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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Canarc Resource Corp.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
13722D101
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(CUSIP Number of Class of Securities)
Anthony Low-Beer
100 Park Avenue, Suite 2150
New York, New York 10017
(212) 686-6633
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copies to:
Roger D. Blanc
Willkie Farr & Gallagher
153 East 53rd Street
New York, NY 10022
(212) 821-8000
July 2, 1996
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(Date of Event which Requires
Filing of this Schedule)
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: [ ]
Check the following box if a fee is being paid with this
statement: [X]
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SCHEDULE 13D
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CUSIP No. 13722D101
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1 NAME OF REPORT PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anthony Low-Beer I.D. ####-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
7 SOLE VOTING POWER
875,300 shares of Common Stock
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0 shares of Common Stock
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 875,300 shares of Common Stock
10 SHARED DISPOSITIVE POWER
839,800 shares of Common Stock
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,715,100 shares of Common Stock
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.86%
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.
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Item 1. Security and Issuer.
This statement on Schedule 13D, dated July 11, 1996, relates to the
common stock (the "Common Stock") of Canarc Resource Corp., a corporation
organized under the laws of Canada (the "Company"), and is being filed pursuant
to Rule 13d-1 under the Securities Exchange Act of 1934, as amended. The address
of the principal executive offices of the Company is Suite 800-850 West Hastings
Street, Vancouver, British Columbia V6C 1E1.
Item 2. Identity and Background.
This Schedule 13D is being filed on behalf of Anthony Low-Beer ("Mr.
Low-Beer"). The present principal employment of Mr. Low-Beer is as the Senior
Vice President of Mitchell Securities, Inc. ("Mitchell Securities") and as the
President of Low-Beer Advisory Services, Inc. ("Low-Beer Advisory"). The
business address of Mitchell Securities and Low-Beer Advisory is 100 Park
Avenue, Suite 2150, New York, New York 10017.
The principal business of Mitchell Securities is as a registered
broker/dealer providing investment services for its portfolio of accounts, all
of which are fully discretionary and managed by Mr. Low-Beer. The principal
business of Low-Beer Advisory is providing investment services for clients.
During the last five years, Mr. Low-Beer has not been convicted in a
criminal proceeding (excluding traffic violations and similar misdemeanors) and
has not been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction as a result of he was or is subject to a judgment,
decree or final order enjoining future violations of, or
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prohibiting or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws. Mr. Low-Beer is a
United States citizen.
Item 3. Source and Amount of Funds or Other Consideration.
The 1,715,100 shares of Common Stock beneficially owned by Mr.
Low-Beer were acquired in brokered transactions for an aggregate purchase price
of $2,532,688.10. The sources of funds for the purchases were (i) investment
capital contributed by Mr. Low-Beer and (ii) investment capital contributed by
persons and entities (the "Investors") with which Low-Beer Advisory has entered
into advisory agreements (the "Advisory Agreements") or Mitchell Securities has
entered into letters of authorization ("Letters of Authorization"), providing
Mr. Low-Beer trading discretion over the Investors' accounts.
Item 4. Purpose of Transaction.
Mr. Low-Beer has acquired the Common Stock for the purpose of
investment. Mr. Low-Beer may maintain his investment at current levels or sell
all or a part of his investment. In any such case, the decision by Mr. Low-Beer
would depend upon a continuing evaluation of the Company's business, prospects
and financial condition, the market for shares of Common Stock of the Company,
other investment opportunities available to Mr. Low-Beer, general economic
conditions, stock market conditions, availability of funds and other factors and
future developments that Mr. Low-Beer may deem relevant from time to time. Any
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acquisition or disposition of shares of Common Stock of the Company by Mr.
Low-Beer may be effected through open market or privately negotiated
transactions, or otherwise.
Except to the extent set forth above, or in any other Item hereof, Mr.
