UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
QUEPASA.COM, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.001 PER SHARE
(Title of Class of Securities)
74833W-10-7
(CUSIP Number)
Law Office of Michael J. Tauger
5445 DTC Parkway, Suite 520
Greenwood Village, CO 80111
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
February 12, 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 Section 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).
1. Name of Reporting Person. I.R.S. Identification Nos. of above persons
(entities only) - Jeffrey Peterson
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [X]
(b) [ ]
3. SEC Use Only ________________________________________
4. Source of Funds (See Instructions)
Jeffrey Peterson - OO
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d)
or 2(e) [ ]
6. Citizenship or Place of Organization - UNITED STATES and CANADA
7. Sole Voting Power Number of Shares - 2,386,243
Jeffrey Peterson - 2,386,243
8. Shared Voting Power - 0
9. Sole Dispositive Power Each Reporting Person
Jeffrey Peterson - 0
10. With Shared Dispositive Power - 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
Jeffrey Peterson - 0
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [ ]
13. Percent of Class Represented by Amount in Row (11) - 13.9%
Jeffrey Peterson - 0%
14. Type of Reporting Person (See Instructions)
Jeffrey Peterson - IN
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JEFFREY PETERSON
Item 1. Security and Issuer.
This Schedule 13D statement relates to shares of common stock, $.001 par
value per share, of Quepasa.com, Inc., a Nevada corporation. The Issuer's
principal executive offices are located at 7904 E. Chaparral Road, Suite A110,
PMB#160, Scottsdale, Arizona.
Item 2. Identity and Background.
(a) Jeffrey Peterson
(b) 6510 N. 14th Place Phoenix, AZ 85014.
(c) Present Principal Occupation: Reporting Person is President/CEO of
Vayala Corporation.
(d) During the last five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) During the last five years, the Reporting Person has not been 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.
(f) The Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Considerations.
Mr. Peterson has not purchased any shares of Issuer, other than acting as
trustee pursuant to a voting trust agreement with Mark D. Kucher regarding all
shares held by Mark D. Kucher. Mr. Peterson paid no money for the voting rights
pursuant to the voting trust agreement.
Item 4. Purposes of Transaction.
Reporting Person Peterson's purposes for obtaining the voting rights
pursuant to the voting trust agreement may include, without limitation, plans or
proposals such as the following:
(1) dispositions of the Issuer securities through sales, transfers and
other means of disposing of the securities; (2) causing the sale or transfer of
assets of Issuer or any of its subsidiaries; (3) a change in the present board
of directors or management of Issuer; (4) change in the capitalization or
dividend policy of Issuer; (5) a change in Issuer's charter, bylaws or other
corporate documents and instruments; (6) causing a class of securities of Issuer
to be delisted or not traded on an exchange, system or association; (7) a
corporate transaction, such as a merger, reorganization or liquidation involving
Issuer or any of its subsidiaries; (8) a joint venture, partnership or
management arrangement impacting Issuer, or any of its subsidiaries and/or
affiliate entities or persons; (9) acquisitions of additional securities of
Issuer; (10) other changes in Issuer's business or corporate structure; and (11)
other actions similar to any of those listed above.
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Item 5. Interest in Securities of the Issuer.
No transactions in the securities of the Issuer, other than those described
herein and in the Schedule 13D/A relating to Date of Event of February 21, 2002,
were effected by Mr. Peterson during the past sixty days.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Michael D. Silberman, Mark Kucher and Kevin Dieball have verbally agreed to
vote their respective shares in uniformity with one another as to any issues
that may come before the stockholders of the company. Further, they are
consulting with one another regarding the Issuer. The individuals completely
agreed to act as set forth as of January 4, 2002. The Proxy Agreement between
Ernest C. Garcia II, Verde Capital Partners LLC, Verde Investments, Inc. and
Michael Silberman was previously attached as an exhibit to the Schedule 13D
filed by Ernest C. Garcia II, Verde Capital Partners LLC, Verde Investments,
Inc. on February 8, 2002.
Jeffrey Peterson has not entered into any written agreement with Michael
Silberman, Mark Kucher, Kevin Dieball, Ernest C. Garcia II, Verde Capital
Partners LLC, and Verde Investments, Inc. Mr. Peterson made a verbal agreement
to provide advice to the Silberman Group on February 21, 2002.
On March 12, 2002, Mark Kucher entered into a voting trust agreement
whereby for a period of six (6) months from the date of the agreement, Jeffrey
Peterson through Vayala Corporation, a Delaware corporation whose President is
Jeffrey Peterson, is entitled to vote the 2,386,243 shares of the Issuer's
common stock beneficially owned by Mr. Kucher.
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.
Date March 22, 2002
/S/ JEFFREY PETERSON
-------------------------------------
Jeffrey Peterson CUSIP NO. 74833W-10-7
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement: provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).
