-----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, TLBEFyk1p5AIWs5rScjNuF79OdHjGP3CbiBPIH06V6SfNuuE1Kt72esDo8PsMs/8 hfbrIYGPQu8O6IFm+ZPh5w== 0000919574-06-000242.txt : 20060131 0000919574-06-000242.hdr.sgml : 20060131 20060131165411 ACCESSION NUMBER: 0000919574-06-000242 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060131 DATE AS OF CHANGE: 20060131 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FUEL TECH N V CENTRAL INDEX KEY: 0000846913 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL & COMMERCIAL FANS & BLOWERS & AIR PURIFYING EQUIP [3564] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-53967 FILM NUMBER: 06566572 BUSINESS ADDRESS: STREET 1: CASTORWEG 22-24 CITY: CURACAO NETHERLANDS STATE: P7 MAIL ADDRESS: STREET 1: C/O FUEL TECH INC STREET 2: 300 ATLANTIC ST CITY: STAMFORD STATE: CT ZIP: 06901 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ERGATES CAPITAL MANAGEMENT, LLC CENTRAL INDEX KEY: 0001339794 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1525B THE GREENS WAY CITY: JACKSONVILLE BEACH STATE: FL ZIP: 32250 BUSINESS PHONE: 904-543-7222 MAIL ADDRESS: STREET 1: 1525B THE GREENS WAY CITY: JACKSONVILLE BEACH STATE: FL ZIP: 32250 SC 13G 1 d638350_13g.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. ) Fuel-Tech N.V. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 359523107 - -------------------------------------------------------------------------------- (CUSIP Number) December 31, 2005 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [_] Rule 13d-1(b) [X] Rule 13d-1(c) [_] Rule 13d-1(d) CUSIP No. 359523107 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Ergates Capital Management, LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Florida NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 1,025,650 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 1,025,650 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,025,650 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.0% 12. TYPE OF REPORTING PERSON* OO ________________________________________________________________________________ CUSIP No. 359523107 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Jason S. Atkins 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 1,025,650 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 1,025,650 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,025,650 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [_] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.0% 12. TYPE OF REPORTING PERSON* IN ________________________________________________________________________________ CUSIP No. 359523107 --------------------- Item 1(a). Name of Issuer: Fuel-Tech N.V. ____________________________________________________________________ Item 1(b). Address of Issuer's Principal Executive Offices: Castorweg 22-24 Curacao, Netherlands Antilles ____________________________________________________________________ Item 2(a). Name of Person Filing: Jason S. Atkins Ergates Capital Management, LLC ____________________________________________________________________ Item 2(b). Address of Principal Business Office, or if None, Residence: Jason S. Atkins c/o Ergates Capital Management, LLC 1525-B The Greens Way Jacksonville Beach, FL 32250 Ergates Capital Management, LLC 1525-B The Greens Way Jacksonville Beach, FL 32250 ___________________________________________________________________ Item 2(c). Citizenship: Jason S. Atkins - United States Ergates Capital Management, LLC - United States ____________________________________________________________________ Item 2(d). Title of Class of Securities: Common Stock, par value $0.01 per share ____________________________________________________________________ Item 2(e). CUSIP Number: 359523107 ____________________________________________________________________ Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) [_] Broker or dealer registered under Section 15 of the Exchange Act. (b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act. (c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) [_] Investment company registered under Section 8 of the Investment Company Act. (e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) [_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J). Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: Jason S. Atkins: 1,025,650 shares Ergates Capital Management, LLC: 1,025,650 shares ______________________________________________________________________ (b) Percent of class: Jason S. Atkins: 5.0% Ergates Capital Management, LLC: 5.0% ______________________________________________________________________ (c) Number of shares as to which Jason S. Atkins has: (i) Sole power to vote or to direct the vote 0 ______________________, (ii) Shared power to vote or to direct the vote 1,025,650 _____________________, (iii) Sole power to dispose or to direct the disposition of 0 _____________________, (iv) Shared power to dispose or to direct the disposition of 1,025,650 _____________________. Number of shares as to which Ergates Capital Management, LLC has: (i) Sole power to vote or to direct the vote 0 ______________________, (ii) Shared power to vote or to direct the vote 1,025,650 _____________________, (iii) Sole power to dispose or to direct the disposition of 0 _____________________, (iv) Shared power to dispose or to direct the disposition of 1,025,650 _____________________. Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities check the following [ ]. N/A _______________________________________________________________________ Item 6. Ownership of More Than Five Percent on Behalf of Another Person. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. N/A _______________________________________________________________________ Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. N/A _______________________________________________________________________ Item 8. Identification and Classification of Members of the Group. If a group has filed this schedule pursuant to s.240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to s.240.13d-1(c) or s.240.13d-1(d), attach an exhibit stating the identity of each member of the group. N/A _______________________________________________________________________ Item 9. Notice of Dissolution of Group. Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. N/A ______________________________________________________________________ Item 10. Certifications. Certification for Rule 13d-1(c): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. January 31, 2006 ---------------------------------------- (Date) /s/ Jason S. Atkins(1) ---------------------------------------- Jason S. Atkins Ergates Capital Management, LLC By: /s/ Jason S. Atkins ---------------------------------------- Managing Member (1) The Reporting Persons disclaim beneficial ownership except to the extent of their pecuniary interest therein. Exhibit A AGREEMENT The undersigned agree that this Schedule 13G dated January 31, 2005 relating to the Common Stock, par value $0.01 per share, of Fuel-Tech N.V. shall be filed on behalf of the undersigned. /s/ Jason S. Atkins ---------------------------- Jason S. Atkins Ergates Capital Management, LLC By: /s/ Jason S. Atkins ----------------------------- Name: Jason S. Atkins Title: Managing Member 23227.0002 #638350 -----END PRIVACY-ENHANCED MESSAGE-----