-----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, MVChU49VFmul0/lQ+kRV68kzv9kGCJa9kYicJSy62kDJxkc5UZ1np0tIrNU9u3Ab gR612WMDZl+O8/Mlu5sRUg== 0000893220-02-000364.txt : 20020415 0000893220-02-000364.hdr.sgml : 20020415 ACCESSION NUMBER: 0000893220-02-000364 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20020328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ARCH HILL CAPITAL NV CENTRAL INDEX KEY: 0001165523 IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1203 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: PARKWEG 2, 2585 JJ'S-GRAVENHAGE CITY: THE NETHERLANDS STATE: P7 ZIP: 00000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LITHIUM TECHNOLOGY CORP CENTRAL INDEX KEY: 0000804154 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 133411148 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44794 FILM NUMBER: 02591026 BUSINESS ADDRESS: STREET 1: 5115 CAMPUS DR CITY: PLYMOUTH MEETING STATE: PA ZIP: 19462-1129 BUSINESS PHONE: 6109406090 MAIL ADDRESS: STREET 1: 5115 CAMPUS DR CITY: PLYMOUTH MEETING STATE: PA ZIP: 19462-1129 FORMER COMPANY: FORMER CONFORMED NAME: HILLCRAFT CORP DATE OF NAME CHANGE: 19890807 SC 13D/A 1 w58761sc13da.txt AMENDMENT NO.1 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (AMENDMENT NO. 1) UNDER THE SECURITIES EXCHANGE ACT OF 1934 LITHIUM TECHNOLOGY CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $.01 PER SHARE (Title of Class of Securities) 536808306 (CUSIP Number) J. Michael Harrison Davis, Matthews & Quigley, P.C. 3400 Peachtree Road N.E., Suite 1400 Atlanta, GA 30326 Telephone: (404)261-3900 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 8, 2002 (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. [ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 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). CUSIP No 536808306 1. Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only). Arch Hill Capital N.V. 2. Check the Appropriate box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only 4. Source of Funds (See Instructions) WC 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization The Netherlands Number of 7. Sole Voting Power 52,515,312 Shares Beneficially Owned by 8. Shared Voting Power Each Reporting Person 9. Sole Dispositive Power 52,515,312 With 10. Shared Dispositive Power 11. Aggregate Amount Beneficially Owned By Each Reporting Person 52,515,312 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of class Represented by Amount in Row (11) 44.95% 14. Type of Reporting Person (See Instructions) CO ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Item 5 is hereby amended and supplemented to add the following: (a) Taking into effect the transactions reported in Item 5(c), Reporting Person is the beneficial owner of 52,515,313 shares of Issuer's Common Stock, representing approximately 45% of Issuer's Common Stock. (b) The shares are beneficially owned directly by Reporting Person, with Reporting Person having the sole power to vote the shares. (c) Reporting Person made loans to Issuer out of its own working capital funds totaling $762,025 in exchange for the issuance in private transactions on March 8, 2002 ($513,435) and March 21, 2002 ($248,590) of promissory notes that are convertible into an aggregate of 9,525,312 shares of Common Stock at $.08 per share. Other than as described herein, Reporting Person did not effect any transaction in the Common Stock of Issuer during the past sixty days. (d) and (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF ISSUER Item 5 is hereby amended and supplemented to add the following: On March 20, 2002 Reporting Person and Issuer entered into an Amendment to the Interim Financing Letter Agreement dated December 31, 2001, pursuant to which the Maturity Date of the Notes issued under the Interim Financing Letter Agreement was extended from March 31, 2002 to May 31, 2002. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Item 7 is hereby amended and supplemented to add the following: Exhibit 4 -- Amendment to Interim Financing Letter Agreement, dated as of March 20, 2001. 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: March 27, 2002 ARCH HILL CAPITAL N.V. By: /s/ H.H. Van Andel ---------------------- H. H. Van Andel Chief Executive Officer INDEX TO EXHIBITS Exhibit 4 -- Amendment to Interim Financing Letter Agreement, dated as of March 20, 2001.
EX-4 3 w58761ex4.txt BRIDGE FINANCING AMENDMENT AGREEMENT EXHIBIT 4 BRIDGE FINANCING AMENDMENT AGREEMENT This Bridge Financing Amendment Agreement ("Amendment Agreement") is entered into as of March 20, 2002, by Lithium Technology Corporation ("LTC") and Arch Hill Capital N.V. ("ARCH") (LTC and Arch collectively referred to herein as the "Parties"). RECITALS WHEREAS, the Parties have executed a Bridge Financing Agreement dated December 31, 2001 (the "Agreement") and LTC has issued Notes to Arch under such Agreement (the "Notes"); and WHEREAS, Section 4 of the Agreement and Section 1 of the Notes, provides that the entire principal balance and all other sums due and payable under this Note shall be payable on the earlier of (i) the closing date of the Financing, and (ii) March 31, 2002 (the "Maturity Date"), WHEREAS, the Parties have agreed to extend the Maturity Date to May 31, 2002. NOW THEREFORE, in consideration of the mutual agreements contained herein, the Parties agree as follows: 1. Section 4 of the Agreement and Section 1 of the Notes shall be amended to read as follows: " the entire principal balance and all other sums due and payable under this Note shall be payable on the earlier of (i) the closing date of the Financing, and (ii) May 31, 2002 (the "Maturity Date")." 2. All other terms and conditions of the Agreement and the Notes shall remain the same and shall continue to have the same force and effect as originally written. IN WITNESS WHEREOF, the Parties have executed this Amendment Agreement as of the date first above written. LITHIUM TECHNOLOGY CORPORATION By: /s/ David J. Cade ------------------------------------ David J. Cade Chairman and Chief Executive Officer ARCH HILL CAPITAL N.V. By: /s/ H.H. van Andel ------------------------------------ H.H. van Andel Chief Executive Officer
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