-----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, S0O3q/APLQUzGI73Vc7ssHu0viiliHFlW/UCwhjvjKNWhzbh/r41+Jom5x27xti6 ftsoXFuAfUcXE7QxsiqcKg== 0000932384-01-500034.txt : 20010629 0000932384-01-500034.hdr.sgml : 20010629 ACCESSION NUMBER: 0000932384-01-500034 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010628 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERIVEST PROPERTIES INC CENTRAL INDEX KEY: 0000927102 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 841240264 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-53847 FILM NUMBER: 1669663 BUSINESS ADDRESS: STREET 1: 1800 GLENARM PLACE STREET 2: SUITE 500 CITY: DENVER, STATE: CO ZIP: 80202 BUSINESS PHONE: 3032971800 MAIL ADDRESS: STREET 1: 7100 GRANDVIEW AVE STREET 2: SUITE 1 CITY: ARVADA STATE: CO ZIP: 80002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ATKINS WILLIAM T CENTRAL INDEX KEY: 0001093678 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O THE SHERIDAN GROUP STREET 2: 1800 GLENARM PLACE SUITE 500 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3032971800 MAIL ADDRESS: STREET 1: C/O THE SHERIDAN GROUP STREET 2: 1800 GLENARM PLACE SUITE 500 CITY: DENVER STATE: CO ZIP: 80202 SC 13D/A 1 a378533.txt SC 13D/A-2 (6-2001) ---------------------------------- OMB APPROVAL ---------------------------------- OMB Number: 3235-0145 Expires: October 31, 2002 Estimated average burden hours per response...........14.90 ---------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* AmeriVest Properties, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, Par Value $.001 - ------------------------------------------------------------------------------- (Title of Class of Securities) 03071L101 - ------------------------------------------------------------------------------- (CUSIP Number) - ------------------------------------------------------------------------------- William T. Atkins 1780 S. Bellaire Street, Suite 515 Denver, CO 80222 303-297-1800 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 28, 2001 - ------------------------------------------------------------------------------- (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 that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. |_| NOTE: Schedules filed in paper format shall include a signed original and five copies of this schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent. *The remainder of this cover page shall 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 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 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 1746 (03-00) Schedule 13D CUSIP No. 03071L101 AMERIVEST PROPERTIES, INC. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) William T. Atkins - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) |x| (b) |_| - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS (See Instructions) 00 - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |_| - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION US - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 41,673 ------------------------------------------------------ BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,365,901 ------------------------------------------------------ EACH 9 SOLE DISPOSITIVE POWER REPORTING 41,673 ------------------------------------------------------ PERSON 10 SHARED DISPOSITIVE POWER WITH 1,365,901 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,407,574 - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |_| / - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 32.4% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) IN - -------------------------------------------------------------------------------- 2 Schedule 13D CUSIP NO. 03071L101 AMERIVEST PROPERTIES, INC. - ------------------------------------------------------------------------------- ITEM 1. SECURITY AND ISSUER. This statement relates to the common stock, $0.001 par value of AmeriVest Properties, Inc., a Maryland corporation, having its executive offices at 1780 S. Bellaire Street, Suite 515, Denver, CO 80222. ITEM 2. IDENTITY AND BACKGROUND. The person filing this statement is William T. Atkins, a United States citizen, whose business address is 1780 S. Bellaire Street, Suite 515, Denver, CO 80222. Mr. Atkins is the President of Sheridan Realty Corp., 1780 S. Bellaire Street, Suite 515, Denver, CO 80222. The principal business of Sheridan Realty Corp. is real estate investment, development and management. Mr. Atkins is also Chairman and CEO of the Issuer. During the last five years, Mr. Atkins has neither (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction making either one of them subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The transactions covered by this statement include: (a) the receipt of common stock from Issuer on December 26, 2000, as consideration in exchange for the purchase of a key man insurance policy issued with respect to Mr. Atkins to Sheridan Investments, LLC, a Delaware limited liability company ("SI"). Mr. Atkins is the co-manager of Sheridan Development, LLC, a Delaware limited liability company ("SD"), the manager of SI. (b) the receipt of common stock from Issuer on June 25, 2001, as consideration in exchange for the interest in an office building from SI. (c) the receipt of common stock under the Issuer's dividend reinvestment plan with respect to some or all of these transactions and other previously disclosed transactions. ITEM 4. PURPOSE OF TRANSACTION. The purpose of this transaction is for investment. Item 3 is incorporated herein by reference. