Filing Details

---

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A
(Amendment No. 1)

Under the Securities Exchange Act of 1934

SATYA WORLDWIDE, INC.

---

(Name of Issuer)

 

Common Stock, par value $0.001 per share

---

(Title of Class of Securities)

 

80410U 10 9

---

(CUSIP Number)

 

Ian Rosenblatt

---

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications)

 

December 16, 2017

---

(Date of Event which Requires Filing of this Statement)

If the 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 Rule 13d-1(b)(3) or (4), 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(b) for other parties to whom copies are to be sent.

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).

 

 

 

 

 

 

SCHEDULE 13D/A

CUSIP No.: 80410U 10 9

 

 

ITEM 1. SECURITY AND ISSUER.

This statement relates to the common stock, par value $0.001 per share (the "Issuer Common Stock") of Satya Worldwide, Inc., a Florida corporation (the "Issuer"). The address of the principal executive offices of the Issuer is 420 Lexington Avenue; Suite 2320, New York, NY 10170.

This Amendment No. 1 to the Schedule 13D (this "Amendment No. 1") amends and restates in its entirety the Schedule 13D filed on November 10, 2016 (the "Original Schedule 13D" and, together with this Amendment No. 1, the "Schedule 13D") by the Reporting Persons (as defined below).

ITEM 2. IDENTITY AND BACKGROUND.

This statement is being filed by Ian Rosenblatt, an individual (the "Reporting Person"). The Reporting Person's principal occupation is that of Chief Executive Officer of the Issuer The Reporting Person's address is: c/o Satya Worldwide, Inc. 420 Lexington Avenue; Suite 2320, New York, NY 10170

The Reporting Person has not, during the last five years, been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) 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.

The Reporting Person is a citizen of the United Kingdom.

The filing of this statement on Schedule 13D shall not be construed as an admission that the Reporting Person is, for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this statement.

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

1.  The Reporting Person acquired 27,599,990 of the shares in a share exchange transaction which occurred on or about May 10, 2016 during which the Reporting Person exchanged shares owned in Global Fantasy Sports, Inc. for shares issued by the Issuer, in connection with the Issuer's acquisition of Global Fantasy Sports, Inc.

2.  On or about December 16, 2017, the Reporting Person re-acquired an additional 27,900,000 shares of the Issuer's common stock from Nuvolari Limited.  The 27,900,000 shares had been issued to Nuvolari Limited, the Reporting Person's designee, on or about May 10, 2016, as settlement of certain obligations due to Nuvolari Limited by the Reporting Person, which obligations were unrelated to the Issuer.

ITEM 4. PURPOSE OF TRANSACTION.

1.The Reporting Person acquired 26,999,990 shares of Issuer Common Stock in a share exchange transaction which occurred in May 10, 2016 during which the Reporting Person exchanged shares he beneficially owned in Global Fantasy Sports, Inc. for shares of Issuer Common Stock, in connection with the acquisition by the Issuer of Global Fantasy Sports, Inc. The Reporting Person also acquired beneficial ownership of 600,000 shares of Issuer Common Stock on or about January 6, 2016 in connection with an investment in Issuer by an entity controlled by the Reporting Person.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

The Reporting Person has beneficial ownership of 55,499,990 shares of Issuer Common Stock representing approximately 87.39% of the 63,503,346 shares of Issuer Common Stock outstanding as of May 23, 2018.

 

 

 

 

 

 

SCHEDULE 13D/A

CUSIP No.: 80410U 10 9