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E*Trade Futures LLC – ‘SC TO-T/A’ on 7/16/20 re: Aperture Technologies Inc, et al. – ‘EX-1’

On:  Thursday, 7/16/20, at 2:59pm ET   ·   Accession #:  940911-20-23   ·   File #s:  5-91482 (SC 13D/A), 5-91482

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/16/20  E*Trade Futures LLC               SC TO-T/A              6:2.4M Aperture Technologies Inc         Aperture Techs Inc
                                                                          Aperture Technologies Inc

Amendment to Tender-Offer Statement by a Third Party   —   Sch. TO
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC TO-T/A   Hostile Takeover of Aperture Technologies           HTML     37K 
 2: EX-1        Exhibit (G)                                            5±    15K 
 3: EX-99.1 CHARTER  Exhibit (H)                                    HTML     46K 
 4: EX-99.1 CHARTER  Articles of Incorporation/Organization --       PDF    866K 
                articlesofincorporation                                          
 5: EX-99.2 BYLAWS  Exhibit (I)                                     HTML     23K 
 6: EX-99.2B BYLAWS  Bylaws -- corporateresolution                   PDF    854K 


‘EX-1’   —   Exhibit (G)
Exhibit Table of Contents

Page (sequential)   (alphabetic) Top
 
11st Page  –  Filing Submission
"Item 1. Security and Issuer
"Item 2. Identity and Background
"Item 3. Source and Amount of Funds or Other Consideration
"Item 4. Purpose of Transaction
"Item 5. Interest in Securities of the Issuer
"Item 7. Material to Be Filed as Exhibits


OMB APPROVAL OMB Number:3235-0145 Expires:December 31, 2019 Estimated average burden hours per form 14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. *) Aperture Technology Corp. (Name of Issuer) 180,000,000 Shares of Common Stock --------------------------------------------------------------------------- (Title of Class of Securities) 60851C107 (CUSIP Number) Joshua Wilson 600 Townsend Street San Francisco, CA 94103 (682) 593-4934 --------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 15, 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 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 / /. Check the following box if a fee is being paid with the statement / /. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) 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). SEC 1746 (12-91) SCHEDULE 13D CUSIP No. 60851C107 Page 2 of 5 Pages --------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON SSN OR IRS IDENTIFICATION NO. OF ABOVE PERSON Joshua Wilson EIN: 30-1213055 --------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / --------------------------------------------------------------------------- 3 SEC USE ONLY --------------------------------------------------------------------------- 4 SOURCE OF FUNDS* PF --------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(E) / / --------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States --------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 180,000,000 BENEFICIALLY -------------------------------------------------- OWNED BY 8 SHARED VOTING POWER EACH 0 REPORTING -------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 180,000,000 -------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 --------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 180,000,000 --------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / --------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 90.0% --------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN --------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP No. 60851C107 Page 3 of 5 Pages ITEM 1. SECURITY AND ISSUER. This statement relates to shares of Common Stock (the "Stock") of Aperture Software, Inc. ("Aperture"). The principal executive office of Aperture is located at 600 Townsend Street, San Francisco, CA 94103. ITEM 2. IDENTITY AND BACKGROUND. The person filing this statement and the information regarding him, are as follows: (a) Joshua Wilson (b) Mr. Wilson's business address is 600 Townsend Street, San Francisco CA 94103. (c) Mr. Wilson's present principal occupation is as Principal of Aperture Technologies, Inc., an information security company whose address is 600 Townsend Street, San Francisco CA 94103. (d) During the last five years, Mr. Wilson has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, Mr. Wilson was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in his being subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities sub- ject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Wilson is a citizen of the United States of America. SCHEDULE 13D CUSIP No. 60851C107 Page 4 of 5 Pages ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The source and amount of funds used in purchasing the Stock were as follows: Purchaser Source of Funds Amount Joshua Wilson Personal Funds $180,000,000.00 ITEM 4. PURPOSE OF TRANSACTION. The sole purpose of the acquisition of the Stock reported herein was and is for investment. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. The total ownership of the Stock by Mr. Wilson at July 15, 2020, was 180,000,000 shares, which represents 90.0% of the total shares of Stock outstanding. The beneficial ownership of the Stock of the persons named in Item 2 of this statement was as follows at July 15, 2020: Aggregate Beneficially Owned Voting Power Dispositive Power Name Number Percent Sole Shared Sole Shared Joshua Wilson 180,000,000 90.0% 180,000,000 -0- 180,000,000 July 15, 2020, the date to which this statement relates, was the date of Aperture's private placement. SCHEDULE 13D CUSIP No. 60851C107 Page 5 of 5 Pages ITEM. 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Not applicable. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. Not applicable. SIGNATURES After reasonable inquiry and to the best of my knowledge, I certify that the information set forth in this statement is true, complete and correct. DATED: July 15, 2020 /s/ Joshua Wilson _________________________ Joshua Wilson

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC TO-T/A’ Filing    Date    Other Filings
Filed on:7/16/20
7/15/20SC 13D/A,  SC TO-T
12/31/19
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Filing Submission 0000940911-20-000023   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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