0000943440-05-000049.txt : 20120705 0000943440-05-000049.hdr.sgml : 20120704 20050204164755 ACCESSION NUMBER: 0000943440-05-000049 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050204 DATE AS OF CHANGE: 20050204 GROUP MEMBERS: JAMES E. MACDOUGALD GROUP MEMBERS: MACDOUGALD FAMILY LIMITED PARTNERSHIP GROUP MEMBERS: MACDOUGALD MANAGEMENT, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ODYSSEY MARINE EXPLORATION INC CENTRAL INDEX KEY: 0000798528 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 841018684 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45489 FILM NUMBER: 05577752 BUSINESS ADDRESS: STREET 1: 5215 WEST LAUREL STREET CITY: TAMPA STATE: FL ZIP: 33607 BUSINESS PHONE: (813) 876-1776 MAIL ADDRESS: STREET 1: 5215 WEST LAUREL STREET CITY: TAMPA STATE: FL ZIP: 33607 FORMER COMPANY: FORMER CONFORMED NAME: UNIVERSAL CAPITAL CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MACDOUGALD FAMILY LP CENTRAL INDEX KEY: 0001136519 IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 260 1ST AVE. S. STREET 2: SUITE 110 CITY: ST PETERSBURG STATE: FL ZIP: 33701 BUSINESS PHONE: 7278239192 MAIL ADDRESS: STREET 1: 3773 HOWARD HUGHES PKWY STREET 2: SUITE 300N CITY: LAS VEGAS STATE: NV ZIP: 89109 SC 13D/A 1 macdougaldfeb205-13da6.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________ SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Odyssey Marine Exploration, Inc. --------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.0001 par value per share --------------------------------------------------------------------------- (Title of Class of Securities) 676118 10 2 --------------------------------------------------------------------------- (CUSIP Number) James E. MacDougald 260 1st Avenue South, Suite 110 St. Petersburg, Florida 33701 (727) 823-9292 --------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 2, 2005 --------------------------------------------------------------------------- (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 [ ] SCHEDULE 13D CUSIP No. 676118 10 2 Page 2 of 7 Pages ___________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MacDougald Family Limited Partnership ___________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] ___________________________________________________________________________ 3 SEC USE ONLY ___________________________________________________________________________ 4 SOURCE OF FUNDS Not applicable ___________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ___________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION MacDougald Family Limited Partnership is organized as a Nevada limited partnership. ___________________________________________________________________________ NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 2,344,008 _________________________________________ 8 SHARED VOTING POWER _________________________________________ 9 SOLE DISPOSITIVE POWER 2,344,008 _________________________________________ 10 SHARED DISPOSITIVE POWER ___________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,344,008 ___________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES : ___________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.0% ___________________________________________________________________________ 14 TYPE OF REPORTING PERSON PN ___________________________________________________________________________ SCHEDULE 13D CUSIP No. 676118 10 2 Page 3 of 7 Pages ___________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MacDougald Management, Inc. ___________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] ___________________________________________________________________________ 3 SEC USE ONLY ___________________________________________________________________________ 4 SOURCE OF FUNDS Not applicable ___________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ___________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION MacDougald Management, Inc. is a Nevada corporation. ___________________________________________________________________________ NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 2,344,008 _________________________________________ 8 SHARED VOTING POWER _________________________________________ 9 SOLE VOTING POWER 2,344,008 _________________________________________ 10 SHARED DISPOSITIVE POWER ___________________________________________________________________________ 11 SOLE VOTING POWER 2,344,008 ___________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES : ___________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.0% ___________________________________________________________________________ 14 TYPE OF REPORTING PERSON CO ___________________________________________________________________________ SCHEDULE 13D CUSIP No. 676118 10 2 Page 4 of 7 Pages ___________________________________________________________________________ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON James E. MacDougald ___________________________________________________________________________ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] ___________________________________________________________________________ 3 SEC USE ONLY ___________________________________________________________________________ 4 SOURCE OF FUNDS Not applicable ___________________________________________________________________________ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(E) [ ] ___________________________________________________________________________ 