sc13dza

-----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, AKCHvsfuEn/maPw/BSJsPL9AhN0tEIr/Dv428RkU0YPS/K15YvgT4QizjqghRIvR iV6WIYNhSdv0fJCrLOZnJg== 0000950133-03-004205.txt : 20031203 0000950133-03-004205.hdr.sgml : 20031203 20031203145256 ACCESSION NUMBER: 0000950133-03-004205 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20031203 GROUP MEMBERS: PERSEUS CAPITAL, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BEACON POWER CORP CENTRAL INDEX KEY: 0001103345 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 043372365 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60669 FILM NUMBER: 031035100 BUSINESS ADDRESS: STREET 1: 234 BALLARDVALE ST CITY: WILMINGTON STATE: MA ZIP: 01887 BUSINESS PHONE: 9786949121 MAIL ADDRESS: STREET 1: 234 BALLARDVALE ST CITY: WILMINGTON STATE: MA ZIP: 01887 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PEARL FRANK H CENTRAL INDEX KEY: 0000927752 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2099 PENNSYLVANIA AVENUE NW STREET 2: SUITE 900 CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 2024520101 MAIL ADDRESS: STREET 1: 2099 PENNSYLVANIA AVENUE NW STREET 2: SUITE 900 CITY: WASHINGTON STATE: DC ZIP: 20003 SC 13D/A 1 w92200sc13dza.htm SCHEDULE 13D AMENDMENT NO.1 sc13dza

                 OMB APPROVAL

       OMB Number:     3235-0145
       Expires:  December 31, 2005
       Estimated average burden
       hours per response       11

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)

Beacon Power Corporation

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

073677 10 6

(CUSIP Number)

Kenneth M. Socha, Esq.
Perseus Capital, L.L.C.
2099 Pennsylvania Avenue, Suite 900
Washington, D.C. 20006
(202) 452-0101

(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

November 20, 2003

(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 §§240.13d-l(e), 240.13d-l(f) or 240.13d-l(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 §240.13d-7 for other parties to whom copies are to be sent.

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. 073677 10 6 SCHEDULE 13D (Amendment No. 1)

Name of Reporting Person:
I.R.S. Identification No. of above person (entities only).

Perseus Capital, L.L.C.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

SEC Use Only

Source of Funds (See Instructions):

N/A

Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)

Citizenship or Place of Organization:

Delaware


Number of	7. Sole Voting Power:	14,743,944*
Shares
Beneficially	8. Shared Voting Power:	0
Owned by
Each	9. Sole Dispositive Power:	14,743,944*
Reporting
Person With	10. Shared Dispositive Power:	0

11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
14,743,944*

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)

13. Percent of Class Represented by Amount in Row (11):
31.1%**

14. Type of Reporting Person (See Instructions):
OO

*Pursuant to Rule 13d-3, Determination of Beneficial Ownership, this number represents the maximum number of shares of Common Stock the Reporting Person could beneficially own, assuming exercise in full of the Warrant (as defined in the original Schedule 13D and subject to certain future adjustments set forth in the Warrant)(collectively, such Warrant Shares and shares of Common Stock are sometimes referred to herein as the “Beacon Shares”).

**Represents the percentage obtained by dividing (i) the number of Beacon Shares by (ii) the sum of (a) the number of shares of Common Stock outstanding as of November 10, 2003 as reported in the Company’s Quarterly Report on Form 10-Q filed with the Commission on November 14, 2003 and (b) the number of Warrant Shares. (see footnote * above)

CUSIP No. 073677 10 6 SCHEDULE 13D (Amendment No. 1)

Name of Reporting Person:
I.R.S. Identification No. of above person (entities only):

Frank H. Pearl
(in capacity described herein)

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

SEC Use Only

Source of Funds (See Instructions):

N/A

Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

Citizenship or Place of Organization:

United States


Number of	7. Sole Voting Power:
Shares
Beneficially	8. Shared Voting Power:	14,743,944*
Owned by
Each	9. Sole Dispositive Power:
Reporting
Person With	10. Shared Dispositive Power:	14,743,944*

11. Aggregate Amount Beneficially Owned by Each Reporting
Person:
14,743,944*

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)

13. Percent of Class Represented by Amount in Row (11):
31.1%**

14. Type of Reporting Person (See Instructions):
IN

CUSIP No. 073677 10 6 SCHEDULE 13D (Amendment No. 1)

The statement on Schedule 13D dated December 30, 2002 (the “Schedule 13D”) relating to the common stock, par value $0.01 per share (the “Common Stock”), of Beacon Power Corporation, a Delaware corporation (“Beacon” or the “Company”) is hereby amended as set forth in this Amendment No. 1 (this “Amendment”). This Amendment is being filed jointly by Perseus Capital, L.L.C. (“Perseus Capital”) and Mr. Frank H. Pearl (“Mr. Pearl,” and together with Perseus Capital, the “Reporting Persons”) to report the disposition by Perseus Capital of securities exercisable for or convertible into Common Stock of the Company in an amount equal to more than one percent of the Common Stock of the Company.