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MARK D. KUCHER
Item 1. Security and Issuer.
This Schedule 13D statement relates to shares of common stock, $.001 par
value per share, of Quepasa.com, Inc., a Nevada corporation. The Issuer's
principal executive offices are located at 7904 E. Chaparral Road, Suite A110,
PMB#160, Scottsdale, Arizona.
Item 2. Identity and Background.
(a) Mark D. Kucher
(b) 1410-700 West Georgia St., Vancouver, British Columbia, Canada.
(c) Present Principal Occupation: Reporting Person is a financier and
financial consultant.
(d) During the last five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) During the last five years, the Reporting Person has not been 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.
(f) Mr. Kucher is a citizen of Canada.
Item 3. Source and Amount of Funds or Other Considerations.
(a) Mark D. Kucher purchased shares of the Issuer on the open market
beginning on December 27, 2000 and became a 5% stockholder on August
31, 2001. The equity ownership in the Issuer exceeded 10% on November
30, 2001.
(b) Mark D. Kucher purchased 2,386,243 shares of common stock in the
Issuer for an aggregate amount of $279,606.29. Mr. Kucher used his
personal funds for these purchases.
Item 4. Purposes of Transaction.
On September 7, 2001, Mark D. Kucher filed both an initial and an amended
Schedule 13D, and on December 4, 2001 he filed a second amended Schedule 13D. On
January 7, 2002, Mr. Kucher filed an amended Schedule 13D along with Michael
Silberman and Kevin Dieball and on February 22, 2002, Mr. Kucher filed an
amended Schedule 13D along with Michael Silberman, Kevin Dieball, Ernest C.
Garcia II, Verde Capital Partners, LLC, Verde Investments, Inc. and Jeffrey
Peterson.
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Mark D. Kucher's purposes for the acquisition of the Issuer securities may
include, without limitation, plans or proposals such as the following:
(1) dispositions of the Issuer securities through sales, transfers and
other means of disposing of the securities; (2) causing the sale or transfer of
assets of Issuer or any of its subsidiaries; (3) a change in the present board
of directors or management of Issuer; (4) change in the capitalization or
dividend policy of Issuer; (5) a change in Issuer's charter, bylaws or other
corporate documents and instruments; (6) causing a class of securities of Issuer
to be delisted or not traded on an exchange, system or association; (7) a
corporate transaction, such as a merger, reorganization or liquidation involving
Issuer or any of its subsidiaries; (8) a joint venture, partnership or
management arrangement impacting Issuer, or any of its subsidiaries and/or
affiliate entities or persons; (9) acquisitions of additional securities of
Issuer; (10) other changes in Issuer's business or corporate structure; and (11)
other actions similar to any of those listed above.
Item 5. Interest in Securities of the Issuer.
(a) Mark D. Kucher beneficially owns 2,386,243 shares of common stock of
Issuer, or approximately 13.90% of the outstanding shares of Issuer's
common stock.
(b) Mark D. Kucher has sole power to vote all shares set forth in Item
5(a), above except that pursuant to a voting trust agreement, Jeffrey
Peterson through Vayala Corporation has sole power to vote all shares
set forth in Item 5(a) for six (6) months.
(c) No transactions in the securities of the Issuer, other than those
described herein, were effected by Mark D. Kucher since the most
recent amended Schedule 13D filing made by Mr. Kucher on January 7,
2002.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Michael D. Silberman, Mark Kucher and Kevin Dieball have verbally agreed to
vote their respective shares in uniformity with one another as to any issues
that may come before the stockholders of the company. Further, they are
consulting with one another regarding the Issuer. The individuals completely
agreed to act as set forth as of January 4, 2002. The Proxy Agreement between
Ernest C. Garcia II, Verde Capital Partners LLC, Verde Investments, Inc. and
Michael Silberman was previously attached as an exhibit to the Schedule 13D
filed by Ernest C. Garcia II, Verde Capital Partners LLC, Verde Investments,
Inc. on February 8, 2002.
Jeffrey Peterson has not entered into any written agreement with Michael
Silberman, Mark Kucher, Kevin Dieball, Ernest C. Garcia II, Verde Capital
Partners LLC, and Verde Investments, Inc. Mr. Peterson made a verbal agreement
to provide advice to the Silberman Group on February 21, 2002.
On March 12, 2002, Mark Kucher entered into a voting trust agreement
whereby for a period of six (6) months from the date of the agreement, Jeffrey
Peterson through Vayala Corporation, a Delaware corporation whose President is
Jeffrey Peterson, is entitled to vote the 2,386,243 shares of the Issuer's
common stock beneficially owned by Mr. Kucher.
/S/ JEFFREY PETERSON
--------------------
Jeffrey Peterson
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