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Items 3 and 4 are incorporated herein by reference. This will be the final amendment Mr. Atkins will file on a separate filing. All future amendments will be filed as amendments to the group filing made by William T. Atkins et al. 3 (a) Mr. Atkins beneficially owns and has the sole power to vote and dispose of (A) 33,469 shares of Issuer common stock held by him, (B) 204 shares of Issuer common stock held by his minor children, and (c) options to acquire an additional 12,000 shares of Issuer common stock (of which options with respect to 8,000 shares of Issuer common stock are reportable at this time). (b) Mr. Atkins is one of five directors of Rock River Trust Company ("RRTC"), which beneficially owns 87,029 shares of Issuer common stock, as Trustee of various trusts. RRTC is an Illinois chartered trust company with a principal business address at 4709 44th Street, Suite 5, Rock Island, IL 61201. RRTC has not, during the last five years, been convicted in a criminal proceeding nor been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Atkins does not vote on any matters before the RRTC board of directors regarding the acquisition, voting, or disposition of such stock. Mr. Atkins disclaims beneficial ownership in such shares. (c) Mr. Atkins is one of five directors of and a shareholder in Sheridan Realty Corporation, a Delaware corporation ("SRC"), that is the general partner of Sheridan Realty Partners, L.P., a Delaware limited partnership ("SRP"). SRP owns 205,221 shares of Issuer common stock. Neither SRC or SRP has, during the last five years, been convicted in a criminal proceeding nor been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Atkins disclaims beneficial ownership in such shares. (d) Mr. Atkins is co-manager of SD, the manager of SI. SI owns 1,057,346 shares of Issuer common stock. Neither SD nor SI has, during the last five years, been convicted in a criminal proceeding nor been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (e) Mr. Atkins, therefore, has sole voting power and sole investment power over 41,673 shares of common stock and shared voting power and shared investment power over 1,365,901 shares of common stock (with respect to such shared voting and shared investment power he disclaims beneficial ownership), representing 32.4% of the sum of, pursuant to Rule 13d-3(d)(I)(i), (A) 4,329,688 outstanding shares of the Issuer, (B) options to acquire 8,000 shares of Issuer common stock. 4 ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. (a) Mr. Atkins is a business associate of Mr. Alexander S. Hewitt, a vice president of AmeriVest Properties Inc. Because their acquisition, voting, and disposition activities could cause them to be deemed to be a "group" (as defined in Section 13 of the Securities Exchange Act of 1934, as amended), Mr. Atkins and Mr. Hewitt have entered into an agreement evidencing that, unless and until either person decides otherwise, each will conduct his activities with respect to the Issuer's securities as if the two of them are a "group" (as defined in Section 13 of the Securities Exchange Act of 1934, as amended). (b) Mr. Atkins has also entered into a Subscription and Registration Rights Agreement between himself and the Issuer. (c) Mr. Atkins is a member, chairman, and co-manager of Sheridan Realty Advisers, LLC, a Colorado limited liability company ("SRA"), that holds warrants to acquire 750,000 shares of Issuer common stock, exercisable January 1, 2003, acquired pursuant to an investment advisory agreement entered into effective January 1, 2000. (d) Other than these three agreements, there are no contracts, arrangements, understandings or relationships between Mr. Atkins and any other party with respect to any of the Issuer common stock owned by Mr. Hewitt, RRTC, SRC, SRP, SRA, SD, SI or any other party. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. None 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. June 28, 2001 ------------------------------------------ Date /s/ DEBORAH J. FRIEDMAN ------------------------------------------ Signature Deborah J. Friedman, Attorney-in-Fact ------------------------------------------ Name/Title Power of Attorney filed September 29, 2000 -----END PRIVACY-ENHANCED MESSAGE-----