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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _______)*
AMERIVEST PROPERTIES, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
03071L101
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(CUSIP Number)
August 16, 2000
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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 the
disclosures provided in a prior cover page.
The information required in 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).
PERSONS WHO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE
NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL
NUMBER.
SEC 1745(03-00) Page 1 of 12 pages
<PAGE>
Schedule 13G Page 2 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Jerry J. Tepper
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) |_|
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
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NUMBER OF 5 SOLE VOTING POWER
SHARES -460,000-
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BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
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EACH 7 SOLE DISPOSITIVE POWER
REPORTING -460,000-
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PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
460,000
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS) |_|
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.5%
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12 TYPE OF REPORTING PERSON
IN
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<PAGE>
Schedule 13G Page 3 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Schoenberg Farms, Inc.
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) |_|
(b) |_|
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
--------------------------------------------------------------------------------
NUMBER OF 5 SOLE VOTING POWER
SHARES 450,000
------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0-
------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 450,000
------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
450,000
--------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS) |_|
--------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.2%
--------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON
CO
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<PAGE>
Schedule 13G Page 4 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
Item 1.
(a) Name of Issuer: AMERIVEST PROPERTIES, INC.
(b) Address of Issuer's Principal Executive Offices:
1800 GLENARM PLACE, SUITE 500
DENVER, COLORADO 80202
Item 2.
(a) Name of Persons Filing:
JERRY J. TEPPER
SCHOENBERG FARMS, INC.
(b) Address of Principal Business Office:
7255 N. SHERIDAN
ARVADA, COLORADO 80003
(c) Citizenship: EACH FILING PERSON'S CITIZENSHIP OR PLACE OF
ORGANIZATION IS SET FORTH ON THE APPROPRIATE COVER PAGE AND
INCORPORATED BY REFERENCE HEREIN.
(d) Title of Class of Securities: COMMON STOCK
(e) CUSIP Number: 03071L101
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with
ss. 240.13d-1(b)(ii)(E).
<PAGE>
Schedule 13G Page 5 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
(f) [ ] An employee benefit plan or endowment fund in accordance with
ss. 240.13d-1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in accordance with
ss. 240.13d-1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3).
(j) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership
(a) Amount Beneficially Owned:
THE AMOUNT BENEFICIALLY OWNED BY EACH FILING PERSON IS SET FORTH ON THE
APPROPRIATE COVER PAGE AND INCORPORATED BY REFERENCE HEREIN.
(b) Percent of Class:
THE PERCENT OF CLASS BENEFICIALLY OWNED BY EACH FILING PERSON IS SET FORTH
ON THE APPROPRIATE COVER PAGE AND INCORPORATED BY REFERENCE HEREIN.
(c) Number of shares as to which such persons have:
(i) Sole power to vote or to direct the vote:
THE NUMBER OF SHARES AS TO WHICH EACH FILING PERSON HAS THE
SOLE POWER TO VOTE OR TO DIRECT THE VOTE IS SET FORTH ON THE
APPROPRIATE COVER PAGE AND INCORPORATED BY REFERENCE HEREIN.
(ii) Shared power to vote or to direct the vote:
NONE.
(iii) Sole power to dispose or to direct the disposition of:
<PAGE>
Schedule 13G Page 6 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
THE NUMBER OF SHARES AS TO WHICH EACH FILING PERSON HAS THE
SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF IS SET
FORTH ON THE APPROPRIATE COVER PAGE AND INCORPORATED BY
REFERENCE HEREIN.
(iv) Shared power to dispose or to direct the disposition
of:
NONE.
Item 5. Ownership of Five Percent or Less of a Class:
N/A
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company:
N/A
Item 8. Identification and Classification of Members of the Group:
N/A
Item 9. Notice of Dissolution of Group:
N/A
Item 10. Certification:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
<PAGE>
Schedule 13G Page 7 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
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.
DECEMBER 5, 2000
-------------------------------------
/S/ JERRY J. TEPPER
-------------------------------------
Signature
JERRY J. TEPPER
-------------------------------------
Name
<PAGE>
Schedule 13G Page 8 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
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.
DECEMBER 5, 2000
-------------------------------------
SCHOENBERG FARMS, INC.
By: /S/ JERRY J. TEPPER
----------------------------------
PRESIDENT
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Name/Title
<PAGE>
Schedule 13G Page 9 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
EXHIBIT INDEX
Power of Attorney of Jerry J. Tepper
Power of Attorney of Schoenberg Farms, Inc.
Joint Filing Agreement
<PAGE>
Schedule 13G Page 10 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that Jerry J. Tepper, whose signature appears below,
constitutes and appoints Deborah J. Friedman as attorney-in-fact and agent for
the undersigned solely for the purpose of executing reports required under
Section 13 and 16 of the Securities and Exchange Act of 1934, and filing the
same, with exhibits thereto, and other documents in connection therewith, with
the Securities and Exchange Commission, thereby ratifying and confirming all
that said attorney-in-fact may do or cause to be done by virtue hereof.
Dated: December 5, 2000
/S/ JERRY J. TEPPER
---------------------------------
Name: Jerry J. Tepper
<PAGE>
Schedule 13G Page 11 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that Schoenberg Farms, Inc., whose signature appears
below, constitutes and appoints Deborah J. Friedman as attorney-in-fact and
agent for the undersigned solely for the purpose of executing reports required
under Section 13 and 16 of the Securities and Exchange Act of 1934, and filing
the same, with exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, thereby ratifying and confirming
all that said attorney-in-fact may do or cause to be done by virtue hereof.
Dated: December 5, 2000
SCHOENBERG FARMS, INC.
By: /S/ JERRY J. TEPPER
---------------------------------
Name: JERRY J. TEPPER
------------------------
Title: PRESIDENT
-----------------------
<PAGE>
Schedule 13G Page 12 of 12 pages
CUSIP No. 03071L101 Amerivest Properties
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act
of 1934, the undersigned agree to the joint filing of a Statement on Schedule
13G (including any and all amendments thereto) with respect to the shares of
beneficial interest, $0.001 per share, of AmeriVest Properties, Inc., and
further agree that this Joint Filing Agreement be included as an Exhibit
thereto. In addition, each party to this Agreement expressly authorizes each
other party to this Agreement to file on its behalf any and all amendments to
such Statement.
Dated: December 5, 2000
JERRY J. TEPPER
By: /S/ DEBORAH J. FRIEDMAN
-------------------------------
Attorney-In-Fact
SCHOENBERG FARMS, INC.
By: /S/ DEBORAH J. FRIEDMAN
-------------------------------
Attorney-In-Fact
