-----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, B9YElQs93rgfqBa10cyqKlPzuDdTaq2liKWAGd7fzig8YAgHb5bzZOcwR6ZAG9rN fJjjD4lGM1gT0j4mM852Nw== 0000950123-06-005437.txt : 20060428 0000950123-06-005437.hdr.sgml : 20060428 20060428163508 ACCESSION NUMBER: 0000950123-06-005437 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20060428 DATE AS OF CHANGE: 20060428 GROUP MEMBERS: ASTOR FUND, LLC GROUP MEMBERS: JOHN P. BURKE GROUP MEMBERS: NORTHSHORE ASSET MANAGEMENT, LLC FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Steinberg Arthur Jay CENTRAL INDEX KEY: 0001344169 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 212-836-8564 MAIL ADDRESS: STREET 1: KAYE SCHOLER LLP STREET 2: 425 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STARTECH ENVIRONMENTAL CORP CENTRAL INDEX KEY: 0000875762 STANDARD INDUSTRIAL CLASSIFICATION: MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT [3590] IRS NUMBER: 841286576 STATE OF INCORPORATION: CO FISCAL YEAR END: 1004 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-59065 FILM NUMBER: 06790620 BUSINESS ADDRESS: STREET 1: 15 OLD DANBURY ROAD STREET 2: SUITE 203 CITY: WILTON STATE: CT ZIP: 06897-2525 BUSINESS PHONE: 202-762-2499 MAIL ADDRESS: STREET 1: 79 OLD RIDGEFIELD RD CITY: WILTON STATE: CT ZIP: 06897 FORMER COMPANY: FORMER CONFORMED NAME: KAPALUA ACQUISITIONS INC DATE OF NAME CHANGE: 19941223 SC 13D/A 1 y20318sc13dza.txt AMENDMENT NO. 9 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9)* STARTECH ENVIRONMENTAL CORPORATION (NAME OF ISSUER) Common Stock, no par value (TITLE OF CLASS OF SECURITIES) 855906103 (CUSIP NUMBER) Arthur J. Steinberg, Esq., not individually but solely in his capacity as Receiver of Northshore Asset Management, LLC and Related Entities c/o Kaye Scholer LLP 425 Park Avenue New York, NY 10022 (212) 836-8564 (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS) April 28, 2006 (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 ("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 following pages) Page 1 of 8 CUSIP NO. 855906103 SCHEDULE 13D PAGE 2 OF 8 PAGES - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS: Northshore Asset Management, LLC I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS * OO - Investment Funds - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [X] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF ----------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY 3,939,135 (1) OWNED BY ----------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 3,939,135 (1) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,939,135 - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.8% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON * OO (Limited Liability Company) - -------------------------------------------------------------------------------- (1) See Item 5 herein. * SEE INSTRUCTIONS Page 2 of 8 CUSIP NO. 855906103 SCHEDULE 13D PAGE 3 OF 8 PAGES - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS: Astor Fund, LLC I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS * OO - -------------------------------------------------------------------------------- 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 3,558,347 (2) OWNED BY ----------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 3,558,347 (2) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,558,347 - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.0% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON * OO (Limited Liability Company) - -------------------------------------------------------------------------------- (2) See Item 5 herein. * SEE INSTRUCTIONS Page 3 of 8 CUSIP NO. 855906103 SCHEDULE 13D PAGE 4 OF 8 PAGES - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS: Arthur J. Steinberg, not individually but solely in his capacity as Receiver of Northshore Asset Management, LLC and Related Entities I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [X] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS * OO - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF ----------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY 3,939,135 (3) OWNED BY ----------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 4,939,135 (3) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,939,135 - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 26.1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON * OO (Receiver) - -------------------------------------------------------------------------------- (3) See Item 5 herein. * SEE INSTRUCTIONS Page 4 of 8 CUSIP NO. 855906103 SCHEDULE 13D PAGE 5 OF 8 PAGES - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS: Connecticut Banking