-----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, IFRBq/Rk29npg0ddYA91CF/GLW3TP7pWnp9FQRt+m1t52SbXQfDjrW7PxXkyeRXx uISpza68UdC14xg91N1cSg== 0000897423-99-000203.txt : 19990827 0000897423-99-000203.hdr.sgml : 19990827 ACCESSION NUMBER: 0000897423-99-000203 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990826 GROUP MEMBERS: KEYSTONE INC ET AL GROUP MEMBERS: KEYSTONE, INC. GROUP MEMBERS: ROBERT M. BASS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ENERGY BIOSYSTEMS CORP CENTRAL INDEX KEY: 0000895677 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 043078857 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-42597 FILM NUMBER: 99700357 BUSINESS ADDRESS: STREET 1: 4200 RESEARACH FOREST DR CITY: THE WOODLANDS STATE: TX ZIP: 77381 BUSINESS PHONE: 7133646100 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KEYSTONE INC ET AL CENTRAL INDEX KEY: 0000924069 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 201 MAIN ST STREET 2: STE 3100 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8173908400 MAIL ADDRESS: STREET 1: 201 MAIN ST STREET 2: STE 2600 CITY: FORT WORTH STATE: TX ZIP: 76102 SC 13G 1 ENERGY BIOSYSTEMS CORPORATION, SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* Energy Biosystems Corporation (Name of Issuer) Common Stock, Par Value $.01 Per Share (Title of Class of Securities) 29265L508 (CUSIP Number) June 9, 1999 (Date of Event Which Requires Filing of This Statement) *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). **The total number of shares reported herein is 381,653 shares, which constitutes approximately 5.8% of the 6,608,966 shares of Stock deemed outstanding pursuant to Rule 13d-3(d)(1)(i) under the Act. Unless otherwise stated, all ownership percentages set forth herein assume that there are 6,569,557 shares outstanding. 1. Name of Reporting Person: Keystone, Inc. 2. Check the Appropriate Box if a Member of a Group: (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization: Texas 5. Sole Voting Power: 342,244 (1) Number of Shares Beneficially 6. Shared Voting Power: -0- Owned By Each Reporting 7. Sole Dispositive Power: 342,244 (1) Person With 8. Shared Dispositive Power: -0- 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 381,653(2) 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares: / / 11. Percent of Class Represented by Amount in Row (9): 5.8% (3) 12. Type of Reporting Person: CO - -------------- (1) Power is exercised through its President and sole director, Robert M. Bass. (2) Includes 39,409 shares of Common Stock that may be acquired upon the conversion of 40,000 shares of the Issuer's Series B Convertible Preferred Stock. (3) Assumes, pursuant to Rule 13d-3(d)(1)(i), that there are 6,608,966 shares of the Stock outstanding. 1. Name of Reporting Person: Robert M. Bass 2. Check the Appropriate Box if a Member of a Group: (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization: Robert M. Bass is a citizen of the United States of America. 5. Sole Voting Power: 342,244 (1) Number of Shares Beneficially 6. Shared Voting Power: -0- Owned By Each Reporting 7. Sole Dispositive Power: 342,244 (1) Person With 8. Shared Dispositive Power: -0- 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 381,653 (1)(2) 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares: / / 11. Percent of Class Represented by Amount in Row (9): 5.8% (3) 12. Type of Reporting Person: IN - -------------- (1) Solely in his capacity as President and sole director of Keystone, Inc. (2) Includes 39,409 shares of Common Stock that may be acquired upon the conversion of 40,000 shares of the Issuer's Series B Convertible Preferred Stock. (3) Assumes, pursuant to Rule 13d-3(d)(1)(i), that there are 6,608,966 shares of the Stock outstanding. Item 1(a). Name of Issuer. .The name of the issuer is Energy Biosystems Corporation (the "Issuer"). Item 1(b). Address of Issuer's Principal Executive Offices. The principal executive offices of the Issuer are located at 4200 Research Forest Drive, The Woodlands, Texas 77381. Item 2(a). Names of Persons Filing. Pursuant to Rules 13d-1(f)(1)-(2) of Regulation 13D-G of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Act"), the undersigned hereby file this Schedule 13G Statement on