-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MOiKpmj+Sr42483YKLEvuM9HjC9oXHVT4cVNTYvK2zHT7z0dc9i/drgJlFAZG04n hC80EfynBipKhHqZdxfupA== /in/edgar/work/0001086443-00-500003/0001086443-00-500003.txt : 20001108 0001086443-00-500003.hdr.sgml : 20001108 ACCESSION NUMBER: 0001086443-00-500003 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001107 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EDGE PETROLEUM CORP CENTRAL INDEX KEY: 0001021010 STANDARD INDUSTRIAL CLASSIFICATION: [1311 ] IRS NUMBER: 760511037 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-50653 FILM NUMBER: 754344 BUSINESS ADDRESS: STREET 1: 1111 BAGBY CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7136548960 MAIL ADDRESS: STREET 1: 1111 BAGBY STREET 2: SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MARLIN CAPITAL CORP CENTRAL INDEX KEY: 0001086443 STANDARD INDUSTRIAL CLASSIFICATION: [ ] IRS NUMBER: 363663837 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 11 SOUTH LASALLE STREET SUITE 3310 CITY: CHICAGO STATE: IL ZIP: 60603 BUSINESS PHONE: 3124191880 MAIL ADDRESS: STREET 1: 11 SOUTH LASALLE STREET SUITE 3310 STREET 2: 11 SOUTH LASALLE STREET SUITE 3310 CITY: CHICAGO STATE: IL ZIP: 60603 SC 13G/A 1 edgeedgar.txt SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 - ------------------------------------------------------------ SCHEDULE 13G (RULE 13D-102) INFORMATION STATEMENT PURSUANT TO RULES 13D-1 (c) AND 13D-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 2 EDGE PETROLEUM CORP. TAX ID NO 76-0511-037 (Name of issuer) COMMON STOCK, $0.01 PAR VALUE PER SHARE (Title of Class of Securities) 279862106 CUSIP NUMBER Oct. 19, 23, 25 2000 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 (c) 1 NAME OF REPORTING PERSONS MARLIN CAPITAL CORP. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ] (B) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ILLINOIS 5 SOLE VOTING POWER 6 SHARED VOTING POWER 917,100 7 SOLE DISPOSITIVE POWER 8 SHARED DISPOSITIVE POWER 917,100 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 917,100 (INCLUDING 204,300 SHARES SUBJECT TO WARRANTS) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES N/A 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.98% 12 TYPE OF REPORTING PERSON CO 1 NAME OF REPORTING PERSONS THE PRIVATE INVESTMENT FUND 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ] (B) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ILLINOIS 5 SOLE VOTING POWER 6 SHARED VOTING POWER 917,100 7 SOLE DISPOSITIVE POWER 8 SHARED DISPOSITIVE POWER 917,100 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 917,100 (INCLUDING 204,300 SHARES SUBJECT TO WARRANTS) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES N/A 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.98% 12 TYPE OF REPORTING PERSON PN 1 NAME OF REPORTING PERSONS MARK G. EGAN 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ] (B) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ILLINOIS 5 SOLE VOTING POWER 24,700 6 SHARED VOTING POWER 917,100 7 SOLE DISPOSITIVE POWER 24,700 8 SHARED DISPOSITIVE POWER 917,100 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 941,800 (INCLUDING 210,000 SHARES SUBJECT TO WARRANTS) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES N/A 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.25% 12 TYPE OF REPORTING PERSON IN ITEM 1(A) NAME OF ISSUER: EDGE PETROLEUM CORP. ITEM 1B ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 111 BABGY, HOUSTON, TX 77002 ITEM 2A NAME OF PERSON FILING: THIS STATEMENT IS FILED ON BEHALF OF 1) MARLIN CAPITAL CORP, AN ILLINOIS CORPORATION 2) THE PRIVATE INVESTMENT FUND, AN ILLINOIS LIMITED PARTNERSHIP AND 3) MARK G. EGAN, AN INDIVIDUAL. ITEM 2B ADDRESS OF PRINCIPAL BUSINESS OFFICE 11 SOUTH LASALLE STREET, SUITE 3310, CHICAGO, ILLINOIS 60603 ITEM 2C CITIZENSHIP: MARLIN