CUSIP
No.
38075A107
1
|
NAMES
OF REPORTING PERSONS
Mark
Burnett
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
[ ]
(b)
[ ]
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
PF
|
5
|
CHECK
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
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING PERSON
WITH
|
7
|
SOLE
VOTING POWER:
|
2,237,628
(1)
|
|
|
|
8
|
SHARED
VOTING POWER:
|
0
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER:
|
2,237,628
(1)
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER:
|
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,237,628
|
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
11.13%
(based on 20,110,552 shares issued and outstanding as of February 6, 2018)
|
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
(1)
Represents shares held by Fuse Capital, LLC, a New York limited liability company, of which Mr. Burnett is the sole member and managing member, and over which he has sole voting and dispositive power.
CUSIP
No.
38075A107
1
|
NAMES
OF REPORTING PERSONS
Fuse
Capital, LLC
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
[ ]
(b)
[ ]
|
3
|
SEC
USE ONLY
|
4
|
SOURCE
OF FUNDS (SEE INSTRUCTIONS)
WC
|
5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[ ]
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
New
York
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING PERSON
WITH
|
7
|
SOLE
VOTING POWER:
|
2,237,628
(1)
|
|
|
|
8
|
SHARED
VOTING POWER:
|
0
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER:
|
2,237,628
(1)
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER:
|
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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
11.13%
(based on 20,110,552 shares issued and outstanding as of February 6, 2018)
|
14
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
(1)
Mark Burnett is the sole member of Fuse Capital, LLC, and in this capacity he holds sole voting and dispositive power over
the securities held by the company.
Amendment
No. 1 to Schedule 13D
This
Amendment No. 1 (“Amendment”) amends and supplements the Schedule 13D filed with the U.S. Securities and Exchange
Commission (the “SEC”) on September 10, 2013 (the “Schedule 13D”).
ITEM
1.
|
SECURITY
AND ISSUER
|
Item 1
of the Schedule 13D is hereby amended and restated by the following:
The
title and class of equity securities to which this Schedule 13D relates is Common Stock, par value $0.001 per share (“Common
Stock”), of Gold Torrent, Inc., a Nevada corporation (the “Company”). The address of the principal executive
offices of the Company is 960 Broadway Avenue, Suite 160, Boise, Idaho 83707.
ITEM
2.
|
IDENTITY
AND BACKGROUND
|
Item 2
of the Schedule 13D is hereby amended and restated by the following:
(a)
This statement is being filed by Mark Burnett and Fuse Capital, LLC (together, the “Reporting Persons”).
(b)
The Reporting Persons’ business address is 40 Hemlock Drive,
Roslyn, NY 11576.
(c)
Mark Burnett is the sole member and the managing member of Fuse Capital, LLC, whose principal business address is 40 Hemlock Drive, Roslyn, NY 11576. Fuse Capital, LLC specializes in long and short-term financing for small and medium-sized companies.
(d)
During the last five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
(e)
During the last five years, the Reporting Persons have not been
a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violations with respect to such laws.
(f)
United States/New York
ITEM
3.
|
SOURCE
AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
|
Item 3
of the Schedule 13D is hereby amended and restated by the following:
Since
filing the Schedule 13D, it has come to the attention of the Reporting Person that the amount of the Reporting Person’s
holdings was calculated incorrectly in the initial 13D filing, and the Schedule 13D should be amended and restated to reflect
an aggregate total of 2,237,628 shares of the Company’s Common Stock owned by the Reporting Person.
ITEM
4.
|
PURPOSE
OF TRANSACTION
|
Item 4
of the Schedule 13D is hereby amended and restated by the following:
All
of the Company’s securities owned by the Reporting Persons have been acquired for investment purposes only. Except as set
forth above, the Reporting Person has no present plans or proposals that relate to or would result in any of the actions required
to be described in subsections (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons may, at any time, review or reconsider
their positions with respect to the Company and formulate plans or proposals with respect to any of such matters, but has no present
intention of doing so.
ITEM
5.
|
INTEREST
IN SECURITIES OF THE ISSUER
|
Item 5
of the Schedule 13D is hereby amended and restated by the following:
(a)
Mark Burnett beneficially owns, together with Fuse Capital, LLC, an aggregate of 2,237,628 shares of Common Stock, or 11.13% of the Company’s issued and outstanding shares of Common Stock (based on 20,110,552 shares issued and outstanding as of February 6, 2018). All shares are directly held by Fuse Capital, LLC.
Mr. Burnett is the sole member and the managing member of Fuse Capital, LLC, and in such capacity he has voting and dispositive power over the securities held by the company.
(b)
Mr. Burnett may be deemed to hold shared voting and dispositive power over 2,237,628 shares of Common Stock.
Fuse Capital, LLC, may be deemed to hold shared voting and dispositive power over 2,237,628 shares of Common Stock.
(c)
Except as otherwise described herein, the Reporting Persons have not effected any transactions with respect to the Common Stock in the past sixty days.
(d)
To the best knowledge of the Reporting Persons, no person other than the Reporting Persons has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of the 2,237,628 shares of common stock reported in Item 5(a).
(e)
Not applicable.
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:
March 2, 2018
|
/s/
Mark Burnett
|
|
Name:
|
Mark
Burnett
|
|
|
|
|
FUSE
CAPITAL
|
|
|
|
Date:
March 2, 2018
|
/s/
Mark Burnett
|
|
Name:
|
Mark
Burnett, Managing Member
|