0000356343-15-000001.txt : 20150112 0000356343-15-000001.hdr.sgml : 20150112 20150112160137 ACCESSION NUMBER: 0000356343-15-000001 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150112 DATE AS OF CHANGE: 20150112 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CYTODYN INC CENTRAL INDEX KEY: 0001175680 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 753056237 STATE OF INCORPORATION: CO FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79349 FILM NUMBER: 15522006 BUSINESS ADDRESS: STREET 1: 1111 MAIN STREET, SUITE 660 CITY: VANCOUVER STATE: WA ZIP: 98660 BUSINESS PHONE: 360-980-8524 MAIL ADDRESS: STREET 1: 1111 MAIN STREET, SUITE 660 CITY: VANCOUVER STATE: WA ZIP: 98660 FORMER COMPANY: FORMER CONFORMED NAME: REXRAY CORP DATE OF NAME CHANGE: 20020617 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PAULSON INVESTMENT COMPANY LLC CENTRAL INDEX KEY: 0000356343 IRS NUMBER: 471353583 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1331 NW LOVEJOY STREET 2: SUITE 720 CITY: PORTLAND STATE: OR ZIP: 97209-2987 BUSINESS PHONE: 503-243-6007 MAIL ADDRESS: STREET 1: 1331 NW LOVEJOY STREET 2: SUITE 720 CITY: PORTLAND STATE: OR ZIP: 97209-2987 FORMER COMPANY: FORMER CONFORMED NAME: PAULSON INVESTMENT COMPANY, INC. DATE OF NAME CHANGE: 20140812 FORMER COMPANY: FORMER CONFORMED NAME: PAULSON INVESTMENT COMPANY LLC DATE OF NAME CHANGE: 20140731 FORMER COMPANY: FORMER CONFORMED NAME: PAULSON INVESTMENT COMPANY, INC. DATE OF NAME CHANGE: 20020424 SC 13G/A 1 paulson13ga1-1q2015cydy.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1) * CytoDyn Inc. (Name of Issuer) COMMON STOCK, No Par Value (Title of Class of Securities) 23283M101 (CUSIP Number) (Holdings as of December 16, 2014) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [_] Rule 13d-1(c) [_] Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. 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). CUSIP NO. 23283M101 -------------------------------------------------------------------------------- 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Paulson Investment Company LLC TIN 93-0789804 -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[_] (b)[_] Not Applicable -------------------------------------------------------------------------------- 3. SEC USE ONLY -------------------------------------------------------------------------------- 4. CITIZENSHIP OR PLACE OF ORGANIZATION OREGON -------------------------------------------------------------------------------- Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power: 1,007,301 currently excercisable warrants to purchase shares of common stock of the Issuer 6. Shared Voting Power: 0 7. Sole Dispositive Power: 1,007,031 currently excercisable warrants to purchase shares of common stock of the Issuer 8. Shared Dispositive Power: 0 -------------------------------------------------------------------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,007,031 currently excercisable warrants to purchase shares of common stock of the Issuer -------------------------------------------------------------------------------- 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES -------------------------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.77% -------------------------------------------------------------------------------- 12. TYPE OF REPORTING PERSON BD -------------------------------------------------------------------------------- CUSIP NO. 23283M101 ITEM 1(A) Name of Issuer: CytoDyn Inc. ITEM 1(B) Address of Issuer's Principal Executive Offices: 1111 Main Street, Suite 660 Vancouver, Washington 98660 ITEM 2(A) Name of Person Filing: Paulson Investment Company LLC ITEM 2(B) Address of Principal Business Office or, if none, Residence: 1331 NW Lovejoy Street, Suite 720 Portland, Oregon 97209 ITEM 2(C) Citizenship: Oregon ITEM 2(D) Title of Class of Securities: COM ITEM 2(E) CUSIP Number: 23283M101 ITEM 3. If this statement is filed pursuant to (S)(S)240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) [X] Broker or dealer registered under section 15 of the Act in accordance with Rule 13d-1(b)(1)(ii)(A). (b) [_] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [_] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). (e) [_] An investment adviser in accordance with (S)240.13d-1(b)(1)(ii)(E); (f) [_] An employee benefit plan or endowment fund in accordance with (S)240.13d-1(b)(1)(ii)(F); (g) [_] A parent holding company or control person in accordance with (S) 240.13d-1(b)(1)(ii)(G); (h) [_] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [_] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [_] Group, in accordance with (S)240.13d-1(b)(1)(ii)(J). ITEM 4 OWNERSHIP ITEM 4(A): Amount Beneficially Owned: The share ownership information reported herein realtes to 1,007,031 currently excercisable warrants to purchase shares of common stock of the Issuer (the "Warrants") held directly by Paulson Investment Company LLC. ITEM 4(B): Percent of Class: The Reporting Person believes that the Issuer had 55,752,503 shares of common stock outstandings as of September 30, 2014, based on the number of outstandings shares disclosed in the Issuer's Quarterly Report on From 10-Q for the quarter neded August 31, 2014, filed with the SEC on October 10, 2014. Based on the number of shares of common stock outstanding as described above and calculated in accordance with Rule 13d-3(d)(1) with respect to securities which represent a right to acquire an underlying security, the Reporting Persons beneficially owned 1.77% of the Issuer's outstanding common stock as of the date of this filing. ITEM 4(C): Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 1,007,031 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 1,007,031 (iv) shared power to dispose or to direct the disposition of: 0 ITEM 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to rerport the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [X]. CUSIP NO. 23283M101 ITEM 6 Ownership of More than Five Percent on Behalf of Another Person: Not Applicable. ITEM 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company: Not Applicable. ITEM 8 Identification and Classification of Members of the Group: Not Applicable. ITEM 9 Notice of Dissolution of Group: Not Applicable. ITEM 10 CERTIFICATION: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. December 16, 2014 ------------------------------- DATE /s/ Lorraine Maxfield ------------------------------- SIGNATURE Lorraine Maxfield/Senior VP Corporate Finance -------------------------------- NAME/TITLE