-----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, D66M3K0gj76g/iwzI0iFpMgXOljNDwrB6orbBf49sHzvcuMZzjd5IJPq5+/PNbVL xvT2ajIDOLhzbqSWpMDKqw== 0001111848-02-000002.txt : 20020413 0001111848-02-000002.hdr.sgml : 20020413 ACCESSION NUMBER: 0001111848-02-000002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020107 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QUEPASA COM INC CENTRAL INDEX KEY: 0001078099 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 860879433 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-56473 FILM NUMBER: 2502548 BUSINESS ADDRESS: STREET 1: 7904 E CHAPPARAL ROAD STREET 2: SUITE A110 PMB #160 CITY: SCOTTSDALE STATE: AZ ZIP: 85250 BUSINESS PHONE: 6027160100 MAIL ADDRESS: STREET 1: ONE ARIZONA CENTER STREET 2: 400 E VAN BUREN CITY: PHOENIX STATE: AZ ZIP: 85004 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SILBERMAN MICHAEL D CENTRAL INDEX KEY: 0001055407 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 5314 ROUND MEADOW ROAD CITY: HIDDEN HILLS STATE: CA ZIP: 91302-1165 BUSINESS PHONE: 8182620038 MAIL ADDRESS: STREET 1: 5314 ROUND MEADOW ROAD CITY: HIDDEN HILLS STATE: CA ZIP: 91302-1165 SC 13D/A 1 hsp3082.txt QUEPASA.COM, INC. 13D/A-1/4/02 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 QUEPASA.COM, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) 74833W-10-7 (CUSIP Number) Gary Trujillo, One Arizona Center, 400 E. Van Buren, 4th floor, Phoenix, AZ 85004 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 4, 2002 (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 Section 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 Section 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). 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Michael D. Silberman, Mark Kucher, Kevin Dieball. 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a).........X............................................... .................................................... (b)........................................................ 3. SEC Use Only ......................................................... 4. Source of Funds (See Instructions) a. Michael D. Silberman - PF b. Mark D. Kucher - PF c. Kevin Dieball - PF 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 and CANADA 7. Sole Voting Power Number of Shares - 3,861,243 a. Michael D. Silberman - 1,065,000 b. Mark D. Kucher - 2,386,243 c. Kevin Dieball - 410,000 8. Shared Voting Power Beneficially Owned by 9. Sole Dispositive Power Each Reporting Person a. Michael D. Silberman - 1,065,000 b. Mark D. Kucher - 2,386,243 c. Kevin Dieball - 410,000 10. With Shared Dispositive Power - 3,861,243 11. Aggregate Amount Beneficially Owned by Each Reporting Person a. Michael D. Silberman - 1,065,000 b. Mark D. Kucher - 2,386,243 c. Kevin Dieball - 410,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) - 22.5% a. Michael D. Silberman - 1,065,000 - 6.2% b. Mark D. Kucher - 2,386,243 - 13.9% c. Kevin Dieball - 410,000 - 2.4% 14. Type of Reporting Person (See Instructions) a. Michael D. Silberman - IN b. Mark D. Kucher - IN c. Kevin Dieball - IN MICHAEL D. SILBERMAN - CUSIP NO. 74833W-10-7 Item 1. Security and Issuer. This Schedule 13D/A statement relates to shares of common stock, $.001 par value per share, of Quepasa.com, Inc., a Nevada corporation. The Issuer's principal executive offices are located at 400 E. Van Buren, Fourth Floor, Phoenix, Arizona. Item 2. Identity and Background. (a) Michael D. Silberman (b) 5314 Round Meadow Road Hidden Hills, CA 91302-1165 (c) Present Principal Occupation: Reporting Person is a retired business professional. (d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person has not 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 future violations of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of the United States. Item 3. Source and Amount of Funds or Other Considerations. The Reporting Person Michael D. Silberman paid an aggregrate of $179,739.00 from his own personal funds for 1,065,000 shares of the Issuer's common stock. Item 4. Purposes of Transaction. On December 10, 2001, Reporting Person Michael D. Silberman filed a Schedule 13D with the Securities and Exchange Commission due to the fact that on November 30, 2001, the Reporting Person Michael D. Silberman acquired 700,000 shares of common stock in the Issuer from Gateway Companies, Inc., a Delaware corportion. This acquisition increased the Reporting Person's total equity ownership in the issuer from 365,000 to 1,065,000. The Reporting Person Michael D. Silberman's purposes for the acquisition of the Issuer securities may include, without limitation, plans or proposals such as the following: The Reporting Person acquired the shares primarily as an investment. The Reporting Person also seeks a change in the present board of directors or management of Issuer. The Reporting Person reserves the right to determine in the future whether to change the purpose or purposes described above. Item 5. Interest in Securities of the Issuer. (a) Reporting Person Michael D. Silberman beneficially owns 1,065,000 shares of common stock of Issuer, or approximately 6.21% of the outstanding shares of Issuer's common stock. (b) The Reporting Person Michael D. Silberman has sole power to vote all shares set forth in Item 5(a), above. (c) The following purchases were made on Nasdaq, on "Pink Sheets," and in private transactions on the following dates: Shares Purchased Date Purchased Purchase Price 20,000 08/30/2001 0.18 20,000 09/05/2001 0.18 25,000 09/07/2001 0.21 50,000 09/18/2001 0.21 30,000 09/19/2001 0.21 25,000 10/02/2001 0.21 75,000 10/03/2001 0.21 10,000 10/05/2001 0.20 22,000 10/09/2001 0.21 20,000 10/19/2001 0.21 68,000 10/19/2001 0.21 700,000 11/30/2001 0.15
