Home > Insider Trading > Filing (0001144204-11-052846)

Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1464766	Loto Inc.	NONE	Services-Prepackaged Software (7372)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1480704	Randall Jason Barrs	C/O Loto Inc. 25 Adelaide Street East, Suite 502 Toronto A6 M5C 3A1		Yes	No	Yes	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2010-04-19	19,300,000	$0.00	19,300,000	No	5	P	Indirect	Corporation
Common Stock	Disposition	2011-09-13	606,296	$0.00	18,693,704	No	5	J	Indirect	Corporation

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	P	Indirect	Corporation
No	5	J	Indirect	Corporation

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Option	Acquisiton	2010-04-19	225,000	$0.00	225,000	$1.50
Common Stock	Option	Acquisiton	2010-04-19	225,000	$0.00	225,000	$1.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
225,000	2011-04-19	2013-04-19	No	4	A	Direct
450,000	2012-04-19	2013-04-19	No	4	A	Direct

Footnotes

On April 19, 2010, Mhalka Capital Investments Ltd. sold 19,300,000 shares of the common stock of Loto Inc. (the "Company) to 2238646 Ontario Inc. pursuant to a Stock Purchase Agreement in which 2238646 Ontario Inc. agreed to pay the purchase price in the form of a note in the amount of $28,950,000, which shall accrue interest at the rate of prime rate plus 1.5%, and shall be due three years from the date of issuance.
On April 19, 2010, 2238646 Ontario Inc. entered into a Tender And Cancellation Agreement Re Company Private Placements with the Company, purusant to which 2238646 Ontario has agreed to tender one-half-of-one share for each one share to be sold by the Company certain in private placements, up to a total of 4,000,000 shares of the Company's common stock. As of September 13, 2011, 606,296 of 2238646 Ontario Inc.'s shares of the Company's common stock are to be cancelled.
Jason Randall Barrs, a director of the Company has been granted options to purchase 450,000 shares of the Company's common stock at a purchase price of $1.50 per share. The options vested on April 19, 2011 and Mr. Barrs may exercise up to 225,000 such options on April 19, 2011 and an additional 225,000 options on April 19, 2012. The right to exercise these options will expire on April 19, 2013.