Statement of Ownership (sc 13g)
September 19 2016 - 4:16PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT
TO RULE 13d-2(b)
(Amendment
No. _________)*
LONG
ISLAND ICED TEA CORP.
(Name
of Issuer)
Common
Stock, $0.0001 par value
(Title
of Class of Securities)
54267E
104
(CUSIP
Number)
July
28, 2016
(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)
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[X]
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Rule
13d-1(c)
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[ ]
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Rule
13d-1(d)
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*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 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 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. 54267E 104
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13G
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Page
1 of 4 Pages
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Eric
J. Watson
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
[ ]
(b)
[ ]
|
|
|
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3
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SEC
USE ONLY
|
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
New
Zealand
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
563,466
Shares
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6
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SHARED
VOTING POWER
754,355
Shares
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7
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SOLE
DISPOSITIVE POWER
563,466
Shares
|
8
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SHARED
DISPOSITIVE POWER
754,355
Shares
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,317,821
Shares
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10
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.4%
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12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP
No. 54267E 104
|
13G
|
Page
2 of 4 Pages
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Cullen
Inc Holdings Ltd.
|
|
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
New
Zealand
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
Shares
|
6
|
SHARED
VOTING POWER
754,355
Shares
|
7
|
SOLE
DISPOSITIVE POWER
0
Shares
|
8
|
SHARED
DISPOSITIVE POWER
754,355
Shares
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
754,355
Shares
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[ ]
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
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12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP
No. 54267E 104
|
13G
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Page
3 of 4 Pages
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Item
1(a).
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Name
of Issuer:
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Long
Island Iced Tea Corp.
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Item
1(b.)
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Address
of Issuer’s Principal Executive Offices:
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116
Charlotte Avenue, Hicksville, New York 11801
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Item
2(a).
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Name
of Persons Filing:
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Eric
J. Watson and Cullen Inc Holdings Ltd. (“Cullen Holdings”), an entity controlled by Mr. Watson.
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Item
2(b).
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Address
of Principal Business Office or, if None, Residence:
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The
business address of Mr. Watson and Cullen Holdings is Suite 9, Level 2, 20 Augustus Terrace Parnell, Auckland 1052, New Zealand.
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Item
2(c).
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Citizenship:
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Mr.
Watson is a citizen of New Zealand. Cullen Holdings is a New Zealand company.
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Item
2(d).
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Title
of Class of Securities:
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Common
Stock, par value $.0001 per share
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Item
2(e).
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CUSIP
Number:
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54267E
104
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Item
3.
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If
This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
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(a)
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[
]
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Broker
or dealer registered under Section 15 of the Exchange Act;
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(b)
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[
]
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Bank
as defined in Section 3(a)(6) of the Exchange Act;
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(c)
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[
]
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Insurance
company as defined in Section 3(a)(19) of the Exchange Act;
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(d)
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[
]
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Investment
company registered under Section 8 of the Investment Company Act;
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(e)
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[
]
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An
investment adviser in accordance with Rule 13d-1(b)(ii)(E);
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(f)
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[
]
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An
employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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(g)
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[
]
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A
parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G)
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(h)
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[
]
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A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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[
]
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A
church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company
Act;
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(j)
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[
]
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Group,
in accordance with Rule 13d-1(b)(1)(ii)(J).
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CUSIP
No. 54267E 104
|
13G
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Page
4 of 4 Pages
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The
percentages used herein are calculated based upon 7,168,621 shares outstanding as stated in the Issuer’s Form 10-Q filed
on August 15, 2016.
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(a)
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Amount
beneficially owned:
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Mr.
Watson beneficially owns 1,317,821 shares of common stock of the Issuer, including 754,355 shares beneficially owned by Cullen
Holdings.
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(b)
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Percent
of Class: 18.4%
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(c)
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Number
of shares as to which such person has:
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(i)
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Sole
power to vote or to direct the vote: 563,466 shares of common stock
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(ii)
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Shared
power to vote or to direct the vote: 754,355 shares of common stock
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(iii)
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Sole
power to dispose or to direct the disposition of: 563,466 shares of common stock
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(iv)
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Shared
power to dispose or to direct the disposition of: 754,355 shares of common stock
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Item
5.
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Ownership
of Five Percent or Less of a Class
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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: [ ]
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another Person.
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Not
Applicable.
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control
Person.
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Not
Applicable.
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Item
8.
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Identification
and Classification of Members of the Group.
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Not
Applicable.
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Item
9.
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Notice
of Dissolution of Group.
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Not
Applicable.
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Item
10.
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Certifications.
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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, other than
activities solely in connection with a nomination under § 240.14a-11.
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:
September 19, 2016
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/s/ Eric J. Watson
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ERIC J. WATSON
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CULLEN
INC HOLDINGS LTD.
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By:
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/s/
Eric J. Watson
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Name:
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Eric
J. Watson
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Title:
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Director
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