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THE ALKALINE WATER COMPANY INC.
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(Name of Issuer)
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Common Stock, $0.001 Par Value
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(Title of Class of Securities)
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01643A 108
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(CUSIP Number)
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copy to:
Clark Wilson LLP
900 - 885 West Georgia Street
Vancouver, British Columbia, Canada V6C 3H1
Tel: 604.687.5700 Fax: 604.687.6314
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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April 4, 2014
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(Date of Event which Requires Filing of this Statement)
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CUSIP No.
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01643A 108
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Steven P. Nickolas
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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48,400,000(1)
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8
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SHARED VOTING POWER
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Nil
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9
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SOLE DISPOSITIVE POWER
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48,400,000(1)
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10
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SHARED DISPOSITIVE POWER
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Nil
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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48,400,000 shares of common stock(1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
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[ ]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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40.44% based on 119,670,825 issued and outstanding as of January 20, 2015
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14
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TYPE OF REPORTING PERSON (See Instructions)
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IN
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(1)
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Consists of 6,600,000 stock options exercisable within 60 days, 21,500,000 shares of common stock owned by WiN Investments, LLC and 20,300,000 shares of common stock owned by Lifewater Industries, LLC. Steven P. Nickolas exercises voting and dispositive power with respect to the shares of common stock that are beneficially owned by WiN Investments, LLC and Lifewater Industries, LLC.
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CUSIP No.
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01643A 108
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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WiN Investments, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Arizona
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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21,500,000(1)
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8
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SHARED VOTING POWER
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Nil
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9
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SOLE DISPOSITIVE POWER
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21,500,000(1)
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10
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SHARED DISPOSITIVE POWER
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Nil
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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21,500,000 shares of common stock(1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
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[ ]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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17.97% based on 119,670,825 issued and outstanding as of January 20, 2015.
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14
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TYPE OF REPORTING PERSON (See Instructions)
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OO
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(1)
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WiN Investments, LLC, a company controlled by Steven P. Nickolas, is the beneficial owner of 21,500,000 shares of common stock.
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CUSIP No.
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01643A 108
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Lifewater Industries, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Arizona
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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20,300,000(1)
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8
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SHARED VOTING POWER
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Nil
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9
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SOLE DISPOSITIVE POWER
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20,300,000(1)
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10
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SHARED DISPOSITIVE POWER
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Nil
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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20,300,000 shares of common stock(1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
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[ ]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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16.96% based on 119,670,825 issued and outstanding as of January 20, 2015.
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||||
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14
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TYPE OF REPORTING PERSON (See Instructions)
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OO
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(1)
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Lifewater Industries, LLC, a company controlled by Steven P. Nickolas, is the beneficial owner of 20,300,000 shares of common stock.
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(a)
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Name:
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Steven P. Nickolas
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WiN Investments, LLC (“WiN”)
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Lifewater Industries, LLC (“Lifewater”)
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(Steven P. Nickolas, WiN and Lifewater collectively referred to as the “Reporting Persons”)
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(b)
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Residence or business address:
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Steven P. Nickolas – 14301 North 87 Street, Suite 301, Scottsdale, AZ 85260
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WiN - 14301 North 87 Street, Suite 301, Scottsdale, AZ 85260
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Lifewater - 14301 North 87 Street, Suite 301, Scottsdale, AZ 85260
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(c)
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Mr. Nickolas is Chairman, President, Chief Executive Officer and director of the Issuer and a citizen of the United States.
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WiN is a limited liability company organized under the laws of the State of Arizona and engaged in the investment and development of water related technology. Mr. Nickolas is the manager of WiN.
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Lifewater is a limited liability company organized under the laws of the State of Arizona and engaged in the investment and development of water related technology. Mr. Nickolas is the manager of Lifewater.
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(d)
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None of Steven P. Nickolas and the managers of Win and Lifewater has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanours).
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(e)
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None of Steven P. Nickolas and the managers of Win and Lifewater has, during the last five years, 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 violation with respect to such laws.
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•
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The acquisition by any person of additional securities of the issuer, or the disposition of securities of the Issuer;
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•
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An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;
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•
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A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries;
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•
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Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;
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•
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Any material change in the present capitalization or dividend policy of the Issuer;
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•
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Any other material change in the issuer's business or corporate structure, including but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;
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•
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Changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;
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•
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Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;
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•
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A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or
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•
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Any action similar to any of those enumerated above.
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(a)
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The aggregate number and percentage of common stock of the Issuer beneficially owned by Steven P. Nickolas is 48,400,000 shares, or approximately 40.44% of outstanding common stock of the Issuer, based on 119,670,825 shares of common stock outstanding as of the date of this statement.
The aggregate number and percentage of common stock of the Issuer beneficially owned by WiN is 21,500,000 shares, or approximately 17.97% of outstanding common stock of the Issuer, based on 119,670,825 shares of common stock outstanding as of the date of this statement.
The aggregate number and percentage of common stock of the Issuer beneficially owned by Lifewater is 20,300,000 shares, or approximately 16.96% of outstanding common stock of the Issuer, based on 119,670,825 shares of common stock outstanding as of the date of this statement.
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(b)
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Steven P. Nickolas has the sole power to vote or direct the vote, and to dispose or direct the disposition of 48,400,000 shares of common stock of the Issuer.
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(c)
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The response to Item 3 is responsive to this Item.
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(d)
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Not applicable
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(e)
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Not applicable
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None.
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Dated: January 20, 2015
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/s/ Steven P. Nickolas
Signature
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Steven P. Nickolas
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Dated: January 20, 2015
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WIN INVESTMENTS, LLC
/s/ Steven P. Nickolas
Authorized Signatory – Steven P. Nickolas
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Dated: January 20, 2015
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LIFEWATER INDUSTRIES, LLC
/s/ Steven P. Nickolas
Authorized Signatory – Steven P. Nickolas
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