-----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, Um06CcDCOoriFdoazrnUDelOsob2/upVHFZBv/S8jFfJzbSNn1pmTJMG+0FjJG1r nnbUt9mJ5oUGc+G+kwfeNQ== 0001303681-07-000045.txt : 20070926 0001303681-07-000045.hdr.sgml : 20070926 20070926144525 ACCESSION NUMBER: 0001303681-07-000045 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20070926 DATE AS OF CHANGE: 20070926 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Thrust Energy Corp. CENTRAL INDEX KEY: 0001343009 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 203373669 STATE OF INCORPORATION: NV FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-83146 FILM NUMBER: 071136362 BUSINESS ADDRESS: STREET 1: 888 3RD STREET SW STREET 2: SUITE 1000 CITY: CALGARY STATE: A0 ZIP: T2P 5C5 BUSINESS PHONE: 403.988.3981 MAIL ADDRESS: STREET 1: 888 3RD STREET SW STREET 2: SUITE 1000 CITY: CALGARY STATE: A0 ZIP: T2P 5C5 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MILLS THOMAS E CENTRAL INDEX KEY: 0001179309 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1000-885 DUNSMUIR STREET CITY: VANCOUVER STATE: A1 ZIP: 00000 SC 13D 1 thr_13d092507.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 THRUST ENERGY CORP. (Name of Issuer) Common stock, $0.0001 par value per share (Title of Class of Securities) 88602Q 10 9 (CUSIP Number) Thomas Mills 888 3rd Street SW Suite 1000 Calgary, AB T2P 5C5 Telephone (403) 988-3981 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 26, 2007 (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 Rule 13d-1(e), 13d-1(f) or 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 Rule 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 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. 88602Q 10 9 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Thomas Mills 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS* PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Canadian NUMBER OF 7. SOLE VOTING POWER 10,000,000 SHARES BENEFICIALLY 8. SHARED VOTING POWER nil OWNED BY EACH 9. SOLE DISPOSITIVE POWER 10,000,000 REPORTING PERSON WITH 10. SHARED DISPOSITIVE POWER nil 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,000,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 73.5% 14. TYPE OF REPORTING PERSON* IN ITEM 1. SECURITY AND ISSUER. The name of the issuer is Thrust Energy Corp., a Nevada corporation (the "Issuer"). The address of the Issuer's principal office is 888 3rd Street SW, Suite 1000, Calgary, AB T2P 5C5. This Schedule 13D relates to the Issuer's Common Stock, $0.0001 par value (the "Shares"). This Schedule 13D relates the Stock Purchase Agreement dated September 25, 2007, between Lou Hilford and Thomas Mills, pursuant to which 2,000,000 (or 14.7%) of the then outstanding 13,603,950 common shares of the Issuer were purchased by Mr. Mills (the "Agreement"). The shares acquired by Mr. Mills under the Agreement are in addition to 8,000,000 common shares of the Issuer that were purchased by Mr. Mills for cash consideration of $400 prior to the Issuer registering its common shares pursuant to section 12 of the Securities Exchange Act of 1934, as amended. In the aggregate Mr. Mills owns 73.5% of the Issuer's issued and outstanding common shares. ITEM 2. IDENTITY AND BACKGROUND. The name of the person filing this statement is Thomas Mills, a business person. Mr. Mills' principal office is 888 3rd Street SW, Suite 1000, Calgary, AB T2P 5C5. During the past five years, Mr. Mills has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). In addition, Mr. Mills has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction during the last five years which would make him 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. Mr. Mills is a citizen of Canada. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The amount of funds required to purchase the outstanding shares pursuant to the Agreement was $5,000 paid from Mr. Mills personal capital. Mr. Mills paid $400 from his personal capital as consideration for the 8,000,000 common shares issued to Mr. Mills prior to the Issuer registering its common shares pursuant to section 12 of the Securities Exchange Act of 1934. ITEM 4. PURPOSE OF TRANSACTION. Mr. Mills' acquisition of 2,000,000 common shares under the Agreement was in response to an offer by Mr. Hilford, who resigned as an officer and director of the Issuer on August 27, 2007, to sell Mr. Mills all his shares of the Issuer for $5,000. The issuance of 2,000,000 common shares to Mr. Mills prior to the Issuer registering its common shares pursuant to section 12 of the Securities Exchange Act of 1934 was in consideration of $400 cash. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Mr. Mills is the beneficial owner of 10,000,000 common shares of the Issuer, representing 73.5% of all the issued and outstanding common shares of the Issuer, with the sole power to vote and dispose of (or direct the disposition) said shares. By written agreement dated September 25, 2007, Mr. Davis offered to sell and Mr. Mills agreed to purchase 2,000,000 common shares of the Issuer at $0.0025 per share. The transaction was effected by personal check on September 25, 2007. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Other than the Agreement, as described in this Schedule 13D, Mr. Mills has no contracts, arrangements, understandings or relationships with any other person with respect to any securities of the Issuer. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. Exhibit Description 99 Agreement dated September 25, 2007, by and between Lou Hilford and Thomas Mills. 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. September 26, 2007 /s/ Thomas Mills Thomas Mills Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001). EX-99 2 thr_13d093725ex99.txt AGREEMENT OF PURCHASE AND SALE DATED SEPTEMBER 25, 2007 2 SECURITIES PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this "Agreement") by and between Lou Hilford ("Seller") and Thomas Mills ("Buyer"). THE PARTIES HEREBY AGREE AS FOLLOWS: 1. Purchase and Sale of Securities. (a) Subject to the terms and conditions of this Agreement, and in reliance upon the representations, warranties and covenants contained herein, Buyer hereby agrees to purchase from Seller and Seller agrees to sell to Buyer 2,000,000 shares of common stock, US$0.0001 par value per share (the "Shares"), of Thrust Energy Corp., a Nevada corporation (the "Company") for an aggregate purchase price of US$5,000 and other good and valuable consideration, the sufficiency of which is hereby agreed, (the "Purchase Price"). (b) The Seller hereby acknowledges that he has received payment in full of the Purchase Price. 2. Representations and Warranties of Seller. Seller hereby represents and warrants to Buyer that: (a) Seller is the record and beneficial owner of the Securities and has sole management power over the disposition of the Securities. The Securities are free and clear of any liens, claims, encumbrances, and charges. (b) The Securities have not been sold, conveyed, encumbered, hypothecated or otherwise transferred by Seller except pursuant to this Agreement. (c) Seller has the legal right to enter into and to consummate the transactions contemplated hereby and otherwise to carry out his obligations hereunder. (d) The Securities are being sold to Buyer in reliance on Sections 4(1) and 4(2) of the Securities Act of 1933, as amended. 3. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Seller that: (a) Buyer has the requisite power and authority to enter into this Agreement and to consummate the transactions contemplated hereby and otherwise to carry out its obligations hereunder. (b) The Securities are being acquired by Buyer solely for investment for Buyer's own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof; and Buyer will not sell or transfer such Securities unless covered by a registration statement or an exemption therefrom. (c) Buyer represents and warrants that Buyer is an investor experienced in the evaluation of businesses similar to the Company, has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of this investment, and has had access to all information respecting the Company that Buyer has requested. 4. Miscellaneous. (a) Successors and Assigns. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon the respective heirs, legal representatives, successors and assigns of the parties. (b) Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. (c) Titles and Subtitles. The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement. (d) Notices. Unless otherwise provided, any notice required or permitted under this Agreement shall be given in writing and shall be deemed effectively given upon personal delivery to the party to be notified or sent by overnight delivery by an internationally recognized overnight courier upon proof of sending thereof and addressed to the party to be notified at the address indicated for such party on the signature page hereof, or at such other address as such party may designate by written notice to the other parties. (e) Expenses. Each of the parties shall bear its own costs and expenses incurred with respect to the negotiation, execution, delivery, and performance of this Agreement. (f) Amendments and Waivers. Any term of this Agreement may be amended and the observance of any term of this Agreement may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of Seller and Buyer. (g) Assignment. Buyer may sell, assign or transfer any of its rights under this Agreement as it sees fit and without notice. (h) Entire Agreement. This Agreement represents and constitutes the entire agreement and understanding between the parties with regard to the subject matter contained herein. All prior agreements, understandings and representations are hereby merged into this Agreement. IN WITNESS WHEREOF, the undersigned have executed, or caused to be executed on their behalf by an agent thereunto duly authorized, this Agreement as of September 25, 2007. /s/ Lou Hilford LOU HILFORD /s/ Thomas Mills THOMAS MILLS -----END PRIVACY-ENHANCED MESSAGE-----