Statement of Ownership (sc 13g)
October 24 2014 - 2:29PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
One World Holdings, Inc.
Common Stock, $0.0025 Par Value
CUSIP # 68245E200
October 24, 2014
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 the 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).
CUSIP No. 68245E200 |
13G |
Page 1 of 4 |
1. |
Name of Reporting Person SGI Group, LLC |
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I.R.S. Identification No. of Above Person (entities only) 26-2054280 |
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2. |
Check the Appropriate Box if a Member of a |
(a) o
(b)
x |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of Organization Florida |
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Number of Shares
Owned by Each
Reporting Person
With |
5. |
Sole Voting Power |
3,011,420 |
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6. |
Shared Voting Power |
3,011,420 |
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7. |
Sole Dispositive Power |
3,011,420 |
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8. |
Shared Dispositive Power |
3,011,420 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person |
3,011,420 |
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10. |
Check if the Aggregate Amount in Row 9 Excludes Certain Shares |
o |
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11. |
Percent of Class Represented by Amount in Row 9 |
5.82% |
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12. |
Type of Reporting Person |
PN |
CUSIP No. 68245E200 |
13G |
Page 2 of 4 |
| ITEM 1 | (a) NAME OF ISSUER: One World Holdings, Inc. |
(b) ADDRESS OF
ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 14515 Briarhills Parkway Suite 105 Houston, TX 77077
| ITEM 2 | (a) NAME OF PERSON FILING SGI Group, LLC |
(b) ADDRESS OF PRINCIPAL BUSINESS
OFFICE OR, IF NONE, RESIDENCE
4045 Sheridan Ave., Suite 299, Miami Beach, FL 33140
(c) CITIZENSHIP
United
States of America
(d) TITLE OF
CLASS OF SECURITIES
Common Stock, $0.0025
Par Value
(e) CUSIP NUMBER
68245E200
ITEM 3 |
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
| (a) | o Broker or dealer registered under section 15 of the Act |
| (b) | o Bank as defined in section 3(a)(6) of the
Act |
| (c) | o Insurance company as defined in section
3(a)(19) of the Act |
| (d) | o Investment company registered under section
8 of the Investment Company Act of 1940 |
| (e) | o An investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E) |
| (f) | o An employee benefit plan or endowment fund
in accordance with Rule 13d-1(b)(1)(ii)(F) |
| (g) | o A parent holding company or control person
in accordance with Rule 13d-1(b)(1)(ii)(G) |
CUSIP No. 68245E200 |
13G |
Page 3 of 4 |
| (h) | o A savings association as defined in section 3(b) of the Federal Deposit
Insurance Act |
| (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 |
| (j) | o Group, in accordance with Rule 13d-1(b)(1)(ii)(J) |
If this statement is
filed pursuant to Rule 13d-1(c), check this box ¨
(a) Amount beneficially owned: Reporting Person is
the beneficial owner of 3,011,420 shares of common stock. In addition, Reporting Person holds Issuer’s convertible notes
in the aggregate principal amount of $20,000.00. The convertible notes may not be converted into common stock such that the Reporting
Person would beneficially own more the 9.99% of the Issuer’s common stock at any given time. Reporting Person disclaims beneficial
ownership of the Issuer’s securities held by any other person or entity.
(b) Percent of class: 5.82%
(c) Number of shares as to which the person has:
(i) Sole power to
vote or to direct the vote: 3,011,420
(ii) Shared power
to vote or to direct the vote: 3,011,420
(iii) Sole power to
dispose or to direct the disposition of: 3,011,420
(iv) Shared power
to dispose or to direct the disposition of: 3,011,420
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 |
N/A
ITEM 7 |
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY |
N/A
CUSIP No. 68245E200 |
13G |
Page 4 of 4 |
ITEM 8 |
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP |
N/A
ITEM 9 |
NOTICE OF DISSOLUTION OF GROUP |
N/A
By signing below I certify that,
to the best of my knowledge and belief, the securities referred to above were not acquired are not being 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.
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.
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SGI Group, LLC |
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/s/ Shmez Sova |
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By: |
Shmez Sova |
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Its: |
Manager |
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Date: |
October 24, 2014 |