-----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, DEQvGGs1gwDB/3x4eE3Aax9fnsL+0MbQwA6qjpHZOPoA+Cj+0y9/deThpPvDLcsL vwwQ+tlXfVX+lcMlTswIXQ== 0000950137-05-009882.txt : 20050809 0000950137-05-009882.hdr.sgml : 20050809 20050809133846 ACCESSION NUMBER: 0000950137-05-009882 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20050809 DATE AS OF CHANGE: 20050809 GROUP MEMBERS: ASTRAEA INVESTMENT MANAGEMENT, L.P. GROUP MEMBERS: ASTREA INVESTMENT AND MANAGEMENT SERVICES COMPANY GROUP MEMBERS: BRUCE LEADBETTER GROUP MEMBERS: CHARLES A SAMMONS 1987 CHARITABLE REMAINDER TRUST NUMBER TWO GROUP MEMBERS: CHARLES JARVIE GROUP MEMBERS: CHRISTOPHER BANCROFT GROUP MEMBERS: CONSOLIDATED INVESTMENT SERVICES INC GROUP MEMBERS: DAVID KELLOGG GROUP MEMBERS: DAVID PASAHOW GROUP MEMBERS: GENERAL GOH YONG SIANG GROUP MEMBERS: HERAKLES INVESTMENTS, INC. GROUP MEMBERS: JOHN M. PIGOTT GROUP MEMBERS: MICHAEL JORDAN GROUP MEMBERS: OPUS 5949 LLC GROUP MEMBERS: OTTER, INC. GROUP MEMBERS: PAT LONG GROUP MEMBERS: PAUL POTTINGER GROUP MEMBERS: SAMMONS DISTRIBUTION HOLDINGS INC GROUP MEMBERS: SAMMONS ENTERPRISES INC GROUP MEMBERS: SAMMONS VPC INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NORTH AMERICAN TECHNOLOGIES GROUP INC /MI/ CENTRAL INDEX KEY: 0000808013 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 330471789 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42313 FILM NUMBER: 051008755 BUSINESS ADDRESS: STREET 1: 14315 WEST HARDY ROAD STREET 2: SUITE 301 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: 281-847-0029 MAIL ADDRESS: STREET 1: 14315 WEST HARDY ROAD STREET 2: SUITE 301 CITY: HOUSTON STATE: TX ZIP: 77060 FORMER COMPANY: FORMER CONFORMED NAME: MAIL BOXES COAST TO COAST INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sponsor Investments, LLC CENTRAL INDEX KEY: 0001318537 IRS NUMBER: 020681770 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: TWO LINCOLN CENTER STREET 2: 5420 LBJ FREEWAY, SUITE 1450 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: (972) 490-2360 MAIL ADDRESS: STREET 1: TWO LINCOLN CENTER STREET 2: 5420 LBJ FREEWAY, SUITE 1450 CITY: DALLAS STATE: TX ZIP: 75240 SC 13D/A 1 c97547a1sc13dza.htm AMENDMENT TO SCHEDULE 13D sc13dza
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

North American Technologies Group, Inc.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

657193207
(CUSIP Number)

Bruce Leadbetter
Sponsor Investments, LLC
Two Lincoln Center
5420 LBJ Freeway, Suite 1450
Dallas, Texas 75240
(972) 490-2340
with a copy to:
     
Richard S. Meller
Latham & Watkins LLP
233 South Wacker Drive, Suite 5800
Chicago, Illinois 60606
(312) 876-7700
  Heather Kreager
Herakles Investments, Inc.
5949 Sherry Lane, Suite 1900
Dallas, Texas 75225
(214) 210-5000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

August 9, 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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

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 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 (“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).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Sponsor Investments, LLC		 I.R.S. Identification Nos. of above persons (entities only):
02-0681770
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
OO
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Texas
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
57,311,184
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
13,096,995
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
57,311,184
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
43.3%
  14.Type of Reporting Person (See Instructions):
OO

2

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Herakles Investments, Inc.		 I.R.S. Identification Nos. of above persons (entities only):
37-1461244
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
OO
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
57,311,184
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
49,761,183
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
57,311,184
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
43.3%
  14.Type of Reporting Person (See Instructions):
CO

3

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Astraea Investment Management, L.P.		 I.R.S. Identification Nos. of above persons (entities only):
75-2387896
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
OO
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
6,050,000
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
6,050,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
7.5%
  14.Type of Reporting Person (See Instructions):
PN