CAPITAL - ILLINOIS THE PRIVATE INVESTMENT FUND - ILLINOIS MARK G. EGAN - U.S. CITIZEN ITEM 2D TITLE OF CLASS OF SECURITIES: COMMON STOCK, $0.01 PAR VALUE PER SHARE ITEM 2E CUSIP NUMBER: 279862106 ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B) OR (C) CHECK WHETHER THE PERSON FILING IS A: A) BROKER OR DEALER B) BANK AS DEFINED IN SECTION 3A6 OF THE EXCHANGE ACT. C) INSURANCE COMPANY AS DEFINED IN SECTION 3A19 OF THE EXCHANGE ACT D) INVESTMENT COMPANY REGISTERED UNDER SECTION 8 OF THE INVESTMENT COMPANY ACT. E) AN INVESTMENT ADVISER IN ACCORDANCE WITH RULE 13D-1 B 1 II E F) AN EMPLOYEE BENEFIT PLAN OR ENDOWMENT FUND IN ACCORDANCE WITH RULE 13D 1 B 1 II F G) A PARENT HOLDING COMPANY OR CONTROL PERSON IN ACCORDANCE WITH RULE 13D 1 B 1 II G H) A SAVINGS ASSOCATION AS DEFINED IN SECTION 3B OF THE FEDERAL DEPOSIT INSURANCE ACT I) A CHURCH PLAN THAT IS EXCLUDED FROM THE DEFINITION OF AN INVESTMENT COMPANY UNDER SECTION 3C 14 OF THE INVESTMENT COMPANY ACT J) GROUP, IN ACCORDANCE WITH RULE 13D 1 B 1 II J IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1C, CHECK THIS BOX x ITEM 4 OWNERSHIP PROVIDE THE FOLLOWING INFORMATION REGARDING THE AGGREGATE NUMBER AND PERCENTAGE OF THE CLASS OF SECURITIES OF THE ISSUER IDENTIFIED IN ITEM 1. A) AMOUNT BENEFICIALLY OWNED: 941,800(INCLUDING 210,000 SHARES SUBJECT TO WARRANTS) B) PERCENT OF CLASS: 10.25% C) SEE COVER ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS N/A ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON MARLIN CAPITAL CORP. IS THE GENERAL PARTNER OF THE PRIVATE INVESTMENT FUND. MARLIN CAPITAL CORP HAS THE AUTHORITY TO DIRECT THE INVESTMENTS OF THE PRIVATE INVESTMENT FUND AND CONSEQUENTLY TO AUTHORIZE THE DISPOSITION AND VOTE OF THE ISSUER'S SHARES. MARK G. EGAN IS THE SOLE SHAREHOLDER AND PRESIDENT OF MARLIN CAPITAL CORP. AND IS A LIMITED PARTNER OF THE PRIVATE INVESTMENT FUND. MR. EGAN INDIVIDUALLY OWNS 24,700 SHARES OF COMMON STOCK OF THE ISSUER (INCLUDING 5,700 SHARES SUBJECT TO WARRANTS) AND MAY BE DEEMED TO HAVE INDIRECT BENEFICIAL OWNERSHIP OF 917,100 SHARES OF COMMON STOCK OF THE ISSUER (INCLUDING 204,300 SHARES SUBJECT TO WARRANTS) OWNED BY THE PRIVATE INVESTMENT FUND THE AGGREGATE NUMBER AND PERCENTAGE OF THE ISSUER'S SECURITIES TO WHICH THIS SCHEDULE 13G RELATES IS 941,800 (INCLUDING 204,300 SHARES SUBJECT TO WARRANTS) REPRESENTING 10.25% OF THE ISSUER'S SHARES. 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 NA ITEM 10 CERTIFICATIONS. BY SIGNING BELOW I CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE AND BELIEF, THE SECURITIES REFERED TO ABOVE 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. 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. MARLIN CAPITAL CORP. /S/ MARK G. EGAN MARK G. EGAN, PRESIDENT THE PRIVATE INVESTMENT FUND BY ITS GENERAL PARTNER, MARLIN CAPITAL CORP. /S/ MARK G. EGAN MARK G. EGAN, PRESIDENT /S/ MARK G. EGAN MARK G. EGAN AGREEMENT OF JOINT FILING. IN ACCORDANCE WITH RULE 13D 1 F UNDER THE SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED, THE UNDERSIGNED HEREBY AGREE TO THE JOINT FILING WITH ALL OTHER PERSONS SIGNATORY BELOW OF A STATEMENT ON SCHEDULE 13G OR ANY AMENDMENTS THERETO, WITH RESPECT TO THE COMMON STOCK OF EDGE PETROLEUM CORP. AND THAT THIS AGREEMENT BE INCLUDED AS AN ATTACHMENT TO SUCH FILING. THIS AGREEMENT MAY BE EXECUTED IN ANY NUMBER OF COUNTERPARTS EACH OF WHICH SHALL BE DEEMED TO BE AN ORIGINAL AND ALL OF WHICH TOGETHER SHALL BE DEEMED TO CONSTITUTE ONE AND THE SAME AGREEMENT. IN WITNESS WHEREOF, THE UNDERSIGNED HEREBY EXECUTES THIS AGREEMENT ON THE 4TH DAY OF NOVEMBER 2000. MARLIN CAPITAL CORP. /S/ MARK G. EGAN MARK G. EGAN, PRESIDENT THE PRIVATE INVESTMENT FUND BY ITS GENERAL PARTNER, MARLIN CAPITAL CORP. /S/ MARK G. EGAN MARK G. EGAN, PRESIDENT /S/ MARK G. EGAN MARK G. EGAN -----END PRIVACY-ENHANCED MESSAGE-----