UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
APOGEE ROBOTICS, INC.
(Name of Issuer)
COMMON STOCK, NO PAR VALUE
(Title of Class of Securities)
037599206
(CUSIP Number)
Laura E. Anthony, Esquire
330 Clematis Street, Suite 217
West Palm Beach, FL 33401
(561)514-0936
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MARCH 7, 2007
(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 which is the subject of this Schedule 13D, and is filing
this schedule because of ss.ss.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 ss.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).
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Michael Anthony
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
(b) |_|
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3. SEC Use Only
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4. Source of Funds (See Instructions)
PF
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5. Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
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6. Citizenship or Place of Organization
United States
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Number of 7. Sole Voting Power
Shares 31,501,000
Beneficially -----------------------------------------------------------
Owned by 8. Shared Voting Power
Each 0
Reporting -----------------------------------------------------------
Person 9. Sole Dispositive Power
With 31,501,000
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10. Shared Dispositive Power
0
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
31,501,000
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
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13. Percent of Class Represented by Amount in Row (11)
63.39%
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14. Type of Reporting Person (See Instructions)
IN
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ITEM 1. SECURITY AND ISSUER.
This statement on Schedule 13D relates to the common stock, no par value
("Common Stock"), of Apogee Robotics, Inc., a Colorado corporation (the
"Company"). The address of the Company's principal executive offices is c/o 330
Clematis Street, Suite 217, West Palm Beach, Florida 33401
ITEM 2. IDENTITY AND BACKGROUND.
(a) Michael Anthony
(b) Business Address: 330 Clematis Street, Suite 217, West Palm Beach,
Florida 33401.
(c) President of Real Estate acquisition, development and service provider
business; Consultant; and current President of Issuer
(d) Criminal Proceedings: None
(e) Civil Proceedings: None
(f) Citizenship: United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On March 16, 2007 Corporate Services International, Inc. a Utah
Corporation owned and controlled by Michael Anthony, agreed to contribute a
total of $40,000 as paid in capital to the Registrant in exchange for 31,500,000
shares of restricted common stock. The registrant is to use these funds to pay
the costs and expenses necessary to revive the registrant's business operations.
Such expenses include, without limitation, fees to reinstate the registrant's
corporate charter with the state of Colorado; payment of all past due franchise
taxes; settling all past due accounts with the registrant's transfer agent;
accounting and legal fees; costs associated with bringing the registrant current
with its filings with the Securities and Exchange Commission, etc. Michael
Anthony, through Corporate Services International has also agreed to advise the
Company as to potential business combinations and to act as the Company's CEO
and CFO. In consideration for the $40,000.00 contribution, the Company issued
Corporate Services International 31,500,000 shares of its common stock.
Corporate Services International has paid $8,506 and will pay the balance of
$31,494 on or before September 15, 2007. Corporate Services International
already owned 1,000 shares of common stock which shares were purchased on the
open market in approximately September 2006. All funds are the personal funds of
Michael Anthony and Corporate Services International. In addition, Corporate
Services International has agreed to continue to fund the Issuer to meet its
ongoing Exchange Act filing requirements on an as needed basis.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the transaction was to obtain the necessary capital
contribution in order to pay for the costs of reinstating the Company with the
state and paying all past due franchise taxes, reinstating the Company and
bringing it into good standing with its transfer agent, and to have audited
financial statements prepared and to have the necessary filings with the
Securities and Exchange Commission, so as to bring the Company current with its
reporting obligations under the Exchange Act of 1934. In addition, the Company
requires ongoing consulting and advisory services to assist in ensuring the
completion and filing of reports to keep the Company compliant with the
Securities Act of 1934. Moreover, the Company requires the ongoing services of a
committed and interested individual and entity, to assist the Company with
locating a viable merger partner and properly consummating such transaction.
Accordingly, in addition to obtaining a capital contribution, the purpose of the
transaction, was to obtain the current and ongoing services of Michael Anthony
and Corporate Services International.
Mr. Anthony does not have any present plans or proposals that relate to or
would result in the occurrence of any of the events or matters described in Item
4(a)-(j) of Schedule 13D. However, upon ensuring that the Company is current and
compliant in its reporting obligations under the Securities Exchange Act of
1934, Mr. Anthony shall seek a merger or acquisition partner which could result
in a transaction under Item 4(b) of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Mr. Anthony is deemed the beneficial owner of 31,501,000 shares of
Common Stock of the Company representing 63.39% of the Common Stock of the
Company outstanding as of March 16, 2007 and as of the date of this filing. This
number includes: (i) 31,501,000 shares of Common Stock currently owned by
Corporate Services International a company owned and controlled by Michael
Anthony, and (ii) no currently exercisable options.
(b) Mr. Anthony has sole voting power over 31,501,000 shares of the Common
Stock and shared voting power over 0 shares of the Common Stock. He has sole
dispositive power over 31,501,000 shares of the Common Stock and shared
dispositive power over 0 shares of the Common Stock.
(c) Except as reported above in Item 3, Mr. Anthony has not affected any
transactions in the Common Stock during the past 60 days.
(d) No other person has the right to receive and the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities
owned by Mr. Anthony.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
The information set forth under Items 3, 4 and 5 and the agreement
referred to herein is incorporated herein by reference. As described in Item 3
above, pursuant to an agreement for a capital contribution in the minimum amount
of $40,000.00 and for services rendered and to be rendered Mr. Anthony received
31,500,000 shares of common stock. Although Corporate Services International has
agreed to contribute funds in excess of the original $40,000, it is likely that
any such additional contribution will be in the form of loans.
Mr. Anthony holds no options to purchase shares of Common Stock pursuant
to the Company's stock option and incentive plans and, other than as set forth
in the immediately preceding paragraph, has no interest in any securities of the
Company. There is no agreement to issue Mr. Anthony additional securities of the
Company.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
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: August 28, 2007 By: /s/ MICHAEL ANTHONY
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Name/Title: Michael Anthony