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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No._____ )(1)
METEOR INDUSTRIES, INC.
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class and Securities)
591475 10 8
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(CUSIP Number)
Wayne W. Mills and Tamara Mills
5020 Blake Road
Edina, MN 55436
Phone: (612) 930-9453
With a copy to:
William M. Mower, Esq.
Maslon Edelman Borman & Brand, LLP
3300 Wells Fargo Center
90 South Seventh Street
Minneapolis, MN 55402-4140
Phone: (612) 672-8200
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
MAY 30, 2000
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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 that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
(1) 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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SCHEDULE 13D
CUSIP No. 591475 10 8 Page 2 of 7
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1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Wayne W. Mills
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) ( )
(b) ( )
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3. SEC USE ONLY
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4. SOURCE OF FUNDS*
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) ( )
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7 SOLE VOTING POWER
NUMBER OF
874,000
SHARES -------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY EACH -------------------------------------------------------
9 SOLE DISPOSITIVE POWER
REPORTING
874,000
PERSON --------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
874,000 (includes warrants to purchase 190,000 shares of common stock)
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( X )
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
23.4%
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14. TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
CUSIP No. 591475 10 8 Page 3 of 7
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1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Tamara P. Mills
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a) ( )
(b) ( )
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3. SEC USE ONLY
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4. SOURCE OF FUNDS*
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) ( )
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7 SOLE VOTING POWER
NUMBER OF
50,000
SHARES -------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY EACH -------------------------------------------------------
9 SOLE DISPOSITIVE POWER
REPORTING
50,000
PERSON --------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
50,000
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES ( X )
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
1.4%
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14. TYPE OF REPORTING PERSON
IN
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3
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ITEM 1. SECURITY AND ISSUER
This statement relates to the common stock, $.10 par value, of Meteor
Industries, Inc., a Colorado corporation ("Meteor"). The address of Meteor's
principal executive offices is 1401 Blake Street, Suite 200, Denver, CO 80202.
ITEM 2. IDENTITY AND BACKGROUND
This Schedule 13D is being filed by Wayne W. Mills and Tamara Mills.
Mr. Mills' business address is 5020 Blake Road South, Edina, MN 55436. Mr. Mills
is a private investor. Ms. Mills' address is 5020 Blake Road South, Edina, MN
55436. Ms. Mills is a private investor. Mr. and Ms. Mills are husband and wife.
During the last five years, neither Mr. Mills nor Ms. Mills have been
(i) convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) 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 finding any violation with respect to such laws.
Both Mr. Mills and Ms. Mills are citizens of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Not applicable.
ITEM 4. PURPOSE OF TRANSACTION
The shares of Meteor Common Stock subject to this Statement are held by
the Reporting Persons solely for investment purposes.
Meteor recently announced the execution of a merger agreement with
ActiveIQ Technologies, Inc. ("Active"). Mr. Mills owns approximately 6.6% of the
outstanding common stock of Active and has been retained by Active as a
financial consultant with respect to the pending merger. Mr. Mills may be deemed
to be a promoter of the pending merger.
Although the Reporting Persons have not formulated any other definitive
plans, they may from time to time acquire, or dispose of, common stock and/or
other securities of the Company if and when they deem it appropriate. The
Reporting Persons may formulate other purposes, plans or proposals relating to
any of such securities of the Company to the extent deemed advisable in light of
market conditions, investment policies and other factors. Except as indicated in
this Statement, the Reporting Persons have no current plans or proposals which
would relate to or would result in any of the matters described in subparagraphs
(a) through (j) of Item 4 of Schedule 13D.
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ITEM 5. INTEREST IN THE SECURITIES OF THE ISSUER
a.- b. Mr. Mills owns 874,000 shares (includes warrants to purchase
190,000 shares). Ms. Mills owns 50,000 shares. Mr. and Ms. Mills each disclaim
beneficial ownership over their spouse's shares. According to the most recently
filed Quarterly report on Form 10-Q of Meteor, as of November 14, 2000,
3,548,056 shares of Meteor common stock were issued and outstanding.
Accordingly, based on such report Mr. Mills owns 23.4% of the outstanding shares
and Ms. Mills owns 1.4% of the outstanding shares.
c. TRANSACTIONS WITHIN THE LAST 60 DAYS
Identity of Entity: Wayne W. Mills
Date No. of Shares Price
12/15/00 4,100 $3.50
12/18/00 2,000 $4.00
12/28/00 3,900 $4.10
01/05/01 150,000* $3.00
*Plus warrants to purchase 90,000 shares
All of the above transactions were open market purchases, except for a private
placement purchase on January 5, 2001.
Identity of Entity: Tamara Mills
No transactions within the last 60 days.
d. Not applicable.
e. Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS WITH RESPECT TO SECURITIES
OF THE ISSUER
Mr. Mills has been retained by Meteor as a financial consultant with
respect to a pending private placement of Meteor's securities and may receive a
structuring fee of up to $150,000 in connection with such engagement. Except as
set forth in the preceding sentence, the Reporting Persons do 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 securities, finders fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the given or withholding of proxies.
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit A. Copy of an Agreement by and between Mr. and Ms. Mills to
file this Statement on Schedule 13D on behalf of each of
them.
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: January 18, 2001 /s/ Wayne W. Mills
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Wayne W. Mills
Dated: January 18, 2001 /s/ Tamara Mills
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Tamara Mills
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EXHIBIT A
AGREEMENT
TO JOINTLY FILE SCHEDULE 13D
The undersigned hereby agree to jointly prepare and file with
regulatory authorities a Schedule 13D and any future amendments thereto
reporting each of the undersigned's ownership of securities of Meteor
Industries, Inc. and hereby affirm that such Schedule 13D is being filed on
behalf of each of the undersigned.
Dated: January 18, 2001 /s/ Wayne W. Mills
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Wayne W. Mills
Dated: January 18, 2001 /s/ Tamara Mills
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Tamara Mills
121888
