CUSIP No. 043635408
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1.
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Names of Reporting Persons.
Crowdex Investment, LLC
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
(a) ☒ (b) ◻
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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6.
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Citizenship or Place of Organization
Delaware
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Number of Shares
Beneficially Owned by Each Reporting Person With |
7.
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Sole Voting Power
50,000,000,000 Common Shares(1) (See Item 5)
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8.
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Shared Voting Power
0 Common Shares
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9.
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Sole Dispositive Power
50,000,000,000 Common Shares(1) (See Item 5)
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10.
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Shared Dispositive Power
0 Common Shares |
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
50,000,000,000 Common Shares
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
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13.
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Percent of Class Represented by Amount in Row (11)
90.6%(2)
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14.
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Type of Reporting Person (See Instructions)
CO
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(1)
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Crowdex Investment, LLC (“Crowdex”) is the current owner of 2,000 Series 1A Preferred Stock of the Issuer (the “Preferred Shares”). These 2,000 Preferred Shares (the “First Tranche”) are convertible into
20,000,000,000 shares of common stock of the Issuer. Pursuant to the Series 1A Preferred Stock Purchase Agreement between the Issuer and Crowdex, Crowdex will purchase an additional 3,000 Preferred Shares on November 20, 2020, less than 60
days of the date of this filing (the “Second Tranche”). The shares represented above represent beneficial ownership of the First and Second Tranches.
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(2) | Percentage calculated based on 5,165,490,450 Common Shares issued and outstanding as of September 30, 2020 as reported by the Issuer’s Form 8-K filed on September 30, 2020. |
CUSIP No. 043635408
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1.
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Names of Reporting Persons.
Bernd Förtsch
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
(a) ☒ (b) ◻
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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6.
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Citizenship or Place of Organization
Germany
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Number of Shares
Beneficially Owned by Each Reporting Person With |
7.
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Sole Voting Power
50,000,000,000(1) Common Shares (See Item 5)
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8.
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Shared Voting Power
0 Common Shares
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9.
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Sole Dispositive Power
50,000,000,000(1) Common Shares (See Item 5)
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10.
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Shared Dispositive Power
0 Common Shares
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
50,000,000,000(1) Common Shares (See Item 5)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
☐
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13.
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Percent of Class Represented by Amount in Row (11)
90.6%(2)
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14.
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Type of Reporting Person (See Instructions)
IN
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(1)
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Mr. Förtsch is the 100% indirect beneficial owner of Crowdex. Crowdex is the current owner of 2,000 Preferred Shares. This First Tranche is convertible into 20,000,000,000 shares of common stock of
the Issuer. Pursuant to the Series 1A Preferred Stock Purchase Agreement between the Issuer and Crowdex, Crowdex will purchase the Second Tranche on November 20, 2020, within 60 days of the date of this filing. The shares represented
above represent beneficial ownership of the First and Second Tranches.
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(2) |
Percentage calculated based on 5,165,490,450 Common Shares issued and outstanding as of September 30, 2020 as reported by the Issuer’s Form 8-K filed on September 30, 2020. |
Item 1.
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Security and Issuer.
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Item 2.
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Identity and Background.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 4.
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Purpose of Transaction.
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Item 5. | Interest in Securities of the Issuer. |
Reporting Persons
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Common
Shares Held
Directly
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Shared
Voting
Power
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Shared
Dispositive
Power
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Beneficial
Ownership
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Percentage(1)
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Crowdex Investment, LLC
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50,000,000,000
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0
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0
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50,000,000,000
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90.6
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Bernd Förtsch
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50,000,000,000
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0
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0
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50,000,000,000
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90.6
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(1) |
Percentage calculated based on (i) 5,165,490,450 Common Shares issued and outstanding as of September 30, 2020 as reported by the Issuer’s Form 8-K filed on September 30, 2020 and (ii) 5,000 Series 1A Preferred
Shares (convertible into 50,000,000,000 Common Shares of the Issuer) owned by Crowdex Investment, LLC 2,000 currently and 3,000 acquirable within 60 days of this filing which, as described above, is indirectly 100% owned by Bernd Förtsch.
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Item 6. | Contracts, Arrangement, Understandings or Relationships with Respect to Securities of the Issuer. |
Item 7. | Materials to be Filed as Exhibits. |
Date: October 2, 2020 |
CROWDEX INVESTMENT, LLC | ||
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By:
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/s/ David Peterson |
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Name: |
David Peterson |
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Its: |
Manager |
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Date: October 2, 2020
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By:
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/s/ David Peterson, power of attorney |
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Bernd Förtsch | |||