0001213900-15-005924.txt : 20150811 0001213900-15-005924.hdr.sgml : 20150811 20150811124707 ACCESSION NUMBER: 0001213900-15-005924 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150811 DATE AS OF CHANGE: 20150811 GROUP MEMBERS: COVENTRY ENTERPRISES, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: iHookup Social, Inc. CENTRAL INDEX KEY: 0001414043 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 980546715 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86336 FILM NUMBER: 151043271 BUSINESS ADDRESS: STREET 1: 125 E CAMPBELL AVE STREET 2: 2ND FLOOR CITY: CAMPBELL STATE: CA ZIP: 95008 BUSINESS PHONE: (855) 473-7473 MAIL ADDRESS: STREET 1: 125 E CAMPBELL AVE STREET 2: 2ND FLOOR CITY: CAMPBELL STATE: CA ZIP: 95008 FORMER COMPANY: FORMER CONFORMED NAME: Titan Iron Ore Corp. DATE OF NAME CHANGE: 20110629 FORMER COMPANY: FORMER CONFORMED NAME: Titon Iron Ore Corp. DATE OF NAME CHANGE: 20110620 FORMER COMPANY: FORMER CONFORMED NAME: DIGITAL YEARBOOK, INC. DATE OF NAME CHANGE: 20071003 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALPHA CAPITAL ANSTALT CENTRAL INDEX KEY: 0001140358 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: PRADAFAUT 7 STREET 2: FURSTENTUMS 1490 CITY: VADUZ LIECHTENSTEIN STATE: C4 ZIP: 99999 BUSINESS PHONE: 0114232376363 MAIL ADDRESS: STREET 1: PRADAFAUT 7 STREET 2: FURSTENTUMS 1490 CITY: VADUZ LIECHTENSTEIN STATE: C4 ZIP: 99999 FORMER COMPANY: FORMER CONFORMED NAME: ALPHA CAPITAL AKTIENGESELLSCHAFT DATE OF NAME CHANGE: 20010510 SC 13G 1 sc13g0815alpha_ihookup.htm SCHEDULE 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

SCHEDULE 13G

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. ___)

 

iHOOKUP SOCIAL, INC.

 

(Name of Issuer)

 

COMMON STOCK, $.0001 PAR VALUE

 

(Title of Class of Securities)

 

451733208

 

(CUSIP Number) 

 

August 5, 2015

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(c)

 

*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 the

disclosures provided in a prior cover page.

 

The information required in 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).

 

(Continued on following page(s)

 

Page 1 of 6 Pages

 

 

 

 
 

 

CUSIP No. 451733208   13G   Page 2 of 6 Pages

 

1. NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Alpha Capital Anstalt

 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a) ☒

(b) ☐

 

3. SEC USE ONLY

 

 

 

4. CITIZENSHIP OR PLACE OF ORGANIZATION

 

Liechtenstein

 

5. SOLE VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON – None

 

 

 

6. SHARED VOTING POWER – 12,807,286 shares of Common Stock

 

 

 

7. SOLE DISPOSITIVE POWER – None

 

 

 

8. SHARED DISPOSITIVE POWER – 12,807,286 shares of Common Stock

 

 

 

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -

 

12,807,286 shares of Common Stock

 

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES          ☒

 

The aggregate amount in row 9 represents the maximum amount of shares that Alpha Capital Anstalt can beneficially control under a contractually stipulated 9.9% ownership restriction. The full conversion and/or exercise of Alpha Capital’s securities would exceed this limitation.

 

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

9.9%

 

12. TYPE OF REPORTING PERSON

 

CO

 

 

 
 

 

CUSIP No. 451733208   13G   Page 3 of 6 Pages

 

1. NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Coventry Enterprises, LLC

 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:

(a) ☒

(b) ☐

 

3. SEC USE ONLY

 

 

 

4. CITIZENSHIP OR PLACE OF ORGANIZATION

 

Florida

 

5. SOLE VOTING POWER, NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON – None

 

 

 

6. SHARED VOTING POWER – 12,807,286 shares of Common Stock

 

 

 

7. SOLE DISPOSITIVE POWER – None

 

 

 

8. SHARED DISPOSITIVE POWER – 12,807,286 shares of Common Stock

 

 

 

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -

 

12,807,286 shares of Common Stock

 

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES        ☒

 

The aggregate amount in row 9 represents the maximum amount of shares that Coventry Enterprises, LLC can beneficially control under a contractually stipulated 9.9% ownership restriction. The full conversion and/or exercise of Coventry Enterprises, LLC’s securities would exceed this limitation.

