0001193125-13-138699.txt : 20130402 0001193125-13-138699.hdr.sgml : 20130402 20130402165141 ACCESSION NUMBER: 0001193125-13-138699 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20130402 DATE AS OF CHANGE: 20130402 GROUP MEMBERS: WESTBURY TRUST SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BioRestorative Therapies, Inc. CENTRAL INDEX KEY: 0001505497 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 911835664 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86699 FILM NUMBER: 13736124 BUSINESS ADDRESS: STREET 1: 555 HERITAGE DRIVE STREET 2: SUITE 130 CITY: JUPITER STATE: FL ZIP: 33458 BUSINESS PHONE: 561-904-6070 MAIL ADDRESS: STREET 1: 555 HERITAGE DRIVE STREET 2: SUITE 130 CITY: JUPITER STATE: FL ZIP: 33458 FORMER COMPANY: FORMER CONFORMED NAME: Stem Cell Assurance, Inc. DATE OF NAME CHANGE: 20101110 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WESTBURY BERMUDA LTD CENTRAL INDEX KEY: 0001038667 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 11 VICTORIA ST STREET 2: PO BOX HM 1065 VICTORIA HALL CITY: HAMILTON BERMUDA STATE: D0 ZIP: 00000 BUSINESS PHONE: 4412929480 MAIL ADDRESS: STREET 1: 11 VICTORIA ST STREET 2: PO BOX HM 1065 VICTORIA HALL CITY: FORT LAUDERDALE STATE: D0 ZIP: 00000 SC 13G/A 1 d515006dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 1 Schedule 13G Amendment No. 1

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)

 

 

BioRestorative Therapies, Inc.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

090655101

(CUSIP Number)

March 26, 2013

(Date of Event Which Requires Filing of this Statement)

 

 

Check appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

 

 

 

CUSIP No. 090655101   Page 2 of 5 Pages

 

  1   

Name of reporting person

S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

Westbury (Bermuda) Ltd.

  2  

Check the appropriate box if a member of a group

(a)  ¨        (b)  x

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

    Bermuda

Number of

shares

beneficially

owned by

each

reporting

person

with:

    5.    

Sole voting power

 

    105,750,000

   6.   

Shared voting power

 

    -0-

   7.   

Sole dispositive power

 

    105,750,000

   8.   

Shared dispositive power

 

    -0-

  9  

Aggregate amount beneficially owned by each reporting person

 

    105,750,000

10  

Check box if the aggregate amount in Row (9) excludes certain shares    ¨

 

11  

Percent of class represented by amount in Row 9

 

    12.3%1

12  

Type of reporting person

 

    CO

 

1. Based on 820,641,011 shares of common stock outstanding as of March 28, 2013, as reported in the BioRestorative Therapies, Inc. Form 10-K filed with the Securities and Exchange Commission on April 2, 2013.

CUSIP No. 090655101   Page 3 of 5 Pages

 

  1   

Name of reporting person

S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

Westbury Trust

  2  

Check the appropriate box if a member of a group

(a)  ¨        (b)  x

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

    Bermuda

Number of

shares

beneficially

owned by

each

reporting

person

with:

    5.    

Sole voting power

 

    105,750,000

   6.   

Shared voting power

 

    -0-

   7.   

Sole dispositive power

 

    105,750,000

   8.   

Shared dispositive power

 

    -0-

  9  

Aggregate amount beneficially owned by each reporting person

 

    105,750,000

10  

Check box if the aggregate amount in Row (9) excludes certain shares    ¨

 

11  

Percent of class represented by amount in Row 9

 

    12.3%1

12  

Type of reporting person

 

    OO

 

1. Based on 820,641,011 shares of common stock outstanding as of March 28, 2013, as reported in the BioRestorative Therapies, Inc. Form 10-K filed with the Securities and Exchange Commission on April 2, 2013.

Item 1(a). Name of Issuer:

BioRestorative Therapies, Inc. (the “Issuer”)

 

Item 1(b). Address of Issuer’s Principal Executive Offices:

555 Heritage Drive

Jupiter, Florida 33458

 

Item 2(a). Names of Persons Filing:

This Schedule 13G is being filed jointly by Westbury (Bermuda) Ltd. and Westbury Trust (the “Reporting Persons”).

 

Item 2(b). Address of Principal Business Office or, if none, Residence:

The principal business address for both of the Reporting Persons is as follows:

Victoria Hall

11 Victoria St.

P.O. Box HM 1065

Hamilton, HMEX Bermuda

 

Item 2(c). Citizenship:

The citizenship of both of the Reporting Persons is as follows:

Bermuda

 

Item 2(d). Title of Class of Securities:

Common stock, par value $0.001 per share (the “Common Stock”)

 

Item 2(e). CUSIP Number:

090655101

 

Item 3. Type of Reporting Person:

Not applicable.

Item 4. Ownership.

 

Item 4(a). Amount Beneficially Owned by the Reporting Persons:

105,750,000 shares of the Issuer’s Common Stock, which includes 20,000,000 warrants dated March 30, 2012, immediately exercisable at $.03, which expire on March 30, 2017 and 20,000,000 warrants dated March 26, 2013, immediately exercisable at $.05, which expire on March 26, 2018. The securities subject to this amended Schedule 13G are owned directly by Westbury (Bermuda) Ltd., which is 100% owned by Westbury Trust.

 

Item 4(b). Percent of Class Owned by the Reporting Persons:

12.3%

 

Item 4(c). Number of shares as to which such Reporting Persons have:

 

  (i) sole power to vote or to direct the vote: 105,750,000

 

  (ii) shared power to vote or to direct the vote: -0-

 

  (iii) sole power to dispose or to direct the disposition of: 105,750,000

 

  (iv) shared power to dispose or to direct the disposition of: -0-

 

Items 5-9. Not applicable.

 

Item 10. Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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 that purpose or effect, other than activities solely in connection with a nomination under Rule 14a-11.

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.

 

April 2, 2013     WESTBURY (BERMUDA) LTD.
    By:  

/s/ Jim Watt

    Name:   Jim Watt
    Title:   President
April 2, 2013     WESTBURY TRUST
    By:  

/s/ Jim Watt

    Name:   Jim Watt
    Title:   Trustee
 EX-99.1 2 d515006dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

The undersigned, being duly authorized thereunto, hereby execute this agreement as an exhibit to this Schedule 13G to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule 13G jointly on behalf of each such party.

 

Date: April 2, 2013     WESTBURY (BERMUDA) LTD.
    By:  

/s/ Jim Watt

    Name:   Jim Watt
    Title:   President
Date: April 2, 2013     WESTBURY TRUST
    By:  

/s/ Jim Watt

    Name:   Jim Watt
    Title:   Trustee