UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)

 

FastFunds Financial Corporation
(Name of Issuer)

 

Common Stock
(Title of Class of Securities)

 

31188E108
(CUSIP Number)

 

Carebourn Capital, L.P.

8700 Blackoaks Lane North

Maple Grove, MN 55311

612-889-2418

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

May 4, 2015

(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)

[X]  Rule 13d-1(c)

[  ]   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).

 

 

 

 
 

 

CUSIP No. 31188E108   13G   Page 2 of 6 Pages

 

1.   NAMES OF REPORTING PERSONS  
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
     
    Carebourn Capital, L.P.
    EIN #26-4658563
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 of America, State of Minnesota

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
  5.   SOLE VOTING POWER
   
       5,449,910
   6.   SHARED VOTING POWER
   
     
  7.    SOLE DISPOSITIVE POWER
   
      5,449,910
  8.    SHARED DISPOSITIVE POWER
   
       0

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    10,249,910
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
    (see instructions) [  ]
     
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     
    9.2% (based on 111,222,662 shares of common stock outstanding as of May 7, 2015)
12.   TYPE OF REPORTING PERSON (see instructions)
     
    Accredited Investor

 

 
 

 

CUSIP No. 31188E108   13G   Page 3 of 6 Pages

 

1.   NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
     
    Carebourn Partners, LLC
    EIN #26-4658625
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 of America, State of Minnesota

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
  5.   SOLE VOTING POWER
       
      4,800,000
   6.   SHARED VOTING POWER
       
     
  7.    SOLE DISPOSITIVE POWER
       
      4,800,000
  8.    SHARED DISPOSITIVE POWER
       
       0

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   
     
    10,249,910
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  
    (see instructions) [  ]
     
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   
     
    9.2% (based on 111,222,662 shares of common stock outstanding as of May 7, 2015)
12.   TYPE OF REPORTING PERSON (see instructions)   
     
    Accredited Investor

 

 
 

  

CUSIP No. 31188E108   13G   Page 4 of 6 Pages

 

Item 1.

 

  (a) Name of Issuer
    FastFunds Financial Corporation
     
  (b) Address of Issuer’s Principal Executive Offices
    319 Clematis Street, Suite 400, West Palm Beach, FL 33401

 

Item 2.

 

  (a) Name of Person Filing
     
    (1) Carebourn Capital, L.P.
    (2) Carebourn Partners, LLC
     
    This Schedule 13G/A is filed by Carebourn Capital, L.P., on behalf of all of the above persons pursuant to Rule 13d-1(k). Attached is an agreement in writing among the above persons that this Schedule 13G/A be so filed on behalf of each of them. For a further description on the relationship between the above persons, see Item 4(a) of this report.
     
  (b) Address of the Principal Office or, if none, residence
     
    All reporting persons may be contacted at:
     
    8700 Blackoaks Lane North, Maple Grove, Minnesota 55311
     
  (c) Citizenship
    United States of America
     
  (d) Title of Class of Securities
    Common Stock
     
  (e) CUSIP Number
    31188E108

 

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).

 

 
 

 

CUSIP No. 31188E108   13G   Page 5 of 6 Pages

 

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: 10,249,910
     
    10,249,910 shares of common stock of the Company are deemed beneficially owned by both Carebourn Capital, L.P. and Carebourn Partners, LLC, by virtue of their majority common ownership, as well as Chip Rice. Chip Rice owns a majority interest in both Carebourn Capital, L.P. and Carebourn Partners, LLC.
     
  (b) Percent of class: 9.2% (based on 111,222,662 shares of common stock outstanding as of May 7, 2015)
     
  (c) Number of shares as to which the person has:
     
    The information contained in Items 5 – 11 on pages 3 and 4 of this statement is incorporated herein by reference.

 

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

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 [  ].

 

Instruction. Dissolution of a group requires a response to this item.

 

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.

  

 
 

  

CUSIP No. 31188E108   13G   Page 6 of 6 Pages

 

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.

 

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.

 

  Carebourn Capital, L.P.  
   
Date: May 07, 2015 By: /s/ Chip Rice
  Name: Chip Rice  
  Title: Managing Member
       
  Carebourn Partners, LLC  
   
Date: May 07, 2015 By: /s/ Chip Rice
  Name: Chip Rice  
  Title: Managing Member

 

AGREEMENT

 

The undersigned hereby agree that this statement on Schedule 13G/A to which this agreement is attached be filed on behalf of: Carebourn Capital, L.P. and Carebourn Partners, LLC.

 

  Carebourn Capital, L.P.
     
Date: May 07, 2015 By: /s/ Chip Rice
  Name: Chip Rice
  Title: Managing Member
     
  Carebourn Partners, LLC
     
Date: May 07, 2015 By: /s/ Chip Rice
  Name: Chip Rice
  Title: Managing Member