behalf of Keystone, Inc., a Texas corporation ("Keystone"), and Robert M. Bass ("R. Bass"), the "Reporting Persons." The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Act, although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists. Prior to this filing, the Reporting Persons filed a statement of their holdings in the Issuer in a Schedule 13D statement dated April 29, 1997. Item 2(b). Address of Principal Business Office, or if None, Residence. The address of the principal business office or residence of each of the Reporting Persons is as follows: PRINCIPAL BUSINESS OR NAME RESIDENCE ADDRESS Keystone 201 Main Street Suite 3100 Fort Worth, Texas 76102 R. Bass 201 Main Street Suite 3100 Fort Worth, Texas 76102 Item 2(c). Citizenship. All of the natural persons listed in Item 2(a) are citizens of the United States of America. Item 2(d). Title of Class of Securities. This Schedule 13G statement relates to the common stock, par value $.01 per share, of the Issuer (the "Stock"). Item 2(e). CUSIP Number. The CUSIP number of the Stock is 29265L508. Item 3. Filing Pursuant to Rules 13d-1(b) or 13d-2(b). This Schedule 13G Statement is not being filed pursuant to Rule 13d-1(b) or Rule 13d-2(b). Item 4. Ownership. (a) - (b) Keystone The aggregate number of shares of the Stock that Keystone owns beneficially, pursuant to Rule 13d-3 of the Act, is 381,653, which constitutes approximately 5.8% of the 6,608,966 shares of the Stock deemed outstanding pursuant to Rule 13d-3(d)(1)(i). R. Bass Because of his position as the President and sole Director of Keystone, R. Bass may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of 381,653 shares of the Stock, which constitutes approximately 5.8% of the 6,608,966 shares of the Stock deemed outstanding pursuant to Rule 13d- 3(d)(1)(i). (c) Keystone Acting through its President, Keystone has the sole power to vote or to direct the vote and to dispose or to direct the disposition of an aggregate of 342,244 shares of the Stock. R. Bass Acting in his capacity as President of Keystone, R. Bass has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 342,244 shares of the Stock. Item 5. Ownership of Five Percent or Less of a Class. This filing on Schedule 13G is not for the purpose of reporting the fact that the Reporting Persons have ceased to be the beneficial owners of more than five percent (5%) of the outstanding shares of the Stock. Item 6. Ownership of More than Five Percent on Behalf of Another Person. No person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of the Stock owned by them. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. This Schedule 13G Statement is not being filed by a parent holding company. Item 8. Identification and Classification of Members of the Group. This Schedule 13G Statement is being filed on behalf of each of the Reporting Persons pursuant to Rules 13d-1(c) and 13d-1(f)(1)(iii). The identity of each of the Reporting Persons is set forth in Item 2(a) hereof. The agreement required by Rule 13d-1(f)(1)(iii) is attached hereto as Exhibit 99.1. Item 9. Notice of Dissolution of Group. It is inapplicable for the purposes herein to provide notice of dissolution of a group. Item 10. Certification. 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. After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. DATED: August 26, 1999 KEYSTONE, INC. By: /s/ W. R. Cotham W. R. Cotham, Vice President /s/ W. R. Cotham W. R. COTHAM Attorney-in-Fact for: ROBERT M. BASS (1) (1) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf of Robert M. Bass previously has been filed with the Securities and Exchange Commission. EX-99.1 2 JOINT FILING AGREEMENT FOR SCHED. 13G Exhibit 99.1 Pursuant to Rule 13d-1(f)(1)(iii) of Regulation 13D-G of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, the undersigned agree that the statement to which this Exhibit is attached is filed on behalf of each of them in the capacities set forth below. KEYSTONE, INC. By: /s/ W. R. Cotham W. R. Cotham, Vice President /s/ W. R. Cotham W. R. COTHAM Attorney-in-Fact for: ROBERT M. BASS (1) (1) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf of Robert M. Bass previously has been filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----