-----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, EInntiJ3eshFqk9Bc9bDdSMG1nEUba/MqgeXowWRov4eO0dWI61MO29XIr07Qjuz mLXvT/JxL+YnJn0kgzB1Zg== 0000950127-08-000194.txt : 20080410 0000950127-08-000194.hdr.sgml : 20080410 20080410160038 ACCESSION NUMBER: 0000950127-08-000194 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20080410 DATE AS OF CHANGE: 20080410 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Electronic Sensor Technology, Inc CENTRAL INDEX KEY: 0001122860 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80586 FILM NUMBER: 08750066 BUSINESS ADDRESS: STREET 1: 1077 BUSINESS CENTER CIRCLE CITY: NEWBURY PARK STATE: CA ZIP: 91320 BUSINESS PHONE: (805) 480-1994 MAIL ADDRESS: STREET 1: 1077 BUSINESS CENTER CIRCLE CITY: NEWBURY PARK STATE: CA ZIP: 91320 FORMER COMPANY: FORMER CONFORMED NAME: BLUESTONE VENTURES INC DATE OF NAME CHANGE: 20000826 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Halfmoon Bay Capital Ltd CENTRAL INDEX KEY: 0001431808 IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: TRIDENT CHAMBERS, P.O. BOX 146 CITY: ROAD TOWN TORTOLA STATE: D8 ZIP: 00000 BUSINESS PHONE: 603-2161-1552 MAIL ADDRESS: STREET 1: TRIDENT CHAMBERS, P.O. BOX 146 CITY: ROAD TOWN TORTOLA STATE: D8 ZIP: 00000 SC 13D/A 1 sc13d-a.txt AMENDED GENERAL STATEMENT OF ACQUISITION OF BENEFICIAL OWNERSHIP ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) ELECTRONIC SENSOR TECHNOLOGY, INC. ---------------------------------- (Name of Issuer) Common Stock, par value $0.001 per share ---------------------------------------- (Title of Class of Securities) 285835104 -------------- (CUSIP Number) Philip Yee Secretary, Treasurer and Chief Financial Officer Electronic Sensor Technology, Inc. 1077 Business Center Circle Newbury Park, California 91320 (805) 480-1994 ------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) With a copy to: Neil W. Rust, Esq. White & Case LLP 633 West Fifth Street, Suite 1900 Los Angeles, California 90071 (213) 620-7700 March 28, 2008 ------------------------------------------------------- (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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. The remainder of this cover page shall be filled out for 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. 285835104 - ------ ------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Halfmoon Bay Capital Ltd I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - ------ ------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X](1) (b) [ ] - ------ ------------------------------------------------------------------------- 3 SEC USE ONLY - ------ ------------------------------------------------------------------------- 4 SOURCE OF FUNDS OO - ------ ------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] - ------ ------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands - ------------------------ ------ ------------------------------------------------ NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED 0 BY THE REPORTING ------ ------------------------------------------------ PERSON WITH 8 SHARED VOTING POWER 127,572,016 (2) ------ ------------------------------------------------ 9 SOLE DISPOSITIVE POWER 0 ------ ------------------------------------------------ 10 SHARED DISPOSITIVE POWER 127,572,016 (2) - ------ ------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY THE REPORTING PERSON 127,572,016 (2) - ------ ------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------ ------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 64.76%(3) - ------ ------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON OO - -------------------------------------------------------------------------------- (1) Halfmoon Bay Capital Ltd forms part of a group with Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor, who are both shareholders and directors of Halfmoon Bay Capital Ltd. Halfmoon Bay Capital Ltd has three shareholders, who are Wan Azmi Bin Wan Hamzah, Nik Anida Bte Nik Manshor and Wan Afzal Bin Wan Azmi and two directors, who are Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor. Wan Afzal Bin Wan Azmi may be deemed to be a part of such group by virtue of his position as a shareholder of Halfmoon Bay Capital Ltd. Wan Afzal Bin Wan Azmi expressly disclaims beneficial ownership and membership in a "group" as defined in Section 13(d) of the Act, as Wan Afzal Bin Wan Azmi is not a director of Halfmoon Bay Capital Ltd and