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no written contracts. The above individuals, Michael D. Silberman, Mark Kucher and Kevin Dieball have not entered into any written agreement but have verbally agreed to vote their respective shares in uniformity with one another as to any issues that may come before the stockholders of the company. Further are consulting with one another regarding the issuer. The individuals completely agreed to act as set forth as of January 4, 2002. 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. Date January 4, 2002 /S/ MICHAEL D. SILBERMAN _____________________________________ Michael D. Silberman The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement: provided,however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) MARK D. KUCHER - CUSIP NO. 74833W-10-7 Item 1. Security and Issuer. This Schedule 13D/A statement relates to shares of common stock, $.001 par value per share, of Quepasa.com, Inc., a Nevada corporation. The Issuer's principal executive offices are located at 400 E. Van Buren, Fourth Floor, Phoenix, Arizona. Item 2. Identity and Background. (a) Mark D. Kucher (b) 1410-700 West Georgia St., Vancouver, British Columbia, Canada. (c) Present Principal Occupation: Reporting Person is a financier and financial consultant. (d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person has not 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 future violations of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of Canada. Item 3. Source and Amount of Funds or Other Considerations. (a) Reporting Person Mark D. Kucher purchased shares of the issuer on the open market beginning on December 27, 2000. Reporting Person became a 5% stockholder on August 31, 2001. The equity ownership of the Reporting Person in the issuer exceeded 10% on November 30, 2001. (b) Reporting Person Mark D. Kucher made the various purchases listed in Item 5 of this Schedule 13D for an aggregate amount of $279,606.29. The source of the funds for these purchases were personal funds of Reporting Person. Item 4. Purposes of Transaction. On September 7, 2001, Reporting Person Mark D. Kucher filed both an initial and an amended Schedule 13D, and on December 4, 2001 he filed a second amended Schedule 13D. The Reporting Person Mark D. Kucher's purposes for the acquisition of the Issuer securities may include, without limitation, plans or proposals such as the following: (1) dispositions of the Issuer securities through sales, transfers and other means of disposing of the securities; (2) causing the sale or transfer of assets of Issuer or any of its subsidiaries; (3) a change in the present board of directors or management of Issuer; (4) change in the capitalization or dividend policy of Issuer; (5) a change in Issuer's charter, bylaws or other corporate documents and instruments; (6) causing a class of securities of Issuer to be delisted or not traded on an exchange, system or association; (7) a corporate transaction, such as a merger, reorganization or liquidation involving Issuer or any of its subsidiaries;(8) a joint venture, partnership or management arrangement impacting Issuer, or any of its subsidiaries and/or affiliate entities or persons; (9) acquisitions of additional securities of Issuer; (10) other changes in Issuer's business or corporate structure; and (11) other actions similar to any of those listed above. Reporting Person Mark D. Kucher intends to review his investment in the Issuer on a continuing basis and depending on various factors, including the Issuer's business, affairs and financial position, other developments concerning the Issuer, the price level of the Issuer's Common Stock, conditions in the securities markets and general economic and industry conditions, as well as other investment opportunities available to him, may in the future take such actions with respect to his investment in the Issuer as he deems appropriate in light of the circumstances existing from time to time. Item 5. Interest in Securities of the Issuer. (a) Reporting Person Mark D. Kucher beneficially owns 2,386,243 shares of common stock of Issuer, or approximately 13.90% of the outstanding shares of Issuer's common stock. (b) The Reporting Person Mark D. Kucher has sole power to vote all shares set forth in Item 5(a), above. (c) The following purchases were made on Nasdaq, on "Pink Sheets," and in private transactions on the following dates: Shares Purchased Date Purchased Purchase Price 5000 12/27/2000 0.125 587.5 12/28/2000 0.125 781.25 12/28/2000 0.15625 687.5 12/28/2000 0.125 812.5 12/28/2000 0.125 1000 12/28/2000 0.125 1562.5 12/28/2000 0.15625 8312.5 12/28/2000 0.16625 25 12/28/2000 0.125 31.25 12/28/2000 0.15625 125 12/28/2000 0.125 154.875 12/28/2000 0.125 212.5 12/28/2000 0.125 562.5 12/28/2000 0.15625 3281.25 12/26/2000 0.09375 4375 12/26/2000 0.125 93.75 12/29/2000 0.09375 93.75 12/29/2000 0.09375 112.5 12/29/2000 0.09375 187.5 12/29/2000 0.09375 281.25 12/29/2000 0.09375 281.25 12/29/2000 0.09375 468.75 12/29/2000 0.09375 468.75 12/29/2000 0.09375 468.75 12/29/2000 0.09375 468.75 12/29/2000 0.09375 899 12/28/2000 0.155 2455 01/25/2001 0.1 1250 01/25/2001 0.125 50,000 01/31/2001 0.14 5500 02/06/2001 0.11 1250 02/06/2001 0.125 3125 02/08/2001 0.125 3662.4 02/09/2001 0.12208 48577.53 02/09/2001 0.123234 660,541 08/31/2001 0.09 552,942 08/31/2001 0.10 728,571 11/31/2001 0.15
