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Filing Details

Accession Number:: 0001144204-15-069192
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2015-12-03 16:28:31
Reporting Period:: 2014-12-10

Filing Date:: 2015-12-03
Accepted Time:: 2015-12-03 16:28:31
Original Submission Date:: 2015-11-06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1385508	Lightlake Therapeutics Inc.	LLTP	Metal Mining (1000)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1551246	Michael Sinclair	445 Park Avenue, 9Th Floor New York NY 10022	Executive Chairman	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $0.001 Per Share	Acquisiton	2015-01-15	1,700	$3.50	144,070	No	4	S	Direct
Common Stock, Par Value $0.001 Per Share	Acquisiton	2015-01-16	1,700	$3.69	145,770	No	4	A	Direct
Common Stock, Par Value $0.001 Per Share	Acquisiton	2015-01-20	1,600	$3.69	147,370	No	4	A	Direct
Common Stock, Par Value $0.001 Per Share	Acquisiton	2015-01-21	1,500	$3.94	148,870	No	4	A	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	A	Direct
No	4	A	Direct
No	4	A	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2013-05-01	130,000	$0.00	130,000	$8.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2013-05-01	105,000	$0.00	105,000	$10.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2013-08-01	50,000	$0.00	50,000	$15.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2013-08-01	50,000	$0.00	50,000	$20.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2013-12-31	75,000	$0.00	75,000	$6.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2014-06-15	150,000	$0.00	150,000	$5.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2014-06-15	100,000	$0.00	100,000	$8.00
Common Stock, Par Value $0.001 Per Share	Options	Acquisiton	2015-10-27	250,000	$0.00	250,000	$7.25

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
475,000	2013-05-01	2023-04-30	No	4	A	Direct
580,000	2013-05-01	2023-04-30	No	4	A	Direct
630,000	2013-08-01	2023-07-31	No	4	A	Direct
680,000	2013-08-01	2023-07-31	No	4	A	Direct
755,000	2013-12-31	2023-12-30	No	4	A	Direct
905,000	2014-06-15	2024-06-14	No	4	A	Direct
1,005,000	2014-06-15	2024-06-14	No	4	A	Direct
1,255,000	2015-10-27	2025-10-26	No	4	A	Direct

Footnotes

The Reporting Person filed a Form 4 on November 6, 2015 (the "Original Form"). The Original Form is being amended (the "Form 4 Amendment") to correct the Original Form. This Form 4 Amendment discloses how many Table I securities (i.e., shares of common stock) the Reporting Person owned on May 31, 2012 (the date of the last voluntary Form 4 filed by the Reporting Person that disclosed transactions in shares of common stock) and January 14, 2015 (the day before the first transaction reported on this Form 4 Amendment). This Form 4 Amendment also corrects how many shares the Reporting Person now owns. Finally, this Form 4 Amendment deletes two entries from the Table I disclosure.
This Form 4 Amendment reports the changes in beneficial ownership of the Reporting Person as of December 3, 2015. The Original Form 4 was required to be filed within two business days of 12/10/2014, the effective date of the Issuer's Form 8-A registration statement which registered the common stock of the Issuer for the first time under Section 12 of the Exchange Act. The Reporting Person voluntarily filed a Form 3 and a Form 4 on May 31, 2012 and voluntarily filed another Form 4 on January 25, 2013. In December 2014, the Issuer effected a one-for-one hundred reverse stock split of its common stock (the "1:100 Reverse Stock Split"). Unless otherwise noted, all share amounts and exercise prices listed in this Form 4 Amendment have been retroactively adjusted for the 1:100 Reverse Stock Split as if such stock splits occurred prior to the issuance of such shares, warrants, or options.
Footnote 2 continued - As of the May 31, 2012 Form 4 (the date of the last voluntary Form 4 filed by the Reporting Person that disclosed transactions in shares of common stock), the Reporting Person owned 50,820 shares of the Issuer's common stock: 23,820 shares directly; 15,000 shares owned indirectly through the Reporting Person's wife; and 12,000 shares owned indirectly through joint pension funds. During the period of May 31, 2012 through January 14, 2015: (a) the Reporting Person's wife transferred her 15,000 shares to the Reporting Person for no consideration; (b) the Reporting Person acquired 32,150 shares on unknown dates and at unknown prices; and (c) the Reporting Person's children transferred 60,000 shares to the Reporting Person for no consideration.
Footnote 2 continued - Thus, for purposes of this Form 4 Amendment, the Reporting Person owned 142,370 shares prior to the first transaction reported on this Form 4 Amendment in the following manner: (x) 40,720 shares held in certificate form directly by the Reporting Person; (y) 19,650 shares held in certificate form indirectly by (i) Proton Therapy USA, a entity owned jointly by the Reporting Person and his son (5,000 shares); (ii) the first pension fund (10,000 shares); (iii) the second pension fund (2,000 shares); and (iv) Clearsearch Ltd., an entity who holds the shares for the benefit of the Reporting Person (2,650 shares); and (z) 82,000 shares held in electronic form for the benefit of the Reporting Person.
As of the January 25, 2013 Form 4 (the date of the last voluntary Form 4 filed by the Reporting Person that disclosed transactions in derivate securities), the Reporting Person owned 345,000 derivative securities: 60,000 shares of common stock issuable upon exercise of stock options and 285,000 shares of common stock issuable upon the exercise of warrants.
50,000 vested on 5/1/2013, 50,000 vested on 11/1/2013, and 30,000 vested on 12/31/2013. All expire 10 years after their respective vesting dates.
Cashless Options.
25,000 vested on 5/1/2013, 25,000 vested on 8/1/2013; 25,000 vested on 11/1/13, and 30,000 vested on 12/31/13. All expire 10 years after their respective vesting dates.
These options may only be exercised between the following dates: (i) the first to occur of: (A) the commencement of the next trial with respect to the opioid overdose reversal treatment; (B) the entrance into a distribution, licensing, royalty, partnership, collaboration, or other significant transaction with respect to the opioid overdose reversal treatment; or (C) the filing of a New Drug Application with the U.S. Food and Drug Administration with respect to the opioid overdose reversal treatment; and (ii) the Expiration Date.
These options may only be exercised between the following dates: (i) the first to occur of: (A) the commencement of three trials on or subsequent to October 23, 2015; or (B) (1) the approval by the U.S. Food and Drug Administration of the New Drug Application with respect to the opioid overdose reversal treatment; and (2) the commencement of two trials on or subsequent to October 23, 2015; and (ii) the Expiration Date.