Amended Statement of Beneficial Ownership (sc 13d/a)
May 14 2014 - 03:41PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934 (Amendment No. 1)
THE ALKALINE WATER COMPANY INC.
(Name of Issuer)
Common Stock, $0.001 Par Value
(Title of Class
of Securities)
01643A 108
(CUSIP Number)
copy to:
Clark Wilson LLP
900 - 885 West Georgia
Street
Vancouver, British Columbia, Canada V6C 3H1
Tel: 604.687.5700
Fax: 604.687.6314
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 12, 2014
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of 240.13d -1(e), 240.13d -1(f) or 240.13d
-1(g), check the following box [ ].
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See 240.13d
-7(b) for other parties to whom copies are to be sent.
*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 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
|
NAMES OF REPORTING PERSONS
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
|
|
Steven P. Nickolas
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
(a)
[ ]
|
|
(b)
[ ]
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
SOURCE OF FUNDS (See Instructions)
|
|
|
|
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
|
|
|
|
[ ]
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
United States
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
46,100,000
(1)
|
8
|
SHARED VOTING POWER
|
|
|
|
Nil
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
|
46,100,000
(1)
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
|
Nil
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
|
|
|
|
46,100,000 shares of common
stock
(1)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES (See Instructions)
|
|
|
|
[ ]
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
|
|
|
|
44.83% based on 99,732,070 issued
and outstanding as of May 13, 2014.
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
|
|
IN
|
(1)
|
Consists of 3,100,000 stock options exercisable within 60
days, 21,500,000 shares of common stock owned by WiN Investments, LLC and
21,500,000 shares of common stock owned by Lifewater Industries, LLC.
Steven P. Nickolas exercises voting and dispositive power with respect to
the shares of common stock that are beneficially owned by WiN Investments,
LLC and Lifewater Industries, LLC.
|
Page 2
1
|
NAMES OF REPORTING PERSONS
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
|
|
WiN Investments, LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
(a)
[ ]
|
|
(b)
[ ]
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
SOURCE OF FUNDS (See Instructions)
|
|
|
|
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
|
|
|
|
[ ]
|
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Arizona
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
21,500,000
(1)
|
8
|
SHARED VOTING POWER
|
|
|
|
Nil
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
|
21,500,000
(1)
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
|
Nil
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
|
|
|
|
21,500,000 shares of common
stock
(1)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (See Instructions)
|
|
|
|
[ ]
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
|
|
|
|
21.56% based on 99,732,070
issued and outstanding as of May 13, 2014.
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
|
|
OO
|
(1)
|
WiN Investments, LLC, a company controlled by Steven P.
Nickolas, is the beneficial owner of 21,500,000 shares of common
stock.
|
Page 3
1
|
NAMES OF REPORTING PERSONS
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
|
|
Lifewater
Industries, LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP*
|
|
|
|
(a) [ ]
|
|
(b) [ ]
|
3
|
SEC USE ONLY
|
|
|
|
|
4
|
SOURCE OF FUNDS (See Instructions)
|
|
|
|
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
|
|
|
|
[ ]
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Arizona
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
21,500,000
(1)
|
8
|
SHARED VOTING POWER
|
|
|
|
Nil
|
9
|
SOLE DISPOSITIVE POWER
|
|
|
|
21,500,000
(1)
|
10
|
SHARED DISPOSITIVE POWER
|
|
|
|
Nil
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
|
|
|
|
21,500,000 shares of common stock
(1)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES CERTAIN SHARES (See Instructions)
|
|
|
|
[ ]
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
|
|
|
|
21.56% based on 99,732,070
issued and outstanding as of May 13, 2014.
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
|
|
OO
|
(1)
|
Lifewater Industries, LLC, a company controlled by Steven
P. Nickolas, is the beneficial owner of 21,500,000 shares of common
stock.
|
Page 4
Item 1.
|
Security and Issuer
|
This Statement relates to shares of common stock with $0.001
par value per share of The Alkaline Water Company Inc. (the Issuer). The
principal executive offices of the Issuer are located at 7730 E. Greenway Road,
Suite 203, Scottsdale, AZ 85260.
