Schedule 13G

Filed by: ANSON FUNDS MANAGEMENT LP
Total Shares: 3,605,769
Subject Company: Leafbuyer Technologies Inc - View Complete Ownership History Backtest
Filed as of Date: 07/12/2019
Event Date: 07/02/2019
Overall % Ownership: 6.6

Reporting Persons

Name Sole
Voting Power
Shared
Voting Power
Sole
Dispositive Power
Shared
Dispositive Power
Aggregate
Amount Owned
Percent
of class
Anson Funds Management LP 0 3,605,769 0 3,605,769 3,605,769 6.6%
Anson Management GP LLC 0 3,605,769 0 3,605,769 3,605,769 6.6%
Bruce R Winson 0 3,605,769 0 3,605,769 3,605,769 6.6%
Anson Advisors Inc 0 3,605,769 0 3,605,769 3,605,769 6.6%
Amin Nathoo 0 3,605,769 0 3,605,769 3,605,769 6.6%
Moez Kassam 0 3,605,769 0 3,605,769 3,605,769 6.6%
View Original Filing on Edgar's

Raw Filing Contents

0001193125-19-192834.txt : 20190712
0001193125-19-192834.hdr.sgml : 20190712
20190712084132
ACCESSION NUMBER:		0001193125-19-192834
CONFORMED SUBMISSION TYPE:	SC 13G
PUBLIC DOCUMENT COUNT:		2
FILED AS OF DATE:		20190712
DATE AS OF CHANGE:		20190712
GROUP MEMBERS:		AMIN NATHOO
GROUP MEMBERS:		ANSON ADVISORS INC.
GROUP MEMBERS:		ANSON MANAGEMENT GP LLC
GROUP MEMBERS:		BRUCE R. WINSON
GROUP MEMBERS:		MOEZ KASSAM

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			LEAFBUYER TECHNOLOGIES, INC.
		CENTRAL INDEX KEY:			0001643721
		STANDARD INDUSTRIAL CLASSIFICATION:	TRANSPORTATION SERVICES [4700]
		IRS NUMBER:				383944821
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-90543
		FILM NUMBER:		19952122

	BUSINESS ADDRESS:	
		STREET 1:		6888 S. CLINTON STREET, SUITE 300
		CITY:			GREENWOOD VILLAGE
		STATE:			CO
		ZIP:			80112
		BUSINESS PHONE:		720-235-0099

	MAIL ADDRESS:	
		STREET 1:		6888 S. CLINTON STREET, SUITE 300
		CITY:			GREENWOOD VILLAGE
		STATE:			CO
		ZIP:			80112

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AP EVENT INC.
		DATE OF NAME CHANGE:	20150529

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Anson Funds Management LP
		CENTRAL INDEX KEY:			0001491072
		IRS NUMBER:				300134498
		STATE OF INCORPORATION:			TX
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G

	BUSINESS ADDRESS:	
		STREET 1:		5950 BERKSHIRE LANE
		STREET 2:		SUITE 210
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75225
		BUSINESS PHONE:		214.866.0202

	MAIL ADDRESS:	
		STREET 1:		5950 BERKSHIRE LANE
		STREET 2:		SUITE 210
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75225

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Frigate Ventures LP
		DATE OF NAME CHANGE:	20100504
SC 13G 1 d518553dsc13g.htm SC 13G SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

(Amendment No.     )

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)

 

 

 

Leafbuyer Technologies, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
52177H100
(CUSIP Number)
July 2, 2019
(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)
☒   Rule 13d-1(c)
☐   Rule 13d-1(d)

 

 

 


CUSIP No. 52177H100   13G  

 

  1    

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Anson Funds Management LP

  2    

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  ☐

(b)  ☐

 

  3    

SEC USE ONLY

 

  4    

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

0

   6     

SHARED VOTING POWER

 

3,605,769

   7     

SOLE DISPOSITIVE POWER

 

0

   8     

SHARED DISPOSITIVE POWER

 

3,605,769

  9    

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,605,769

10    

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

11    

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.6%**

12    

TYPE OF REPORTING PERSON*

 

IA, PN

 

  *

SEE INSTRUCTIONS BEFORE FILLING OUT

  **

SEE ITEM 4(b).

 

 

2


CUSIP No. 52177H100   13G  

 

  1    

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Anson Management GP LLC

  2    

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  ☐

(b)  ☐

 

  3    

SEC USE ONLY

 

  4    

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

0

   6     

SHARED VOTING POWER

 

3,605,769

   7     

SOLE DISPOSITIVE POWER

 

0

   8     

SHARED DISPOSITIVE POWER

 

3,605,769

  9    

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,605,769

10    

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

11    

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.6%**

12    

TYPE OF REPORTING PERSON*

 

HC, OO

 

  *

SEE INSTRUCTIONS BEFORE FILLING OUT

  **

SEE ITEM 4(b).

