UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No.
17
)*
United America Healthcare Corp
(Name of
Issuer)
Common Stock, Par Value $0.001
(Title of
Class of Securities)
90934C105
(CUSIP
Number)
Eric M. Fogel,
Lathrop & Gage LLP
100 N. Riverside Plaza, Suite 2100
Chicago,
IL
60606
Phone : (312) 920-3300
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
October 28, 2014
(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).
1 |
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
| |
Fife John M. |
|
|
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o |
| (b) | o |
|
|
3 |
SEC
USE ONLY
|
|
|
|
|
|
|
|
4 |
SOURCE
OF FUNDS
|
|
|
PF |
|
|
|
|
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
| x |
|
|
|
|
|
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
USA |
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8 |
SHARED
VOTING POWER
|
|
|
22,482,304 * |
|
|
|
|
9 |
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10 |
SHARED
DISPOSITIVE POWER
|
|
|
22,482,304 * |
|
|
|
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
22,482,304 * |
|
|
|
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
| o |
|
|
|
|
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14 |
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
* This amount consists of (i) 278,936 shares previously owned by reporting person St. George Investments, LLC, as disclosed in the Schedule 13D, Amendment No. 7 filed by the reporting persons on June 8, 2010, (ii) 1,068,559 shares owned by reporting person Chicago Venture Partners, L.P., as disclosed in the Schedule 13D, Amendment No. 8 filed by the reporting persons on August 30, 2010, (iii) 774,151 shares purchased by St. George Investments, LLC on June 24, 2011, as disclosed in the Issuer’s Current Report on Form 8-K filed on June 29, 2011, (iv) 2,010,658 shares issued to St. George Investments, LLC on June 27, 2011, as disclosed in the Issuer’s Current Report on Form 8-K filed on June 29, 2011, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in the Issuer’s Current Report on Form 8-K filed on May 18, 2011, (v) 5,600,000 shares issued to St. George Investments, LLC on June 25, 2013, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in the Schedule 13D, Amendment No. 16 filed by the reporting persons on July 8, 2013, and (vi) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons. John M. Fife is the President of Fife Trading, Inc. and CVM, Inc.
** Based on 33,042,766 outstanding shares as of October 24, 2014. This amount consists of (i) 18,292,766 outstanding shares as of June 1, 2014, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on June 25, 2014, (ii) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons, and (iii) 2,000,000 shares issued to The Dove Foundation on October 24, 2014, as disclosed in the Statement of Changes in Beneficial Ownership on Form 4 filed by The Dove Foundation on October 27, 2014.
1 |
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
| |
Fife Trading, Inc. 36-4151891 |
|
|
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o |
| (b) | o |
|
|
3 |
SEC
USE ONLY
|
|
|
|
|
|
|
|
4 |
SOURCE
OF FUNDS
|
|
|
OO |
|
|
|
|
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
| o |
|
|
|
|
|
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Illinois |
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8 |
SHARED
VOTING POWER
|
|
|
21,413,745 * |
|
|
|
|
9 |
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10 |
SHARED
DISPOSITIVE POWER
|
|
|
21,413,745 * |
|
|
|
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
21,413,745 * |
|
|
|
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
| o |
|
|
|
|
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14 |
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
* This amount consists of (i) 278,936 shares previously owned by reporting person St. George Investments, LLC, as disclosed in the Schedule 13D, Amendment No. 7 filed by the reporting persons on June 8, 2010, (ii) 774,151 shares purchased by St. George Investments, LLC on June 24, 2011, as disclosed in the Issuer’s Current Report on Form 8-K filed on June 29, 2011, (iii) 2,010,658 shares issued to St. George Investments, LLC on June 27, 2011, as disclosed in the Issuer’s Current Report on Form 8-K filed on June 29, 2011, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in the Issuer’s Current Report on Form 8-K filed on May 18, 2011, (iv) 5,600,000 shares issued to St. George Investments, LLC on June 25, 2013, as disclosed in this Schedule 13D, Amendment No. 16 filed by the reporting persons, and (v) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons. Fife Trading, Inc. is a Manager of St. George Investments, LLC.
** Based on 33,042,766 outstanding shares as of October 24, 2014. This amount consists of (i) 18,292,766 outstanding shares as of June 1, 2014, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on June 25, 2014, (ii) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons, and (iii) 2,000,000 shares issued to The Dove Foundation on October 24, 2014, as disclosed in the Statement of Changes in Beneficial Ownership on Form 4 filed by The Dove Foundation on October 27, 2014.
1 |
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
| |
St. George Investments, LLC 26-1868357 |
|
|
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o |
| (b) | o |
|
|
3 |
SEC
USE ONLY
|
|
|
|
|
|
|
|
4 |
SOURCE
OF FUNDS
|
|
|
OO |
|
|
|
|
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
| o |
|
|
|
|
|
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Utah |
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8 |
SHARED
VOTING POWER
|
|
|
21,413,745 * |
|
|
|
|
9 |
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10 |
SHARED
DISPOSITIVE POWER
|
|
|
21,413,745 * |
|
|
|
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
21,413,745 * |
|
|
|
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
| o |
|
|
|
|
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14 |
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
* This amount consists of (i) 278,936 shares previously owned by reporting person St. George Investments, LLC, as disclosed in the Schedule 13D, Amendment No. 7 filed by the reporting persons on June 8, 2010, (ii) 774,151 shares purchased by St. George Investments, LLC on June 24, 2011, as disclosed in the Issuer’s Current Report on Form 8-K filed on June 29, 2011, (iii) 2,010,658 shares issued to St. George Investments, LLC on June 27, 2011, as disclosed in the Issuer’s Current Report on Form 8-K filed on June 29, 2011, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in the Issuer’s Current Report on Form 8-K filed on May 18, 2011, (iv) 5,600,000 shares issued to St. George Investments, LLC on June 25, 2013, as disclosed in this Schedule 13D, Amendment No. 16 filed by the reporting persons, and (v) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, upon the conversion by St. George Investments, LLC of a convertible promissory note made by the Issuer in favor of St. George Investments, LLC, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons.
