0001065949-11-000120.txt : 20110706
0001065949-11-000120.hdr.sgml : 20110706
20110706075516
ACCESSION NUMBER: 0001065949-11-000120
CONFORMED SUBMISSION TYPE: SC 13D
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20110706
DATE AS OF CHANGE: 20110706
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: ROWINSKI JAN
CENTRAL INDEX KEY: 0001520100
FILING VALUES:
FORM TYPE: SC 13D
MAIL ADDRESS:
STREET 1: 17250 HYMUS
STREET 2: APT. 504
CITY: KIRKLAND
STATE: A8
ZIP: H9J 2W2
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Latitude Solutions, Inc.
CENTRAL INDEX KEY: 0001477961
STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669]
IRS NUMBER: 261284382
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-86315
FILM NUMBER: 11951654
BUSINESS ADDRESS:
STREET 1: 190 NW SPANISH RIVER BLVD.
STREET 2: SUITE 101
CITY: BOCA RATON
STATE: FL
ZIP: 33431
BUSINESS PHONE: 561-417-0644
MAIL ADDRESS:
STREET 1: 190 NW SPANISH RIVER BLVD.
STREET 2: SUITE 101
CITY: BOCA RATON
STATE: FL
ZIP: 33431
SC 13D
1
rowinski13d.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
LATITUDE SOLUTIONS, INC.
(Name of Issuer)
Common Stock, $0.001 par value
----------------------------
(Title of Class of Securities)
-------------------
(CUSIP Number)
Jan Rowinski
17250 Hymus, Apt. 504
Kirkland, Quebec, Canada H9J 2W2
--------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 11, 2011
-----------------------------------------------------
(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 ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]
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.
SCHEDULE 13D
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Page 2 of 5 Pages
--------------------------
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON:
Jan Rowinski
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
--------------------------------------------------------------------------------
Number of 7 SOLE VOTING POWER
Shares 2,892,084
Beneficially ----------------------------------------------
owned by 8 SHARED VOTING POWER
Each 0
Reporting ----------------------------------------------
Person 9 SOLE DISPOSITIVE POWER
with 2,892,084
----------------------------------------------
10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,892,084 shares of common stock directly
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.79% Common Stock
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON IN
--------------------------------------------------------------------------------
--------------------------
Page 3 of 5 Pages
--------------------------
ITEM 1. SECURITY AND ISSUER.
This statement on Schedule 13D relates to shares of common stock, $0.001 par
value, of Latitude Solutions, Inc., a Nevada corporation. The address of the
principal executive offices of Latitude Solutions, Inc. is 190 NW Spanish River
Blvd., Suite 101, Boca Raton, Florida 33431.
ITEM 2. IDENTITY AND BACKGROUND.
(a) NAME: This statement is filed by Jan Rowinski.
(b) BUSINESS ADDRESS: 190 NW Spanish River Blvd., Suite 101, Boca
Raton, Florida 33431
(c) EMPLOYMENT INFORMATION:
JAN ROWINSKI, EXECUTIVE VICE PRESIDENT AND DIRECTOR OF LATITUDE
SOLUTIONS, INC. AND CHIEF EXECUTIVE OFFICER/PRESIDENT OF GPSLATITUDE
Mr. Rowinski was appointed as an officer and to the board of directors of
Latitude Solutions, Inc. on March 24, 2009. Mr. Rowinski is a corporate/business
development and turn-around professional, experienced in streamlining
corporations and elevating them to higher levels of performance and profit. He
has introduced technologies in U.S., Canadian and International markets.
Mr. Rowinski is the Co-Founder of GpsLatitude, a provider of security
solutions and wireless telemetry for mobile assets and people, including
advanced cost effective, integrated mobile live video streaming, tracking and
live wireless transmission solutions on available public and private radios. Mr.
Rowinski was the co-founder of MicroSlate Inc., a design and manufacture of
patented, rugged mobile/wireless pen tablets, handheld and notebook computers
from June of 1989 to August of 2004. MicroSlate was a Provider of cost-effective
mobile/wireless, end-to-end enterprise hardware/software solutions for mobile
workers, including police, military, utilities, transportation, oil and gas,
telecommunication and government agencies.
Mr. Rowinski is a lecturer regarding technology and mobile/wireless
computing. Mr. Rowinski holds an MBA degree from McGill University, B.Sc. in
Mathematics, and an Electrical Engineering (DEC).
Mr. Rowinski was appointed to the board of directors of the Company
because of his long time experience in the wireless industry.
(d) During the last five (5) years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five (5) years, the Reporting Person has not been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he is subject to a judgment, decree or final
order enjoining final violations of, or prohibiting or mandating activities
subject to federal or state securities laws or finding any violation with
respect to such laws.
(f) Jan Rowinski is a citizen of Canada.
--------------------------
Page 4 of 5 Pages
--------------------------
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On July 14, 2009, the Company exchanged a majority of its shares for all the
outstanding shares of GMMT Merger, Inc., a company controlled by common
stockholders. As a result of the exchange, the Company acquired companies owned
by GMMT Merger, Inc. ("Trinity Solutions, Inc." and "Latitude Clean Tech Group,
Inc."), that conduct businesses in wireless live-video technology and
contaminated water remediation. Mr. Rowinski received 1,283,334 shares of common
stock on July 31, 2009 as a result of the merger.
On August 3, 2009, Mr. Rowinski purchased 1,608,750 shares of common stock at a
value of $0.20 per share according to a Stock Purchase Agreement.
ITEM 4. PURPOSE OF TRANSACTION.
Latitude Solutions, Inc. ("the Company") is a Nevada Corporation incorporated on
June 3, 1983. On January 11, 2011 the Company became a fully reporting company
with the Securities and Exchange Commission when the Company's registration
statement on Form 10-12g became effective.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
a) Aggregate number and percentage of the class of securities
beneficially owned:
Jan Rowinski beneficially owns 2,892,084 shares of common stock
directly representing approximately 5.79% of the issued and outstanding
common stock of the Issuer.
(b) Number of shares as to which there is sole power to vote or to
direct the vote, shared power to vote or to direct the vote, sole power to
dispose or to direct the disposition, or shared power to dispose or to direct
the disposition:
Sole Power to Vote or to Direct the Vote: 2,892,084
Shared Power to or to Direct the Vote: 0
Sole Power to Dispose or to Direct the Disposition of: 2,892,084
Shared Power to Dispose or to Direct the Disposition of: 0
(c) Transactions in the securities effected during the past sixty days:
See Item 4 above which is incorporated by reference herein.
(d) No other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities.
(e) The date on which the reporting person ceased to be the beneficiary
owner of more than five percent of the class of securities: Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
Mr.Rowinski, is the Executive Vice President and a director of the Company. As
such, he does have an Employment Agreement with the Company that provides for
Mr. Rowinski to be able to participate in any stock option plans the Company may
create.
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Page 5 of 5 Pages
--------------------------
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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: July 5, 2011
/s/ Jan Rowinski
-----------------------------------
Jan Rowinski