Amended Statement of Ownership (sc 13g/a)
February 04 2014 - 3:57PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT
TO §240.13d-2
(Amendment No. 1)*
INTELLICELL BIOSCIENCES, INC.
|
(Name of Issuer)
|
COMMON STOCK, $0.001 PAR VALUE
|
(Title of Class of Securities)
|
45825A105
|
(CUSIP Number)
|
December 31, 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)
þ
Rule
13d-1(c)
£
Rule
13d-1(d)
(Page 1 of 6 Pages)
|
*
|
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 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).
SCHEDULE 13G
CUSIP No. 45825A105
|
Page 2 of 6 Pages
|
1.
|
NAMES OF REPORTING PERSONS
Hanover Holdings I, LLC
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
£
(b)
£
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
|
5.
|
SOLE VOTING POWER
-0-
|
6.
|
SHARED VOTING POWER
-0-
|
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE DISPOSITIVE POWER
-0-
|
8.
|
SHARED DISPOSITIVE POWER
-0-
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
£
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO – limited liability company
|
|
|
|
|
SCHEDULE 13G
CUSIP No. 45825A105
|
Page 3 of 6 Pages
|
1.
|
NAMES OF REPORTING PERSONS
Joshua Sason
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
£
(b)
£
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
|
5.
|
SOLE VOTING POWER
-0-
|
6.
|
SHARED VOTING POWER
-0-
|
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE DISPOSITIVE POWER
-0-
|
8.
|
SHARED DISPOSITIVE POWER
-0-
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
£
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
12.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
|
|
|
|
SCHEDULE 13G
CUSIP No. 45825A105
|
Page 4 of 6 Pages
|
This Amendment
No. 1 to Schedule 13G (this “
Amendment No. 1
”) is being filed with respect to the common stock, $0.001 par value
(the “
Common Stock
”), of Intellicell Biosciences, Inc., a Nevada corporation (the “
Issuer
”),
to amend the Schedule 13G filed on May 23, 2013 (the “
Schedule 13G
”). This Amendment No. 1 is being filed to
report changes in the number of shares of Common Stock beneficially owned by the Reporting Persons as of December 31, 2013 and
to report that none of the Reporting Persons beneficially own more than 5% of the Common Stock as of December 31, 2013. Capitalized
terms used herein and not otherwise defined have the meanings ascribed thereto in the Schedule 13G.
Item 4. Ownership.
Item 4 is hereby amended
and restated as follows:
The beneficial ownership
of Common Stock by the Reporting Persons, as of the date hereof, is as follows:
|
A.
|
Hanover Holdings I, LLC
|
|
(a)
|
Amount beneficially owned: -0-
|
|
(b)
|
Percent of class: 0.0%
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: -0-
|
|
|
(ii)
|
Shared power to vote or to direct the vote: -0-
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: -0-
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: -0-
|
|
(a)
|
Amount beneficially owned: -0-
|
|
(b)
|
Percent of class: 0.0%
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: -0-
|
|
|
(ii)
|
Shared power to vote or to direct the vote: -0-
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: -0-
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: -0-
|
SCHEDULE 13G
CUSIP No. 45825A105
|
Page 5 of 6 Pages
|
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 [X].
Item 10. Certification.
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.
[Signatures on following page]
SCHEDULE 13G
CUSIP No. 45825A105
|
Page 6 of 6 Pages
|
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.
Dated: February
4, 2014
|
HANOVER HOLDINGS I, LLC
|
|
|
|
By:
|
/s/
Joshua Sason
|
|
|
Name: Joshua Sason
Title: Chief
Executive Officer
|
|
|
|
|
|
/s/
Joshua Sason
|
|
|
JOSHUA SASON
|
EXHIBIT INDEX TO SCHEDULE 13G
EXHIBIT 1
Joint Filing Agreement
by and between Hanover Holdings I, LLC and Joshua Sason, dated as of May 23, 2013, was previously filed with the SEC on May 23,
2013 as an exhibit to the initial Schedule 13G filed by Hanover Holdings I, LLC and Joshua Sason with respect to Intellicell Biosciences,
Inc. and is incorporated herein by reference.