UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
ADVANCED DEPOSITION TECHNOLOGIES, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.01 par value per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
007521107
---------
(CUSIP Number)
Alexander Peter Boxall
c/o Advanced Deposition Technologies, Inc.
580 Myles Standish Blvd.
Myles Standish Industrial Park
Taunton, Massachusetts 02780
(508) 823-0707
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
December 28, 1999
- --------------------------------------------------------------------------------
(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 ss.240.13d-1(e), ss.240.13d-1(f) or ss.240.13d-1(g), check
the following box. [ ]
*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 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 1 OF 6 PAGES
EXHIBIT INDEX ON PAGE 5
<PAGE>
================================================
CUSIP NO. 007521107 PAGE 2 OF 6
--------------
================================================
============= ==================================================================
1 NAME OF REPORTING PERSON
Alexander Peter Boxall
- ------------- ------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
- ------------- ------------------------------------------------------------------
3 SEC USE ONLY
- ------------- ------------------------------------------------------------------
4 SOURCE OF FUNDS (See instructions)
OO, 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
United Kingdom
============= ==================================================================
================================================ ======== ======================
NUMBER OF 7 SOLE VOTING POWER: 969,348
SHARES
-------- --------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER: None
OWNED BY
-------- --------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER: 969,348
REPORTING
-------- --------------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER: None
WITH
================================================ ======== ======================
============ ===================================================================
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
969,348. This consists of 280,000 shares of common stock held
directly by the reporting person and 689,348 shares of common stock
held by DNA Export, S.A., an entity owned and controlled by the
reporting person.
- ------------ -------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
- ------------ -------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.8%
- ------------ -------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
============ ===================================================================
<PAGE>
PAGE 3 OF 6
Item 1. Security and Issuer
-------------------
This statement on Schedule 13D relates to the common stock, $.01 par
value per share (the "Common Stock"), of Advanced Deposition Technologies, Inc.,
a Delaware corporation ("ADT"), the principal executive offices of which are
located at 580 Myles Standish Blvd., Myles Standish Industrial Park, Taunton,
Massachusetts 02780.
Item 2. Identity and Background
-----------------------
This statement is being filed on behalf of Alexander Peter Boxall. Mr.
Boxall's business address is c/o Advanced Deposition Technologies, Inc., 580
Myles Standish Blvd., Myles Standish Industrial Park, Taunton, Massachusetts
02780. Mr. Boxall is the President and a director of ADT. Mr. Boxall has not,
during the last five years, been convicted in any criminal proceeding (excluding
traffic violations or similar misdemeanors) nor has he been a party to any civil
proceeding of a judicial or administrative body of competent jurisdiction as a
result of which he was or is subject to any judgment, decree or final order
enjoining further violations of, or prohibiting or mandating activities subject
to federal or state securities laws or finding any violations with respect to
such laws. Mr. Boxall is a citizen of the United Kingdom.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
During the month of December 1999, Mr. Boxall, through DNA Export,
S.A., an entity owned and controlled by him, made the following purchases of ADT
Common Stock from corporate funds:
----------- ------------------- ----------------------- ------------
DATE # OF SHARES PRICE PER SHARE AGGREGATE PURCHASE PRICE
----------- ------------ ----------------- -------------------------
12/1/99 1,100 $1.0625 $1,193.75
----------- ------------ ----------------- -------------------------
12/6/99 1,000 $1.3125 $1,335.50
----------- ------------ ----------------- -------------------------
12/7/99 5,000 $1.5000 $7,603.00
----------- ------------ ----------------- -------------------------
12/8/99 1,500 $1.3125 $2001.75
----------- ------------ ----------------- -------------------------
12/9/99 2,300 $1.3750 $3211.50
----------- ------------ ----------------- -------------------------
12/10/99 200 $1.3750 $282.00
----------- ------------ ----------------- -------------------------
12/13/99 5,000 $1.5000 $7,603.00
----------- ------------ ----------------- -------------------------
12/15/99 3,500 $1.3125 $4,663.75
2,500 $1.3750 $3,490.50
----------- ------------ ----------------- -------------------------
12/17/99 5,000 $1.3750 $8,154.25
----------- ------------ ----------------- -------------------------
12/22/99 5,000 $1.3750 $6,978.00
----------- ------------ ----------------- -------------------------
12/23/99 5,000 $1.3750 $6,978.00
----------- ------------ ----------------- -------------------------
12/28/99 5,000 $1.0000 $5,103.00
3,900 $1.0625 $4,221.75
----------- ------------ ----------------- -------------------------
TOTAL 46,000 $62,819.75
----------- ------------ ----------------- -------------------------
<PAGE>
PAGE 4 OF 6
Item 4. Purpose of Transaction
----------------------
The shares, the ownership of which is reported hereby, were acquired by
Mr. Boxall for investment purposes. Mr. Boxall reserves the right from time to
time to acquire additional shares, or to dispose of some or all of his shares.