** Based on 33,042,766 outstanding shares as of October 24, 2014. This amount consists of (i) 18,292,766 outstanding shares as of June 1, 2014, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on June 25, 2014, (ii) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons, and (iii) 2,000,000 shares issued to The Dove Foundation on October 24, 2014, as disclosed in the Statement of Changes in Beneficial Ownership on Form 4 filed by The Dove Foundation on October 27, 2014.
1 |
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
| |
Chicago Venture Partners, L.P. 36-4236727 |
|
|
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o |
| (b) | o |
|
|
3 |
SEC
USE ONLY
|
|
|
|
|
|
|
|
4 |
SOURCE
OF FUNDS
|
|
|
OO |
|
|
|
|
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
| o |
|
|
|
|
|
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Illinois |
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8 |
SHARED
VOTING POWER
|
|
|
1,068,559 * |
|
|
|
|
9 |
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10 |
SHARED
DISPOSITIVE POWER
|
|
|
1,068,559 * |
|
|
|
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
1,068,559 * |
|
|
|
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
| o |
|
|
|
|
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14 |
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
* This consists of 1,068,559 shares owned by reporting person Chicago Venture Partners, L.P., as disclosed in the Schedule 13D, Amendment No. 8 filed by the reporting persons on August 30, 2010.
** Based on 33,042,766 outstanding shares as of October 24, 2014. This amount consists of (i) 18,292,766 outstanding shares as of June 1, 2014, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on June 25, 2014, (ii) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons, and (iii) 2,000,000 shares issued to The Dove Foundation on October 24, 2014, as disclosed in the Statement of Changes in Beneficial Ownership on Form 4 filed by The Dove Foundation on October 27, 2014.
1 |
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
| |
Chicago Venture Management, L.L.C. 52-2102651 |
|
|
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o |
| (b) | o |
|
|
3 |
SEC
USE ONLY
|
|
|
|
|
|
|
|
4 |
SOURCE
OF FUNDS
|
|
|
OO |
|
|
|
|
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
| o |
|
|
|
|
|
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Delaware |
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8 |
SHARED
VOTING POWER
|
|
|
1,068,559 * |
|
|
|
|
9 |
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10 |
SHARED
DISPOSITIVE POWER
|
|
|
1,068,559 * |
|
|
|
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
1,068,559 * |
|
|
|
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
| o |
|
|
|
|
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14 |
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
* This consists of 1,068,559 shares owned by reporting person Chicago Venture Partners, L.P., as disclosed in the Schedule 13D, Amendment No. 8 filed by the reporting persons on August 30, 2010. Chicago Venture Management, L.L.C. is the General Partner of Chicago Venture Partners, L.P.
** Based on 33,042,766 outstanding shares as of October 24, 2014. This amount consists of (i) 18,292,766 outstanding shares as of June 1, 2014, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on June 25, 2014, (ii) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons, and (iii) 2,000,000 shares issued to The Dove Foundation on October 24, 2014, as disclosed in the Statement of Changes in Beneficial Ownership on Form 4 filed by The Dove Foundation on October 27, 2014.
1 |
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
| |
CVM, Inc. 36-4243549 |
|
|
|
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o |
| (b) | o |
|
|
3 |
SEC
USE ONLY
|
|
|
|
|
|
|
|
4 |
SOURCE
OF FUNDS
|
|
|
OO |
|
|
|
|
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
| o |
|
|
|
|
|
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Illinois |
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8 |
SHARED
VOTING POWER
|
|
|
1,068,559 * |
|
|
|
|
9 |
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10 |
SHARED
DISPOSITIVE POWER
|
|
|
1,068,559 * |
|
|
|
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
1,068,559 * |
|
|
|
|
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
| o |
|
|
|
|
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14 |
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
* This consists of 1,068,559 shares owned by reporting person Chicago Venture Partners, L.P., as disclosed in the Schedule 13D, Amendment No. 8 filed by the reporting persons on August 30, 2010. CVM, Inc. is the Manager of Chicago Venture Management, L.L.C., which is the General Partner of Chicago Venture Partners, L.P.
** Based on 33,042,766 outstanding shares as of October 24, 2014. This amount consists of (i) 18,292,766 outstanding shares as of June 1, 2014, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on June 25, 2014, (ii) 12,750,000 shares issued to St. George Investments, LLC on October 24, 2014, as disclosed in this Schedule 13D, Amendment No. 17 filed by the reporting persons, and (iii) 2,000,000 shares issued to The Dove Foundation on October 24, 2014, as disclosed in the Statement of Changes in Beneficial Ownership on Form 4 filed by The Dove Foundation on October 27, 2014.