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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Preferred Stock (1) | (3) | 10/10/2013 | A | 100,000 | (2) | (2) | Common Stock (3) | 2,000,000 (3) | $ 0 (5) | 700,000 | D | ||||
Common Stock Warrants (Right to Buy) | $ 0.08 | 10/10/2013 | A | 1,000,000 | 10/10/2013(4) | 10/10/2018 | Common Stock | 1,000,000 | $ 0 (5) | 1,000,000 | D | ||||
Common Stock Warrants (Right to Buy) | $ 0.08 | 08/02/2013(4) | 08/02/2018 | Common Stock | 1,500,000 | 1,500,000 | D | ||||||||
Common Stock Warrants (Right to Buy) | $ 0.08 | 07/16/2013(4) | 07/16/2018 | Common Stock | 1,500,000 | 1,500,000 | D | ||||||||
Common Stock Warrants (Right to Buy) | $ 0.08 | 08/02/2013(4) | 04/08/2018 | Common Stock | 3,000,000 | 3,000,000 | D | ||||||||
Common Stock Warrants (Right to Buy) | $ 0.95 | 10/22/2010 | 10/22/2013 | Common Stock | 266,667 | 266,667 | I | Held in Reporting Person's holding company. |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Lee Peter EVELYN TOWER, 14TH FL., FLAT E 38 CLOUDVIEW ROAD NORTH POINT, K3 00000 |
X |
/s/ Peter Lee | 10/15/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Series B Convertible Preferred Stock ("Series B Shares") are convertible in accordance with the Issuer's Certificate of Designation, which is included as exhibit 3.1 in the Issuer's Form 8-K filed on April 9, 2013. |
(2) | The Series B Shares are convertible at any time after the issuance of such shares at the holder's election and do not have an expiration date. |
(3) | The Series B Shares are convertible on a 20-for-1 basis into the number of shares of Common Stock as shown in column 7. |
(4) | The Common Stock Warrants contain a limitation on exercise which prevents the Reporting Person from exercising any Warrants if, after giving effect to the exercise, the Reporting Person would beneficially own more than 4.99% of the outstanding shares of Common Stock. The Reporting Person may elect to increase this limitation to 9.99%, upon not less than 61 days prior written notice to the Company. |
(5) | Pursuant to a Securities Purchase Agreement dated October 10, 2013, between the Reporting Person and the Issuer, the Reporting Person acquired 100,000 shares of Series B Preferred Stock and warrants to purchase an aggregate 1,000,000 shares of the Issuer's common stock at an exercise price of $0.08 per share in exchange for $100,000. |