Statement of Beneficial Ownership (sc 13d)
March 16 2021 - 6:02AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)
UNDER THE SECURITIES EXCHANGE ACT
OF 1934
(Amendment No.___)
Rivulet Media, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per
share
(Title of Class of Securities)
769666 108
(CUSIP Number)
Lawrence M. Silver
200 East Palmetto Park Road #514
Boca Raton, FL 33432
(312) 543-7700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 13, 2020
(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
§ 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
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. 769666 108
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Page
1 of 3 Pages
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1
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NAME
OF REPORTING PERSONS
Lawrence M. Silver
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
(b) x
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3
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SEC
USE ONLY
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4
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SOURCE
OF FUNDS
PF
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5
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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o
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6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
USA
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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7
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SOLE
VOTING POWER
12,614,200 shares of Common Stock
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8
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SHARED
VOTING POWER
0
|
9
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SOLE
DISPOSITIVE POWER
12,614,200 shares of Common Stock
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10
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SHARED
DISPOSITIVE POWER
0
|
11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH PERSON
12,614,200 shares of Common Stock
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12
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)
10.31%
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14
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TYPE
OF REPORTING PERSON
IN
|
|
|
|
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CUSIP
No. 769666 108
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Page
2 of 3 Pages
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Item 1.
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Security and Issuer.
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This statement relates to the common stock,
$0.0001 par value (the “Shares”), of Rivulet Media, Inc., a Delaware corporation (the “Issuer” or “Rivulet”).
The address of the principal executive offices of the Issuer is 1206 E. Warner Road, Suite 101-I, Gilbert, Arizona 85296.
Item 2.
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Identity and Background.
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(a) This
Schedule 13D is being filed by Lawrence M. Silver.
(b) The
residence or business address of Mr. Silver is 200 East Palmetto Park Road #514, Boca Raton, FL 33432.
(c) Mr.
Silver’s principal occupation is an executive, which he conducts through Revlis Capital LLC. The address of Revlis Capital
LLC is 200 East Palmetto Park Road #514, Boca Raton, FL 33432.
(d) Mr.
Silver has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five
years.
(e) Mr.
Silver 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 during the last five
years.
(f) Mr.
Silver is a United States citizens.
Item 3.
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Source and Amount of Funds or Other Consideration
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Mr. Silver received 3,349,200 Shares in connection
with a merger between Rivulet Films, Inc. and Rivulet Films LLC pursuant to an Agreement and Plan of Merger dated April 8,
2020 (the “Merger”) by virtue of his 4.08% membership interest in Rivulet Films LLC. The Merger closed on April 13,
2020.
On November 5, 2020, Blue Scout Enterprises
LLC (“Blue Scout”) transferred all 11,000,000 Shares originally owned by it to its members, each of whom had previously
executed a separate promissory note payable to Blue Scout. Those promissory notes were subsequently amended such that the only
recourse against the members was a pledge on the Shares that Blue Scout transferred to them. As a result of the transfers by Blue
Scout to its members, Mr. Silver received 965,000 Shares.
Mr. Silver purchased the other Shares reported
in this Schedule 13D using personal funds.
Item 4.
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Purpose of Transaction.
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The purpose of the acquisition
of the Shares is to make a personal investment.
There are currently no
plans or proposals which the reporting persons may have for future transactions that relate to or would result in any of the actions
reportable in this Item 4.
Item 5.
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Interest in Securities of Issuer.
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(a) The responses of Mr.
Silver to rows (7) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference.
CUSIP
No. 769666 108
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Page
3 of 3 Pages
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(b) The
responses of Mr. Silver to rows (7) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference.
(c) Mr.
Silver was issued 3,349,200 Shares on April 22, 2020, in connection with the Merger. On September 8, 2020, Mr. Silver
subscribed for 1,200,000 Shares at a price of $0.05 per Share. On October 16, 2020, Mr. Silver subscribed for 5,000,000
Shares at a price of $0.05 per Share. November 5, 2020, Mr. Silver received 965,000 Shares as a result of the transfers by
Blue Scout to its members. On November 30, 2020, Mr. Silver subscribed for 1,100,000 Shares at a price of $0.10 per Share. On
February 24, 2021, Mr. Silver subscribed for 1,000,000 Shares at a price of $0.10 per Share.
As a result of the foregoing, Mr. Crosser owns
a total of 12,614,200 Shares reported on this Schedule 13D.
(d) To
the knowledge of Mr. Silver, no other person has the right to receive or the power to direct the receipt of dividends from, or
proceeds from the sale of, the Shares that are the subject of this Schedule 13D.
(e) Not
applicable.
Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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The information set forth in Item 3 with respect
to the transfer by Blue Scout to Mr. Silver is incorporated herein by reference.
Item 7.
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Materials to be Filed as Exhibits.
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None.
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: March 9, 2021
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/s/ Lawrence M. Silver
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Lawrence M. Silver
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