This Amendment should be read in conjunction with, and is qualified in its entirety by reference to, the Schedule 13D. Except as disclosed in and expressly amended by this Amendment, all information set forth in the Schedule 13D is unaffected hereby.

Items 4, 5 and 6 of the Schedule 13D are hereby amended as follows:

Item 4. Purpose of Transaction

Perseus Capital sold 1,246,000 shares of Common Stock of the Issuer at a net average price of $1.4296 per share on November 20, 2003 on the open market, and 25,000 shares of Common Stock of the Issuer at a net average price of $1.3850 per share on November 21, 2003 on the open market.

Except as described in the Schedule 13D as amended by this Amendment, neither of the Reporting Persons has formulated any plans, proposals or otherwise that relate to or would otherwise result in any matter required to be disclosed pursuant to paragraphs (a) through (j) of Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer

(a) Each of the Reporting Persons may be deemed to beneficially own an aggregate of 14,743,944 shares of Common Stock, which, based on calculations made in accordance with Rule 13d-3 and there being 42,963,525 shares of Common Stock outstanding on November 10, 2003, as disclosed by the Company in its Quarterly Report on Form 10-Q filed with the SEC on November 14, 2003, represents approximately 31.1% of the Issuer’s outstanding Common Stock.

(b) (i) Perseus Capital may be deemed to have sole power to direct the voting and disposition of the 14,743,944 Beacon Shares beneficially owned by Perseus Capital.

(ii) By virtue of the relationships between and among the Reporting Persons described in Item 2 of the Schedule 13D, Mr. Pearl may be deemed to

CUSIP No. 073677 10 6 SCHEDULE 13D (Amendment No. 1)

have the power to direct the voting and disposition of the 14,743,944 Beacon Shares beneficially owned by Perseus Capital.

(c) Except for the disposition of the shares of Common Stock described in Item 4 of this Amendment, neither Reporting Person nor, to the best knowledge of each Reporting Person, any party identified in Item 2 of the Schedule 13D, have effected a transaction in shares of Common Stock of the Issuer during the past 60 days.

(d) The members of Perseus Capital have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Beacon Shares held for the account of Perseus Capital in accordance with their membership interests in Perseus Capital.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Except as described in this Amendment, and as set forth in the Schedule 13D and the Exhibits attached thereto and incorporated therein by reference, to the best knowledge of each Reporting Person, there exist no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons and between such persons and any person with respect to any securities of the Company, including but not limited to transfer or voting of any securities of the Company, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Item 7. Material to be Filed as Exhibits

Exhibit 1. Joint Filing Agreement, dated as of December 2, 2003, by and between Perseus Capital and Mr. Pearl.

CUSIP No. 073677 10 6 SCHEDULE 13D (Amendment No. 1)

SIGNATURES

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.


		FRANK H. PEARL

Date:	December 2, 2003	By:	RODD MACKLIN

			Name: Rodd Macklin
			Title: Attorney-in-fact

		PERSEUS CAPITAL, L.L.C.

Date:	December 2, 2003	By:	RODD MACKLIN

			Name: Rodd Macklin
			Title: Chief Financial Officer and Secretary

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

EX-1 3 w92200exv1.htm EXHIBIT 1 exv1

CUSIP No. 073677 10 6 SCHEDULE 13D (Amendment No. 1)

EXHIBIT 1

JOINT FILING AGREEMENT

Each of the undersigned hereby acknowledges and agrees, in compliance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, that the Amendment No. 1 to Schedule 13D to which this agreement is attached as Exhibit 1, and any amendments thereto, will be filed with the Securities and Exchange Commission jointly on behalf of each of the undersigned.

This agreement may be executed in one or more counterparts.

Dated: December 2, 2003


		FRANK H. PEARL

		By:		RODD MACKLIN

		Name: Rodd Macklin
		Title: Attorney-in-fact

		PERSEUS CAPITAL, L.L.C.

		By:		RODD MACKLIN

		Name: Rodd Macklin
		Title: Chief Financial Officer and Secretary

-----END PRIVACY-ENHANCED MESSAGE-----