-----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, FIcteVdRA1Gcy0b9v7meuxWblFkH0e4KGVF8ZVoDmLjGRYb2P5UntpKY7wG+QkCX enf2H4LE5zHWuUfdsOKRWw== 0000950134-99-001010.txt : 19990215 0000950134-99-001010.hdr.sgml : 19990215 ACCESSION NUMBER: 0000950134-99-001010 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 GROUP MEMBERS: SFD INVESTMENT LLC GROUP MEMBERS: STEPHENS GROUP INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PINNACLE OIL INTERNATIONAL INC CENTRAL INDEX KEY: 0001009922 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 611126904 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-55657 FILM NUMBER: 99538118 BUSINESS ADDRESS: STREET 1: SUITE 1100 W 717 STREET 2: 509-747-6752 CITY: SPRAGUE SPOKANE STATE: WA ZIP: 99204 MAIL ADDRESS: STREET 1: POLLET & WOODBURY STREET 2: SUITE 500 CITY: LOS ANGELES STATE: CA ZIP: 90035 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STEPHENS GROUP INC CENTRAL INDEX KEY: 0001027804 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 710211822 STATE OF INCORPORATION: AR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 111 CENTER STREET STREET 2: STE 2300 CITY: LITTLE ROCK STATE: AR ZIP: 72201 BUSINESS PHONE: 5015772573 MAIL ADDRESS: STREET 1: 111 CENTER ST STREET 2: STE 2300 CITY: LITTLE ROCK STATE: AR ZIP: 72201 SC 13G 1 SCHEDULE 13G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.__)* Pinnacle Oil International, Inc. --------------------------------------- (Name of Issuer) Common Stock --------------------- (Title of Class of Securities) 723473104 ------------------ (CUSIP Number) December 31, 1998 ------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [X] Rule 13d-1(d) *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 the disclosures provided in a prior cover page. The information required in 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). 2 SCHEDULE 13G CUSIP NO. 723473104 1. NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NO'S. OF ABOVE PERSONS (ENTITIES ONLY). Stephens Group, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY ________________________________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION Arkansas, USA Number of Shares Beneficially Owned by Each Reporting Person With: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 1,000,000 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 1,000,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.4% 12. TYPE OF REPORTING PERSON HC 3 SCHEDULE 13G CUSIP NO. 723473104 1. NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NO'S. OF ABOVE PERSONS (ENTITIES ONLY). SFD Investment LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY ________________________________________________ 4. CITIZENSHIP OR PLACE OF ORGANIZATION Arkansas, USA Number of Shares Beneficially Owned by Each Reporting Person With: 5. SOLE VOTING POWER -0- 6. SHARED VOTING POWER 1,000,000 7. SOLE DISPOSITIVE POWER -0- 8. SHARED DISPOSITIVE POWER 1,000,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,000,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.4% 12. TYPE OF REPORTING PERSON 00 4 CUSIP NO. 723473104 ITEM 1. (a) Name of Issuer: Pinnacle Oil International, Inc. (b) Address of Issuer's Principal Executive Offices: Suite 750 Phoenix Place 8407Th Avenue, S.W. Calgary, Alberta, Canada T2P 3G2 ITEM 2. (a) Name of Person Filing: Stephens Group, Inc. SFD Investment LLC (b) Address of Principal Business Office or, if none, Residence 111 Center Street Little Rock, Arkansas 72201 (c) Citizenship: Arkansas, USA (d) Title of Class of Securities: Common Stock (e) CUSIP Number: 723473104 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13D-1(b), OR 240.13D-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: N/A ITEM 4. OWNERSHIP. PROVIDE THE FOLLOWING INFORMATION REGARDING THE AGGREGATE NUMBER AND PERCENTAGE OF THE CLASS OF SECURITIES OF THE ISSUER IDENTIFIED IN ITEM 1. (a) Amount beneficially owned: 1,000,000 (b) Percent of class: 7.4% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: -0- (ii) Shared power to vote or to direct the vote: 1,000,000 (iii) Sole power to dispose or to direct the disposition of: -0- (iv) Shared power to dispose or to direct the disposition of: 1,000,000
5 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. [ ] If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. N/A ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Stephens Group, Inc. is the 75% parent of SFD Investment LLC and as such parent is reported herein as having shared power of voting and of disposition with respect to securities owned by SFD Investment LLC for its own account. The number of shares reported as being owned by Stephens Group, Inc. and SFD Investment LLC as of December 31, 1998 reflect the ownership by SFD Investment LLC of 800,000 of Series A Convertible Preferred Stock which can be converted into 800,000 shares of common stock of Pinnacle Oil International, Inc. ("Pinnacle") and warrants for 200,000 shares of common stock of Pinnacle. The reporting persons do not directly own any shares of Pinnacle common stock as of December 31, 1998. Certain individual officers of Stephens Group, Inc. or of its affiliates also have ownership interests in SFD Investment LLC, including (but not limited to) Jon E.M. Jacoby who has an 8.1% ownership interest in SFD Investment LLC and Rick Turner who has a 1.1% ownership interest in SFD Investment LLC. Mr. Jacoby and Mr. Turner also serve as Directors of Pinnacle. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. N/A ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP N/A ITEM 9. NOTICE OF DISSOLUTION OF GROUP N/A ITEM 10. CERTIFICATION. 6 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. February 12, 1999 ---------------------------------- Date Stephens Group, Inc. and SFD Investment LLC By: /s/ JON E. M. JACOBY ------------------------------- Jon E. M. Jacoby Title Executive Vice President, Stephens Group, Inc.; Manager, SFD Investment LLC -----END PRIVACY-ENHANCED MESSAGE-----