Amended Statement of Beneficial Ownership (sc 13d/a)
December 23 2016 - 2:29PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment No. 2)*
SYNERGY
CHC CORP.
(Name
of Issuer)
COMMON
STOCK
(Title
of Class of Securities)
87165D
109
(CUSIP
Number)
Michel
Loustric
The
Business Center, Upton, St Michael BB11103 Barbados
(246)
266-8631
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
DECEMBER 22, 2016
(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 of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
o
Note
:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7
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).
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CUSIP
No. 87165D 109
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13D
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Page
2 of 5 Pages
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1.
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NAMES
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Knight Therapeutics (Barbados) Inc.
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)
o
(b)
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3.
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SEC
USE ONLY
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4.
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SOURCE OF FUNDS (see instructions)
OO
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e)
o
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6.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Barbados
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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
17,645,812
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8.
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SHARED
VOTING POWER
0
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9.
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SOLE
DISPOSITIVE POWER
17,645,812
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10.
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SHARED
DISPOSITIVE POWER
0
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11.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
17,645,812
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12.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions)
¨
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13.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.9%
1
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14.
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TYPE
OF REPORTING PERSON (see instructions)
CO
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CUSIP No. 87165D
109
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13D
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Page
3 of 5 Pages
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Item
1. Security and Issuer.
(a)
(b)
(c)
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Name
of Issuer:
Synergy
CHC Corp.
Title
of Class of Securities
Common
Stock, par value $0.00001 per share
Address
of Issuer’s Principal Executive Offices
865
Spring Street, Westbrook ME 04092
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Item
2. Identity and Background.
(a)
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Name
of Person Filing
Knight Therapeutics (Barbados) Inc.
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(b)
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Address
of the Principal Office or, if none, residence
The Business Center, Upton, St. Michael Barbados BB11103
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(c)
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Citizenship
Barbados
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(d)
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Title
of Class of Securities
Common Stock, par value $0.00001 per share
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(e)
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CUSIP Number
87165D 109
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Item
3. Source or Amount of Funds or Other Consideration.
No funds were used in the acquisition
of the securities as they were acquired by the Reporting Person as consideration for the cancellation of derivative securities
of the Issuer held by the Reporting Person.
Item
4. Purpose of Transaction.
Item 4 is hereby amended to
add the following:
As reported in Item 3 above,
the Reporting Person acquired the securities from the Issuer as consideration for the cancellation of derivative securities of
the Issuer held by the Reporting Person.
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CUSIP No. 87165D
109
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13D
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Page
4 of 5 Pages
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Item
5. Interest in Securities of the Issuer.
(a)
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Amount beneficially owned: 17,645,812 which represents 19.9%
1
of the class
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(b)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote: 17,645,812
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(ii)
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Shared power to vote or to direct the vote: 0
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(iii)
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Sole power to dispose or to direct the disposition of: 17,645,812
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(iv)
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Shared power to dispose or to direct the disposition of: 0
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(c)
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On December 22, 2016 the Reporting Person acquired beneficial ownership of 7,500,000 securities of the class as consideration for the cancellation of derivative securities of the Issuer held by the Reporting Person.
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Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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1.
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Irrevocable
proxy to vote stock of Synergy CHC Corp, dated December 22, 2016
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Item
7. Material to Be Filed as Exhibits.
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1.
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Subscription for shares
of Synergy CHC Corp., dated December 22, 2016
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2.
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Irrevocable proxy to vote
stock of Synergy CHC Corp, dated December 22, 2016
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1
Based on 88,764,357
shares of common stock issued and outstanding (81,264,357 shares of common stock as reported in the issuer’s Quarterly Report
on Form 10-Q filed with the SEC on October 26, 2016, plus 7,500,000 shares of common stock issued pursuant to the transactions
described on the Form 4/A filed by the Reporting Person on December 23, 2016).
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CUSIP No. 87165D
109
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13D
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Page
5 of 5 Pages
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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.
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COMPANY NAME
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/s/
Michel Loustric
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Insert
Name
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President
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Insert
Title
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12/23/2016
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Insert
Date
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Synergy CHC (CE) (USOTC:SNYR)
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