-----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, Jnu0YkhuZDhclig+ViQzhVqI/0hpp4CJU+NT+vlRhrfHLzIBLxj4nXTqmD1MDC02 EzRhSf5ZQ2eygLoBUvLBtA== 0001209191-05-042271.txt : 20050812 0001209191-05-042271.hdr.sgml : 20050812 20050812130847 ACCESSION NUMBER: 0001209191-05-042271 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050720 FILED AS OF DATE: 20050812 DATE AS OF CHANGE: 20050812 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MICROFIELD GROUP INC CENTRAL INDEX KEY: 0000944947 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 930935149 STATE OF INCORPORATION: OR FISCAL YEAR END: 0102 BUSINESS ADDRESS: STREET 1: 1631 NW THURMAN, SUITE 310 CITY: PORTLAND STATE: OR ZIP: 97209 BUSINESS PHONE: 5034193580 MAIL ADDRESS: STREET 1: 1631 NW THURMAN, SUITE 310 CITY: PORTLAND STATE: OR ZIP: 97209 FORMER COMPANY: FORMER CONFORMED NAME: MICROFIELD GRAPHICS INC /OR DATE OF NAME CHANGE: 19950504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CEAC INC CENTRAL INDEX KEY: 0001189235 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26226 FILM NUMBER: 051020277 BUSINESS ADDRESS: STREET 1: 1631 NW THURMAN STREET STREET 2: SUITE 400 CITY: PORTLAND STATE: OR ZIP: 97209 BUSINESS PHONE: 503 419 3602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JMW CAPITAL PARTNERS INC CENTRAL INDEX KEY: 0001117811 STATE OF INCORPORATION: OR FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26226 FILM NUMBER: 051020278 BUSINESS ADDRESS: STREET 1: 8201 SE 17TH AVENUE CITY: PORTLAND STATE: OR ZIP: 97202 BUSINESS PHONE: 5035482900 MAIL ADDRESS: STREET 1: 8201 SE 17TH AVENUE CITY: PORTLAND STATE: OR ZIP: 97202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JESENIK ROBERT J CENTRAL INDEX KEY: 0001195301 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26226 FILM NUMBER: 051020279 MAIL ADDRESS: STREET 1: 1631 THURMAN STREET STREET 2: 4TH FL CITY: PORTLAND STATE: OR ZIP: 97209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHRISTENSON GROUP LLC CENTRAL INDEX KEY: 0001264067 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26226 FILM NUMBER: 051020280 MAIL ADDRESS: STREET 1: 1631 NW THURMAN ST STREET 2: STE 400 CITY: PORTLAND STATE: OR ZIP: 97209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JMW GROUP LLC CENTRAL INDEX KEY: 0001286566 STATE OF INCORPORATION: OR FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26226 FILM NUMBER: 051020281 MAIL ADDRESS: STREET 1: 1631 NW THURMAN STREET CITY: PORTLAND STATE: OR ZIP: 97209 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2005-07-20 0 0000944947 MICROFIELD GROUP INC MICG 0001264067 CHRISTENSON GROUP LLC 805 SW BROADWAY SUITE 560 PORTLAND OR 97205 0 0 1 0 0001195301 JESENIK ROBERT J 805 SW BROADWAY SUITE 560 PORTLAND OR 97205 1 0 0 0 0001117811 JMW CAPITAL PARTNERS INC 805 SW BROADWAY SUITE 560 PORTLAND OR 97205 0 0 0 1 Manager of beneficial owner 0001189235 CEAC INC 805 SW BROADWAY SUITE 560 PORTLAND OR 97205 0 0 1 0 0001286566 JMW GROUP LLC 805 SW BROADWAY SUITE 560 PORTLAND OR 97205 0 0 1 0 Common Stock 2005-07-20 4 A 0 2000000 0.67 A 4307618 I (1) Series 2 Preferred Stock 0.00 2005-07-20 4 D 0 4202381 0.42 A 2003-09-26 2006-09-26 Common 4202381 4202381 I (4) Series 3 Preferred Stock 0.00 2005-07-20 4 D 0 125.636 420.00 A 2005-03-31 2007-04-02 Common 125636 125.636 I (4) The stock was issued to CEAC, Inc. as partial consideration for the merger of Christenson Electric, Inc. and CPS Acquisition Co. These shares are owned directly by CEAC, Inc., which is wholly owned by Christenson Group LLC. JMW Group, LLC owns more than 75% of the membership interests in Christenson Group LLC, and its wholly owned subsidary, Aequitas Capital Management, Inc. (formerly known as JMW Capital Partners, Inc.), is the manager of Christenson Group LLC. Robert J. Jesenik is a director of Microfield Group, Inc., which acquired Christenson Electric, Inc. through a merger with its wholly owned subsidary, CPS Acquisition Co. Mr. Jesenik is also the president of CEAC, Inc., and CEO of Aequitas Capital Management, Inc. Robert J. Jesenik, Christenson Group LLC, JMW Group, LLC and Aequitas Capital Management, Inc. are indirect beneficial owners of the reported securities. The Series 2 Preferred shares are convertible on a 1 for 1 basis for common stock at the discretion of the shareholder. The Series 2 Preferred shares automatically convert to common stock three years from the issue date. The issue price was $0.42 per share. Christenson Group LLC previously reported the Series 2 Preferred Stock as directly owned. Christenson Electric, Inc. transferred these shares to CEAC, Inc. as partial consideration for the merger of Christenson Electric, Inc. and CPS Acquisition Co. These shares are now owned directly by CEAC, Inc., which is wholly owned by Christenson Group LLC. JMW Group, LLC owns more than 75% of the membership interests in Christenson Group LLC, and its wholly owned subsidary, Aequitas Capital Management, Inc. (formerly known as JMW Capital Partners, Inc.), is the manager of Christenson Group LLC. Robert J. Jesenik is a director of Microfield Group, Inc., which acquired Christenson Electric, Inc. through a merger with its wholly owned subsidary, CPS Acquisition Co. Mr. Jesenik is also the president of CEAC, Inc., and CEO of Aequitas Capital Management, Inc. Robert J. Jesenik, Christenson Group LLC, JMW Group, LLC and Aequitas Capital Management, Inc. are indirect beneficial owners of the reported securities. The Series 3 Preferred shares are convertible to common stock after March 31, 2005, at the discretion of the shareholder. The Series 3 Preferred shares automatically convert to common stock three years after they were issued. The conversion ratio is 1 Series 3 Preferred share to 1,000 shares of common. The issue price for the Series 3 Preferred was $420.00 per share. Christenson Group LLC previously reported the Series 3 Preferred Stock as directly owned. This filing shall not be deemed an admission that Christenson Group LLC is, for the purposes of Section 16(a) of the Securities and Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement. /s/ Robert J. Jesenik 2005-07-28 Robert J. Jesenik 2005-07-28 Robert J. Jesenik 2005-07-28 Robert J. Jesenik 2005-07-28 Robert J. Jesenik 2005-07-28 -----END PRIVACY-ENHANCED MESSAGE-----