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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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☐
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Rule 13d-1(b)
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☑
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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CUSIP No. 16938C106
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1.
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Names of Reporting Persons
Parfield International Ltd. |
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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☐
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(b)
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☐
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
British Virgin Islands |
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Number of
Shares Beneficially Owned by Each Reporting Person With |
5.
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Sole Voting Power
1,360,000
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6.
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Shared Voting Power
0 |
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7.
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Sole Dispositive Power
1,360,000 |
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8.
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Shared Dispositive Power
0 |
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,360,000 |
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
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11.
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Percent of Class Represented by Amount in Row (9)
5.2% (1) |
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12.
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Type of Reporting Person (See Instructions)
CO |
CUSIP No. 16938C106
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1.
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Names of Reporting Persons
Amplewood Resources Ltd. |
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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☐
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(b)
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☐
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
British Virgin Islands |
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Number of
Shares Beneficially Owned by Each Reporting Person With |
5.
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Sole Voting Power
988,449
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6.
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Shared Voting Power
0 |
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7.
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Sole Dispositive Power
988,449 |
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8.
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Shared Dispositive Power
0 |
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
988,449 |
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
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11.
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Percent of Class Represented by Amount in Row (9)
3.8% (1) |
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12.
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Type of Reporting Person (See Instructions)
CO |
CUSIP No. 16938C106
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1.
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Names of Reporting Persons
Marc Chan |
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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☐
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(b)
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☐
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
Canada |
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Number of
Shares Beneficially Owned by Each Reporting Person With |
5.
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Sole Voting Power
2,348,449
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6.
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Shared Voting Power
0 |
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7.
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Sole Dispositive Power
2,348,449 |
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8.
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Shared Dispositive Power
0 |
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,348,449 |
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
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11.
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Percent of Class Represented by Amount in Row (9)
9.1% (1) |
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12.
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Type of Reporting Person (See Instructions)
IN
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Item 1(a).
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Name of Issuer.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices.
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Item 2(a).
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Name of Person Filing.
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Item 2(b).
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Address of Principal Business Office or, if none, Residence.
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Item 2(c).
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Citizenship.
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(i) – (ii)
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British Virgin Islands
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(iii)
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Canada
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Item 2(d). | Title and Class of Securities. |
Common Stock
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Item 2(e). | CUSIP Number. |
16938C106
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Item 3. | Type of Person. |
(i) – (ii) | CO |
(iii) | IN |
Item 4.
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Ownership.
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(a)
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Amount Beneficially Owned.
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Parfield International Ltd. may be deemed to have beneficial ownership of 1,360,000 shares of Common Stock, which shares are subject to a pledge agreement executed in favor of an unrelated third party to secure certain indebtedness of Parfield International Ltd (the “Pledge Agreement”). The Pledge Agreement does not grant the pledgee the power to vote or direct the vote of the shares pledged under the Pledge Agreement, or, prior to default, the power to dispose or to direct disposition of the shares.
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Amplewood Resources Ltd. may be deemed to have beneficial ownership of 988,449 shares of Common Stock.
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Mr. Chan as director and sole owner of Parfield International Ltd. and Amplewood Resources Ltd., may be deemed to have beneficial ownership of 2,348,449 shares of Common Stock. Mr. Chan does not beneficially own Common Stock in his individual capacity.
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(b) | Percent of Class. | |||
Parfield International Ltd.:
Amplewood Resources Ltd.:
Mr. Chan:
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5.2%
3.8%
9.1%
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The ownership percentages above are based on an aggregate of 25,708,001 shares of Common Stock issued and outstanding as of August 5, 2015, as reported in the issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2015. | ||||
(c) | Number of shares as to which the person has: |
NUMBER OF SHARES OF COMMON STOCK | ||||
Reporting Persons
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(i)
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(ii)
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(iii)
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(iv)
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Parfield International Ltd.
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1,360,000
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0
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1,360,000
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0
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Amplewood Resources Ltd.
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988,449
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0
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988,449
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0
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Marc Chan
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2,348,449
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0
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2,348,449
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0
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certifications. |
Date: November 5, 2015
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By:
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/s/ Marc Chan
Marc Chan
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Date: November 5, 2015
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PARFIELD INTERNATIONAL LTD. | |
By:
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/s/ Marc Chan
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Name:
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Marc Chan
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Its:
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Director
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Date: November 5, 2015
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AMPLEWOOD RESOURCES LTD. | |
By:
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/s/ Marc Chan
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Name:
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Marc Chan
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Its:
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Director
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