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. __________ )*
TS Electronics, Inc.
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(Name of Issuer)
Common Stock, $0.001 par value per share
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(Title of Class of Securities)
89852P106
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(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)
May 11, 2005
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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), 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.
* 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. 89852P106 13D Page 2 of 7 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
HALTER FINANCIAL GROUP
________________________________________________________________________________
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
1,875,045 SHARES
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
1,875,045 SHARES
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,875,045 SHARES
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
75%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
CO
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 89852P106 13D Page 3 of 7 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
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 1,875,045 SHARES
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
1,875,045 SHARES
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,875,045 SHARES
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
75%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
IN
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 89852P106 13D Page 4 of 7 Pages
ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock, $0.001 par value per
share (the "Stock"), of TS Electronics, Inc., a Delaware corporation (the
"Issuer"). The principal executive offices of the Issuer are located at 12890
Hilltop Road, Argyle, Texas 76226.
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"); and Timothy P. Halter, a citizen of the United States and
sole shareholder of HFG ("Halter").
HFG is a Texas corporation, the principal business of which is to
provide financial consulting services. The principal business address of HFG,
which also serves as its principal office, is 12890 Hilltop Road, Argyle, Texas
76226.
Halter's principal occupation or employment is serving as the President
of HFG. The principal business address of 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 May 11, 2005, HFG purchased
for a price of $200,000 in cash, 1,875,045 outstanding shares of restricted
Stock from the Issuer. HFG 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 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.
CUSIP No. 89852P106 13D Page 5 of 7 Pages
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 Halter will resign
his positions as officer and director and a new board of directors will be
elected.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Pursuant to Rule 13d-3(a), at the close of business on May 11, 2005,
HFG may be deemed to be the beneficial owner of 1,875,045 shares of the Stock,
which constitutes approximately 75% of the 2,500,060 shares of the Stock
outstanding on May 11, 2005 (the "Outstanding Shares"). HFG, 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 May 11, 2005,
Halter, as sole shareholder of HFG, may be deemed to be the beneficial owner of
1,875,045 shares of the Stock, which constitutes approximately 75% of the
Outstanding Shares. 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 transaction was
Person Shares effected
---------- -------------- ----------- ----------------- ------------------------
HFG May 11, 2005 1,875,045 $.1066641 Private Stock Purchase
Agreement
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ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
To the best knowledge of the Reporting Persons, there are no 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.
CUSIP No. 89852P106 13D Page 6 of 7 Pages
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit 10.1: Stock Purchase Agreement dated May 11, 2005 by and between TS
------------ Electronics, Inc. and Halter Financial Group, Inc.
CUSIP No. 89852P106 13D Page 7 of 7 Pages
SIGNATURES
After reasonable inquiry and to the best of the knowledge and belief of
the undersigned, the undersigned certify that the information set forth in this
statement is true, complete and correct.
DATED: May 11, 2005
Halter Financial Group, Inc.,
a Texas corporation
By: /s/ Timothy P. Halter
------------------------
Its: President
/s/ Timothy P. Halter
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Timothy P. Halter