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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Convertible Preferred Stock | $ 0 | 10/07/2011 | M | 8,215 | (3) | (4) | Common Stock | 22,498,272 (5) | (6) | 0 | I | By 3253517 Nova Scotia Limited |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MacPherson Richard 34 CEDARBANK TERRACE A5 B3P 2T4 |
X | X | Pres., Sec., Treas. |
/s/ Richard MacPherson | 10/12/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents shares of common stock issued resulting from the automatic conversion of shares of Series B Convertible Preferred Stock on October 7, 2011 upon the effectiveness of certain amendments to the Issuer's articles of incorporation. Such number of shares takes into account the reverse stock split which occurred on such date. |
(2) | The Reporting Person is the controlling principal of 3253517 Nova Scotia Limited. |
(3) | The shares of Series B Convertible Preferred Stock are automatically convertible under certain circumstances. |
(4) | The Series B Convertible Preferred Shares do not have an expiration date. |
(5) | Adjusted for 1 for 110 reverse stock split. |
(6) | The shares of Series B Convertible Preferred Stock were issued to the Reporting Person in exchange for shares of common stock of Midwest Energy Emissions Corp., a North Dakota corporation. |