0001262463-16-001042.txt : 20160923 0001262463-16-001042.hdr.sgml : 20160923 20160923131152 ACCESSION NUMBER: 0001262463-16-001042 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160923 DATE AS OF CHANGE: 20160923 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Textmunication Holdings, Inc. CENTRAL INDEX KEY: 0000897078 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 581588291 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-42885 FILM NUMBER: 161899306 BUSINESS ADDRESS: STREET 1: 1940 CONTRA COSTA BLVD. CITY: PLEASANT HILL STATE: CA ZIP: 94523 BUSINESS PHONE: 800-677-7003 MAIL ADDRESS: STREET 1: 1940 CONTRA COSTA BLVD. CITY: PLEASANT HILL STATE: CA ZIP: 94523 FORMER COMPANY: FORMER CONFORMED NAME: Textmunications Holdings, Inc. DATE OF NAME CHANGE: 20140610 FORMER COMPANY: FORMER CONFORMED NAME: Textmunication Holdings, Inc. DATE OF NAME CHANGE: 20140110 FORMER COMPANY: FORMER CONFORMED NAME: FIRSTWAVE TECHNOLOGIES INC DATE OF NAME CHANGE: 19980327 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROSEN CAPITAL, LLC CENTRAL INDEX KEY: 0001685492 IRS NUMBER: 811721421 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2856 TORREY PINES ROAD CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: 619-392-9829 MAIL ADDRESS: STREET 1: 2856 TORREY PINES ROAD CITY: LA JOLLA STATE: CA ZIP: 92037 SC 13G 1 sch13gtextmunication.htm SC 13G Schedule 13G


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G


Under the Securities Exchange Act of 1934

 

(Amendment No. _____)*

 


Textmunication Holdings, Inc.

(Name of Issuer)

 

Common Stock $0.0001 Par Value

(Title of Class of Securities)

 

883178105

(CUSIP Number)

 

September 22, 2016

(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 on 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).




 1 

 


CUSIP No. 883178105

 

 

 

13G

 

 

 

 

 


 

 

 

 

 

1.

 

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

ROSEN CAPITAL, LLC
81-1721421

  

 

 

2.

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)

(a) o

 

(b) x

 

 

3.

 

SEC USE ONLY
 

 

 

4.

 

CITIZENSHIP OR PLACE OF ORGANIZATION
 

California

 

 

 


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

 

5.

 

SOLE VOTING POWER
10,000,000 shares of common stock 

  

 

6.

 

SHARED VOTING POWER
0

  

 

7.

 

SOLE DISPOSITIVE POWER
10,000,000 shares of common stock

 

 

8.

 

SHARED DISPOSITIVE POWER
0

   


9.

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000,000

  

 

 

10.

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)          .

   

 

 

11.

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.55%

 

 

 

12.

 

TYPE OF REPORTING PERSON (see instructions)
OO

Limited Liability Corporation

  

 

 

 

 

 

 

 

 



 2 

 


CUSIP No. 883178105

 

 

 

13G

 

 

 

 

 

Item 1.


 

(a)

Name of Issuer
Textmunication Holdings, Inc.

 

 

 

 

(b)

Address of Issuer’s Principal Executive Offices
1940 Contra Costa Blvd. Pleasant Hill, CA 94523


Item 2.


 

(a)

Name of Person Filing
Rosen Capital, LLC

 

 

 

 

(b)

Address of the Principal Office or, if none, residence
2856 Torrey Pines Road, La Jolla, CA 92037

 

 

 

 

(c)

Citizenship
California LLC

 

 

 

 

(d)

Title of Class of Securities
Common Stock

 

 

 

 

(e)

CUSIP Number
883178105


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)

      .

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 §240.13d-1(b)(1)(ii)(E);

 

 

 

 

 

(f)

      .

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

 

 

 

 

(g)

      .

A parent holding company or control person in accordance with §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 §240.13d-1(b)(1)(ii)(J).

 

 

 

 



 3 

 

 

 

 

 

 

CUSIP No. 883178105

 

 

 

13G

 

 

 

 

 

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:  10,000,000

 

 

 

 

 

(b)

Percent of class:   6.55%

 

 

 

 

 

(c)

Number of shares as to which the person has:  

 

 

 

 

 

 

(i)

Sole power to vote or to direct the vote  10,000,000

 

 

 

 

 

 

(ii)

Shared power to vote or to direct the vote 0

 

 

 

 

 

 

(iii)

Sole power to dispose or to direct the disposition of 10,000,000

 

 

 

 

 

 

(iv)

Shared power to dispose or to direct the disposition of 

 

 

 

 


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           ..


Item 6.  Ownership of More than Five Percent on Behalf of Another Person.


Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.


Item 8.  Identification and Classification of Members of the Group.


Item 9.  Notice of Dissolution of Group.


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.

 

 

 

 

 

 

 4 

 

 

 

 

 

 

CUSIP No. 883178105

 

 

 

13G

 

 

 

 

 


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.


 

9/23/2016

Date

  

/s/ Brett Rosen

Signature

  

Managing Member

Name/Title

 


 5