0001354488-13-002236.txt : 20130425 0001354488-13-002236.hdr.sgml : 20130425 20130425163026 ACCESSION NUMBER: 0001354488-13-002236 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130425 DATE AS OF CHANGE: 20130425 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BLASTGARD INTERNATIONAL INC CENTRAL INDEX KEY: 0001102358 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 841506325 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86261 FILM NUMBER: 13783242 BUSINESS ADDRESS: STREET 1: 12900 AUTOMOBILE BLVD STREET 2: SUITE D CITY: CLEARWATER STATE: FL ZIP: 33762 BUSINESS PHONE: 727-592-9400 MAIL ADDRESS: STREET 1: 12900 AUTOMOBILE BLVD STREET 2: SUITE D CITY: CLEARWATER STATE: FL ZIP: 33704 FORMER COMPANY: FORMER CONFORMED NAME: OPUS RESOURCE GROUP INC DATE OF NAME CHANGE: 20031222 FORMER COMPANY: FORMER CONFORMED NAME: OPUS MEDIA GROUP INC DATE OF NAME CHANGE: 20021115 FORMER COMPANY: FORMER CONFORMED NAME: IDMEDICAL COM INC DATE OF NAME CHANGE: 20001003 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: 8464081 Canada Inc. CENTRAL INDEX KEY: 0001574699 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 130 KING STREET WEST STREET 2: SUITE 2950 CITY: TORONTO STATE: A6 ZIP: M5X1C7 BUSINESS PHONE: 727-592-9400 MAIL ADDRESS: STREET 1: 130 KING STREET WEST STREET 2: SUITE 2950 CITY: TORONTO STATE: A6 ZIP: M5X1C7 SC 13D/A 1 blga_sc13da.htm AMENDMENT blga_sc13da.htm
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
SCHEDULE 13D
 
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
BLASTGARD INTERNATIONAL INC.
(Name of Issuer)
 
 Common Stock
(Title of Class of Securities)
 
 093442101
(CUSIP Number)
 
Steven Morse, Esq., Morse & Morse, PLLC., 1400 Old Country Road, Westbury, NY 11590 (516-487-1446)
(Name, address and telephone number of person
authorized to receive notices and communications)
 
April 23, 2013
(Date of event which requires filing of this statement)
 
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box .o
 
NOTE:  Schedules filed in paper format shall include a signed original and five copies of the Schedule, including all exhibits.  See Rule 13d-7(b) for other parties to whom copies are to be sent.
 
————————————————
*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 on the remainder of this cover page shall not be deemed to be “filed” for 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.  093442101 SCHEDULE 13D Page 2 of 4 Pages
 
1
NAME OF REPORTING PERSONS
 
8464081 Canada Inc.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 (a) o
 (b) o
3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) o
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Canada
 
NUMBER OF
7
SOLE VOTING POWER
236,759,834 (1)
 
SHARES
BENEFICIALLY
8
SHARED VOTING POWER
 
 
OWNED BY
EACH
9
SOLE DISPOSITIVE POWER
236,759,834 (1)
 
REPORTING
PERSON WITH
10
SHARED DISPOSITIVE POWER
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
236,759,834 (1)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  o
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
64.3%
14
TYPE OF REPORTING PERSON
 
CO

(1)  
Includes Warrants to purchase 104,333,335 shares.

(2)  
Based upon 263,874,315 shares outstanding as of April 24, 2013.
 
 
 
 
 
CUSIP No. 093442101 SCHEDULE 13D Page 3 of 4 Pages
 
A Schedule 13D was filed by the reporting person on April 18, 2013. The information contained in the Schedule 13D is incorporated herein by reference.  Amendment No. 1 to the Schedule 13D is being filed to amend Item 5 of the Schedule 13D as provided below to report certain transactions which occurred on April 23, 2013. The information contained in Items 1-4 and 6 and 7 remain unchanged.
 
Item 5.
Interest in Securities of the Issuer.

 
(a)– (c)
On April 23, 2013, the reporting person converted debt in the principal amount of $1,269,424.69 (including accrued interest thereon) into 141,047,188 shares at $.009 per share. Of the 141,047,188 shares, the reporting person sold to a third party 8,620,689 shares at $.011 per share. As a result of the transactions of April 23, 2013, the reporting person beneficially owns and has the sole voting and dispositive power as to 236,759,834 shares (including warrants to purchase 104,333,335 shares), representing 64.3% of the outstanding shares. The reporting person has also agreed to offer to purchase outstanding promissory notes in the principal amount of approximately $45,500 (including accrued interest thereon) from two noteholders. The shares of Common Stock that would be issuable upon conversion of these notes are not included in the reported beneficial ownership set forth above.

 
(d)
Not applicable.

 
(e)
Not applicable.

 
 
 
 
 
 
SIGNATURES
 
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.
 
 
     
       
Dated: April 24, 2013
By:
/s/ Jeff Kehoe  
    Jeff Kehoe, Vice President/Secretary