. (See Instructions)
[_]
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Percent of Class Represented by Amount in Row (11)
13.
12.5%
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Type of Reporting Person (See Instructions)
14.
IN
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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 Robert W. Truxell.
(b) The mailing and business address of the Reporting Person is:
10200 Ford Road
Dearborn, MI 48126
(c) Robert W. Truxell has been Chairman of the Board and a Director
of Rich Coast Inc. (the "Issuer") since January 1996 (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) Robert W. Truxell 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 4,105,848
shares. Of the 4,105,828 shares reported, 1,383,200 shares were
acquired pursuant to the Merger Agreement dated 10/31/95 between
the Issuer and Waste Reduction Systems ("WRS"). The Reporting
Person surrendered 351.50 shares of WRS in exchange for 1,383,200
shares of the Issuer. The remaining 2,722,648 shares beneficially
owned by the Reporting Person were held as options or warrants
which were granted to Robert Truxell 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 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
3
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Person. If and when the Reporting Person exercises these 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 Robert W. Truxell
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. Truxell 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 1,367,013 shares of the
common stock of the Issuer including: (i) 345,800 shares held by
Robert W. Truxell and Linda C. Truxell jointly; (ii) currently
exercisable options and warrants to acquire 140,775 shares held
by Robert W. Truxell and Linda C. Truxell jointly; (iii)
currently exercisable options and warrants to acquire 539,887
shares held by Robert W. Truxell individually and (iv) an option
to acquire 12.5% (inclusive of current holdings) of the fully
diluted ownership of the Company, exercisable at $0.30 per share.
The 1,367,013 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 1,367,013 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
4
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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 17, 2000
/s/ Robert W. Truxell
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Robert W. Truxell
5
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ATTACHMENT TO SCHEDULE 13D
OPTIONS & WARRANTS
HELD BY
ROBERT W. TRUXELL
Shares Underlying Options
Date of Grant Or Warrants Exercise Price
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1/15/96 100,000 Shares $0.125
5/09/96 25,000 Shares $0.125
7/20/97 48,675 Shares $0.125
7/20/97 58,125 Shares $0.125
7/30/97 140,775 Shares (1) $0.125
7/30/97 258,087 Shares $0.125
9/08/97 50,000 Shares $0.125
4/20/99 (2) $ 0.30
All amounts have been adjusted to reflect the reverse stock split on June 18,
1998.
(1) Held jointly by Robert and Linda Truxell.
(2) On November 1, 1999, the Issuer granted to Robert W. Truxell 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
