-----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, FKDWtY+zkuuRqr48v5TUBUMzlTZeTdTZKVagHYouV54bU0HD0tZxe++Z2Xn/lbHK wuwA2YvtOH0UlHcR2nmTfg== 0000897101-02-000010.txt : 20020413 0000897101-02-000010.hdr.sgml : 20020413 ACCESSION NUMBER: 0000897101-02-000010 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020109 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VELOCITY EXPRESS CORP CENTRAL INDEX KEY: 0001002902 STANDARD INDUSTRIAL CLASSIFICATION: AIR COURIER SERVICES [4513] IRS NUMBER: 870355929 STATE OF INCORPORATION: DE FISCAL YEAR END: 0629 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-46377 FILM NUMBER: 2505416 BUSINESS ADDRESS: STREET 1: 7803 GLENROY ROAD STREET 2: FOUR PARAMOUNT PLAZA STE 200 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 612-492-2400 MAIL ADDRESS: STREET 1: 7803 GLENROY ROAD STREET 2: SUITE 200 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 FORMER COMPANY: FORMER CONFORMED NAME: U SHIP INC DATE OF NAME CHANGE: 19960313 FORMER COMPANY: FORMER CONFORMED NAME: UNITED SHIPPING & TECHNOLOGY INC DATE OF NAME CHANGE: 19990512 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NESLUND RICHARD & MABETH CENTRAL INDEX KEY: 0001095071 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 15210 WAYZATA BLVD CITY: WAYZATA STATE: MN ZIP: 55391 BUSINESS PHONE: 6124751700 MAIL ADDRESS: STREET 1: 15210 WAYZATA BLVD CITY: WAYZATA STATE: MN ZIP: 55391 SC 13D/A 1 uship020154_13da.txt UNITED SHIPPING & TECHNOLOGY, INC. SCHEDULE 13D/A ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2 )* United Shipping & Technology, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.004 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 911498103 - -------------------------------------------------------------------------------- (CUSIP Number) Michael W. Schley, Esq. Larkin, Hoffman, Daly & Lindgren, Ltd. 1500 Wells Fargo Plaza 7900 Xerxes Avenue South Bloomington, MN 55431-1194 (952) 835-3800 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 5, 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 ss.ss.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 the schedule, including all exhibits. See ss.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). ================================================================================ CUSIP NO. 911498103 13D PAGE 2 OF 4 PAGES --------- --- --- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON (entities only) Richard Neslund and Mabeth Neslund - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* OF - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States. - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 5,404,137 shares of common stock, 336,770 of NUMBER OF which are represented by warrants to purchase common stock and 3,181,800 of which are represented by 159,090 shares of Series F Convertible Preferred stock convertible into 3,181,800 shares of common stock ---------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY OWNED BY EACH ---------------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 5,404,137 shares of common stock, 336,770 of which are represented by warrants to purchase common stock and 3,181,800 of which are represented by 159,090 shares of Series F Convertible Preferred stock convertible into 3,181,800 shares of common stock ---------------------------------------------------- 10 SHARED DISPOSITIVE POWER - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,404,137 shares of common stock, 336,770 of which are represented by warrants to purchase common stock and 3,181,800 of which are represented by 159,090 shares of Series F Convertible Preferred stock convertible into 3,181,800 shares of common stock - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 26.1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTION BEFORE FILLING OUT! ITEM 1. SECURITY AND ISSUER The name of the issuer is United Shipping & Technology, Inc. (the "Issuer") and the address of its principal office is 7803 Glenroy Road, Suite 200, Bloomington, Minnesota, 55439. The title of the class of equity security to which this statement relates is Common Stock. The Reporting Persons (as defined herein) beneficially own 5,404,137 shares of Common Stock. ITEM 2. IDENTITY AND BACKGROUND (a). This statement is filed jointly by Richard Neslund and Mabeth Neslund, who affirm that they do not constitute a group (together, the "Reporting Persons"). (b). Richard Neslund and Mabeth Neslund 15210 Wayzata Boulevard Wayzata, MN 55391 (c). Mr. Neslund is President of Park Avenue of Wayzata, Inc. The address of the principal office of Park Avenue of Wayzata, Inc. is 15210 Wayzata Boulevard, Wayzata, Minnesota 55391. (d). Neither of the Reporting Persons have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e). Neither of the Reporting Persons have, during the last five years, been a 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 further violation, or prohibiting activities subject to federal or state securities laws or finding any violation of such laws. (f). Both of the Reporting Persons are citizens of the United States. Page 3 of 4 pages ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Personal Funds, $1,750,000 ITEM 4. PURPOSE OF TRANSACTION The Reporting Persons acquired the shares of common stock of the Issuer reported herein for investment purposes. The Reporting Persons reserve the right to purchase additional shares or to sell shares if they deem such action to be in their best interest. The Reporting Persons do not have any specific plans or proposals respecting extraordinary corporate transactions effecting the Issuer, sale or transfer of its assets, changes in its board of directors or management, capitalization, dividend policy, business or corporate structure, charter or bylaws or instruments corresponding thereto, the listing of the Issuer's securities, a class of equity securities becoming eligible for termination of registration, or similar actions. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a). As of October 5, 2001, the Reporting Persons beneficially own 5,404,137 shares of common stock, 336,770 of which are represented by warrants to purchase common stock and 3,181,800 of which are represented by 159,090 shares of Series F Convertible Preferred stock convertible into 3,181,800 shares of common stock. These shares represent 26.1% of the common stock of the Issuer. (b). The Reporting Persons have the sole power to vote or to direct the vote of 5,404,137 shares of common stock, 336,770 of which are represented by warrants to purchase common stock and 3,181,800 of which are represented by shares of Series F preferred stock convertible into common stock. (c). The Reporting Persons beneficially acquired 3,455,237 shares of common stock on October 5, 2001 from the Issuer through a private placement of 159,090 shares of Series F Preferred Stock (convertible into 3,181,800 shares of common stock) and 273,437 Common Stock purchase warrants. Following the purchase, the Reporting Persons beneficially owned 5,404,137 shares of common stock, 336,700 of which are represented by warrants to purchase common stock and 3,181,800 of which are represented by 159,090 shares of Series F Convertible Preferred stock convertible into 3,181,800 shares of common stock. (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. 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. Dated: December 27, 2001 /s/ Richard Neslund ------------------- Richard Neslund /s/ Mabeth Neslund ------------------- Mabeth Neslund Page 4 of 4 pages -----END PRIVACY-ENHANCED MESSAGE-----