Schedule 13G

-----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, HYMN87eDpMf2aAP+iszxWsPIwi9Bij+h85K1FGoeXQ/pkCdA9GXyJoycc+xDKbjc SnhPQRmR3JbYBK4aG/8MzQ== 0000916641-02-001987.txt : 20021119 0000916641-02-001987.hdr.sgml : 20021119 20021119122943 ACCESSION NUMBER: 0000916641-02-001987 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20021119 GROUP MEMBERS: DESAROLLO INTEGRADO, S.A. DE C.V. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PRECISION AUTO CARE INC CENTRAL INDEX KEY: 0001038541 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTOMOTIVE REPAIR, SERVICES & PARKING [7500] IRS NUMBER: 541847851 STATE OF INCORPORATION: VA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-52145 FILM NUMBER: 02832511 BUSINESS ADDRESS: STREET 1: 748 MILLER DRIVE SE CITY: LEESBURG STATE: VA ZIP: 20175 BUSINESS PHONE: 7037779095 MAIL ADDRESS: STREET 1: 748 MILLER DRIVE SE CITY: LEESBURG STATE: VA ZIP: 20175 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FALCON SOLUTIONS LTD CENTRAL INDEX KEY: 0001206167 STATE OF INCORPORATION: L2 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 2, HARBORMASTER PLACE STREET 2: CUSTOME HOUSE DOCK CITY: DUBLIN I IRELAND STATE: L2 ZIP: 00000 SC 13G 1 dsc13g.htm SCHEDULE 13G Schedule 13G

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

Precision Auto Care, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

74-18R915

(CUSIP Number)

October 30, 2002

(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)

Page 1 of 7

CUSIP No. 74-18R915 13G Page 2 of 7 Pages


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Falcon Solutions Limited

2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x

3.		SEC USE ONLY

4.		CITIZENSHIP OR PLACE OF ORGANIZATION Ireland

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. SOLE VOTING POWER 1,520,421 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 1,520,421 8. SHARED DISPOSITIVE POWER 0

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,520,421

10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.6%

12.		TYPE OF REPORTING PERSON CO

CUSIP No. 74-18R915 13G Page 3 of 7 Pages


1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Desarollo Integrado, S.A. de C.V.

2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x

3.		SEC USE ONLY

4.		CITIZENSHIP OR PLACE OF ORGANIZATION Mexico

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. SOLE VOTING POWER 882,000 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 882,000 8. SHARED DISPOSITIVE POWER 0

9.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 882,000

10.		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨

11.		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.6%

12.		TYPE OF REPORTING PERSON CO

Item 1(a). Name of Issuer:

Precision Auto Care, Inc.

Item 1(b). Address of Issuer’s Principal Executive Offices:

The issuer’s business address is 748 Miller Drive, S.E., Leesburg, Virginia 20175.

Item 2(a). Name of Persons Filing:

Falcon Solutions Limited and Desarollo Integrado, S.A. de C.V. Attached as Exhibit 1 is a copy of an agreement between the reporting persons with respect to the joint filing of this Schedule 13G.

Item 2(b). Address of Principal Business Office or, if None, Residence:

The business address for Falcon Solutions Limited is 2, Harbormaster Place, Custom House Dock, Dublin 1, Ireland and for Desarollo Integrado, S.A. de C.V. is Blvd. Diaz Ordaz #200, Col. Santa Maria, Monterrey, N.L. CP 64650 Mexico.

Item 2(c). Citizenship:

Falcon Solution Limited is organized under the laws of Ireland and Desarollo Integrado, S. A. de C. V. is organized under the laws of Mexico.

Item 2(d). Title of Class of Securities:

Common Stock

Item 2(e). CUSIP Number:

74-18R915

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c):

Not applicable.

Item 4. Ownership

(a)	Beneficial Ownership:	Falcon Solutions Limited.	1,520,421
		Desarollo Integrado, S.A. de C.V.	882,000

(b)	Percent of Class:	Falcon Solutions Limited	9.6	%
		Desarollo Integrado, S.A. de C.V.	5.6	%

(c)	Power to Vote or Dispose of Shares.