 

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

9.9%

 

12. TYPE OF REPORTING PERSON

 

OO

 

 

 
 

 

CUSIP No. 451733208   13G   Page 4 of 6 Pages

 

ITEM 1 (a) NAME OF ISSUER: iHookup Social, Inc. 

 

ITEM 1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

 

125 E. Campbell Avenue, Campbell, CA 95008 

 

ITEM 2 (a), (b) and (c) - NAME OF PERSON FILING, ADDRESS OF PRINCIPAL BUSINESS OFFICE AND CITIZENSHIP:

 

This Schedule 13G is being filed on behalf of Alpha Capital Anstalt and Coventry Enterprises LLC (collectively, the “Reporting Persons”). As of August 5, 2015, each of Alpha Capital Anstalt and Coventry Enterprises LLC may be deemed the beneficial owner of 12,807,286 shares of Common Stock.

 

The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 1, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended.

 

The principal business office of Alpha Capital Anstalt is: Lettstrasse 32, FL-9490 Vaduz, Furstentums, Liechtenstein.

 

The principal business office of Coventry Enterprises, LLC is 80 S.W. 8th Street, #2000, Miami, FL 33130. 

 

ITEM 2 (d) TITLE OF CLASS OF SECURITIES: Common Stock, par value $.0001 per share

  

ITEM 2 (e) CUSIP NUMBER: 451733208

  

ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B): Not applicable

  

ITEM 4 OWNERSHIP

 

(a) AMOUNT BENEFICIALLY OWNED: 12,807,286 shares of Common Stock

 

(b) PERCENT OF CLASS: 9.9%

 

 
 

 

CUSIP No. 451733208   13G   Page 5 of 6 Pages

 

(c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:

 

      (i) SOLE POWER TO VOTE OR DIRECT THE VOTE

 

            None

 

      (ii) SHARED POWER TO VOTE OR DIRECT THE VOTE

 

            12,807,286 shares of Common Stock

 

     (iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

 

             None

 

     (iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF

 

            12,807,286 shares of Common Stock 

 

ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 

             Not applicable 

 

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 A GROUP

 

             Not applicable 

 

ITEM 9 NOTICE OF DISSOLUTION OF GROUP

 

             Not applicable

 

 
 

 

CUSIP No. 451733208   13G   Page 6 of 6 Pages

 

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.

 

  August 10, 2015
  (Date)
   
  Alpha Capital Anstalt
   
  By: /s/ Konrad Ackermann
  (Signature)
   
  Konrad Ackermann, Director
  (Name/Title)
   
  Coventry Enterprises, LLC
   
  By: /s/ Jack Bodenstein
  (Signature)
   
  Managing Member
  (Name/Title)

 

 
 

 

CUSIP No. 451733208   13G   Exhibit 1

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to certain shares of Common Stock of iHookup Social, Inc. and further agree that this Joint Filing Agreement shall be included as an exhibit to such joint filings.

 

The undersigned further agree that each party hereto is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided, however, that no party is responsible for the completeness or accuracy of the information concerning any other party making the filing, unless such party knows or has reason to believe that such information is inaccurate.

 

IN WITNESS WHEREOF, the parties have executed this Joint Filing Agreement on August 10, 2015.

 

  Alpha Capital Anstalt
   
  By: /s/ Konrad Ackermann
  (Signature)
   
  Konrad Ackermann, Director
  (Name/Title)
   
  Coventry Enterprises, LLC
   
  By: /s/ Jack Bodenstein
  (Signature)
   
  Managing Member