Page 4 of 9 – SEC Filing
| CUSIP No. 00547W208 | SCHEDULE 13D | Page 4 of 9 |
This Amendment
No. 9 (this “Amendment No. 9”) amends and restates the Schedule 13D originally filed with the United States
Securities and Exchange Commission (the “SEC”) by Ahmed Shayan Fazlur Rahman and Eses Holdings (FZE) on November
22, 2010, and amended by Amendment No. 1 thereto filed on July 5, 2011, Amendment No. 2 thereto filed on July 26, 2011, Amendment
No. 3 thereto filed on November 21, 2011, Amendment No. 4 thereto filed on February 3, 2012, Amendment No. 5 thereto filed on July
30, 2013, Amendment No. 6 thereto filed on December 24, 2013, Amendment No. 7 thereto filed on June 16, 2014 and Amendment No.
8 thereto filed on February 17, 2015 (as so amended, the “Statement”) relating to the shares of common stock,
$0.0001 par value per share (the “Common Stock”), of Adamis Pharmaceuticals Corporation, a Delaware corporation
(the “Company”). This Amendment No. 9 reflects changes to Items 5 and 7 of the Statement.
The Reporting
Persons, as defined below, are filing this Amendment No. 9 to report the change in their beneficial ownership of Common Stock due
to an increase in the number of Common Stock outstanding.
| Item 1. | Security and Issuer |
This statement on Schedule 13D relates to
the common stock, $0.0001 par value per share, of Adamis Pharmaceuticals Corporation, a Delaware corporation, beneficially owned
by the Reporting Persons. The Company’s principal executive office is located at: 11682 El Camino Real, Suite 300, San Diego, CA
92130.
| Item 2. | Identity and Background |
(a.) This Schedule 13D is being filed on behalf of (i) Eses
Holdings (FZE), a limited liability free zone establishment formed in accordance with the laws of Sharjah, United Arab Emirates
(“Eses”) and (ii) Ahmed Shayan Fazlur Rahman, a citizen of the United Kingdom (“Mr. Rahman”).
Eses is the owner of the Common Stock reported herein. Mr. Rahman controls Eses, of which he is the sole shareholder, and, accordingly,
he may be deemed to beneficially own those shares of Common Stock owned by Eses. Eses and Mr. Rahman are collectively referred
to herein as the “Reporting Persons.”
(b., c. and f.)
(i) The address of Eses’ principal place of business is
Sharjah Airport Free Zone, Executive Suite, P.O. Box 9366, Sharjah, United Arab Emirates. The principal business of Eses is to
act as a holding company. Mr. Rahman is the sole officer and director of Eses.
(ii) Mr. Rahman is a citizen of the United Kingdom, and his
present principal occupation is to act as owner and manager of Eses. Mr. Rahman’s address is c/o Eses Holdings (FZE), Sharjah
Airport Free Zone, Executive Suite, P.O. Box 9366, Sharjah, United Arab Emirates.
(d.) During the last five years, neither of the Reporting Persons
has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e.) During the last five years, neither of the Reporting Persons
has 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.
| Item 3. | Source and Amount of Funds or Other Consideration* |
Pursuant to the Common Stock Purchase Agreement
by and between the Company and Eses, dated November 10, 2010 (as amended, the “Stock Purchase Agreement”) the
Company issued and Eses purchased twenty million (20,000,000) shares of Common Stock on November 10, 2010. The consideration paid
by Eses for these shares of the Common Stock was five million US Dollars (US$5,000,000) in cash, which was obtained from its internal
working capital and the personal funds of Mr. Rahman.
| * | Shares of Common Stock reported under this item do not reflect the 1-for-17 reverse stock split effected by the Company on December 12, 2013. |
