Amended Statement of Ownership (sc 13g/a)
February 14 2019 - 5:19AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934*
(Amendment No. 1)
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MULTICELL TECHNOLOGIES, INC.
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(Name of Issuer)
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COMMON STOCK
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(Title of Class of Securities)
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302240403
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(CUSIP Number)
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December 31, 2018
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
* 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 the disclosures provided in a prior cover page.
The information required in 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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1
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NAMES OF REPORTING PERSONS
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LA JOLLA COVE INVESTORS, INC.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
¨
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(b)
¨
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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5
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SOLE VOTING POWER
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499,594,775
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NUMBER OF
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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EACH
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REPORTING
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7
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SOLE DISPOSITIVE POWER
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PERSON
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WITH:
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499,594,775
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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499,594,775
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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The
aggregate amount in Row 9 represents the maximum amount of shares that Golden State Equity Investors, Inc. can beneficially control
under a contractually stipulated 9.99% ownership restriction. The full potential amount of shares that may be purchased by Golden
State Equity Investors, Inc. would otherwise exceed such amount
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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.99%
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12
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TYPE OF REPORTING PERSON
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CO
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ITEM 1(a).
NAME OF ISSUER:
MULTICELL TECHNOLOGIES, INC
ITEM 1(b).
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE
OFFICES:
68 Cumberland Street, Suite 301, Woonsocket, Rhode
Island 02895
ITEM 2(a).
NAME OF PERSON FILING:
LA JOLLA COVE INVESTORS,
INC
ITEM 2(b).
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE:
1150
Silverado Street, Suite 203, La Jolla, CA 92037
ITEM 2(c).
CITIZENSHIP:
United States
ITEM 2(d).
TITLE OF CLASS OF SECURITIES:
COMMON STOCK
ITEM 2(e).
CUSIP NO.:
302240403
ITEM 3. Not Applicable
ITEM 4.
OWNERSHIP
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned:
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499,594,775
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(b)
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Percent of class:
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9.99%
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(c)
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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:
499,594,775
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(ii)
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Shared power to vote or to direct the vote:
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(iii)
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Sole power to dispose or to direct the disposition of:
499,594,775
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(iv)
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Shared power to dispose or to direct the disposition of:
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ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable
ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON
Not applicable
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ITEM 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
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Not applicable
ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP
Not applicable
ITEM 9.
NOTICE OF DISSOLUTION OF GROUP
Not applicable
ITEM 10.
CERTIFICATION
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.
Dated: FEBRUARY 13
TH
, 2019
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By:
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Name:
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TRAVIS HUFF
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