Except as set forth above, Mr. Boxall does not have any plan or
proposal which relates to, or would result in, any of the matters referred to in
paragraphs (a) through (j) of Item 4 of the General Instructions for Schedule
13D.
Item 5. Interest in Securities of the Issuer
------------------------------------
(a) Based upon the outstanding number of shares set forth in ADT's Form
10-QSB for the fiscal quarter ended September 30, 1999, Mr. Boxall's beneficial
ownership of 969,348 shares of Common Stock constitutes beneficial ownership of
19.8% of the total number of shares of outstanding Common Stock.
(b) Mr. Boxall has the sole power to vote or to direct the vote of, and
sole power to dispose or direct the disposition of, 969,348 shares of ADT Common
Stock, including the 46,000 shares described in Item 3 above.
(c) During the past sixty days, no other transactions were effected by
Mr. Boxall, except those described in Item 3 above.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or
-------------------------------------------
Relationships with Respect to Securities of the
-----------------------------------------------
Issuer
------
In March 1999, ADT entered into the Exchange Agreement with DNA Export,
S.A., a corporation organized under the laws of Spain and owned and controlled
by the reporting person, to purchase certain shares of capital stock of
DNA-ADTECH, a majority-owned subsidiary of ADT, that were held by DNA Export,
S.A. As consideration for the shares, ADT agreed to issue 598,198 shares of ADT
Common Stock to DNA Export, S.A. This transaction was conditioned upon ADT
obtaining the approval of ADT's stockholders. Stockholder approval was obtained
on August 11, 1999 and the transactions contemplated by the Exchange Agreement
were consummated on September 24, 1999. Mr. Boxall is the President and a
director of ADT.
<PAGE>
PAGE 5 OF 6
Except as described in Items 3 and 4 above and in this Item 6, Mr.
Boxall does not have any contract, arrangement, understanding or relationship
with any person with respect to any security of ADT except for the following:
In March 1999, Mr. Boxall and ADT entered into a Repayment Agreement
pursuant to which the parties agreed that in the event that ADT is unable to pay
the amounts outstanding under an existing promissory note issued to Pedro Nunez
Barranco Guembe on or before maturity without compromising ADT's plan for
growth, Mr. Boxall will repay the entire balance and will give ADT an additional
period of one year to repay the balance. Mr. Boxall will have the right at any
time after January 1, 2001 through March 1, 2001, to convert all or part of the
outstanding balance into shares of Common Stock at a purchase price per share
equal to the average sales price of the Common Stock for the month of December
2000, subject to a $3.50 per share minimum. If Mr. Boxall does not elect to
convert the outstanding balance, ADT may elect after January 31, 2001 to redeem
such amount for shares of common stock at a redemption price equal to the
average sales price of the common stock for the twenty business days preceding
the date of redemption.
Item 7. Material to be Filed as Exhibits
--------------------------------
Exhibit No. Description
1.1 Exchange Agreement, dated as of March 23 1999, by and
among ADT, DNA Export, S.A. and Mr. Boxall,
incorporated by reference to Amendment No. 1 to
Schedule 13D filed by Mr. Boxall with the Commission
on September 28, 1999.
1.2 Repayment Agreement, dated as of March 23 1999, by
and between ADT and Mr. Boxall incorporated by
reference to Amendment No. 1 to Schedule 13D filed by
Mr. Boxall with the Commission on September 28, 1999.
<PAGE>
PAGE 6 OF 6
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.
Date: January 20, 2000 By: /s/ Alexander Peter Boxall
--------------------------
Alexander Peter Boxall