 

3


CUSIP No. 52177H100   13G  

 

  1    

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Bruce R. Winson

  2    

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  ☐

(b)  ☐

 

  3    

SEC USE ONLY

 

  4    

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

0

   6     

SHARED VOTING POWER

 

3,605,769

   7     

SOLE DISPOSITIVE POWER

 

0

   8     

SHARED DISPOSITIVE POWER

 

3,605,769

  9    

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,605,769

10    

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

11    

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.6%**

12    

TYPE OF REPORTING PERSON*

 

HC, IN

 

  *

SEE INSTRUCTIONS BEFORE FILLING OUT

  **

SEE ITEM 4(b).

 

4


CUSIP No. 52177H100   13G  

 

  1    

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Anson Advisors Inc.

  2    

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  ☐

(b)  ☐

 

  3    

SEC USE ONLY

 

  4    

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Ontario, Canada

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

0

   6     

SHARED VOTING POWER

 

3,605,769

   7     

SOLE DISPOSITIVE POWER

 

0

   8     

SHARED DISPOSITIVE POWER

 

3,605,769

  9    

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,605,769

10    

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

11    

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.6%**

12    

TYPE OF REPORTING PERSON*

 

CO

 

  *

SEE INSTRUCTIONS BEFORE FILLING OUT

  **

SEE ITEM 4(b).

 

5


CUSIP No. 52177H100   13G  

 

  1    

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Amin Nathoo

  2    

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  ☐

(b)  ☐

 

  3    

SEC USE ONLY

 

  4    

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Canadian Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

0

   6     

SHARED VOTING POWER

 

3,605,769

   7     

SOLE DISPOSITIVE POWER

 

0

   8     

SHARED DISPOSITIVE POWER

 

3,605,769

  9    

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,605,769

10    

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

11    

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.6%**

12    

TYPE OF REPORTING PERSON*

 

IN

 

  *

SEE INSTRUCTIONS BEFORE FILLING OUT

  **

SEE ITEM 4(b).

 

6


CUSIP No. 52177H100   13G  

 

  1    

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Moez Kassam

  2    

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a)  ☐

(b)  ☐

 

  3    

SEC USE ONLY

 

  4    

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Canadian Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

0

   6     

SHARED VOTING POWER

 

3,605,769

   7     

SOLE DISPOSITIVE POWER

 

0

   8     

SHARED DISPOSITIVE POWER

 

3,605,769

  9    

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,605,769

10    

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

11    

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.6%**

12    

TYPE OF REPORTING PERSON*

 

IN

 

  *

SEE INSTRUCTIONS BEFORE FILLING OUT

  **

SEE ITEM 4(b).

 

7


SCHEDULE 13G

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of Anson Funds Management LP (d/b/a Anson Funds), a Texas limited partnership, Anson Management GP LLC, a Texas limited liability company, Mr. Bruce R. Winson, the principal of Anson Funds Management LP and Anson Management GP LLC, Anson Advisors Inc., an Ontario, Canada corporation, Mr. Amin Nathoo, a director of Anson Advisors Inc., and Mr. Moez Kassam, a director of Anson Advisors Inc., relating to Common Stock, par value $0.001 per share (the “Common Stock”), of Leafbuyer Technologies, Inc., a Nevada corporation (the “Issuer”).

This Schedule 13G relates to the Common Stock of the Issuer purchased by a private fund to which Anson Funds Management LP and Anson Advisors Inc. serve as co-investment advisors (the “Fund”). Anson Funds Management LP and Anson Advisors Inc. serve as co-investment advisors to the Fund and may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund. As the general partner of Anson Funds Management LP, Anson Management GP LLC may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund. As the principal of Anson Fund Management LP and Anson Management GP LLC, Mr. Winson may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund. As directors of Anson Advisors Inc., Mr. Nathoo and Mr. Kassam may each direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund.

 

Item 1(a)

Name of Issuer.

Leafbuyer Technologies, Inc.

 

Item 1(b)

Address of Issuer’s Principal Executive Offices.

6888 S. Clinton Street, Suite 300

Greenwood Village, CO, 80108

 

Item 2(a)

Name of Person Filing.

Anson Funds Management LP, Anson Management GP LLC, Mr. Bruce R. Winson, Anson Advisors Inc., Mr. Amin Nathoo and Mr. Moez Kassam

 

Item 2(b)

Address of Principal Business Office, or, if none, Residence.

