Page 10 of 14 – SEC Filing
As of May 18, 2017, upon exercise of 1,250,000 Warrants, Race Navigation would be issued 4,650,000 Common Shares.
This Amendment No. 23 is also being filed to reflect an increase in the number of outstanding Common Shares of the Issuer following the issuance of an additional 3,712,070 Common Shares from May 8, 2017 through May 18, 2017 in connection with the common stock purchase agreement (the “Equity Line“) dated February 2, 2017, as amended, between the Issuer and Kalani Investments Limited (“Kalani“) and the issuance of commitment shares to Kalani pursuant to the fourth amendment of the Equity Line.
Item 4. Purpose of Transaction
The information set forth in Item 3 of this Amendment No. 23 is hereby incorporated herein by reference.
Other than as set forth above, there are no other material changes from the Schedule 13D/A filed with the Commission on May 8, 2017.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated in its entirety to read as follows:
(a. and b.) According to information received from the Issuer, as of May 18, 2017, there were 5,752,045 Common Shares issued and outstanding. Based on the foregoing, the Reporting Persons report beneficial ownership of the following Common Shares:
Family Trading may be deemed to beneficially own 106,641 Common Shares, representing approximately 1.9% of the outstanding Common Shares. Family Trading has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 106,641 Common Shares. Family Trading has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition of 106,641 Common Shares.
Sovereign may be deemed to beneficially own 24,602 Common Shares, representing approximately 0.4% of the outstanding Common Shares. Sovereign has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 24,602 Common Shares. Sovereign has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition of 24,602 Common Shares.
Epsilon may be deemed to beneficially own 11,084 Common Shares, representing approximately 0.2% of the outstanding Common Shares. Epsilon has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 11,084 Common Shares. Epsilon has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition of 11,084 Common Shares.
Oscar may be deemed to beneficially own 7,850 Common Shares, representing approximately 0.1% of the outstanding Common Shares. Oscar has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 7,850 Common Shares. Oscar has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition of 7,850 Common Shares.
Race Navigation may be deemed to beneficially own 4,662,500 Common Shares, representing approximately 44.8% of the outstanding Common Shares. This percentage ownership is based on 10,402,045 Common Shares outstanding, which is calculated for this Schedule 13D/A purposes by taking the sum of (i) 5,752,045 Common Shares outstanding and (ii) 4,650,000 Common Shares issuable upon the exercise of all of the 1,250,000 Warrants currently held by Race Navigation. Race Navigation has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 4,662,500 Common Shares. Race Navigation has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition of 4,662,500 Common Shares.
Tankers Family may be deemed to beneficially own 9,150 Common Shares, representing approximately 0.2% of the outstanding Common Shares. Tankers Family has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 9,150 Common Shares. Tankers Family has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition of 9,150 Common Shares. Tankers Family also beneficially owns 100,000 shares of Series D Preferred Stock. One share of Series D Preferred Stock has the voting power of 1,000 Common Shares. See Item 6.
The Trust may be deemed to beneficially own 4,821,828 Common Shares, representing approximately 46.4% of the outstanding Common Shares. This percentage ownership is based on 10,402,045 Common Shares outstanding, which is calculated for this Schedule 13D/A purposes by taking the sum of (i) 5,752,045 Common Shares outstanding, and (ii) 4,650,000 Common Shares issuable upon the exercise of all of the 1,250,000 Warrants currently held by Race Navigation. The Trustee of the Trust has the sole power to vote or direct the vote of 0 Common Shares and the shared power to vote or direct the vote of 4,821,828 Common Shares. The Trustee of the Trust has the sole power to dispose or direct the disposition of 0 Common Shares and the shared power to dispose or direct the disposition 4,821,828 Common Shares.
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