4

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Opus 5949 LLC		 I.R.S. Identification Nos. of above persons (entities only):
20-0154162
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
N/A
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Texas
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
4,541,822
8. Shared Voting Power:
0
9. Sole Dispositive Power:
4,541,822
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
4,541,822
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
6.1%
  14.Type of Reporting Person (See Instructions):
OO

5

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Otter, Inc.		 I.R.S. Identification Nos. of above persons (entities only):
73-1186819
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
OO
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Oklahoma
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
100
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
100
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
100
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
CO

6

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Sammons VPC, Inc.		 I.R.S. Identification Nos. of above persons (entities only):
75-2732541
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
AF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
4,541,822
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
4,541,822
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
4,541,822
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
6.1%
  14.Type of Reporting Person (See Instructions):
CO

7

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Sammons Distribution Holdings, Inc.		 I.R.S. Identification Nos. of above persons (entities only):
75-2738314
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
AF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
4,541,822
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
4,541,822
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
4,541,822
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
6.1%
  14.Type of Reporting Person (See Instructions):
CO

8

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Consolidated Investment Services, Inc.		 I.R.S. Identification Nos. of above persons (entities only):
88-0214301
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
AF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Nevada
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
61,853,106
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
17,692,917
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
61,853,106
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
46.8%
  14.Type of Reporting Person (See Instructions):
CO

9

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Sammons Enterprises, Inc.		 I.R.S. Identification Nos. of above persons (entities only):
75-6027423
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
AF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
61,853,106
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
17,692,917
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
61,853,106
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
46.8%
  14.Type of Reporting Person (See Instructions):
CO

10

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Charles A. Sammons 1987 Charitable Remainder Trust Number Two		 I.R.S. Identification Nos. of above persons (entities only):
75-2182631
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
AF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Texas
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
61,853,106
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
17,692,917
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
61,853,106
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
46.8%
  14.Type of Reporting Person (See Instructions):
OO

11

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Astraea Investment and Management Services Company		 I.R.S. Identification Nos. of above persons (entities only):
36-3763672
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
AF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Delaware
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
6,050,000
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
6,050,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
7.5%
  14.Type of Reporting Person (See Instructions):
CO

12

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Bruce Leadbetter 		I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
0
10.Shared Dispositive Power:
6,050,000
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
6,050,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
7.5%
  14.Type of Reporting Person (See Instructions):
IN

13

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Paul Pottinger 		I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
37,963
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
37,963
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

14

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Christopher Bancroft 		I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
150,000
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
150,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

15

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Michael Jordan		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
150,000
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
150,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

16

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
John M. Pigott		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
75,000
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
75,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

17

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
General Goh Yong Siang		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Singapore
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
300,000
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
300,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

18

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Pat Long		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
600,000
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
600,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

19

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
David Kellogg		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
18,519
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
18,519
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

20

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
Charles Jarvie		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
150,000
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
150,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

21

 

             
CUSIP No. 657193207
  1. Name of Reporting Person:
David Pasahow		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) o  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
United States of America
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
0
8. Shared Voting Power:
0
9. Sole Dispositive Power:
18,519
10.Shared Dispositive Power:
0
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
18,519
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
þ
  13.Percent of Class Represented by Amount in Row (11):
Less than 1%
  14.Type of Reporting Person (See Instructions):
IN

22

 