Low-Beer does not have any present plans or proposals that relate to or would
result in any of the actions required to be described in Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) As of July 10, 1996, Mr. Low-Beer beneficially owned a total of
1,715,100 shares of the Common Stock of the Company, constituting 5.86% of the
shares of Common Stock then outstanding, based on 29,282,911 shares of Common
Stock outstanding as of July 1, 1996 as disclosed in a letter from the Company
to Mr. Low-Beer, dated July 10, 1996.
(b) Mr. Low-Beer has sole voting and dispositive power with respect
to 875,300 shares of Common Stock which he owns directly and shared dispositive
power pursuant to the Advisory Agreements and Letters of Authorization with
respect to 839,800 shares of Common Stock owned by Investors.
(c) Information concerning transactions in the Common Stock effected
by Mr. Low-Beer for his own account and for the accounts of Investors during the
last 60 days is set forth in Schedule A hereto and is incorporated by reference.
Except as set forth in Schedule A, no transactions in the Common Stock have been
effected by Mr. Low-Beer during the last 60 days.
(d) Not applicable.
(e) Not applicable.
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Item 6. Contracts, Arrangements, Understandings or
Relationships With Respect to Securities of the Issuer.
Mr. Low-Beer does not have any contracts, arrangements,
understandings, or relationships (legal or otherwise) with any person with
respect to any securities of the Company, including, but not limited to,
transfer or voting of any of the securities, finder's fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of proxies, with the exception
of (i) Letters of Authorization by and between Mitchell Securities and
Investors, (ii) Advisory Agreements by and between Low-Beer Advisory and
Investors, (iii) the Subscription Agreement, dated June 20, 1996, by and between
the Company and Mr. Low-Beer and (iv) the Subscription Agreement, dated June 20,
1996, by and between the Company and Anthony Low-Beer IRA Rollover.
Item 7. Material to be Filed as Exhibits.
1. Form of Subscription Agreement, dated June 20, 1996, by and between
the Company and subscribers for the purchase of Special Warrants (to be provided
by amendment).
2. Form of Letter of Authorization by and between Mr. Low-Beer and
Investors (to be provided by amendment).
3. Form of Advisory Agreements by and between Mr. Low-Beer and
Investors (to be provided by amendment).
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SCHEDULE A
1. On May 24, 1996, Mitchell Securities, Inc. purchased 180,000 shares of
Common Stock of the Company for the accounts of Investors in brokered
transactions at a price of $1.79 per share.
2. On May 29, 1996, Mitchell Securities, Inc. purchased 230,000 shares of
Common Stock of the Company for the account of Mr. Low-Beer in brokered
transactions at a price of $1.74 per share.
3. On May 30, 1996, Mitchell Securities, Inc. purchased 32,000 shares of
Common Stock of the Company for the accounts of Investors in brokered
transactions at a price of $1.74 per share.
4. On June 4, 1996, Mitchell Securities sold 250,000 shares of Common Stock of
the Company for the account of Mr. Low-Beer in brokered transactions at a
price of $1.62 per share.
5. On June 6, 1996, Mitchell Securities, Inc. purchased 4,000 shares of Common
Stock of the Company for the accounts of Investors in brokered transactions
at a price of $1.68 per share.
6. On June 21, 1996, Mitchell Securities, Inc. purchased 10,000 shares of
Common Stock of the Company for the account of Mr. Low-Beer in brokered
transactions at a price of $1.34 per share.
7. On June 26, 1996, Mitchell Securities, Inc. purchased 100,300 shares of
Common Stock of the Company for the accounts of Investors, including 25,300
shares for the account of Mr. Low-Beer, in brokered transactions at a price
of $1.35 per share.
8. On July 2, 1996, Mitchell Securities, Inc. purchased 460,000 shares of
Common Stock of the Company for the account of Mr. Low-Beer in brokered
transactions at a price of $1.20 per share.
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SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief,
the undersigned certify that the information set forth in this statement is
true, complete and correct.
Dated: July 11, 1996 By:/s/ Anthony Low-Beer
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Anthony Low-Beer