the Board of Directors of Halfmoon Bay Capital Ltd makes the ultimate voting and investment decisions with respect to the 127,572,016 shares of Electronic Sensor Technology, Inc.'s common stock, par value $0.001 per share (the "Common Stock") described herein. (2) Includes 41,152,263 shares of Common Stock underlying a debenture convertible within 60 days of March 31, 2008. (3) This percentage is calculated based upon the total amount of outstanding shares of Common Stock beneficially owned by Halfmoon Bay Capital Ltd, including shares of Common Stock that Halfmoon Bay Capital Ltd has the right to acquire within 60 days pursuant to a debenture, divided by 155,853,385, which represents the total number of shares of Common Stock issued and outstanding as of March 31, 2008, plus the shares of Common Stock that Halfmoon Bay Capital Ltd has the right to acquire within 60 days pursuant to a debenture. CUSIP NO. 285835104 - ------ ------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Wan Azmi Bin Wan Hamzah I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - ------ ------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X](1) (b) [ ] - ------ ------------------------------------------------------------------------- 3 SEC USE ONLY - ------ ------------------------------------------------------------------------- 4 SOURCE OF FUNDS OO - ------ ------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] - ------ ------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Malaysia - ------------------------ ------ ------------------------------------------------ NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED 0 BY THE REPORTING ------ ------------------------------------------------ PERSON WITH 8 SHARED VOTING POWER 127,572,016 (2) ------ ------------------------------------------------ 9 SOLE DISPOSITIVE POWER 0 ------ ------------------------------------------------ 10 SHARED DISPOSITIVE POWER 127,572,016 (2) - ------ ------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY THE REPORTING PERSON 127,572,016 (2) - ------ ------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------ ------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 64.76%(3) - ------ ------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON IN - -------------------------------------------------------------------------------- (1) Halfmoon Bay Capital Ltd forms part of a group with Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor, who are both shareholders and directors of Halfmoon Bay Capital Ltd. Halfmoon Bay Capital Ltd has three shareholders, who are Wan Azmi Bin Wan Hamzah, Nik Anida Bte Nik Manshor and Wan Afzal Bin Wan Azmi and two directors, who are Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor. Wan Afzal Bin Wan Azmi may be deemed to be a part of such group by virtue of his position as a shareholder of Halfmoon Bay Capital Ltd. Wan Afzal Bin Wan Azmi expressly disclaims beneficial ownership and membership in a "group" as defined in Section 13(d) of the Act, as Wan Afzal Bin Wan Azmi is not a director of Halfmoon Bay Capital Ltd and the Board of Directors of Halfmoon Bay Capital Ltd makes the ultimate voting and investment decisions with respect to the 127,572,016 shares of the Common Stock described herein. (2) Includes 86,419,753 shares of Common Stock and 41,152,263 shares of Common Stock underlying a debenture convertible within 60 days of March 31, 2008 owned by Halfmoon Bay Capital Ltd and beneficially owned by Wan Azmi Bin Wan Hamzah by virtue of his position as a director and a shareholder of Halfmoon Bay Capital Ltd. (3) This percentage is calculated based upon the total amount of outstanding shares of Common Stock beneficially owned by the Reporting Persons, including shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture, divided by 155,853,385, which represents the total number of shares of Common Stock issued and outstanding as of March 31, 2008, plus the shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture. CUSIP NO. 285835104 - ------ ------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Nik Anida Bte Nik Manshor I.R.S. IDENTIFICATION NO. OF ABOVE PERSON - ------ ------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X](1) (b) [ ] - ------ ------------------------------------------------------------------------- 3 SEC USE ONLY - ------ ------------------------------------------------------------------------- 4 SOURCE OF FUNDS OO - ------ ------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] - ------ ------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Malaysia - ------------------------ ------ ------------------------------------------------ NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED 0 BY THE REPORTING ------ ------------------------------------------------ PERSON WITH 8 SHARED VOTING POWER 127,572,016 (2) ------ ------------------------------------------------ 9 SOLE DISPOSITIVE POWER 0 ------ ------------------------------------------------ 10 SHARED DISPOSITIVE POWER 127,572,016 (2) - ------ ------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY THE REPORTING PERSON 127,572,016 (2) - ------ ------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ------ ------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 64.76%(3) - ------ ------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON IN - -------------------------------------------------------------------------------- (1) Halfmoon Bay Capital Ltd forms part of a group with Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor, who are both shareholders and directors of Halfmoon Bay Capital Ltd. Halfmoon Bay Capital Ltd has three shareholders, who are Wan Azmi Bin Wan Hamzah, Nik Anida Bte Nik Manshor and Wan Afzal Bin Wan Azmi and two directors, who are Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor. Wan Afzal Bin Wan Azmi may be deemed to be a part of such group by virtue of his position as a shareholder of Halfmoon Bay Capital Ltd. Wan Afzal Bin Wan Azmi expressly disclaims beneficial ownership and membership in a "group" as defined in Section 13(d) of the Act, as Wan Afzal Bin Wan Azmi is not a director of Halfmoon Bay Capital Ltd and the Board of Directors of Halfmoon Bay Capital Ltd makes the ultimate voting and investment decisions with respect to the 127,572,016 shares of the Common Stock described herein. (2) Includes 86,419,753 shares of Common Stock and 41,152,263 shares of Common Stock underlying a debenture convertible within 60 days of March 31, 2008 owned by Halfmoon Bay Capital Ltd and beneficially owned by Nik Anida Bte Nik Manshor by virtue of his position as a director and a shareholder of Halfmoon Bay Capital Ltd. (3) This percentage is calculated based upon the total amount of outstanding shares of Common Stock beneficially owned by the Reporting Persons, including shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture, divided by 155,853,385, which represents the total number of shares of Common Stock issued and outstanding as of March 31, 2008, plus the shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture. Item 1. Security and Issuer This Schedule 13D relates to shares of common stock, par value $0.001 per share (the "Common Stock"), of Electronic Sensor Technology, Inc., a Nevada corporation (the "Issuer"), held by the persons identified herein. The address of the principal executive office of the Issuer is 1077 Business Center Circle, Newbury Park, California 91320. Item 2. Identity and Background This Schedule 13D is filed jointly by Halfmoon Bay Capital Ltd, a British Virgin Islands company ("Halfmoon Bay"), Wan Azmi Bin Wan Hamzah, a Malaysian citizen and Nik Anida Bte Nik Manshor, a Malaysian citizen (Halfmoon Bay, Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor are each sometimes referred to herein as "Reporting Person" and are collectively referred to herein as the "Reporting Persons"). The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act"), with respect to the transaction described in Item 3 of this Schedule 13D and thus are eligible to make a joint filing under Rule 13d-1(k) promulgated under the Act. Attached hereto as Exhibit 99.1, and incorporated herein by reference, is a Joint Filing Agreement among Reporting Persons indicating that this statement is filed on behalf of each of such Reporting Persons. Halfmoon Bay is an investment holding company. The address of the principal business office of Halfmoon Bay is Trident Chambers, P.O. Box 146, Road Town Tortola, British Virgin Islands. The principal occupation of each of Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor is as an investor. The address of the principal business office of each of Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor is Suite 10.3, West Wing, Rohas Perkasa, 9 Jalan Perak, Kuala Lumpur 50450. None of the Reporting Persons, nor to the best knowledge of the Reporting Persons