INTRODUCTION
     This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (“SEC”) on July 22, 2005 (the “Schedule 13D”), by Sponsor Investments, LLC (“Sponsor”), Herakles Investments, Inc. (“Herakles”), Astraea Investment Management, L.P. (“Astraea”), Opus 5949 LLC (“Opus”), Otter, Inc. (“Otter”), Sammons VPC, Inc. (“Sammons VPC”), Sammons Distribution Holdings, Inc. (“Sammons Distribution”), Consolidated Investment Services, Inc. (“CISI”), Sammons Enterprises, Inc. (“Sammons”), Charles A. Sammons 1987 Charitable Remainder Trust Number Two (the “Sammons Trust”), Astraea Investment and Management Services Company (“AIMSC”), Bruce Leadbetter, Paul Pottinger, Christopher Bancroft, Michael Jordan, John M. Pigott, Goh Yong Siang, Pat Long , Charles Jarvie, and David Pasahow with respect to the shares of common stock, par value $.001 per share (the “Common Stock”), of North American Technologies Group, Inc., a Delaware corporation, which has its principal business office at 14315 West Hardy Road, Houston, Texas 77060 (the “Company”). Capitalized terms not otherwise defined herein have the meanings ascribed to them in the Schedule 13D.
     The Schedule 13D is amended and supplemented by adding the information contained herein. Only those items amended are reported herein.
ITEM 2. IDENTITY AND BACKGROUND.
     Item 2 of the Schedule 13D is amended and supplemented as follows:
     (1) The first paragraph of Item 2 of the Schedule 13D is amended and restated in its entirety as follows:
     “This Statement is being filed as a joint statement pursuant to Rule 13d-1(k) promulgated under the Securities Act of 1934, as amended (the “Exchange Act”) by Sponsor Investments, LLC (“Sponsor”), Herakles Investments, Inc. (“Herakles”), Astraea Investment Management, L.P. (“Astraea”), Opus 5949 LLC (“Opus”), Otter, Inc. (“Otter”), Sammons VPC, Inc. (“Sammons VPC”), Sammons Distribution Holdings, Inc. (“Sammons Distribution”), Consolidated Investment Services, Inc. (“CISI”), Sammons Enterprises, Inc. (“Sammons”), Charles A. Sammons 1987 Charitable Remainder Trust Number Two (the “Sammons Trust”), Astraea Investment and Management Services Company (“AIMSC”), Bruce Leadbetter, Paul Pottinger, Christopher Bancroft, Michael Jordan, John M. Pigott, Goh Yong Siang, Pat Long, David Kellogg, Charles Jarvie, and David Pasahow (collectively, the “Reporting Persons”). Each Reporting Person disclaims beneficial ownership of the Common Stock held by each other Reporting Person.”
     (2) Item 2 (a)-(c) and (f) of the Schedule 13D is amended and supplemented by adding the following:
     “David Kellogg is a United States citizen whose business address is 9441 LBJ Freeway, Suite 605, Dallas, Texas 75243. Mr. Kellogg’s principal occupation is Senior Vice President of Creditors Bankruptcy Services, a bankruptcy recovery company, whose principal business and offices address is the same as Mr. Kellogg.”
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
     The third sentence of the second paragraph of Item 3 of the Schedule 13D is amended and restated in its entirety as follows:
     “Sponsor also sold 1,620 shares of Series CC Preferred Stock in a private transaction to Messrs Pottinger, Bancroft, Jordan, Pigott, Siang, Long, Kellogg, Jarvie, and Pasahow (the “Sponsor Purchasers”) pursuant to the Series CC Convertible Preferred Stock Purchase Agreement, dated as of February 22, 2005, by and among Sponsor and the Sponsor Purchasers, at a purchase price of $0.08 per share as converted, which was paid by the Sponsor Purchasers with personal funds.”

23

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
     Item 5 (a) and (b) of the Schedule 13D is amended and supplemented by adding the following:
     “As of the date hereof, David Kellogg beneficially owns an aggregate of 20 shares of Series CC Convertible Preferred Stock convertible into 18,519 shares of Common Stock, representing less than 1% of the outstanding shares of the Common Stock. Mr. Kellogg has sole dispositive power over these shares of Common Stock. Mr. Kellogg does not have any voting power over these shares of Common Stock pursuant to the Voting Agreement, which grants an irrevocable proxy to Sponsor.”
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
     Item 7 of the Schedule 13D is amended and supplemented by adding the following Exhibits:
     1(a). Power of Attorney granted by David Kellogg.
     2(a). Joinder to the Joint Filing Agreement, dated July 22, 2005, executed by David Kellogg August 3, 2005.

24

 

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.
             
    Dated: August 9, 2005
 
            
    SPONSOR INVESTMENTS, LLC
 
  By:   Herakles Investments, Inc., Managing Member    
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
   Name:
Title:		   Robert W. Korba
President		  
 
            
    HERAKLES INVESTMENTS, INC.
 
            
 
  By:        
 
      /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President		    
 
            
    ASTRAEA INVESTMENT MANAGEMENT, L.P.
 
  By:   Astraea Investment and Management Services Company,
General Partner		    
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:   Robert W. Korba    
 
  Title:   President of Herakles Investments, Inc., Attorney-In-Fact for Astraea Investment and Management Services Company    
 
            
    OPUS 5949 LLC
 
  By:   Sammons VPC, Inc., Managing Member    
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:   Robert W. Korba    
 
  Title:   President of Herakles Investments, Inc., Attorney-In-Fact for Sammons VPC, Inc.    

 

 

             
    OTTER, INC.
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Otter, Inc.		    

 

 

             
    SAMMONS VPC, INC.
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Sammons VPC, Inc.		    
 