	Number of shares as to which reporting person has:

Page 4 of 7 Pages

				(i) sole power to vote or to direct the vote:

				Falcon Solutions Limited		1,520,421
				Desarollo Integrado, S.A. de C.V.		882,000

				(ii) shared power to vote or to direct the vote:

				Falcon Solutions Limited		0
				Desarollo Integrado, S.A. de C.V.		0

				(iii) sole power to dispose of or to direct the
				disposition of:

				Falcon Solutions Limited		1,520,421
				Desarollo Integrado, S.A. de C.V.		882,000

				(iv) shared power to dispose of or to
				direct the disposition of:

				Falcon Solutions Limited		0
				Desarollo Integrado, S.A. de C.V.		0

Item 5. Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company:

Not applicable.

Item 8. Identification and Classification of Members of the Group.

Falcon Solutions Limited and Desarollo Integrado, S.A. de C.V. are corporations under common control. This form is being filed on their behalf because they could be deemed to be a group for purposes of this form even though there is no agreement between them with respect to the purchase, sale or retention of Precision Auto Care, Inc. Common Stock.

Item 9. Notice of Dissolution of Group.

Not applicable.

Page 5 of 7 Pages

Item 10. Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred 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.

Page 6 of 7 Pages

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: November 18, 2002

FALCON SOLUTIONS LIMITED

By: /s/ Gonzalo Lacalle *

Name: Gonzalo Lacalle

Title: Director

By: /s/ Mariano Scola *

Name: Mariano Scola

Title: Director

DESAROLLO INTEGRADO, S.A. de C.V.

By: /s/ Maruicio Zambrano Villarreal *

Name: Mauricio Zambrano Villarreal

Title: Managing Director

*By: /s/ Everett F. Casey

Everett F. Casey as attorney-in-

fact pursuant to Power of Attorney

attached hereto as Exhibit 2

Page 7 of 7 Pages

EX-1 3 dex1.htm EXHIBIT 1 Exhibit 1

Exhibit 1

We, the undersigned, hereby express our agreement that the attached Schedule 13G is filed on behalf of each of the undersigned. We further agree that any amendments or supplements thereto also shall be filed on behalf of each of the undersigned.

Date: November 18, 2002

FALCON SOLUTIONS LIMITED

By: /s/ Gonzalo Lacalle *

Name: Gonzalo Lacalle

Title: Director

By: /s/ Mariano Scola *

Name: Mariano Scola

Title: Director

DESAROLLO INTEGRADO, S.A. de C.V.

By: /s/ Maruicio Zambrano Villarreal *

Name: Mauricio Zambrano Villarreal

Title: Managing Director

*By: /s/ Everett F. Casey

Everett F. Casey as attorney-in-

fact pursuant to Power of Attorney

attached hereto as Exhibit 2

EX-2 4 dex2.htm EXHIBIT 2 Exhibit 2

Exhibit 2

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints Louis M. Brown, Robert Falconi, Frederick F. Simmons and Everett F. Casey, and each of them, jointly and severally, as the undersigned’s true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, whether personally or in the undersigned’s capacity as an officer, director and/or stockholder of Precision Auto Care, Inc., (the “Company”), any and all forms filed with the Securities and Exchange Commission resulting from the undersigned’s relationship with the Company, including but not limited to Schedule 13D, Schedule 13G, Form 10-K, Form 10-Q, Form 8-K, Form S-3 and Forms 3, 4, and 5 (collectively, the “Forms”) in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any of such Forms and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power and substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer an officer, director or stockholder of the Company or is otherwise no longer required to file the Forms, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 12th day of November, 2002.

/s/ Gonzalo Lacalle/ /s/ Mariano Scola

Signature of Grantor

Falcon Solutions Ltd.

Gonzalo Lacalle/Mariano Scola

Print Name

POWER OF ATTORNEY

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 12th day of November, 2002.

/s/ Mauricio Zambrano Villarreal

Signature of Grantor

Desarrollo Integrado, SA de CV

Mauricio Zambrano Villarreal

Print Name

Managing Director

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