-----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, LevdgkiBRZccmfVlyLRLgzssfcsgbhEtvvhK7BnZLdYpSkvq+G7XH7sRr/snOopH lAgQx/3r+WN4UXdw63+j5w== 0001104659-03-018661.txt : 20030814 0001104659-03-018661.hdr.sgml : 20030814 20030814154122 ACCESSION NUMBER: 0001104659-03-018661 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030814 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRIDENT GROWTH FUND L P CENTRAL INDEX KEY: 0001171383 IRS NUMBER: 760627346 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 700 GEMINI CITY: HOUSTON STATE: TX ZIP: 77058 FORMER COMPANY: FORMER CONFORMED NAME: GEMINI GROWTH FUND LP DATE OF NAME CHANGE: 20020416 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CONTINENTAL SOUTHERN RESOURCES INC CENTRAL INDEX KEY: 0001112412 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 880448389 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-62401 FILM NUMBER: 03847376 BUSINESS ADDRESS: STREET 1: ONE BELMONT AVENUE STREET 2: SUITE 417 CITY: BALA CYNWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 6106605906 MAIL ADDRESS: STREET 1: ONE BELMONT AVENUE STREET 2: SUITE 417 CITY: BALA CYNWYD STATE: PA ZIP: 19004 FORMER COMPANY: FORMER CONFORMED NAME: EXPRESSIONS GRAPHICS INC DATE OF NAME CHANGE: 20000419 SC 13D/A 1 a03-2562_1sc13da.htm SC 13D/A

SEC 1746
(11-02)


Potential persons who are to 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.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE
COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13D

Estimated average burden hours per response. . 11

INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2(a)

Under the Securities Exchange Act of 1934
(Amendment No. 1 )*

Continental Southern Resources Inc.

(Name of Issuer)

 

Common Stock, $0.001 par value per share

(Title of Class of Securities)

 

212066 10-4

(CUSIP Number)

 

Steve Harrington
One Belmont Ave,
GSB Building, Suite 417
Bala Cynwyd, PA 19004
610 771-0680

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

July 30, 2003

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e)(f) or (g), check the following box.  [   ]

 

Check the following box if a fee is being paid with the statement. [ ]  (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7).

 

Note:  Six copies of this statement, including all exhibits, should be filed with the Commission.  See Rule 13d-1(a) for other parties to whom copies are to be sent.

 

*The remainder of this cover page should 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 disclosures provided in a prior cover page.

 

The information required on 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, as amended (the "Exchange Act") or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

 



 

CUSIP No.   212066 10-4

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Trident Growth Fund, LP

76-0627346

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 [    ]

 

 

(b)

 [ X ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
700 Gemini

Houston, TX 77058

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
1,312,500

 

8.

Shared Voting Power
1,762,500

 

9.

Sole Dispositive Power
1,937,500

 

10.

Shared Dispositive Power
2,387,500

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,312,500

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  [ X ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
2.8%

 

 

14.

Type of Reporting Person (See Instructions)
PN

 

 

2



 

Item 1.

Security and Issuer

 

This statement relates to the $0.001 par value common stock of Continental Southern Resources, Inc. (“CSOR “ or “Company”).  The Company’s principal executive offices are located at 111 Presidential Boulevard, Suite 158A, Bala Cynwyd, PA 19004.

 

Item 2.

Identity and Background

 

(a), (b) & (c)

 

Trident Growth Fund, LP (“Trident”) f/k/a Gemini Growth Fund, LP
700 Trident
Houston, TX 77058

 

Trident is a Delaware limited partnership whose principal business is investments and whose managing member of the general partners are:

 

Scotty D. Cook

 

Managing Member

Frank DeLape

 

Managing Member

 

 

(d) Trident has not been convicted in a criminal proceeding during the last 5 years.

 

(e)  Trident has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the last 5 years.

 

(f)  Not applicable.

 

Item 3.

Source and Amount of Funds or Other Consideration

 

Trident acquired the securities from its working capital accounts.  From time to time Trident may syndicate part of its investments to funds that are under the exclusive control of Trident.  Trident is a Small Business Investment Corporation and borrows funds from time to time pursuant to SBA regulations.  The securities were acquired directly from the Company in the private placement.

 

Item 4.

Purpose of Transaction

 

Trident’s acquisition of these shares is solely for investment purposes.

 

3



 

Item 5.

Interest in Securities of the Issuer

 

(a)     April 8, 2002, the Company and Trident entered into a Convertible Debenture Loan Agreement pursuant to which the Company issued to Trident a $1,500,000 Convertible Debenture yielding a 12% interest rate.  On July 30, 2003, the Company, pursuant to a loan amendment, issued to Trident a $600,000 Convertible Debenture yielding 12% interest rate.  Interest is payable monthly and if not sooner redeemed or converted, and both debentures mature as amended on June 30, 2004.  The Debenture also calls for redemption if certain defaults occur or there is a change in control of the voting stock.

Trident owns 100% of the Convertible Debentures.  If the Trident converted its debentures at the current amended conversion price, the Filer would own 1,312,500 shares of common stock representing would be approximately 2.8% of the Company's common stock.  The Convertible Debenture contains anti-dilution and other protections that may cause the conversion price to change.

The Convertible Debenture Loan Agreement grants Trident the right to elect one member to the board of directors of the Company and as yet Trident has not made a decision whether it will elect such a right.  The Filer does not have the right to vote the Common Stock underlying the Convertible Debenture until and unless it elects to convert said instrument.

In conjunction with the issuance of original Convertible Debenture and follow-on Convertible Debenture, the Company issued to Trident Warrants to purchase 625,000 shares at prices between $1.60 and $2.00  per share (reflecting the company reverse split).  The shares issuable on execution of the Warrant are covered by demand and piggy-back registration rights found in the loan agreement.  The Warrant contains certain anti-dilution provisions that are similar to such provisions as found in the Convertible Debenture.  If the Trident converted its debentures at the current conversion price and exercised its warrants, Trident would own 1,937,500 shares of common stock representing would be approximately 4.2% of the Company's common stock.

Founder Equity Group, Inc. and its related entities hold 450,000 shares of common stock.  Scotty Cook is Chairman and a shareholder Founders.  Trident disclaims any beneficial ownership of the any of the securities held by Founders.

 

(b)    Number of shares as to which Trident has:

 

(i) Sole power to vote on to direct the vote:

 

1,312,500

 

(ii) Shared power to vote on to direct the vote:

 

1,762,500

 

(iii) Sole power to dispose or to direct the disposition:

 

1,937,500

 

(iv) Shared power to dispose or to direct disposition:

 

2,387,500

 

 

4



 

 

(c)     Trident has not effected any transaction in the securities of the Company prior to the transaction disclosed herein or the original filing.

 

(d)    Not applicable.

 

(e)     Not applicable.

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Not applicable.

 

Item 7.

Material to Be Filed as Exhibits

 

Not applicable.

 

5



 

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.

 

August 14, 2003

 

Date

 


/s/ Scotty Cook

 

Signature

 


Scotty Cook, Managing Member
Trident Management, LLC, its Manager

 

Name/Title

 

6


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