-----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, ErKF5AKXIWW5b8CWg1VzsjtLuUHhRQPwRU9JdV/QP2XJgb8qlLK49Ja9O+XV8JY8 GXbAij+PAiSu7scpS8WO8g== 0001240085-04-000001.txt : 20040301 0001240085-04-000001.hdr.sgml : 20040301 20040301131407 ACCESSION NUMBER: 0001240085-04-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040226 FILED AS OF DATE: 20040301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DYER W ROBERT JR CENTRAL INDEX KEY: 0001240348 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20995 FILM NUMBER: 04638343 MAIL ADDRESS: STREET 1: 4209 LAKESIDE DR CITY: DALLAS STATE: TX ZIP: 75219-201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BEACHUM INVESTMENTS LLC CENTRAL INDEX KEY: 0001244952 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20995 FILM NUMBER: 04638345 BUSINESS ADDRESS: STREET 1: 4209 LAKESIDE DRIV CITY: DALLAS STATE: TX ZIP: 75219-2301 BUSINESS PHONE: 2149994574 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AXTIVE CORP CENTRAL INDEX KEY: 0001015172 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133778895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1445 ROSS AVENUE STREET 2: SUITE 4500 CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 214.397.0200 MAIL ADDRESS: STREET 1: 1445 ROSS AVENUE STREET 2: SUITE 4500 CITY: DALLAS STATE: TX ZIP: 75202 FORMER COMPANY: FORMER CONFORMED NAME: EDGE TECHNOLOGY GROUP INC DATE OF NAME CHANGE: 20000912 FORMER COMPANY: FORMER CONFORMED NAME: VISUAL EDGE SYSTEMS INC DATE OF NAME CHANGE: 19960604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: IPL MANAGEMENT CO CENTRAL INDEX KEY: 0001240083 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20995 FILM NUMBER: 04638344 BUSINESS ADDRESS: STREET 1: 4209 LAKESIDE DRIVE CITY: DALLAS STATE: TX ZIP: 75219-2301 BUSINESS PHONE: 2149994574 MAIL ADDRESS: STREET 1: 4209 LAKESIDE DRIVE CITY: DALLAS STATE: TX ZIP: 75219-2301 4 1 primary_doc.xml PRIMARY DOCUMENT X0201 4 2004-02-26 1 0001015172 AXTIVE CORP AXTC 0001244952 BEACHUM INVESTMENTS LLC 4209 LAKESIDE DRIVE DALLAS TX 75219-2301 0 0 1 0 0001240083 IPL MANAGEMENT CO 4209 LAKESIDE DRIVE DALLAS TX 75219-2301 0 0 1 0 0001240348 DYER W ROBERT JR 4209 LAKESIDE DR DALLAS TX 75219-2301 0 0 1 0 Common Stock, $0.01 par value 2004-02-26 2004-02-26 4 C 0 381600 1 A 381600 D Common Stock, $0.01 par value 2004-02-26 2004-02-26 4 P 0 325222 0.0769 A 706822 I See footnote Series A Convertible Preferred Stock, $0.01 par value 1 2004-02-26 2004-02-26 4 C 0 360 1000 D 2003-05-23 1988-08-08 Common Stock, $0.01 par value 381600 0 D Warrant to Purchase Common Stock 2 2004-02-26 2004-02-26 4 J 0 72000 0 D 2005-05-23 2007-05-23 Common Stock, $0.01 par value 72000 0 D All Common Stock numbers, common stock prices, and the Preferred Stock conversion price have been adjusted to reflect the issuer's 1-for-10 reverse stock split effective on December 23, 2003. Reflects the automatic conversion of 360 shares of Preferred Stock directly owned by Beachum Investments, LLC based on the conversion price of $1.00. Conversion was determined by dividing the liquidation price with respect to the Preferred Stock (which is equal to the issuance price of $1,000 per share plus any accrued, but unpaid dividends) by the conversion price. The conversion reflects accrued, but unpaid dividends of $60.00 per share with respect to the 360 shares of Preferred Stock owned by Beachum Investments, LLC. The first reporting person, Beachum Investments, LLC, is the direct owner of these shares of Common Stock. These shares of Common Stock are also indirectly and beneficially owned by IPL Management Company, as sole Manager of Beachum Investments, LLC. W. Robert Dyer, Jr. is President of IPL Management and may be deemed to beneficially own these shares. Therefore, IPL Management and W. Robert Dyer, Jr. are additional reporting persons. Filing of this statement shall not be construed as an admission that IPL Management is beneficial owner of such securities, and IPL Management disclaims beneficial ownership. Filing of this statement shall not be construed as an admission that IPL Management is beneficial owner of such securities, and Mr. Dyer disclaims beneficial ownership, except for 132,500 shares of Common Stock based on ownership interest of W. Robert Dyer, Jr., Trustee, in Beachum Investments, LLC. Reflects the purchase of 325,222 shares of Common Stock directly by W. Robert Dyer, Jr. The exact purchase price per share recorded was $0.07687. These shares are not beneficially owned by Beachum Investments, LLC or IPL Management. See footnote (2) and (3). The warrant, which was issued in connection with the purchase of Preferred Stock, was waived and terminated by Beachum Investments, LLC effective as of February 26, 2004 in connection with the automatic conversion of the Preferred Stock and the issuer's private placement of Common Stock on February 26, 2004. The first reporting person, Beachum Investments, LLC, was the direct owner of this warrant. Beachum Investments, LLC, by IPL Management Company, its Manager, by W. Robert Dyer, Jr., as President 2004-03-01 IPL Management Company by W. Robert Dyer, Jr. 2004-03-01 W. Robert Dyer, Jr. 2004-03-01 -----END PRIVACY-ENHANCED MESSAGE-----