SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13G
(Rule 13d-102)
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)
(Amendment No. )*
| CULLEN AGRICULTURAL HOLDING CORP. |
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(Name of Issuer)
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| Common Stock, $0.0001 par value |
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(Title of Class of Securities)
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| 229894100 |
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(CUSIP Number)
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| December 5, 2014 |
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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:
| £ | Rule 13d-1(b) |
| S | Rule 13d-1(c) |
| £ | Rule 13d-1(d) |
* 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 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 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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CUSIP No. 229894100
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13G
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Page 2 of 5 Pages
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| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Bass Properties, LLC FEIN# 36-4796731 | ||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) £ (b) £
| ||
| 3 |
SEC USE ONLY
| ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Hawaii | ||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
2,150,000 Shares | |
| 6 |
SHARED VOTING POWER
0 | ||
| 7 |
SOLE DISPOSITIVE POWER
2,150,000 Shares | ||
| 8 |
SHARED DISPOSITIVE POWER
0 | ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,150,000 Shares | ||
| 10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) £
| ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.8% | ||
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | ||
* See instructions before filling out.
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CUSIP No. 229894100
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13G
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Page 3 of 5 Pages
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| Item 1(a). | Name of Issuer: |
Cullen Agricultural Holding Corp. (“Issuer”)
| Item 1(b.) | Address of Issuer’s Principal Executive Offices: |
1193 Seven Oaks Rd., Waynesboro, GA 30830
| Item 2(a). | Name of Persons Filing: |
Bass Properties, LLC (“Bass”)
| Item 2(b). | Address of Principal Business Office or, if none, Residence: |
The principal business address of Bass is c/o 3175 Noela Street, Honolulu, HI 96816.
| Item 2(c). | Citizenship: |
Bass is a Hawaii limited liability company.
| Item 2(d). | Title of Class of Securities: |
Common Stock, par value $.0001 per share
| Item 2(e). | CUSIP Number: |
229894100
| Item 3. | If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
| (a) | ¨ | Broker or dealer registered under Section 15 of the Exchange Act; | |
| (b) | ¨ | Bank as defined in Section 3(a)(6) of the Exchange Act; | |
| (c) | ¨ | Insurance company as defined in Section 3(a)(19) of the Exchange Act; | |
| (d) | ¨ | Investment company registered under Section 8 of the Investment Company Act; | |
| (e) | ¨ | An investment adviser in accordance with Rule 13d-1(b)(ii)(E); | |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); | |
| (g) | ¨ | A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G) | |
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; | |
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; | |
| (j) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
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CUSIP No. 229894100
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13G
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Page 4 of 5 Pages
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| Item 4. | Ownership |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
| (a) | Amount beneficially owned: |
Bass beneficially owns 2,150,000 shares of the Issuer.
| (b) | Percent of Class: |
9.8%
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote: |
2,150,000 shares
| (ii) | Shared power to vote or to direct the vote: |
0 shares
| (iii) | Sole power to dispose or to direct the disposition of: |
2,150,000 shares
| (iv) | Shared power to dispose or to direct the disposition of: |
0 shares
Instruction: For computations regarding securities which represent a right to acquire an underlying security see Rule 13d-3(d)(1).
| Item 5. | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: £
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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. | Certifications. |
By signing below I certify that, to the best of my 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, other than activities solely in connection with a nomination under §240.14a-11.
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CUSIP No. 229894100
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13G
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Page 5 of 5 Pages
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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: December 22, 2014
| BASS PROPERTIES, LLC | |||
| By: | /s/ Thomas Ritchie | ||
| Name: Thomas Ritchie | |||
Title: President, Mana Kuleana Corporation, Its Manager | |||