0001579065-13-000001.txt : 20130612
0001579065-13-000001.hdr.sgml : 20130612
20130612144536
ACCESSION NUMBER: 0001579065-13-000001
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20130612
DATE AS OF CHANGE: 20130612
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Star Gold Corp.
CENTRAL INDEX KEY: 0001401835
STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000]
IRS NUMBER: 000000000
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0430
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-87486
FILM NUMBER: 13908644
BUSINESS ADDRESS:
STREET 1: 6240 E. SELTICE WAY, STE. C
CITY: POST FALLS
STATE: ID
ZIP: 83854
BUSINESS PHONE: 208-755-5374
MAIL ADDRESS:
STREET 1: 6240 E. SELTICE WAY, STE. C
CITY: POST FALLS
STATE: ID
ZIP: 83854
FORMER COMPANY:
FORMER CONFORMED NAME: Elan Development Inc
DATE OF NAME CHANGE: 20070604
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Arena Offshore Investment Fund, Ltd.
CENTRAL INDEX KEY: 0001579065
IRS NUMBER: 000000000
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: GOVERNORS SQUARE, SUITE 4-201
STREET 2: 23 LIME TREE BAY AVENUE
CITY: WEST BAY, GRAND CAYMAN
STATE: E9
ZIP: KY1
BUSINESS PHONE: 13457438900
MAIL ADDRESS:
STREET 1: GOVERNORS SQUARE, SUITE 4-201
STREET 2: 23 LIME TREE BAY AVENUE
CITY: WEST BAY, GRAND CAYMAN
STATE: E9
ZIP: KY1
SC 13G
1
stargoldcorp13g.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ________)
Star Gold Corp.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
85512U303
(CUSIP Number)
June 1, 2013
(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(b)
Rule 13d-1(c)
Rule 13d-1(d)
The remainder of this cover page shall be filled out for a reporting persons
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).
Persons who respond to the collection of information contained in this form
are notrequired to respond unless the form displays a currently valid OMB
control number.
13G
CUSIP No. 85512U303
1. Names of Reporting Persons.
Arena Offshore Investment Fund, Ltd.
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization Cayman Islands
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
5. Sole Voting Power
1,724,386
6. Shared Voting Power
7. Sole Dispositive Power
1,724,386
8. Shared Dispositive Power
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,724,386
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
5.63%
12. Type of Reporting Person Company
13G
CUSIP No. 85512U303
ITEM 1.
(a) Name of Issuer:
Star Gold Corp.
(b) Address of Issuer's Principal Executive Offices:
611 E. Sherman Avenue
Coeur d'Alene, Idaho 83814
ITEM 2.
(a) Name of Person Filing: Arena Offshore Investment Fund, Ltd.
(b) Address of Principal Business Office, or if None, Residence:
Governors Square, Suite 4-201
23 Lime Tree Bay Avenue
West Bay, Grand Cayman, Cayman Islands KY1
(c) Citizenship: Cayman Islands
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 85512U303
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13d-1(b) OR
240.13d-2(b) OR (c),CHECK WHETHER THE PERSON FILING IS A:
(a)
Broker or dealer registered under Section 15 of the Act (15 U.S.C.
78o).
(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 ss.240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with
ss.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 ss.240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 1,724,386
(b) Percent of class: 5.63%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 1,724,386
(ii) Shared power to vote or to direct the vote
(iii) Sole power to dispose or to direct the disposition of 1,724,386
(iv) Shared power to dispose or to direct the disposition of
INSTRUCTION. For computations regarding securities which represent a right to
acquire an underlying security SEE ss.240.13d3(d)(1).
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following.
INSTRUCTION: Dissolution of a group requires a response to this item.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of,
such securities, a statement to that effect should be included in response
to this item and, if such interest relates to more than five percent of the
class, such person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of 1940 or
the beneficiaries of employee benefit plan, pension fund or endowment fund
is not required.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
If a parent holding company or Control person has filed this schedule,
pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach
an exhibit stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company or control person has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating
the identification of the relevant subsidiary.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
If a group has filed this schedule pursuant to ss.240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating the identity and
Item 3 classification of each member of the group. If a group has filed this
schedule pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit
stating the identity of each member of the
group.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by
members of the group, in their individual capacity. See Item 5.
ITEM 10. CERTIFICATIONS.
(a) The following certification shall be included if the statement is
filed pursuant to Rule 13d-1(b):
"By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and 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."
(b) The following certification shall be included if the statement is
filed pursuant to Rule 13d-1(c):
"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 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.
June 12, 2013
________________________________
(Date)
Bill Dobbs
________________________________
(Signature)
Bill Dobbs/Director
________________________________
(Name/Title)
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than
an executive officer or general partner of the filing person, evidence of
the representative's authority to sign on behalf of such person shall be
filed with the statement, provided, however, that a power of attorney for
this purpose which is already on file with the Commission may be
incorporated by reference. The name and any title of each person who signs
the statement shall be typed or printed beneath his signature.