| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
INTEGRATED ENVIRONMENTAL TECHNOLOGIES, LTD. [ IVEB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/31/2009 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 12/31/2009 | C | 104,406(1) | A | $0.1 | 104,406(1) | D(2) | |||
| Common Stock | 12/31/2009 | C | 6,159,923(3) | A | $0.1 | 6,159,923(3) | I(4) | By Zanett Opportunity Fund, Ltd. | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| 12% Convertible Debentures due 2009 | $0.1 | 12/31/2009 | C | $10,000(1) | 08/19/2009 | (5) | Common Stock | 104,406(1) | $0 | 0(1) | D(2) | ||||
| 12% Convertible Debentures due 2009 | $0.1 | 12/31/2009 | C | $590,000(3) | 08/19/2009 | (6) | Common Stock | 6,159,923(3) | $0 | 0(3) | I(4) | By Zanett Opportunity Fund, Ltd. | |||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. McAdoo Capital, Inc. ("McAdoo Capital") converted $10,000 of outstanding principal of a 12% Convertible Debenture due 2009 at a conversion price of $0.10 per share (resulting in an issuance of 100,000 shares) and $440.55 of accrued but unpaid interest on the debenture at a conversion price of $0.10 per share (resulting in an issuance of 4,406 shares). While McAdoo Capital fully converted the debenture on December 31, 2009, McAdoo Capital is owed a loan fee of $250, which the parties have determined may be convertible into shares of Common Stock at the exercise price of $0.10 per share (i.e., 2,500 shares) under certain circumstances. |
| 2. McAdoo Capital owns the reported securities directly. Zachary McAdoo may be deemed to have an indirect interest in these securities in his capacity as President and owner of McAdoo Capital. Mr. McAdoo disclaims beneficial ownership of the reported securities and the reporting of these securities by him shall not be deemed to be an admission that Mr. McAdoo has beneficial ownership of such securities for purposes of Section 16 of the Exchange Act of 1934, or for any other purposes. |
| 3. Zanett Opportunity Fund, Ltd. (the "Fund") converted $590,000 of outstanding principal of a 12% Convertible Debenture due 2009 at a conversion price of $0.10 per share (resulting in an issuance of 5,900,000 shares) and $25,992.33 of accrued but unpaid interest on the debenture at a conversion price of $0.10 per share (resulting in an issuance of 259,923 shares). While the Fund fully converted the debenture on December 31, 2009, the Fund is owed a loan fee of $14,750, which the parties have determined may be convertible into shares of Common Stock at the exercise price of $0.10 per share (i.e., 147,500 shares) under certain circumstances. |
| 4. The Fund owns the reported securities directly. McAdoo Capital may be deemed to have an indirect interest in these securities as investment manager of the Fund. Zachary McAdoo may be deemed to have an indirect interest in these securities in his capacity as President and owner of McAdoo Capital. Both McAdoo Capital and Mr. McAdoo disclaim beneficial ownership of the reported securities except to the extent of any pecuniary interest therein, and the reporting of these securities by them shall not be deemed to be an admission that McAdoo Capital or Mr. McAdoo have beneficial ownership in such securities for purposes of Section 16 of the Exchange Act of 1934, or for any other purposes. |
| 5. McAdoo Capital had the right to convert the debentures to common stock of the issuer at $0.10 per share at any time prior to repayment. The debentures originally matured on November 16, 2009, and the maturity date was extended to December 31, 2009 pursuant to a subsequent amendment, although in the event the reported securities were not repaid, they would have remained exercisable. Upon conversion on December 31, 2009, McAdoo Capital received 50,000 warrants exercisable at $0.20 per share, which it continues to hold (these warrants were previously reported on the Form 3 of the reporting persons, filed October 14, 2009). |
| 6. The Fund had the right to convert the debentures to common stock of the issuer at $0.10 per share at any time prior to repayment. The debentures originally matured on November 16, 2009, and the maturity date was extended to December 31, 2009 pursuant to a subsequent amendment, although in the event the reported securities were not repaid, they would have remained exercisable. Upon conversion on December 31, 2009, the Fund received 2,950,000 warrants exercisable at $0.20 per share, which it continues to hold (these warrants were previously reported on the Form 3 of the reporting persons, filed October 14, 2009). |
| /s/ Zachary McAdoo, President, McAdoo Capital, Inc. | 01/14/2010 | |
| /s/ Zachary McAdoo | 01/14/2010 | |
| /s/ Zachary McAdoo, on behalf of Zanett Opportunity Fund, Ltd. | 01/14/2010 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||