-----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, PteIoZX3ZUklQi71siWx/S7dg7qC7CMYlgvuzSwLiY4w5ey0IzY73tuqY6VrENuV do9+ZW5zJ0ccWraIHuuwcg== 0001143526-05-000006.txt : 20051104 0001143526-05-000006.hdr.sgml : 20051104 20051104151057 ACCESSION NUMBER: 0001143526-05-000006 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051104 DATE AS OF CHANGE: 20051104 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEW FRONTIER ENERGY INC CENTRAL INDEX KEY: 0001140586 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 841530098 STATE OF INCORPORATION: CO FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81109 FILM NUMBER: 051180040 BUSINESS ADDRESS: STREET 1: PO BOX 298 CITY: LITTLETON STATE: CO ZIP: 80160 BUSINESS PHONE: 303-730-9994 MAIL ADDRESS: STREET 1: PO BOX 298 CITY: LITTLETON STATE: CO ZIP: 80160 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: J CAIRD PARTNERS L P CENTRAL INDEX KEY: 0001143526 IRS NUMBER: 043517331 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 75 STATE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617-951-5372 MAIL ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 SC 13D 1 jpnfei13d.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 0) New Frontier Energy, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) J. Caird Partners, L.P. c/o Wellington Management Company, LLP 75 State Street Boston, MA 02109 Attn: Sara Lou Sherman (617) 790-7746 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communication) 64439S204 (CUSIP Number) 07/19/2005 (Date of Event Which Requires Filing of this Statement) If the person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing the schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.[x] 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.) [Continued on the following page(s)] Page 1 of 10 Pages CUSIP No. 64439S204 13D Page 2 of 7 Pages - ---------------------------------------------------------------- 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) J. Caird Partners, L.P. 04-3517331 - ---------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP (a)[ ] (b)[ ] - ---------------------------------------------------------------- 3. SEC USE ONLY - --------------------------------------------------------------- 4. Source of Funds WC - --------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [] - ---------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - ---------------------------------------------------------------- 7. SOLE VOTING POWER 0 NUMBER OF ----------------------------- SHARES 8. SHARED VOTING POWER BENEFICIALLY OWNED BY 950,000 EACH ----------------------------- REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 ----------------------------- 10. SHARED DISPOSITIVE POWER 950,000 - --------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNER BY EACH REPORTING PERSON 950,000 - ---------------------------------------------------------------- 10. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ---------------------------------------------------------------- CUSIP No. 64439S204 13D Page 3 of 7 Pages - ---------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 21.17% - ---------------------------------------------------------------- 12. TYPE OF REPORTING PERSON PN 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Wellington Hedge Management, LLC 04-3215301 - ---------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP (a)[ ] (b)[ ] - ---------------------------------------------------------------- 3. SEC USE ONLY - ---------------------------------------------------------------- 4. Source of Funds AF - --------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [] - ---------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts - ---------------------------------------------------------------- 7. SOLE VOTING POWER 0 NUMBER OF ----------------------------- SHARES 8. SHARED VOTING POWER BENEFICIALLY OWNED BY 950,000 EACH ----------------------------- REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 ----------------------------- 10. SHARED DISPOSITIVE POWER 950,000 - --------------------------------------------------------------- 11.AGGREGATE AMOUNT BENEFICIALLY OWNER BY EACH REPORTING PERSON 950,000 - ---------------------------------------------------------------- 12. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ---------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 21.17% - ---------------------------------------------------------------- 14. TYPE OF REPORTING PERSON CO CUSIP No. 64439S20 13G Page 4 of 7 Pages - ---------------------------------------------------------------- 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Wellington Hedge Management, Inc. 04-3215281 - ---------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF THE MEMBER OF A GROUP (a)[ ] (b)[ ] - ---------------------------------------------------------------- 3. SEC USE ONLY - ---------------------------------------------------------------- 4. Source of Funds AF - --------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [] - ---------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts - ---------------------------------------------------------------- 7. SOLE VOTING POWER 0 NUMBER OF ----------------------------- SHARES 8. SHARED VOTING POWER BENEFICIALLY OWNED BY 950,000 EACH ----------------------------- REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 ----------------------------- 10. SHARED DISPOSITIVE POWER 950,000 - --------------------------------------------------------------- CUSIP No. 64439S204 13D Page 5 of 7 Pages 11.AGGREGATE AMOUNT BENEFICIALLY OWNER BY EACH REPORTING PERSON 950,000 - ---------------------------------------------------------------- 12. CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] - ---------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 21.17% - ---------------------------------------------------------------- 14. TYPE OF REPORTING PERSON CO Item 1. Security and Issuer: This statement relates to the common stock (the "Common Stock") of New Frontier Energy, Inc. (the "Issuer"), whose executive offices are located at 5632 South Spotswood Street, Littleton, CO 80120. Item 2. Name of Person Filing: (a) (b) and (c) This schedule is filed on behalf of (i) J. Caird Partners, L.P. ("J. Caird Partners"), a Delaware limited partnership, (ii) Wellington Hedge Management, LLC ("WHML"), a Massachusetts limited liability company and the sole general partner of J. Caird Partners, and (iii) Wellington Hedge Management, Inc. ("WHMI"), a Massachusetts corporation and the managing member of WHML. J. Caird Partners, WHML & WHMI are sometimes referred to herin as a "Reporting Person" and collectively as the "Reporting Persons." The securities to which this Schedule 13D relate are owned directly by J. Caird Partners. J. Caird Partners' principal business is that of an investment fund which invests its assets in a variety of securities to achieve its investment objective. The business address and principal executive Offices of J. Caird Partners are c/o Wellington Management Company, LLP, 75 State Street, Boston, MA 02109 WHML is the sole general partner of J. Caird Partners and its principal business is serving in such capacity for J. Caird Partners and certain other investment funds managed by Wellington Management Company, LLP. The business address and principal executive Offices of WHML are c/o Wellington Management Company, LLP, 75 State Street, Boston, MA 02109 WHMI is the sole managing member of WHML and its business is serving in such capacity for WHML. The business address and principal executive Offices for WHMI are c/o Wellington Management Company, LLP, 75 State Street, Boston, MA 02109 CUSIP No. 64439S204 13D Page 6 of 7 Pages (d) and (e) During the last five years, none of the Reporting Persons identified in this Item 2 has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to civil proceeding or judicial or administrative body of competent jurisdiction and as a result of such proceedings 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 violations with respect to such laws Item 3. Source and Amount of Funds or other Consideration: On July 19, 2005, J. Caird Partners purchased 4 units (the "Units"), issued by the Issuer at $30,000 per Unit. Each Unit consists of (i) one 2.5% two-year Debenture ("Debenture"), immediately convertible into 25,000 shares of Common Stock at a rate of $1.20 per share; and (ii) one three-year Warrant to purchase 12,500 shares of Common Stock. J. Caird Partners used its own assets to purchase the Units, which may at any given time include funds borrowed in the ordinary course in its margin accounts. Item 4. Purpose of Transaction: The Units were acquired by J. Caird Partners in the ordinary course of its business and were not acquired for the purpose of changing or influencing the control of the Issuer. None of the Reporting Persons currently has any plans or proposals that relate to or would result in any of the actions set forth in parts (a) through (j) of Item 4. Item 5. Interest in Securities of the Issuer: (a) and (b) As of July 19, 2005, J. Caird Partners may be deemed to own 950,000 shares of Common Stock of the Issuer, which consists of 20 units issued by the Issuer purchased on February 24, 2005 (the "February Units") and 4 Units issued by the Issuer purchased on July 19, 2005 (the "July Units"). Each February Unit consists of one share of 12% Series B Convertible Preferred Stock and one Common Stock Warrant. Each share of Preffered Stock is immediately convertible into 20,000 shares of Common Stock. Likewise, each Warrant is immediately convertible into 20,000 shares of Common Stock. Thus, the 20 February Units represent 800,000 shares of Common Stock. Each July Unit consists of one Debenture immediately convertible into 25,000 shares of Common Stock at a rate of $1.20 per share and one three-year Warrant to purchase 12,500 shares of Common Stock, representing an aggregate of 150,000 shares of Common Stock. Such ownership by J. Caird Partners represents beneficial ownership in the aggregate of 950,000 shares of Common Stock and 21.17% of the shares outstanding of the Common Stock of the Issuer. (c) Not Applicable. CUSIP No. 64439S204 13G Page 7 of 7 Pages (d) J. Caird Partners, WHML and WHMI each have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, such securities. No other person is know to have such right or power with respect to more than five percent of the Common Stock, except: Not Applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer: Not Applicable. Material to be filed as Exhibits: 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. By: J. Caird Partners, L.P. By: Wellington Hedge Management, LLC, Its General Partner By: Wellington Hedge Management, Inc., Its Managing Member By: --//Sara Lou Sherman//-- Name: Sara Lou Sherman Title: Vice President Date: November 4, 2005 -----END PRIVACY-ENHANCED MESSAGE-----