Item 2.
|
Identity and Background
|
Steven P. Nickolas
WiN Investments,
LLC (WiN)
Lifewater Industries, LLC (Lifewater)
(Steven P. Nickolas, WiN and Lifewater
collectively referred to as the Reporting Persons)
(b)
|
Residence or business address:
|
Steven P. Nickolas 14301 North 87
Street, Suite 109, Scottsdale, AZ 85260
WiN - 14301 North 87 Street, Suite
109, Scottsdale, AZ 85260
Lifewater - 14301 North 87 Street, Suite 109,
Scottsdale, AZ 85260
(c)
|
Mr. Nickolas is Chairman, President, Chief Executive
Officer and director of the Issuer and a citizen of the United
States.
|
|
WiN is a limited liability company organized under the
laws of the State of Arizona and engaged in the investment and development
of water related technology. Mr. Nickolas is the manager of WiN.
|
|
Lifewater is a limited liability company organized under
the laws of the State of Arizona and engaged in the investment and
development of water related technology. Mr. Nickolas is the manager of
Lifewater.
|
|
|
(d)
|
None of Steven P. Nickolas and the managers of Win and
Lifewater has, during the last five years, been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanours).
|
|
|
(e)
|
None of Steven P. Nickolas and the managers of Win and
Lifewater has, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
|
Item 3.
|
Source and Amount of Funds or Other
Considerations
|
Effective May 12, 2014, the Issuer granted 600,000 stock
options Steven A. Nickolas. The stock options are exercisable at the exercise
price of $0.165 per share for a period of five years from the date of grant. The
stock options vested effective May 12, 2014.
Page 5
Item 4.
|
Purpose of Transaction
|
The Reporting Persons acquired the securities of the Issuer for
investment purposes, but may transfer or sell such securities as necessary and
in accordance with applicable securities laws.
As of the date hereof, except as described above, the Reporting
Persons do not have any plans or proposals which relate to or would result in:
-
The acquisition by any person of additional securities of the issuer, or
the disposition of securities of the Issuer;
-
An extraordinary corporate transaction, such as a merger, reorganization
or liquidation, involving the Issuer or any of its subsidiaries;
-
A sale or transfer of a material amount of assets of the Issuer or any of
its subsidiaries;
-
Any change in the present board of directors or management of the Issuer,
including any plans or proposals to change the number or term of directors or
to fill any existing vacancies on the board;
-
Any material change in the present capitalization or dividend policy of
the Issuer;
-
Any other material change in the issuer's business or corporate structure,
including but not limited to, if the Issuer is a registered closed-end
investment company, any plans or proposals to make any changes in its
investment policy for which a vote is required by Section 13 of the Investment
Company Act of 1940;
-
Changes in the Issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
issuer by any person;
-
Causing a class of securities of the Issuer to be delisted from a national
securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
-
A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
-
Any action similar to any of those enumerated above.
Page 6
Item 5.
|
Interest in Securities of the Issuer
|
|
(a)
|
The aggregate number and percentage of common stock of
the Issuer beneficially owned by Steven P. Nickolas is 46,100,000 shares,
or approximately 44.83% of outstanding common stock of the Issuer, based
on 99,732,070 shares of common stock outstanding as of the date of this
statement.
|
|
|
|
|
|
The aggregate number and percentage of common stock of
the Issuer beneficially owned by WiN is 21,500,000 shares, or
approximately 21.56% of outstanding common stock of the Issuer, based on
99,732,070 shares of common stock outstanding as of the date of this
statement.
|
|
|
|
|
|
The aggregate number and percentage of common stock of
the Issuer beneficially owned by Lifewater is 21,500,000 shares, or
approximately 21.56% of outstanding common stock of the Issuer, based on
99,732,070 shares of common stock outstanding as of the date of this
statement.
|
|
|
|
|
(b)
|
Steven P. Nickolas has the sole power to vote or direct
the vote, and to dispose or direct the disposition of 46,100,000 shares of
common stock of the Issuer.
|
|
|
|
|
(c)
|
The response to Item 3 is responsive to this
Item.
|
|
|
|
|
(d)
|
Not applicable
|
|
|
|
|
(e)
|
Not applicable
|
Item 6.
|
Contracts, Arrangements,
Understandings or Relationships with Respect to Securities
of
the Issuer
|
Except as set forth above or set forth in the exhibits, there
are no contracts, arrangements, understandings or relationships between the
Reporting Persons and any other person with respect to any securities of the
Issuer.
Item 7.
|
Material to Be Filed as Exhibits
|
*Filed herewith.
Page 7
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: May 14, 2014
|
/s/ Steven P. Nickolas
|
|
Signature
|
|
|
|
Steven P. Nickolas
|
Dated: May 14, 2014
|
WIN
INVESTMENTS, LLC
|
|
|
|
/s/ Steven P. Nickolas
|
|
Authorized Signatory Steven P. Nickolas
|
Dated: May 14, 2014
|
LIFEWATER INDUSTRIES, LLC
|
|
|
|
/s/ Steven P. Nickolas
|
|
Authorized Signatory Steven P. Nickolas
|
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 this filing person), evidence of the
representatives 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.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001).
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