            
    SAMMONS DISTRIBUTION HOLDINGS, INC.
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Sammons Distribution Holdings, Inc.		    
 
            
    CONSOLIDATED INVESTMENT SERVICES, INC.
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Consolidated Investment Services, Inc.		    
 
            
    SAMMONS ENTERPRISES, INC.
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President		    

 

 

             
    CHARLES A. SAMMONS 1987 CHARITABLE REMAINDER
TRUST NUMBER TWO
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
Co-Trustee		    

 

 

             
    ASTRAEA INVESTMENT AND MANAGEMENT SERVICES COMPANY
 
            
 
         
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Astraea Investment and Management Services Company		    
 
            
    BRUCE LEADBETTER
 
         
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Bruce Leadbetter		    

 

 

             
    PAUL POTTINGER
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Paul Pottinger		    
 
            
    CHRISTOPHER BANCROFT
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Christopher Bancroft		    
 
            
    MICHAEL JORDAN
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Michael Jordan		    
 
            
    JOHN M. PIGOTT
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for John M. Pigott		    
 
            
    GOH YONG SIANG
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Goh Yong Siang		    
 
            
    PAT LONG
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Pat Long		    

 

 

             
    DAVID KELLOGG
 
            
 
  By:   /s/ David Kellogg    
 
           
 
  Name:   David Kellogg
 
  Title:    
 
            
    CHARLES JARVIE
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for Charles Jarvie		    
 
            
    DAVID PASAHOW
 
            
 
  By:   /s/ Robert W. Korba    
 
           
 
  Name:
Title: 		  Robert W. Korba
President of Herakles Investments, Inc., Attorney-In-Fact for David Pasahow		    
     The Powers of Attorney authorizing certain persons to sign and file this Amendment No. 1 on behalf of certain Reporting Persons is filed as Exhibit 1 to the Schedule 13D, as amended.

 

 

EXHIBIT INDEX
1.   Power of Attorney granted by David Kellogg.
 
2.   Joinder to Joint Filing Agreement, dated July 22, 2005, executed August 3, 2005.

 

EX-99.1 2 c97547a1exv99w1.htm POWER OF ATTORNEY exv99w1
 

Exhibit 1
POWER OF ATTORNEY
     The undersigned hereby appoints any officer of Herakles Investments, Inc., the Manager of Sponsor Investments, LLC, his true and lawful attorney-in-fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13D, Form 3, Form 4, Form 5, and any amendments thereto or any related documentation which may be required to be filed in his individual capacity as a result of the undersigned’s direct or indirect beneficial ownership of, or participation in a group with respect to, shares of common stock of North American Technologies Group, Inc., and granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing which he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, may lawfully do or cause to be done by virtue hereof. The authority of any officer of Herakles Investments, Inc. under this Power of Attorney shall continue with respect to the undersigned until the undersigned is no longer required to file Schedule 13Ds, Form 3s, Form 4s, and Form 5s unless revoked earlier in writing.
     The undersigned shall not be deemed to admit membership in a group by reason of executing this Power of Attorney.
     This Power of Attorney may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
Date: August 3, 2005
         
     
  /s/ David Kellogg    
  David Kellogg   
     
 

 

EX-99.2 3 c97547a1exv99w2.htm JOINDER TO JOINT FILING AGREEMENT exv99w2
 

Exhibit 2
JOINDER TO JOINT FILING AGREEMENT
     By execution and delivery of this signature page, the undersigned hereby agrees to be bound by the terms and conditions of that certain Joint Filing Agreement, dated as of July 22, 2005 (the “Joint Filing Agreement”) by and among the signatories thereto and related to the joint filing on behalf of each of them of a statement on Schedule 13D with respect to the Common Stock, par value $.001 per share of North American Technologies Group, Inc., filed on July 22, 2005
     The undersigned hereby agrees to become a party to, be bound by and comply with the terms and conditions of the Joint Filing Agreement. The undersigned further agree that any amendments to the statement on Schedule 13D shall be filed jointly on behalf of the undersigned and each party to the Joint Filing Agreement without the necessity of entering into additional joint filing agreements.
     The undersigned further agree that each party to the Joint Filing Agreement is responsible for timely filing of such statement on Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided that no party is responsible for the completeness or accuracy of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.
     The undersigned shall not be deemed to admit membership in a group by reason of entering into the Joint Filing Agreement.
     In evidence thereof the undersigned, being duly authorized, hereby execute this joinder to the Joint Filing Agreement this 3rd day of August, 2005.
         
     
  /s/ David Kellogg    
  David Kellogg   
     
 

 

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