CUSIP No. | 36316C304 |
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 (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Utah | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
11,790,495 | |||||
6 | SHARED VOTING POWER | ||||
7 | SOLE DISPOSITIVE POWER | ||||
11,790,495 | |||||
8 | SHARED DISPOSITIVE POWER | ||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
11,790,495 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
9.99*% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO | |||||
FOOTNOTES | |||||
* Reporting Person St. George Investments LLC (“St. George”) has rights to convert a Promissory Note into shares of the Issuer’s common stock which, except for a contractual 9.99% cap on the amount of outstanding shares that St. George may own, would exceed the cap. Thus, the number of shares of the Issuer’s common stock beneficially owned by St. George as of the date of this filing was 11,790,495 shares, which is 9.99% of the Issuer's 118,022,976 shares outstanding as of July 19, 2019 (as reported in the Issuer’s Form 10-Q, filed July 23, 2019). |
CUSIP No. | 36316C304 |
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 (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Illinois | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
11,790,495 | |||||
6 | SHARED VOTING POWER | ||||
7 | SOLE DISPOSITIVE POWER | ||||
11,790,495 | |||||
8 | SHARED DISPOSITIVE POWER | ||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
11,790,495 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
9.99*% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
CO | |||||
FOOTNOTES | |||||
* Reporting person Fife Trading, Inc. is the sole manager of reporting person St. George. St. George has rights to convert a Promissory Note into shares of the Issuer’s common stock which, except for a contractual 9.99% cap on the amount of outstanding shares that St. George may own, would exceed the cap. Thus, the number of shares of the Issuer’s common stock beneficially owned by St. George as of the date of this filing was 11,790,495 shares, which is 9.99% of the Issuer's 118,022,976 shares outstanding as of July 19, 2019 (as reported in the Issuer’s Form 10-Q, filed July 23, 2019). |
CUSIP No. | 36316C304 |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
John M Fife | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
11,790,495 | |||||
6 | SHARED VOTING POWER | ||||
7 | SOLE DISPOSITIVE POWER | ||||
11,790,495 | |||||
8 | SHARED DISPOSITIVE POWER | ||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
11,790,495 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
9.99*% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN | |||||
FOOTNOTES | |||||
* Reporting person John M. Fife is the sole member of reporting person St. George and the president and sole shareholder of Fife Trading, Inc. St. George has rights to convert a Promissory Note into shares of the Issuer’s common stock which, except for a contractual 9.99% cap on the amount of outstanding shares that St. George may own, would exceed the cap. Thus, the number of shares of the Issuer’s common stock beneficially owned by St. George as of the date of this filing was 11,790,495 shares, which is 9.99% of the Issuer's 118,022,976 shares outstanding as of July 19, 2019 (as reported in the Issuer’s Form 10-Q, filed July 23, 2019). |
(a) | Name
of Issuer |
Gala Pharmaceuticals, Inc. |
(b) | Address
of Issuer’s Principal Executive Offices |
2780 South Jones Blvd. #3725
Las Vegas. NV 89146 |
(a) | Name
of Person Filing |
This report is filed by St. George Investments, LLC, Fife Trading, Inc., and John M. Fife with respect to the shares of the Issuer's Common Stock that are directly beneficially owned by St. George Investments, Inc. and indirectly beneficially owned by the other reporting and filing persons. |
(b) | Address
of Principal Business Office or, if none, Residence |
The address of the principal business office of each reporting and filing person is:
303 East Wacker Drive, Suite 1040 Chicago, IL 60601 |
(c) | Citizenship |
St. George Investments, LLC is a Utah limited liability company.
Fife Trading, Inc. is an Illinois corporation. John M. Fife is a United States citizen. |
(d) | Title
of Class of Securities |
Common Stock, $0.001 par value |
(e) | CUSIP
Number |
36316C304 |
Item
3. | If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a: |
(a) | o | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
(b) | o | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
(c) | o |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
|
(d) | o | Investment
company registered under section 8 of the Investment Company Act of 1940 (15
U.S.C 80a-8). |
(e) | o | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
(f) | o | An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F); |
(g) | o | A
parent holding company or control person in accordance with §
240.13d-1(b)(1)(ii)(G); |
(h) | o | A
savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813); |
(i) | o | A
church plan that is excluded from the definition of an investment company under
section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
(j) | o | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). |
(k) | o |
A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify
the type of institution:
N/A |
Item
4. | Ownership. |
(a) |
Amount beneficially owned:
11,790,495 |
(b) |
Percent of class: 9.99% |
(c) | Number
of shares as to which the person has: |
(i) |
Sole power to vote or to direct the vote:
11,790,495 |
(ii) |
Shared power to vote or to direct the vote:
0 |
(iii) |
Sole power to dispose or to direct the disposition of:
11,790,495 |
(iv) |
Shared power to dispose or to direct the disposition of:
0 |
Item
5. | Ownership
of Five Percent or Less of a Class |
Item
6. | Ownership
of More than Five Percent on Behalf of Another Person. |
Item
7. | Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company |
Item
8. | Identification
and Classification of Members of the Group |
Item
9. | Notice
of Dissolution of Group |
Item
10. | Certification |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. |
St. George Investments, LLC | |||
Date:
June 08, 2021 | By:
| /s/ John M Fife | |
Name: John M Fife | |||
Title: President | |||
Fife Trading, Inc. | |||
Date:
June 08, 2021 | By:
| /s/ John M Fife | |
Name: John M Fife | |||
Title: President | |||
Date:
June 08, 2021 | By:
| /s/ John M Fife | |
Name: John M Fife | |||
Footnotes: |
Attention: | Intentional
misstatements or omissions of fact constitute Federal criminal violations (See
18 U.S.C. 1001) |