has, during the last five (5) years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in 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. Item 3. Source and Amount of Funds or Other Consideration On March 28, 2008, the Issuer entered into and closed a Securities Purchase Agreement with Halfmoon Bay, pursuant to which, in exchange for a purchase price of $5,500,000 paid by Halfmoon Bay, the Issuer issued (i) 86,419,753 shares of its Common Stock at a price of $0.0405 per share (which is 90% of the closing quotation of the Common Stock on the OTC Bulletin Board for the trading day preceding the closing date) and (ii) a 9% convertible debenture due five (5) years from the closing date, with a conversion price of $0.0486 (which is 120% of the price at which the Common Stock was issued to Halfmoon Bay) in a principal amount of $2,000,000, with interest to be paid thereon semiannually (the "Transaction"). Halfmoon Bay provided the necessary funds from existing working capital and existing banking facilities. The summary description contained in this Schedule 13D of the Securities Purchase Agreement does not purport to be complete and are qualified in its entirety by reference to the complete text of such agreement listed in Item 6 and incorporated herein by reference. Item 4. Purpose of Transaction The Reporting Persons engaged in the Transaction (as described in Item 3 above) (a) for investment purposes, (b) to provide the Issuer with funding to extinguish the Issuer's $7 millions debenture and (c) to provide the Issuer with additional resources to expand the Issuer's sales and marketing capabilities as well as to develop the Issuer's next generation of products. 1 Pursuant to the Transaction, the Issuer agreed to use its commercially reasonable efforts to cause director candidates recommended by Halfmoon Bay to be nominated and elected to its Board of Directors, in proportion to Halfmoon Bay's ownership. Item 5. Interest in Securities of the Issuer (a), (b) There were 155,853,385 shares of Common Stock issued and outstanding and no shares of preferred stock issued and outstanding as of the close of business on March 31, 2008. Each shareholder is entitled to one vote for each share of Common Stock on all matters submitted to a shareholder vote. As of the date hereof, Halfmoon Bay has beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) and shared power to vote and shared dispositive power over (i) 86,419,753 shares of Common Stock and (ii) 41,152,263 shares of Common Stock underlying a debenture, which represents approximately 64.76% of the shares of Common Stock deemed to be issued and outstanding as of March 31, 2008, taking into account the total amount of outstanding shares of Common Stock beneficially owned by Halfmoon Bay, including shares of Common Stock that Halfmoon Bay has the right to acquire within 60 days pursuant to a debenture, divided by 155,853,385, plus the shares of Common Stock that Halfmoon Bay has the right to acquire within 60 days pursuant to a debenture. Beneficial and percentage ownership by each of the Reporting Persons of Common Stock, and voting power held by each Reporting Person, reported in this Item 5 is based on the foregoing and is limited to the number of shares of Common Stock such Reporting Person may acquire within 60 days of March 31, 2008. Wan Azmi Bin Wan Hamzah beneficially owns (i) 86,419,753 shares of Common Stock and (ii) 41,152,263 shares of Common Stock underlying a debenture by virtue of his position as a director and a shareholder of Halfmoon Bay, which, in the aggregate, represents approximately 64.76% of the Common Stock deemed issued and outstanding as of March 31, 2008, taking into account the total amount of outstanding shares of Common Stock beneficially owned by the Reporting Persons, including shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture, divided by 155,853,385, plus the shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture. Halfmoon Bay, Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor share voting power and dispositive power with respect to the 86,419,753 shares of Common Stock and 41,152,263 shares of Common Stock underlying a debenture held by Halfmoon Bay. Nik Anida Bte Nik Manshor beneficially owns (i) 86,419,753 shares of Common Stock and (ii) 41,152,263 shares of Common Stock underlying a debenture by virtue of his position as a director and a shareholder of Halfmoon Bay, which, in the