UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ______)*
ESCAgenetics Corporation
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(Name of Issuer)
Common Stock
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(Title of Securities)
296053101
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(CUSIP Number)
Kevin R. Keating
383 Inverness Parkway, Suite 100, Englewood, Colorado 80112, (720) 889-0133
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(Names, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
April 4, 2003
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(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), Rule 12d-1(f) or Rule 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(b) 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).
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CUSIP No. 296053101 Page 1 of 4 Pages
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1 Names of Reporting Persons
IRS Identification Nos. of Above Persons
KEVIN R. KEATING
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2 Check the Appropriate Box if a Member of a Group (See Instructions)
(a) Not Applicable
(b) Not Applicable
Not Applicable
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3 SEC Use Only
4 Source of Funds PF
5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
Not Applicable
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6 Citizenship or Place of Organization United States
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Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power 98,963,000
8 Shared Voting Power Not Applicable
9 Sole Dispositive Power 98,963,000
10 Shared Dispositive Power Not Applicable
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11 Aggregate Amount Beneficially Owned by Each Reporting Person 98,963,000
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12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
Not Applicable
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13 Percent of Class Represented by Amount in Row (9) 93.1%
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14 Type of Reporting Person (See Instructions) IN
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ITEM 1. SECURITY AND ISSUER.
This statement relates to the Common Stock of ESCAgenetics Corporation, a
Delaware corporation. The principal executive offices of ESCAgenetics
Corporation are located at 383 Inverness Parkway, Suite 100, Englewood, Colorado
80112.
ITEM 2. IDENTITY AND BACKGROUND.
The identity of the person filing this statement is as follows:
a. Name: Kevin R. Keating
b. Address: 383 Inverness Parkway, Suite 100 Englewood, Colorado 80112.
c. Present Occupation: President of ESCAgenetics Corporation, 383
Inverness Parkway, Suite 100, Englewood, Colorado 80112. Registered
Investment Executive, Brookstreet Securities 645 Beachland Boulevard,
Vero Beach, Florida 32963.
d. Mr. Keating has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
e. Mr. Keating was not, during the last five years, a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction that resulted in 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.
f. Citizenship. United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Keating acquired 66,060,000 shares of Common Stock from Genesee Holdings,
Inc. on April 4, 2003. Mr. Keating paid $100,128.33 for the Common Stock. Mr.
Keating also purchased from Genesee Holdings, Inc. a Convertible Promissory Note
issued by ESCAgenetics Corporation having an outstanding balance of $253,100.
The purchase price for the Convertible Promissory Note was $49,871.67. Pursuant
to the terms of the Convertible Promissory Note, the principal and interest
outstanding is convertible into the Common Stock of ESCAgenetics Corporation at
the rate of 130 shares of Common Stock for each $1 owed under the Convertible
Promissory Note. Upon the closing of the acquisition, Mr. Keating became
entitled to convert the Convertible Promissory Note and receive 32,903,000
shares of Common Stock. The purchase price for the Common Stock and the
Convertible Promissory Note was paid with Mr. Keating's personal funds.
ITEM 4. PURPOSE OF TRANSACTION.
Mr. Keating acquired the Common Stock for the purpose of acquiring control of
ESCAgenetics Corporation. As of the filing date, Mr. Keating has no plans or
proposals that related to or that would result in any of the actions specified
in clauses (b) though (j) of Item 4 of Schedule 13D. However, Mr. Keating
intends to hold ESCAgenetics Corporation available for an extraordinary
corporate transaction, such as a merger or sale. Subject to and depending upon
prevailing market prices, Mr. Keating may purchase shares of Common Stock from
time to time in the open market or in privately negotiated transactions with
third parties. In addition, depending upon prevailing conditions, Mr. Keating
may decide to dispose of in the open market or in privately negotiated
transactions with third parties, or otherwise, shares of Common Stock owned by
him. In conjunction with the purchase of the Common Stock and Convertible
Promissory Note, the Board of Directors elected Mr. Keating to serve as the
President and one of his associates to serve as the Treasurer and Secretary of
ESCAgenetics Corporation. Subsequently, the sole director of ESCAgenetics
Corporation elected Mr. Keating to the Board of Directors, subject to and in
compliance with section 14f of the Securities Exchange Act of 1934 and rule
14f-1 thereunder.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Pursuant to Rule 13d-3 promulgated under the Securities Exchange Act of 1934,
Mr. Keating is considered the beneficial owner of a total of 98,963,000 shares
of ESCAgenetics Corporation Common Stock, representing approximately 93.1% of
all issued and outstanding shares. Mr. Keating has sole voting power and sole
power to dispose of the Common Stock. Mr. Keating has not engaged in any
transactions involving ESCAgenetics Corporation Common Stock during the past 60
days. No 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, the
Common Stock owned by Mr. Keating.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Not Applicable.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Not Applicable.
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 23, 2003
/s/ Kevin R. Keating
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Kevin R. Keating