1
|
NAME
OF REPORTING PERSON
Christopher
Forbes
|
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2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
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(a) o
|
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(b) o
|
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3
|
SEC
USE ONLY
|
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4
|
SOURCE
OF FUNDS
|
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PF
|
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5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e)
|
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o
|
||||||
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
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United
States
|
7
|
SOLE
VOTING POWER
|
|||||
|
18,111,977
|
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|
||||||
NUMBER
OF
|
8
|
SHARED
VOTING POWER
|
||||
SHARES
|
||||||
BENEFICIALLY
|
0
|
|||||
OWNED
BY
|
||||||
EACH
|
9
|
SOLE
DISPOSITIVE POWER
|
||||
REPORTING
|
||||||
PERSON
|
18,111,977
|
|||||
WITH
|
||||||
|
10
|
SHARED
DISPOSITIVE POWER
|
||||
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
7,437,289
shares of common stock, 7,091,477shares of common stock issuable pursuant
to warrants which are exercisable within 60 days of the date hereof,
458,211 shares of common stock issuable pursuant to options which are
exercisable within 60 days from the date hereof, 3,125,000 shares of
common stock which are issuable upon the conversion of preferred stock
which are convertible within 60 days from the date hereof. Such
amount excludes 20,000 shares underlying options which become exercisable
more than 60 days after the date hereof. Such amount includes
shares which will be acquired in the Private Placement (as defined
below).
|
||
12
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
|
|
o
|
||
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
35.8%
|
||
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
IN
|
(a)
|
Name
of Persons Filing:
|
|
Christopher
Forbes
|
||
(b)
|
Address
of Principal Business Office or if None, Residence:
|
|
Forbes,
Inc.
60
Fifth Avenue
New
York, NY 10011
|
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(c)
|
Mr. Forbes
is the Vice Chairman of Forbes, Inc., which publishes Forbes Magazine
and Forbes.com. Any correspondence regarding this filing should
be addressed c/o Christopher Forbes at the mailing address
above.
|
|
(d)
|
During
the last five years, Mr. Forbes has not been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors).
|
|
(e)
|
During
the last five years, Mr. Forbes has not been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a
result a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or state
securities laws was issued nor a finding of any violation with respect to
such laws was made.
|
|
(f)
|
Mr. Forbes is a United States
citizen.
|
(5)(a)
|
Number
of Shares beneficially owned by Mr. Forbes:
|
|
18,111,977
(35.8% of the Common Stock)
Such
amount includes 7,437,289 shares of common stock, 7,091,477 shares of
common stock issuable pursuant to warrants which are exercisable within 60
days of the date hereof, 458,211 shares of common stock issuable pursuant
to options which are exercisable within 60 days from the date hereof,
3,125,000 shares of common stock which are issuable upon the conversion of
preferred stock which are convertible within 60 days from the date
hereof. Such amount excludes 20,000 shares underlying options
which become exercisable more than 60 days after the date
hereof. Such amount includes shares which will be acquired in
the Private Placement (as defined
below).
|
(5)(b)
|
Number
of shares as to which such person
has:
|
(i)
|
Sole
power to vote or to direct the vote:
|
||
18,111,977
|
|||
(ii)
|
Shared
power to vote or to direct the vote:
|
||
0
|
|||
(iii)
|
Sole
power to dispose or to direct the disposition of:
|
||
18,111,977
|
|||
(iv)
|
Shared
power to dispose or to direct the disposition of:
|
||
0
|
5(c)
|
During
the past sixty days prior to the date hereof Mr. Forbes purchased shares
of Common Stock of the Issuer.
|
5(d)
|
No
person other than the filing persons has the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of,
the Common Stock beneficially owned by Mr.
Forbes.
|
5(e)
|
Not
applicable.
|
Exhibit
|
Name
|
|
99.1
|
Securities
Purchase Agreement by and between Christopher Forbes and Stanford Venture
Capital Holdings, Inc. dated as of November 6, 2009. (Filed as
exhibit 99.1 to Schedule 13D on March 1, 2010)
|
|
99.2
|
Securities
Purchase Agreement by and between the Company and Mr. Forbes dated as of
March 26, 2010. (Filed as exhibit 10.4 to Form 8-K on March 29,
2010)
|
By: |
/s/ Christopher
Forbes
|
||
Name:
Christopher Forbes
|