Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
----------------
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. __________ )(1)
Medina Coffee, Inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $0.001 par value per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
584709109
- --------------------------------------------------------------------------------
(CUSIP Number)
Timothy P. Halter
12890 Hilltop Road
Argyle, TX 76226
(972) 233-0300
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 14, 2004
- --------------------------------------------------------------------------------
(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.
(Continued on following pages)
- ----------
(1) 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 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. 584709109 13D Page 2 of 6 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
HALTER FINANCIAL GROUP, INC.
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
WC
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF
587,754 SHARES
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
587,754 SHARES
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
587,754 SHARES
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
51.0%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
CO
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 584709109 13D Page 3 of 6 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
TIMOTHY P. HALTER
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
OO
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF
587,754
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 587,754
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
587,754 SHARES
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
587,754
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
587,754
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
51.0%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
IN
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 584709109 13D Page 4 of 6 Pages
________________________________________________________________________________
Item 1. Security and Issuer.
This statement relates to shares of Common Stock, $0.001 par value per
share (the "Stock"), of Medina Coffee, Inc., a Nevada corporation (the
"Issuer"). The principal executive offices of the Issuer are located at 401
Detwiller Lane, Bellevue, WA 98004.
________________________________________________________________________________
Item 2. Identity and Background.
Pursuant to Rule 13d-1(a) of Regulation 13D-G of the General Rules and
Regulations under the Securities Exchange Act of 1934, as amended (the "Act"),
this Schedule 13D Statement is hereby filed by the following persons
(collectively, the "Reporting Persons"): Halter Financial Group, Inc., a Texas
corporation ("HFG, Inc."); and Timothy P. Halter, a citizen of the United States
and sole shareholder of HFG, Inc. ("Tim Halter).
HFG, Inc. is a Texas corporation, the principal business of which is to
provide financial consulting services. The principal business address of HFG,
Inc., which also serves as its principal office, is 12890 Hilltop Road, Argyle,
Texas 76226.
Tim Halter's principal occupation or employment is serving as the
President of HFG, Inc. The principal business address of Tim Halter, which also
serves as his principal office, is 12890 Hilltop Road, Argyle, Texas 76226.
During the last five years, none of the Reporting Persons (i) has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
________________________________________________________________________________
Item 3. Source and Amount of Funds or Other Consideration.
Pursuant to a stock purchase agreement, on June 14, 2004, HFG, Inc.
purchased for a price of $215,000 in cash, 587,754 outstanding shares of
restricted Stock from Harry Miller, the President and a director of the Issuer.
Of the purchase price, $100,000 was paid directly to Venture Law Corporation of
Vancouver, British Columbia at the direction of the Harry Miller (see Item 6).
HFG, Inc. used "working capital" to purchase its Stock. As used herein, the term
"working capital" includes income from the business operations of the entity
plus sums borrowed from, among other sources, banks and brokerage firm margin
accounts, to operate such business in general.
________________________________________________________________________________
Item 4. Purpose of Transaction.
The Reporting Persons acquired their interests in the Issuer pursuant
to a transaction whereby Tim Halter would become the president and a director of
the Issuer. The purpose of this transaction is to facilitate the desire of the
Issuer to effect a reverse merger with an as yet unidentified private company at
some point in the future. In order to further such a potential reverse merger,
the Reporting Persons have acquired control of the Issuer through a purchase of
outstanding shares of common stock.
At the time of filing, neither the Issuer nor the Reporting Persons
have any formal plans or proposals with regard to such a reverse merger. Upon
identification of a suitable reverse merger candidate, the candidate would be
merged into the Issuer and the primary business of the candidate would become
the primary business of the Issuer. The purpose of such a reverse merger
transaction is to allow the private company candidate to become a public
reporting company pursuant to the Securities Exchange Act of 1934. Once a
reverse merger transaction has occurred it is expected that Tim Halter will
resign his positions as president and director and a new board of directors will
be elected.
________________________________________________________________________________
CUSIP No. 584709109 13D Page 5 of 6 Pages
________________________________________________________________________________
Item 5. Interest in Securities of the Issuer.
Pursuant to Rule 13d-3(a), at the close of business on June 18, 2004,
HFG, Inc. may be deemed to be the beneficial owner of 587,754 shares of the
Stock, which constitutes approximately 51.0% of the 1,152,458 shares of the
Stock outstanding on June 18, 2004 (the "Outstanding Shares"). HFG, Inc., either
directly or indirectly, has or shares the power to vote or to direct the vote
and to dispose or to direct the disposition of, such shares of Stock.
Pursuant to Rule 13d-3(a), at the close of business on June 18, 2004,
Tim Halter, as sole shareholder of HFG, Inc., may be deemed to be the beneficial
owner of 587,754 shares of the Stock, which constitutes approximately 51.0% of
the Outstanding Shares. Tim Halter, either directly or indirectly, may have or
share the power to vote or direct the vote and to dispose of or to direct the
disposition of such shares of Stock.
Other than as set forth above, none of the Reporting Persons named
herein is the beneficial owner of any shares of the Stock.
Transactions effected in the last 60 days:
- ------------- --------------- ----------- ----------------- --------------------
Reporting Date Number of Price per Share How the
Person Shares transaction was
effected
- ------------- --------------- ----------- ----------------- --------------------
HFG, Inc. June 14, 2004 587,754 $0.3658 Private Stock
Purchase Agreement
- ------------- --------------- ----------- ----------------- --------------------
________________________________________________________________________________
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
In exchange for legal and other consulting services provided to the
Issuer, $100,000 of the $215,000 paid by HFG, Inc. for its 587,754 shares was
paid directly to Venture Law Corporation of Vancouver, British Columbia at the
direction of the seller, Harry Miller.
To the best knowledge of the Reporting Persons, there are no other
contracts, arrangements, understandings or relationships (legal or otherwise)
among the Reporting Persons or between the Reporting Persons and any other
person with respect to any securities of the Issuer, including but not limited
to, transfer or voting of any of the securities of the Issuer, finders fees,
joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of proxies,
or a pledge or contingency, the occurrence of which would give another person
voting power over shares of the Stock.
________________________________________________________________________________
Item 7. Material to be Filed as Exhibits.
None
________________________________________________________________________________
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.
June 17, 2004
----------------------------------------
(Date)
Halter Financial Group, Inc.,
a Texas corporation
By: /s/ Timothy P. Halter
----------------------------------------
Its: President
----------------------------------------
/s/ Timothy P. Halter
----------------------------------------