0001477932-13-004053.txt : 20130830 0001477932-13-004053.hdr.sgml : 20130830 20130829185128 ACCESSION NUMBER: 0001477932-13-004053 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20130830 DATE AS OF CHANGE: 20130829 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ON4 COMMUNICATIONS INC. CENTRAL INDEX KEY: 0001300867 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87601 FILM NUMBER: 131070350 BUSINESS ADDRESS: STREET 1: 102 - 628 WEST 12TH AVENUE CITY: VANCOUVER STATE: A1 ZIP: V5Z 1M8 BUSINESS PHONE: 480.525.4361 MAIL ADDRESS: STREET 1: 102 - 628 WEST 12TH AVENUE CITY: VANCOUVER STATE: A1 ZIP: V5Z 1M8 FORMER COMPANY: FORMER CONFORMED NAME: Sound Revolution Inc. DATE OF NAME CHANGE: 20040818 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LG CAPITAL FUNDING, LLC CENTRAL INDEX KEY: 0001585346 IRS NUMBER: 461906523 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1218 UNION STREET, SUITE 2 CITY: BROOKLYN STATE: NY ZIP: 11225 BUSINESS PHONE: 212-444-9858 MAIL ADDRESS: STREET 1: 1218 UNION STREET, SUITE 2 CITY: BROOKLYN STATE: NY ZIP: 11225 SC 13G 1 lgcapital_sc13g.htm SC 13G lgcapital_sc13g.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
 
ON4 COMMUNICATIONS, INC.
(Name of issuer)
 
Common Stock
(Title of class of securities)
 
682203 104
(CUSIP number)
 
August 16th, 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:
 
o
Rule 13d-1(b)
 
x
Rule 13d-1(c)
 
o
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 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 not required to respond unless the form displays a currently valid OMB control number.
 
 
 
 
 
1.
Name of Reporting Person
I.R.S. Identification Nos. of above persons (entities only).
 
LG CAPITAL FUNDING, LLC.
EIN: 46-1906523
 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a) o
(b) o
 
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
New York
 
Number
of Shares
Beneficially
Owned by Each
Reporting Person
With:
5.
Sole Voting Power
 
48,917,095*
6.
Shared Voting Power
 
0
7.
Sole Dispositive Power
 
48,917,095*
8.
Shared Dispositive Power
 
0
*Consists of Common Stock which the reporting person has the right to acquire by way of conversion of a security.    
 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
48,917,095*
 
*Consists of Common Stock which the reporting person has the right to acquire by way of conversion of a security.    
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
 
11.
Percent of Class Represented by Amount in Row (9)
 
9.99% (based on the total of 489,660,614 outstanding shares of Common Stock)
12.
Type of Reporting Person (See Instructions)
 
OO – limited liability company
 
 
2
 
 
1.
Name of Reporting Person
I.R.S. Identification Nos. of above persons (entities only).
 
Joseph Lerman
 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a) o
(b) o
 
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
United States
 
Number
of Shares
Beneficially
Owned by Each
Reporting Person
With:
5.
Sole Voting Power
 
0*
6.
Shared Voting Power
 
0*
7.
Sole Dispositive Power
 
0*
8.
Shared Dispositive Power
 
0*
*Excludes shares owned by LG Capital Funding, LLC. (See Item 4).
 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0*
 
*Excludes shares owned by LG Capital Funding, LLC. (See Item 4).
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
 
11.
Percent of Class Represented by Amount in Row (9)
 
0%* Excludes shares owned by LG Capital Funding, LLC. (See Item 4)
12.
Type of Reporting Person (See Instructions)
 
IN
 
 
3
 
 
1.
Name of Reporting Person
I.R.S. Identification Nos. of above persons (entities only).
 
Boruch Greenberg
 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a) o
(b) o
 
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
United States
 
Number
of Shares
Beneficially
Owned by Each
Reporting Person
With:
5.
Sole Voting Power
 
0*
6.
Shared Voting Power
 
0*
7.
Sole Dispositive Power
 
0*
8.
Shared Dispositive Power
 
0*
*Excludes shares owned by LG Capital Funding, LLC. (See Item 4).
 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0*
 
*Excludes shares owned by LG Capital Funding, LLC. (See Item 4).
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
 
11.
Percent of Class Represented by Amount in Row (9)
 
0%* Excludes shares owned by LG Capital Funding, LLC. (See Item 4)
12.
Type of Reporting Person (See Instructions)
 
IN
 
 
4
 
 
1.
Name of Reporting Person
I.R.S. Identification Nos. of above persons (entities only).
 
Daniel Louis Gellman
 
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
 
(a) o
(b) o
 
3.
SEC Use Only
 
 
4.
Citizenship or Place of Organization
 
United States
 
Number
of Shares
Beneficially
Owned by Each
Reporting Person
With:
5.
Sole Voting Power
 
0*
6.
Shared Voting Power
 
0*
7.
Sole Dispositive Power
 
0*
8.
Shared Dispositive Power
 
0*
*Excludes shares owned by LG Capital Funding, LLC. (See Item 4).
 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
0*
 
*Excludes shares owned by LG Capital Funding, LLC. (See Item 4).
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
 
 
11.
Percent of Class Represented by Amount in Row (9)
 
0%* Excludes shares owned by LG Capital Funding, LLC. (See Item 4)
12.
Type of Reporting Person (See Instructions)
 
IN
 
 
5
 
 
Item 1
(a)
Name of Issuer:
     
 
 
On4 Communications, Inc., a Delaware corporation
 
 
 
 
(b)
Address Of Issuer's Principal Executive Offices:
     
 
 
Suite 102 – 628 West 12th Avenue, Vancouver, BC, Canada, V5Z 1M8
 
 
 
Item 2
(a)
Name of Person Filing:
     
 
 
This statement is filed by LG Capital Funding, LLC (“LGC”) with respect to shares of common stock beneficially owned by LGC, and by LGC’s managing members, Joseph Lerman, Boruch Greenberg, and Daniel Louis Gellman with respect to the shares that may be obtained by LGC.
 
