THE ALKALINE WATER COMPANY INC.
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(Name of Issuer)
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Common Stock, $0.001 Par Value
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(Title of Class of Securities)
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01643A 207
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(CUSIP Number)
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copy to:
Clark Wilson LLP
900 - 885 West Georgia Street Vancouver, British Columbia, Canada V6C 3H1 Tel: 604.687.5700 Fax: 604.687.6314 |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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November 1, 2017, November 8, 2017 and November 9, 2017
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(Date of Event which Requires Filing of this Statement)
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CUSIP No.
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01643A 207
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
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Richard A. Wright
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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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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SOURCE OF FUNDS (See Instructions)
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OO
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||||
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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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
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1,038,872(1)
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8
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SHARED VOTING POWER
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Nil
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9
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SOLE DISPOSITIVE POWER
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|||
1,038,872(1)
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||||
10
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SHARED DISPOSITIVE POWER
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Nil
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,038,872 shares of common stock(1)
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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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[ ]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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4.7% based on 21,958,062 shares of common stock issued and outstanding as of November 14, 2017.
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14
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TYPE OF REPORTING PERSON (See Instructions)
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IN
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(1)
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Consists of 700,000 shares of common stock owned by Richard A. Wright, 169,572 shares of common stock owned by Lifewater Industries, LLC and 169,300 shares of common stock owned by WiN Investments LLC. Richard A Wright exercises voting and dispositive power with respect to the shares of common stock that are beneficially owned by Lifewater Industries, LLC and WiN Investments LLC.
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CUSIP No.
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01643A 207
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
|||
Lifewater Industries, LLC
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||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
|||
(a) [ ]
(b) [ ]
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||||
3
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SEC USE ONLY
|
|||
|
||||
4
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SOURCE OF FUNDS (See Instructions)
|
|||
OO
|
||||
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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|||
[ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Arizona
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
||
Nil
|
||||
8
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SHARED VOTING POWER
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|||
169,572(1)
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||||
9
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SOLE DISPOSITIVE POWER
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|||
Nil
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||||
10
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SHARED DISPOSITIVE POWER
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|||
169,572(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|||
169,572 shares of common stock(1)
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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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|||
[ ]
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||
0.8% based on 21,958,062 shares of common stock issued and outstanding as of November 14, 2017.
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||||
14
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TYPE OF REPORTING PERSON (See Instructions)
|
|||
OO
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CUSIP No.
|
01643A 207
|
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
|||
WiN Investments, LLC
|
||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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|||
(a) [ ]
(b) [ ]
|
||||
3
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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)
|
|||
[ ]
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Arizona
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
||
Nil
|
||||
8
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SHARED VOTING POWER
|
|||
169,300(1)
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||||
9
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SOLE DISPOSITIVE POWER
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|||
Nil
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||||
10
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SHARED DISPOSITIVE POWER
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|||
169,300(1)
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|||
169,300 shares of common stock(1)
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||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
|||
[ ]
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||
0.8% based on 21,958,062 shares of common stock issued and outstanding as of November 14, 2017.
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||||
14
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TYPE OF REPORTING PERSON (See Instructions)
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OO
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•
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The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;
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•
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An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;
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•
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A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries;
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•
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Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;
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•
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Any material change in the present capitalization or dividend policy of the Issuer;
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•
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Any other material change in the Issuer's business or corporate structure, including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;
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•
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Changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;
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•
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Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;
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•
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A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or
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•
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Any action similar to any of those enumerated above.
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Reporting Person |
Aggregate Number of Shares
Beneficially Owned |
Percentage of Outstanding
Shares of Common Stock |
Wright
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1,038,872(1)
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4.7%(2)
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Lifewater
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169,572
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0.8%(2)
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WiN
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169,300
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0.8%(2)
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(1) |
Consists of 700,000 Shares owned by Wright, 169,572 Shares owned by Lifewater and 169,300 Shares owned by WiN. Pursuant to Rule 13d-3 under the Act, by reason of his relationship with Lifewater and WiN as described in Item 2, Wright may be deemed the beneficial owner of all of the Shares beneficially owned by Lifewater and WiN.
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(2) |
Calculated based on 21,958,062 Shares outstanding as of November 14, 2017.
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10.1 |
Exchange Agreement and Mutual Release of Claims dated November 8, 2017 (incorporated by reference from our Current Report on Form 8-K filed with the SEC on November 14, 2017.)
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10.2 |
Stock Option Forfeiture & General Release dated November 8, 2017 (incorporated by reference from our Current Report on Form 8-K filed with the SEC on November 14, 2017.)
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Dated: November 14, 2017
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/s/ Richard A. Wright
Signature |
Richard A. Wright
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Dated: November 14, 2017
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LIFEWATER INDUSTRIES, LLC
/s/ Richard A. Wright Authorized Signatory – Richard A. Wright |
Dated: November 14, 2017
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WIN INVESTMENTS, LLC
/s/ Richard A. Wright Authorized Signatory – Richard A. Wright |