- Statement of Beneficial Ownership (SC 13D)
June 21 2010 - 6:10AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under the
Securities Exchange Act of 1934
Qingdao
Footwear, Inc.
(Name of
Issuer)
Common
Stock, $0.0001
par
value per share
(Title of
Class of Securities)
74734L
101
(CUSIP
Number)
Swift
Dynamic Limited
P.O. Box
957,
Offshore
Incorporations Centre,
Road
Town, British Virgin Islands
(Name,
Address and Telephone Number of Person Authorized
to
Receive Notices and Communications)
June 10,
2010
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box:
¨
.
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.
CUSIP No.
74734L 101
1)
|
Name
of Reporting Persons:
Swift
Dynamic Limited
|
2)
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
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)
o
|
6)
|
Citizenship
Or Place Of Organization
British
Virgin Islands
|
Number
of
Shares
Beneficially
Owned
By
Each
Reporting
Person
With
|
(7)
|
Sole
Voting Power
6,300,150
|
(8)
|
Shared
Voting Power
0
|
(9)
|
Sole
Dispositive Power
6,300,150
|
(10)
|
Shared
Dispositive Power
0
|
11)
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,300,150
|
12)
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
o
|
13)
|
Percent
of Class Represented by Amount in Row (11)
63%
(
1
)
|
14)
|
Type
of Reporting Person
CO
|
(1
)
Based
on 10,000,000
shares of common
stock issued and outstanding as of the date of this
report.
|
CUSIP No.
74734L 101
1)
|
Name of Reporting
Persons:
Tao
Wang
|
2)
|
Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
x
(b)
o
|
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)
o
|
6)
|
Citizenship
Or Place Of Organization
People’s
Republic of China
|
Number
of
Shares
Beneficially
Owned
By
Each
Reporting
Person
With
|
(7)
|
Sole
Voting Power
6,300,150
(1)
|
(8)
|
Shared
Voting Power
0
|
(9)
|
Sole
Dispositive Power
6,300,150
(1)
|
(10)
|
Shared
Dispositive Power
0
|
11)
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,300,150
(1)
|
12)
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
o
|
13)
|
Percent
of Class Represented by Amount in Row (11)
63%
(
2
)
|
14)
|
Type
of Reporting Person
IN
|
(1
)
Represents 6,300,150 shares held by Swift Dynamic Limited, a
British Virgin Islands company, which is controlled
by Mr. Wang, its Chief Executive Officer and Director.
|
(2
)
Based on 10,000,000
shares of common
stock issued and outstanding as of the date of this
report.
|
Item
1. Security and Issuer
This
Schedule 13D relates to the common stock, par value $0.0001 (the “Common
Stock”), of Qingdao Footwear, Inc., a Delaware corporation (the
“Company”). The address of the Company’s principal executive office
is 269 First Huashan Road, Jimo City, Qingdao, Shandong, China.
Item
2. Identity & Background
|
(a)
|
The
persons filing this Statement are Mr. Tao Wang, a natural person, and
Swift Dynamic Limited, a British Virgin Islands limited company (“Swift,”
and together with Mr. Wang, the “Reporting
Persons”).
|
|
(b)
|
The
business address of Mr. Wang is 269 First Huashan Road, Jimo City,
Qingdao, Shandong, China, and Swift’s principal office is located at P.O.
Box 957, Offshore Incorporations Centre, Road Town, British Virgin
Islands.
|
|
(c)
|
The
principal occupation of Mr. Wang is serving as the Chief Executive Officer
and Director of the Company. Swift is a holding company and its
principal business is to hold, transact or otherwise deal in the
securities of Company. Swift is controlled by Mr.
Wang.
|
|
(d)
|
During
the past five years, Mr. Wang has not been convicted in any criminal
proceeding (excluding traffic violations and similar
misdemeanors).
|
|
(e)
|
During
the past five years, Mr. Wang has not 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.
|
|
(f)
|
Mr.
Wang is a citizen of the People’s Republic of
China.
|
Item
3. Source and Amount of Funds or Other Consideration.
Swift
received the securities covered by this statement pursuant to that certain Share
Exchange Agreement, dated February 12, 2010, by and among the Company, Glory
Reach International Limited (“Glory Reach”), its shareholders, Greenwich
Holdings LLC, and Qingdao Hongguan Shoes Co., Ltd (the “Share Exchange
Agreement”). Pursuant to the Share Exchange Agreement, all of the capital stock
of Glory Reach held by Swift was exchanged for 6.495 shares of the Series A
Convertible Preferred Stock, par value $0.0001 per share (the “Series A
Preferred Stock”) of the Company. These 6,495 shares of the Issuer’s Series A
Preferred Stock held by Swift were subsequently converted into 6,300,150 shares
of the Company’s Common Stock on June 10, 2010.
Mr. Wang
is the Chief Executive Officer and Director of Swift and may be deemed to be the
beneficial owner of the shares held by Swift.
Item
4. Purpose of Transaction.
The
Reporting Persons acquired the Company’s common stock pursuant tot the Share
Exchange Agreement as described in Item 3 above. In connection with
the Share Exchange Agreement, there were changes to the Company’s board of
directors which are more fully described in the current report on Form 8-K filed
by the Company on February 12, 2010 (the “Form 8-K”).
Item
5. Interest in Securities of the Company.
|
(a)
|
For
purposes of Rule 13d-3 promulgated under the Exchange Act, Mr. Wang
beneficially owns and controls the 6,300,150 shares of the Issuer’s Common
Stock held by Swift, representing 63% of the outstanding shares of the
Company’s Common Stock (based on 10,000,000 shares of Common Stock
outstanding as of June 10, 2010). Mr. Wang owns and controls the shares
held by Swift because he is Swift’s Chief Executive Officer and
Director.
|
|
(b)
|
Mr.
Wang has sole voting and dispositive power over the 6,300,150 shares of
the Issuer’s Common Stock that are directly and beneficially owned by
Swift. Mr. Wang does not own any other securities of the
Issuer.
|
|
(c)
|
Other
than the transactions described Item 3 above, the Reporting Persons have
not been involved in any transactions involving the securities of the
Issuer in the last 60 days.
|
|
(d)
|
No
other persons are known that have the right to receive or the power to
direct the receipt of dividends from, or the proceeds of sale of, such
securities.
|
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Company.
Except as
otherwise indicated above, there are no contracts, arrangements, understandings
or relationships (legal or otherwise) between the Reporting Persons or between
any Reporting Person and any other person with respect to any securities of the
Issuer, including but not limited to, transfer or voting of any of the
securities, finder’s fees, joint ventures, loan or option arrangements, puts or
calls, guarantees of profits, division of profits or loss, or the giving or
withholding of proxies.
Item
7. Materials to be Filed as Exhibits.
Exhibit
1
|
Share
Exchange Agreement, dated February 12, 2010, by and among Glory Reach
International Limited (“Glory Reach”), its shareholders, Greenwich
Holdings LLC, and Qingdao Hongguan Shoes Co., Ltd, (attached as an exhibit
to the Company’s current report on Form 8-K filed on February 12,
2010).
|
Exhibit
2
|
Joint
Filing Agreement between Mr. Tao Wang and Swift Dynamic
Limited.
|
SIGNATURES
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:
June 21, 2010
|
SWIFT
DYNAMIC LIMITED
|
|
|
|
|
|
|
By:
|
/s/
Tao Wang
|
|
|
|
Name:
Tao Wang
|
|
|
|
Title:
Director
|
|
|
|
|
|
|
|
/s/ Tao Wang
|
|
|
|
Tao
Wang
|
|
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