aggregate, represents approximately 64.76% of the Common Stock deemed issued and outstanding as of March 31, 2008, taking into account the total amount of outstanding shares of Common Stock beneficially owned by the Reporting Persons, including shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture, divided by 155,853,385, plus the shares of Common Stock that the Reporting Persons have the right to acquire within 60 days pursuant to a debenture. Halfmoon Bay, Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor share voting power and dispositive power with respect to the 86,419,753 shares of Common Stock and 41,152,263 shares of Common Stock underlying a debenture held by Halfmoon Bay. (c) The Reporting Persons has not effected any transaction in the Issuer's securities in the last 60 days. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Each of Wan Azmi Bin Wan Hamzah and Nik Anida Bte Nik Manshor is a shareholder and a director of Halfmoon Bay. As part of the Transaction, Halfmoon Bay entered into or approved the following agreements: 2 (a) Securities Purchase Agreement dated as of March 28, 2008, between Electronic Sensor Technology, Inc. and Halfmoon Bay Capital Ltd (incorporated by reference from Exhibit 10.1 of the Issuer's current report on Form 8-K filed on April 3, 2008). (b) 9% Convertible Debenture. Item 7. Material to be Filed as Exhibits Exhibit 24.1 Power of Attorney for Halfmoon Bay Capital Ltd (incorporated by reference from Exhibit 24.1 of the Form 3 filed on April 8, 2008). Exhibit 24.2 Power of Attorney for Wan Azmi Bin Wan Hamzah (incorporated by reference from Exhibit 24.2 of the Form 3 filed on April 8, 2008). Exhibit 24.3 Power of Attorney for Nik Anida Bte Nik Manshor (incorporated by reference from Exhibit 24.3 of the Form 3/A filed on April 10, 2008). Exhibit 99.1 Joint Filing Agreement among the Reporting Persons, dated as of April 10, 2008. Exhibit 99.2 Securities Purchase Agreement, dated as of March 28, 2008, between Electronic Sensor Technology, Inc. and Halfmoon Bay Capital Ltd (incorporated by reference from Exhibit 10.1 of the Issuer's current report on Form 8-K filed on April 3, 2008). Exhibit 99.3 9% Convertible Debenture (incorporated by reference from Exhibit 4.1 of the Issuer's current report on Form 8-K filed on April 3, 2008). 3 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. Date: April 10, 2008 /s/ Philip Yee ------------------------------ Philip Yee as Attorney-in-Fact for Wan Azmi Bin Wan Hamzah Date: April 10, 2008 /s/ Philip Yee ------------------------------ Philip Yee as Attorney-in-Fact for Nik Anida Bte Nik Manshor Date: April 10, 2008 HALFMOON BAY CAPITAL LTD /s/ Philip Yee ------------------------------ Name: Philip Yee Title: Attorney-in-Fact INDEX TO EXHIBITS Exhibit Description - ------------ ----------------------------------------------------------------- Exhibit 24.1 Power of Attorney for Halfmoon Bay Capital Ltd (incorporated by reference from Exhibit 24.1 of the Form 3 filed on April 8, 2008). Exhibit 24.2 Power of Attorney for Wan Azmi Bin Wan Hamzah (incorporated by reference from Exhibit 24.2 of the Form 3 filed on April 8, 2008). Exhibit 24.3 Power of Attorney for Nik Anida Bte Nik Manshor (incorporated by reference from Exhibit 24.3 of the Form 3/A filed on April 10, 2008). Exhibit 99.1 Joint Filing Agreement among the Reporting Persons, dated as of April 10, 2008. Exhibit 99.2 Securities Purchase Agreement, dated as of March 28, 2008, between Electronic Sensor Technology, Inc. and Halfmoon Bay Capital Ltd (incorporated by reference from Exhibit 10.1 of the Issuer's current report on Form 8-K filed on April 3, 2008). Exhibit 99.3 9% Convertible Debenture (incorporated by reference from Exhibit 4.1 of the Issuer's current report on Form 8-K filed on April 3, 2008). EX-99.1 2 ex99-1.txt JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, $0.001 par value per share of Electronic Sensor Technology, Inc., and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned hereby executed this Agreement this 10th day of April, 2008 HALFMOON BAY CAPITAL LTD /s/ Philip Yee -------------------------------- Name: Philip Yee Title: Attorney-in-Fact By: /s/ Philip Yee -------------------------------- Name: Philip Yee Title: Attorney-in-Fact for Wan Azmi Bin Wan Hamzah By: /s/ Philip Yee -------------------------------- Name: Philip Yee Title: Attorney-in-Fact for Nik Anida Bte Nik Manshor -----END PRIVACY-ENHANCED MESSAGE-----