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no written contracts. The above individuals, Michael D. Silberman, Mark Kucher and Kevin Dieball have not entered into any written agreement but have verbally agreed to vote their respective shares in uniformity with one another as to any issues that may come before the stockholders of the company. Further, they are consulting with one another regarding the issuer. The individuals completely agreed to act as set forth as of January 4, 2002. 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. Date January 4, 2002 /S/ MARK D. KUCHER _____________________________________ Mark D. Kucher CUSIP NO. 74833W-10-7 The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). KEVIN DIEBALL - CUSIP NO. 74833W-10-7 Item 1. Security and Issuer. This Schedule 13D/A statement relates to shares of common stock, $.001 par value per share, of Quepasa.com, inc., a Nevada corporation. The Issuer's principal executive offices are located at 400 E. Van Buren, Fourth Floor, Phoenix, Arizona. Item 2. Identity and Background. (a) Kevin Dieball (b) 11252 East Appaloosa, Scottsdale, Arizona 85259. (c) Present Principal Occupation: Reporting Person is a retired business professional. (d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person has not 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 future violations of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of the United States. Item 3. Source and Amount of Funds or Other Considerations. (a) Reporting Person Kevin Dieball purchased shares of the issuer on the open market beginning on December 11, 2001. Reporting Person is not a 5% stockholder. (b) Reporting Person Kevin Dieball made the various purchases listed in Item 5 of this Schedule 13D for an aggregate amount of $85,798.00. The source of the funds for these purchases were personal funds of Reporting Person. Item 4. Purposes of Transaction. Reporting Person Kevin Dieball has not filed a previous Schedule 13D; however, pursuant to SEC regulations, Reporting Person Kevin Dieball joins in the filing of this amended Schedule 13D. Reporting Person Kevin Dieball's purposes for joining in this filing, may include the following without limitation: (1) dispositions of the Issuer securities through sales, transfers and other means of disposing of the securities; (2) causing the sale or transfer of assets of Issuer or any of its subsidiaries; (3) a change in the present board of directors or management of Issuer; (4) change in the capitalization or dividend policy of Issuer; (5) a change in Issuer's charter, bylaws or other corporate documents and instruments; (6) causing a class of securities of Issuer to be delisted or not traded on an exchange, system or association; (7) a corporate transaction, such as a merger, reorganization or liquidation involving Issuer or any of its subsidiaries; (8) a joint venture, partnership or management arrangement impacting Issuer, or any of its subsidiaries and/or affiliate entities or persons; (9) acquisitions of additional securities of Issuer; (10) other changes in Issuer's business or corporate structure; and (11) other actions similar to any of those listed above. Item 5. Interest in Securities of the Issuer. (a) Reporting Person Kevin Dieball beneficially owns 410,000 shares of common stock of Issuer, or approximately 2.4% of the outstanding shares of Issuer's common stock. (b) Reporting Person Kevin Dieball has sole power to vote all shares set forth in Item 5(a), above. (c) The following purchases were made on Nasdaq, on "Pink Sheets," and in private transactions on the following dates: Shares Purchased Date Purchased Purchase Price 100,000 12/11/01 0.19 100,000 12/18/01 0.15 50,000 12/18/01 0.15 50,000 12/18/01 0.13 40,000 12/19/01 0.18 60,000 12/20/01 0.19 10,000 12/20/01 0.19
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no written contracts. The above individuals, Michael D. Silberman, Mark Kucher and Kevin Dieball have not entered into any written agreement but have verbally agreed to vote their respective shares in uniformity with one another as to any issues that may come before the stockholders of the company. Further, they are consulting with one another regarding the issuer. The individuals completely agreed to act as set forth as of January 4, 2002. 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. Date January 4, 2002 /S/ KEVIN DIEBALL _____________________________________ Kevin Dieball CUSIP NO. 74833W-10-7 The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). AGREEMENT TO FILE STATEMENT 13D/A ON BEHALF OF ALL INDIVIDUALS NAMED All of the following reporting persons and individuals hereby agree to file this 13D/A statement jointly on behalf of each of them. Date: January 4, 2002 Michael D. Silberman: /S/ MICHAEL D. SILBERMAN ________________________ Mark Kucher: /S/ MARK KUCHER ________________________ Kevin Dieball: /S/ KEVIN DIEBALL ________________________ -----END PRIVACY-ENHANCED MESSAGE-----