 
 
 
(b)
Address of Principal Business Office, or, if none, Residence:
     
 
 
The address of the principal business office of LGC and Messrs. Lerman, Greenberg, and Gellman is: 1218 Union St. Suite #2, Brooklyn NY 11225
 
 
 
 
(c)
Citizenship:
     
 
 
LGC is a New York limited liability company Messrs. Lerman, Greenberg, and Gellman are United States Citizens
 
 
 
 
(d)
Title of Class of Securities:
     
 
 
Common Stock, $0.0001 par value per share
 
 
 
 
(e)
Cusip Number:
     
 
 
682203 104
 
 
 
Item 3
If this statement is filed pursuant to §240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
 
 
 
 
(a)
o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
 
(b)
o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
 
(c)
o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
(d)
o Investment company registered under section 8 of the Investment Company Act (15 U.S.C. 80a-8).
 
(e)
o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
 
(f)
o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(ii)(F).
 
(g)
o A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
 
(h)
o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
 
(i)
o 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)
o Group in accordance with §240.13d-1(b)(ii)(J).
 
 
6
 
 
Item 4
Ownership
 
 
(a)
Amount beneficially owned: See Item 9 of cover pages
     
  (b) Percent of class: See Item 11 of cover pages
     
  (c) Number of shares as to which the person has:
     
   
(i)     Sole power to vote or to direct the vote
     
   
(ii)    Shared power to vote or to direct the vote
     
   
(iii)   Sole power to dispose or to direct the disposition of
     
   
(iv)   Shared power to dispose or to direct the disposition of
 
 
See Items 5-8 of cover pages
 
LG Capital Funding LLC. is prohibited from receiving any shares of common stock that would cause it to be deemed to beneficially own more than 9.99% of the issuer’s total outstanding shares at any one time.

Each of Messrs. Lerman, Greenberg, and Gellman disclaims beneficial ownership or control of any of the securities covered by this statement. Messrs. Lerman, Greenberg, and Gellman directly own no shares of the issuer. However, by reason of the provisions of Rule 13d-3 of the Securities Exchange Act of 1934, as amended, Messrs. Lerman, Greenberg, and Gellman may be deemed to beneficially own or control the shares owned by LG Capital Funding LLC. Mr. Lerman is a director, member and 50% beneficial owner of LG Capital Funding LLC. Mr. Greenberg is a director, member and 25% beneficial owner of LG Capital Funding LLC. Mr. Gellman is a stockholder and 25% beneficial owner of LG Capital Funding, LLC.
 
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 o.
 
Item 6
Ownership of More Than Five Percent on Behalf Of Another Person
 
Not Applicable.
 
 
7
 
 
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
 
(a) The following certification shall be included if the statement is filed pursuant to §240.13d-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 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.
 
(b) The following certification shall be included if the statement is filed pursuant to §240.13d-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 that purpose or effect.
 
 
8
 
 
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.
 
 
Date August 29, 2013
 By:
/s/ Joseph Lerman
  
   
Joseph Lerman
  
    Managing Member  
       
       
  By:
/s/ Joseph Lerman
  
   
Joseph Lerman
  
       
       
  By:
/s/ Boruch Greenberg
  
   
Boruch Greenberg
  
       
       
  By:
/s/ Daniel Louis Gellman
  
   
Daniel Louis Gellman
  
 
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.
 
NOTE : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.
 
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
 
 
9
 
 
EXHIBIT INDEX TO SCHEDULE 13G
 
 
EXHIBIT 1

Joint Filing Agreement among LG Capital Funding, LLC, Joseph Lerman, Boruch Greenberg, and Daniel Gellman.
 
 
 
10
 EX-1 2 lgcapital_ex1.htm JOINT FILING AGREEMENT lgcapital_ex1.htm
EXHIBIT 1
 
JOINT FILING AGREEMENT
 
This Joint Filing Agreement, entered into and effective as of August 29, 2013, is made by and among LG Capital Funding, LLC, a New York limited liability company, Joseph Lerman, Boruch Greenberg, and Daniel Louis Gellman pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
 
 Each of the filers hereby acknowledges and agrees that the foregoing statement on Schedule 13G is filed on behalf of each of the filers and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the filers without the necessity of filing additional joint filing agreements. Each filer acknowledges that such filer shall be responsible for the timely filing of such amendments and for the completeness and accuracy of the information concerning such filer contained therein, but shall not be responsible for the completeness and accuracy of the information concerning any of the other filers, except to the extent that such filer knows or has reason to believe that such information is inaccurate.
 
This Joint Filing Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
 
This Joint Filing Agreement may be terminated by any of the filers upon written notice to the other filers.
 
  LG CAPITAL FUNDING, LLC  
       
Dated: August 29, 2013 By: /s/ Joseph Lerman  
  Name: Joseph Lerman  
  Its: Managing Director  
       
       
  By: /s/ Joseph Lerman  
   
Joseph Lerman
  
       
       
  By: /s/ Boruch Greenberg  
   
Boruch Greenberg
  
       
       
  By: /s/ Daniel Louis Gellman  
   
Daniel Louis Gellman