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States ___________________________________________________________________________ NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 2,344,008 _________________________________________ 8 SHARED VOTING POWER _________________________________________ 9 SOLE DISPOSITIVE POWER 2,344,008 _________________________________________ 10 SHARED DISPOSITIVE POWER ___________________________________________________________________________ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,344,008 ___________________________________________________________________________ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES : ___________________________________________________________________________ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.0% ___________________________________________________________________________ 14 TYPE OF REPORTING PERSON IN ___________________________________________________________________________ This Amendment No. 6 to Schedule 13D (this "Amendment No. 6") hereby amends and supplements the Schedule 13D originally filed with the Securities and Exchange Commission (the "Commission") on March 9, 2001 (the "Initial Schedule 13D") by MacDougald Family Limited Partnership, a Nevada limited partnership ("MFLP"), MacDougald Management, Inc., a Nevada corporation ("MMI"), and James E. MacDougald (collectively, the "Reporting Persons"), as amended by Amendment No. 1 thereto filed on October 25, 2001 ("Amendment No. 1"), Amendment No. 2 thereto filed on November 20, 2003 ("Amendment No. 2"), Amendment No. 3 thereto filed on September 23, 2004 ("Amendment No. 3"), Amendment No. 4 thereto filed on September 28, 2004 ("Amendment No. 4"), and Amendment No. 5 thereto filed on February 4, 2005 ("Amendment No. 5"). This Amendment No. 6, together with the Initial Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, and Amendment No. 5 are referred to collectively as the "Schedule 13D". The information set forth in Items 1 and 4 below are being included for reference purposes, but no change has occurred with respect to such information. Unless otherwise defined herein, all capitalized terms shall have the meanings ascribed to them in the Schedule 13D. This Amendment No. 6 is being filed to correct the number of shares of the Common Stock (defined below) held by the Reporting Persons totaling the sale of shares reported in Amendment No. 5. Item 1. Security of Issuer This Amendment No. 6 relates to shares of common stock, $0.0001 par value per share ("Common Stock"), of Odyssey Marine Exploration, Inc., a Nevada corporation (the "Issuer"), whose principal executive offices are located at 3604 Swann Avenue, Tampa, Florida 33609. Item 4. Purpose of Transaction This amendment is being filed to correct the disclosures set forth in Amendment No. 5 regarding the number of shares of Common Stock held by the Reporting Person following the reported sale by MFLP of an aggregate of 1,250,000 shares of Common Stock on February 2, 2005 in open market transactions. See Item 5(a) of this Amendment No. 6. With respect to its remaining holdings of Common Stock, MFLP will continue to monitor its investment in, and ownership of, the Common Stock and may, as result thereof, determine to sell, transfer, or exchange the Common Stock with or to affiliates or third parties through private placements or market sales, acquire additional Common Stock, warrants, or options, or maintain its ownership position. Except as indicated in the Schedule 13D, the Reporting Persons have no plans or proposals which relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, organization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; Page 5 of 7 Pages (f) any other material change in the Issuer's business or corporate structure; (g) changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above. Item 5. Interest in Securities of Issuer (a) As of the date of hereof, the Reporting Persons beneficially own an aggregate of 2,344,008 shares of Common Stock, which represents approximately 6.0% of the shares of Common Stock which were outstanding as of January 21, 2005 (as reported by the Issuer in its definitive proxy statement filed on January 28, 2005). Amendment No. 5 erroneously indicated that the number of such shares of Common Stock held by the Reporting Person was 2,344,008. This was a computation error which is corrected hereby. (b) For purposes of Section 13 of the Securities Act of 1933, as amended, MMI may be deemed to control MFLP, and James E. MacDougald may be deemed to control MMI and MFLP. Each of the Reporting Persons may thus be considered to beneficially own and to have sole voting and dispositive power with respect to all the Securities beneficially owned by MFLP. (c) No sales of the Common Stock by the Reporting Persons have taken place since those reported in Amendment No. 5. Item 7. Material to Be Filed as Exhibits None. Page 6 of 7 Pages 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. Dated: February 4, 2005 MACDOUGALD FAMILY LIMITED PARTNERSHIP By: MacDougald Management, Inc. its General Partner /s/ James E. MacDougald ----------------------------- James E. MacDougald, President Dated: February 4, 2005 MACDOUGALD MANAGEMENT, INC. /s/ James E. MacDougald ----------------------------- James E. MacDougald, President Dated: February 4, 2005 /s/ James E. MacDougald ----------------------------- James E. MacDougald (Individually)