-----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, KbpNfoXxqiY7WjYfKxNW5hG/b2PwhYxBz1VE5mXzapmb8MEB9ndbedHE5LhQAPnx Hp/JjvESRwcU0slFjzvvAw== 0000096313-00-000010.txt : 20000202 0000096313-00-000010.hdr.sgml : 20000202 ACCESSION NUMBER: 0000096313-00-000010 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000114 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COVOL TECHNOLOGIES INC CENTRAL INDEX KEY: 0001003344 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE MINING [1220] IRS NUMBER: 870547337 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-50887 FILM NUMBER: 507525 BUSINESS ADDRESS: STREET 1: 3280 N FRONTAGE RD CITY: LEHI STATE: UT ZIP: 84043 BUSINESS PHONE: 8017684481 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ASPEN CAPITAL RESOURCES LLC CENTRAL INDEX KEY: 0001103202 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 870635292 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 8989 SOUTH SCHOFIELD CIRCLE CITY: SANDY STATE: UT ZIP: 84093 BUSINESS PHONE: 8015230602 MAIL ADDRESS: STREET 1: 8989 SOUTH SCHOFIELD CIRCLE CITY: SANDY STATE: UT ZIP: 84093 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Covol Technologies, Inc. (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 223575-10-1 (CUSIP Number) James G. Swensen, Jr. 39 Exchange Place, Suite 100 Salt Lake City, Utah 84111 801-534-0909 (Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications) December 1, 1999 (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13-1(g), check the following box [ ]. * 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). 1 CUSIP No. 223575-10-1 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Aspen Capital Resources, LLC 2. CHECK THE APPROPRIATE ROW IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS (SEE INSTRUCTIONS) WC 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Utah 7. SOLE VOTING POWER 0 Shares 8. SHARED VOTING POWER 3,145,781 Shares (including 2,400,008 Shares issuable on conversion of convertible Debentures; 423,133 Shares issuable under immediately exercisable warrants; and 322,640 additional Shares) 9. SOLE DISPOSITIVE POWER 0 Shares 1 10. SHARED DISPOSITIVE POWER 3,145,781 Shares (including 2,400,008 Shares issuable on conversion of convertible Debentures; 423,133 Shares issuable under immediately exercisable warrants; and 322,640 additional Shares) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,145,781 Shares (including 2,400,008 Shares issuable on conversion of convertible Debentures; 423,133 Shares issuable under immediately exercisable warrants; and 322,640 additional Shares) 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.5% 14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO 2 CUSIP No. 223575-10-1 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS The Johnson Foundation 2. CHECK THE APPROPRIATE ROW IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS (SEE INSTRUCTIONS) WC 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Utah 7. SOLE VOTING POWER 0 Shares 8. SHARED VOTING POWER 3,145,781 Shares (including 2,400,008 Shares issuable on conversion of convertible Debentures; 423,133 Shares issuable under immediately exercisable warrants; and 322,640 additional Shares) 9. SOLE DISPOSITIVE POWER 0 Shares 3 10. SHARED DISPOSITIVE POWER 3,145,781 Shares (including 2,400,008 Shares issuable on conversion of convertible Debentures; 423,133 Shares issuable under immediately exercisable warrants; and 322,640 additional Shares) 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,145,781 Shares (including 2,400,008 Shares issuable on conversion of convertible Debentures; 423,133 Shares issuable under immediately exercisable warrants; and 322,640 additional Shares) 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.5% 14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO 4 This Amendment No. 2 to the Statement on Schedule 13D relates to shares of Common Stock, par value $0.001 per share (the "Shares"), of Covol Technologies, Inc., a Delaware corporation (the "Company") held for the accounts of Aspen Capital Resources, LLC and The Johnson Foundation. Capitalized terms not otherwise defined herein have the meanings given in the Statement on Schedule 13D filed with respect to the reporting date of October 6, 1999. This Amendment is filed pursuant to Rule 13d-2 of the Securities Exchange Act of 1934, as amended. Item 5 of Schedule 13D is hereby amended and restated in its entirety, as follows: Item 5. Interest in Securities of the Issuer (a) - (b) As of December 1, 1999, Aspen Capital Resources, LLC was the holder of $2,300,000 of Debentures, 100% of which are deemed convertible for 2,400,008 Shares (at the Conversion Price, as defined below) and Warrants exercisable for 350,406 Shares (at $3.60 per Share). The Conversion Price for the Debentures is the lower of $3.00 or the average of the 3 lowest closing bid prices during the 15 trading days preceding the date of conversion. As of December 1, 1999, The Johnson Foundation was the record owner of Warrants exercisable for 72,727 Shares (at $6.88 per Share). As of December 1, 1999, the Reporting Parties were also the beneficial owners of 322,640 additional Shares. Because the Debentures are convertible into Shares at the option of the Reporting Persons pursuant to the foregoing formulas, the actual number of Shares which would be owned by the Reporting Persons upon conversion will fluctuate. However, for purposes of this filing, the Debentures are deemed converted as of the reporting date. On the basis of the foregoing, Aspen Capital Resources, LLC and The Johnson Foundation may be deemed to beneficially own, directly or indirectly, 3,145,781 Shares, or 19.5% of the Company's outstanding Common Stock as of the reporting date. Such calculation is based on the Company's outstanding Shares, after giving effect to Shares issuable upon conversion of the Debentures and upon exercise of the Warrants owned by the Reporting Persons. Each of the Reporting Persons may be deemed to share the power to vote or direct the vote, and to dispose or to direct the disposition of, the Shares beneficially owned by the other. In addition, Joe K. Johnson, as manager of Aspen Capital Resources, LLC and as trustee of The Johnson Foundation may be deemed to beneficially own, directly or indirectly, the Shares. (c) Schedule I lists transactions in the Shares by the Reporting Persons since the most recent filing of Schedule 13D, including the name, date, amount of securities involved, and price per unit. Except as otherwise indicated, all acquisitions of Shares were made by conversions of Debentures and Preferred Stock directly with the Company, and all dispositions of Shares were 5 executed through market transactions. There were no other transactions in the Shares by the Reporting Persons since the most recent filing of Schedule 13D. (d) No person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any Shares beneficially owned by any Reporting Person. (e) 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: January 13, 2000 ASPEN CAPITAL RESOURCES, LLC By: /s/ Joe K. Johnson, Manager THE JOHNSON FOUNDATION By: /s/ Joe K. Johnson, Trustee 6
SCHEDULE I Title of Security Transaction Securities Acquired (A) and Disposed (D) Date Number of Price Shares Per Share Common Stock 11/24/99 164,352 D(6) $1.28
(6) Shares sold by The Johnson Foundation to DH Financial, L.L.C. in a private transaction. 7 -----END PRIVACY-ENHANCED MESSAGE-----