Commissioner John P. Burke, not individually but solely in his capacity as Receiver of Circle Trust Company I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [X] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS * OO - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION: U.S.A. - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 1,000,000 (4) NUMBER OF ----------------------------------------------------------------- SHARES 8 SHARED VOTING POWER BENEFICIALLY 0 OWNED BY ----------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER REPORTING 0 PERSON WITH ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 4,806,391 (4) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,806,391 - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 25.6% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON * OO (Receiver) - -------------------------------------------------------------------------------- (4) See Item 5 herein. * SEE INSTRUCTIONS Page 5 of 8 ITEM 1. SECURITY AND ISSUER This Amendment No. 9 to Schedule 13D relates to shares of common stock, no par value (the "Common Stock"), of Startech Environmental Corporation, a Colorado corporation (the "Issuer"). This Amendment No. 9 amends the initial statement on Schedule 13D, filed with the Securities and Exchange Commission (the "Commission") on July 28, 2003, as previously amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7 and Amendment No. 8 filed with the Commission on July 28, 2004, September 8, 2004, April 8, 2005, October 5, 2005, January 5, 2006, February 2, 2006, March 17, 2006 and April 6, 2006, respectively (the Schedule 13D as previously amended is herein referred to as the "Schedule 13D"). The address of the principal executive offices of the Issuer is 15 Old Danbury Road, Suite 203, Wilton, CT, 06897. On February 16, 2005, Mr. Arthur J. Steinberg was appointed temporary receiver of Northshore Asset Management, LLC ("Northshore"), Saldutti Capital Management, L.P. ("SCM"), Ardent Research Partners, L.P. ("Ardent Domestic") and Ardent Research Partners, Ltd. ("Ardent Offshore") pursuant to an order of the United States District Court for the Southern District of New York (the "District Court"), dated February 16, 2005, in connection with the Commission v. Northshore, SCM, Ardent Domestic, Ardent Offshore, Kevin Kelley, Robert Wildeman, and Glenn Sherman (the "Order"). Pursuant to an oral order entered on February 25, 2005, the District Court named Mr. Arthur J. Steinberg the permanent receiver. Mr. Steinberg, not individually but solely in his capacity as the receiver of Northshore and related entities, is referred to herein as the "Northshore Receiver." Pursuant to a written order entered on September 9, 2005, the District Court converted the temporary restraining order in the Order into a preliminary injunction. The Northshore Receiver has filed the Schedule 13D and this Amendment No. 9 solely in his capacity as Receiver of Northshore and related entities and not in his individual capacity. The information contained in Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8 and Amendment No. 9 to the Schedule 13D regarding the shares of Common Stock beneficially owned by the Northshore Receiver, Astor Fund, LLC ("Astor"), Northshore and related entities is primarily based upon a review of certain brokerage account statements and account information delivered prior to the date hereof to the Northshore Receiver by certain brokers for Northshore and related entities. The Northshore Receiver and the Connecticut Banking Commissioner John P. Burke, not individually but solely in his capacity as Receiver of Circle Trust Company (the "Circle Receiver"), expressly disclaim knowledge as to the completeness and the accuracy of the information contained in the Schedule 13D (including any amendment thereto). The filing of the Schedule 13D (or any amendment thereto) shall not be construed as an admission that any Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by the Schedule 13D, as amended. "Reporting Persons" means, as of the date of this Amendment No. 9, the Northshore Receiver, the Circle Receiver, Northshore and Astor. The Circle Receiver specifically disclaims any knowledge as to matters not specifically pertaining to the Circle Receiver contained herein. The Northshore Receiver is in the process of confirming and verifying the facts and circumstances stated in the Schedule 13D and this Amendment No. 9, and therefore, all Page 6 of 8 statements made therein and herein are made based upon the Northshore Receiver's current information and belief and subject to confirmation, correction, change and future amendment. ITEM 4. PURPOSE OF TRANSACTION Item 4 of the Schedule 13D is amended by adding the following to the end thereof: "Effective as of April 28, 2006, the Northshore Receiver and the Circle Receiver entered into Amendment No. 1 to the Second Co-Sale Agreement pursuant to which they extended the term of the Second Co-Sale Agreement. A copy of Amendment No. 1 to the Second Co-Sale Agreement is attached to this Schedule 13D as Exhibit 2 and is incorporated herein in its entirety by this reference." ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Item 6 of the Schedule 13D is amended by adding the following to the end thereof: "See Item 4." ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Item 7 of the Schedule 13D is amended by adding the following to the end thereof: "The following additional documents are filed as exhibits to this Schedule 13D: 1. Joint Filing Agreement 2. Amendment No. 1 to Second Co-Sale Agreement dated as of April 28, 2006 between the Circle Receiver and the Northshore Receiver" Page 7 of 8 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. April 28, 2006 /s/ Arthur J. Steinberg ---------------------------------------- ARTHUR J. STEINBERG, not individually but solely in his capacity as Receiver of Northshore Asset Management, LLC and related entities /s/ John P. Burke ---------------------------------------- CONNECTICUT BANKING COMMISSIONER JOHN P. BURKE, not individually but solely in his capacity as Receiver of Circle Trust Company Page 8 of 8
Exhibits - -------- 1. Joint Filing Agreement 2. Amendment No. 1 to Second Co-Sale Agreement dated as of April 28, 2006 between the Circle Receiver and the Northshore Receiver
EX-99.1 2 y20318exv99w1.txt JOINT FILING AGREEMENT EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D (or any amendment thereof) need be filed on their behalf with respect to the beneficial ownership of any equity securities of Startech Environmental Corporation or any subsequent acquisitions or dispositions of equity securities of Startech Environmental Corporation by any of the undersigned. Dated: April 28, 2006 /s/ Arthur J. Steinberg ---------------------------------------- ARTHUR J. STEINBERG, not individually but solely in his capacity as Receiver of Northshore Asset Management, LLC and related entities /s/ John P. Burke ---------------------------------------- CONNECTICUT BANKING COMMISSIONER JOHN P. BURKE, not individually but solely in his capacity as Receiver of Circle Trust Company EX-99.2 3 y20318exv99w2.txt AMENDMENT NO. 1 TO SECOND CO-SALE AGREEMENT EXHIBIT 2 AMENDMENT NO. 1 TO SECOND CO-SALE AGREEMENT Amendment No. 1 (this "Amendment") to the Second Co-Sale Agreement (the "Agreement"), dated as of March 31, 2006, among Arthur J. Steinberg, not individually but solely in his capacity as receiver (the "Northshore Receiver") of Northshore Asset Management, LLC, a Delaware limited liability company, and certain related entities, including NSCT, LLC, and the Connecticut Banking Commissioner John P. Burke, not individually but solely in his capacity as receiver (the "Circle Receiver") of Circle Trust Company, a Connecticut state chartered trust bank, is made as of April 28, 2006 by and between the Northshore Receiver and the Circle Receiver. WHEREAS, the parties hereto desire to amend the Agreement to extend the term of the Agreement; NOW, THEREFORE, for good and valuable consideration, including the mutual promises and agreements herein made, receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the parties hereto agree as follows: 1. The Agreement is hereby amended as follows: (a) all references to "April 30, 2006" therein are replaced with references to "June 30, 2006" and (b) all references to "May 31, 2006" therein are replaced with references to "July 31, 2006". 2. Except as specifically amended above, the Agreement is, and shall continue to be, in full force and effect and is hereby ratified and confirmed in all respects. 3. This Amendment may be executed in one or more counterparts, each of which when executed shall be deemed an original but all of which shall constitute one and the same instrument. [Remainder of page intentionally left blank] IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment as of the date written above. /s/ Arthur J. Steinberg ---------------------------------------- ARTHUR J. STEINBERG, NOT INDIVIDUALLY BUT SOLELY IN HIS CAPACITY AS RECEIVER OF NORTHSHORE ASSET MANAGEMENT, LLC AND RELATED ENTITIES /s/ John P. Burke ---------------------------------------- CONNECTICUT BANKING COMMISSIONER JOHN P. BURKE, NOT INDIVIDUALLY BUT SOLELY IN HIS CAPACITY AS RECEIVER OF CIRCLE TRUST COMPANY -----END PRIVACY-ENHANCED MESSAGE-----