For Anson Funds Management LP, Anson Management GP LLC and Mr. Winson:

5950 Berkshire Lane, Suite 210

Dallas, Texas 75225

For Anson Advisors Inc., Mr. Nathoo and Mr. Kassam:

155 University Ave, Suite 207

Toronto, ON

M5H 3B7

 

8


Item 2(c)

Citizenship or Place of Organization.

Anson Funds Management LP is a limited partnership organized under the laws of the State of Texas. Anson Management GP LLC is a limited liability company organized under the laws of the State of Texas. Mr. Winson is a United States citizen. Anson Advisors Inc. is a corporation organized under the laws of Ontario, Canada. Mr. Nathoo and Mr. Kassam are each Canadian citizens.

 

Item 2(d)

Title of Class of Securities.

Common Stock, par value $0.001 per share

 

Item 2(e)

CUSIP Number.

52177H100

 

Item 3

Reporting Person.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a:

 

  (a)  ☐

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

  (b)  ☐

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

  (c)  ☐

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

  (d)  ☐

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

  (e)  ☒

An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).

 

  (f)   ☐

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

 

  (g)  ☒

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

 

  (h)  ☐

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

 

  (i)   ☐

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

 

  (j)   ☐

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4

Ownership.

 

  (a)

Anson Funds Management LP, Anson Management GP LLC, Mr. Winson, Anson Advisors Inc., Mr. Nathoo and Mr. Kassam are the beneficial owners of 3,605,769 shares of Common Stock held by the Fund. The Fund also holds: (i) Series A common warrants relating to 3,605,769 shares of Common

 

9


  Stock (the “Series A Warrants”); and (ii) Series B common warrants relating to 901,442 shares of Common Stock (the “Series B Warrants”). The Series A Warrants and the Series B Warrants are not currently exercisable due to a beneficial ownership limitation of 4.99%.

 

  (b)

Anson Funds Management LP, Anson Management GP LLC, Mr. Winson, Anson Advisors Inc., Mr. Nathoo and Mr. Kassam are the beneficial owners of 6.6% of the outstanding shares of Common Stock. This percentage is determined by dividing 3,605,769 by 54,960,965, which represents the 47,749,427 shares of Common Stock issued and outstanding as of May 9, 2019, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on May 16, 2019, plus the 7,211,538 shares Common Stock issued by the Issuer in connection with the offering completed on July 5, 2019, as reported in the Issuer’s Form 8-K filing made of even date.

 

  (c)

Anson Funds Management LP and Anson Advisors Inc., as the co-investment advisors to the Fund, may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund. Anson Management GP LLC, as the general partner of Anson Funds Management LP, may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund. As the principal of Anson Funds Management LP and Anson Management GP LLC, Mr. Winson may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund. Mr. Nathoo and Mr. Kassam, each as a director of Anson Advisors Inc., may direct the vote and disposition of the 3,605,769 shares of Common Stock held by the Fund.

 

Item 5

Ownership of Five Percent or Less of a Class.

Inapplicable.

 

Item 6

Ownership of More Than Five Percent on Behalf of Another Person.

Inapplicable.

 

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

Inapplicable.

 

Item 8

Identification and Classification of Members of the Group.

Inapplicable.

 

Item 9

Notice of Dissolution of Group.

Inapplicable.

 

10


Item 10

Certification.

For Anson Funds Management LP, Anson Management GP LLC and Mr. Winson:

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and were 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.

For Anson Advisors Inc., Mr. Nathoo and Mr. Kassam:

By signing below each of the Reporting Persons certifies that, to the best of such person’s 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.

 

Exhibits

Exhibit 99.1

Joint Filing Agreement dated July 12, 2019, by and among Anson Funds Management LP, Anson Management GP LLC, Mr. Winson, Anson Advisors Inc., Mr. Nathoo and Mr. Kassam.

 

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.

Date: July 12, 2019

 

ANSON FUNDS MANAGEMENT LP

 

By: Anson Management GP LLC, its general partner

By:   /s/ Bruce R. Winson
 

 

 

Bruce R. Winson

Manager

 

ANSON MANAGEMENT GP LLC
By:   /s/ Bruce R. Winson
 

 

 

Bruce R. Winson

Manager

/s/ Bruce R. Winson

 

Bruce R. Winson
ANSON ADVISORS INC.
By:   /s/ Amin Nathoo
 

 

 

Amin Nathoo

Director

By:   /s/ Moez Kassam
 

 

 

Moez Kassam

Director

/s/ Amin Nathoo

 

Amin Nathoo
/s/ Moez Kassam

 

Moez Kassam

 

 

12

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