Filing Details
- Accession Number:
- 0001654954-18-004395
- Form Type:
- 13D Filing
- Publication Date:
- 2018-04-26 17:01:17
- Filed By:
- Auto Holdings Ltd.
- Company:
- Autoweb Inc. (NASDAQ:AUTO)
- Filing Date:
- 2018-04-26
- SEC Url:
- 13D Filing
Filing
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 4)
AutoWeb,
Inc.
(Name of Issuer)
Autobytel Inc.
(Former name or former address, if changed since last
report.)
Common Stock par value $.001 per share
(Title
of Class of Securities)
05275N205
(CUSIP Number)
Jose Vargas
Auto Holdings Ltd.
Diagonal 6, 12-42 zona 10
Edificio Design Center, Torre II, Of. 1103
Guatemala City, Guatemala 01010
+502 2261-8880
(Name,
Address and Telephone Number of Person Authorized to Receive
Notices and Communication)
June 22, 2017
(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 §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box [
].
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See §240.13d-7 for other parties to whom copies are to be
sent.
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 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 (however, see
the Notes).
| CUSIP No.
05275N205 | 13D/A | Page 2 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Auto
Holdings Ltd. | ||
|
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 British
Virgin Islands | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
10 | SHARES
DISPOSITIVE POWER -0- | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 3 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON PF
Auto, Inc. | ||
|
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 British
Virgin Islands | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
10 | SHARES
DISPOSITIVE POWER -0- | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 4 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Jose
Vargas | ||
|
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 United
States | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER 17,753
shares of Common Stock | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER 17,753
shares of Common Stock | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,800,681
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.42% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 5 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Galeb3
Inc | ||
|
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) OR2(e) | ||
|
6 | CITIZENSHIP
OR PLACE OF ORGANIZATION Florida | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 6 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Matías
de Tezanos | ||
|
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) OR2(e) | ||
|
6 | CITIZENSHIP
OR PLACE OF ORGANIZATION Costa
Rica | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 7 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Manatee
Ventures Inc. | ||
|
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) OR2(e) | ||
|
6 | CITIZENSHIP
OR PLACE OF ORGANIZATION British
Virgin Islands | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 8 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Ceiba
International Corp. | ||
|
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 Panama | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 9 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Investment
And Development Finance Corp. | ||
|
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) o | ||
|
6 | CITIZENSHIP
OR PLACE OF ORGANIZATION Panama | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 10 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON John
Peter Klose de Ojeda | ||
|
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 Guatemala | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES o | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 11 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Richard
Aitkenhead Castillo | ||
|
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 Guatemala | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 12 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON IDC
Financial, S.A. | ||
|
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 Panama | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 13 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Juan
Christian Klose Pieters | ||
|
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 Guatemala | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 14 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Margarita
Klose | ||
|
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 Guatemala | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 15 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON Jorge
Miguel Fernandez Bianchi | ||
|
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 Guatemala | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON IN | ||
| CUSIP No.
05275N205 | 13D/A | Page 16 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON PF
Holdings, Inc. | ||
|
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 British
Virgin Islands | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
| CUSIP No.
05275N205 | 13D/A | Page 17 of 21
Pages |
|
1 | NAME
AND IRS IDENTIFICATION NUMBER OF REPORTING PERSON People
F, Inc. | ||
|
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 British
Virgin Islands | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
7 | SOLE
VOTING POWER -0- | |
|
8 | SHARED
VOTING POWER -0- | ||
|
9 | SOLE
DISPOSITIVE POWER -0- | ||
|
10 | SHARES
DISPOSITIVE POWER 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,782,928
shares of Common Stock and warrants to purchase 1,153,110 shares of
Common Stock | ||
|
12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES O | ||
|
13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.29% | ||
|
14 | TYPE OF
REPORTING PERSON CO | ||
Item 1. Security and Issuer.
This
Schedule 13D/A relates to the conversion of Series B Junior
Participating Convertible Preferred Stock, par value $0.001 per
share (the “Series B Stock”) and warrants to purchase
shares of the Series B Stock (the “Series B Warrants”)
into shares of common stock, $0.001 par value (the “Common
Stock”) of Auto Web, Inc. (f/k/a Autobytel Inc.), a Delaware
corporation (the “Issuer”), held by the Reporting
Persons identified in Item 2 below. The address of the
Issuer’s principal executive office is 18872 MacArthur Blvd,
Suite 200, Irvine, California 92612.
Item 2. Identity and Background.
(a)
This Schedule 13D/A is being filed jointly by (i) Auto Holdings
Ltd., a British Virgin Islands company (“Auto
Holdings”); (ii) PF Auto, Inc. a British Virgin Islands
company (“PF Auto”); (iii) Ceiba International Corp., a
Panama company (“Ceiba”); (iv) Jose Vargas, a citizen
of the United States; (v) Galeb3 Inc, a Florida corporation owned
solely by Mr. Vargas (“Galeb3”); (vi) Matias de
Tezanos, a citizen of Costa Rica; (vii) Manatee Ventures Inc., a
British Virgin Islands company solely owned by Mr. de Tezanos;
(viii) John Peter Klose de Ojeda, a citizen of Guatemala; (ix)
Richard Aitkenhead Castillo, a citizen of Guatemala; (x) Investment
and Development Finance Corp., a Panama company
(“IDFC”), (xi) IDC Financial, S.A., a Panama company
(“IDC Financial”); (xii) Juan Christian Klose Pieters,
a citizen of Guatemala; (xiii) Margarita Klose, a citizen of
Guatemala; (xiv) Jorge Miguel Fernandez Bianchi, a citizen of
Guatemala; (xv) PF Holdings, Inc., a British Virgin Islands
company; and (xvi) People F, Inc., a British Virgin Islands
company. The foregoing are collectively “Reporting
Persons.”
This
amendment adds Jorge Miguel Fernandez Bianchi, PF Holdings, Inc.
and People F, Inc. to the group.
(b) The
address for Jorge Miguel Fernandez Bianchi is Diagonal 6, 12-42
zona 10, Edificio Design Center, Torre II, Of. 1103, Guatemala
City, Guatemala 01010. The address for PF Holdings, Inc. is
Diagonal 6, 12-42 zona 10, Edificio Design Center, Torre II, Of.
1103, Guatemala City, Guatemala 01010. The address for People F,
Inc. is Diagonal 6, 12-42 zona 10, Edificio Design Center, Torre
II, Of. 1103, Guatemala City, Guatemala 01010. The addresses of the
other Reporting Persons were previously filed with the original
Schedule 13D and the first amendment thereof.
(c) The
principal business of PF Holdings, Inc. and People F, Inc. is
investment management. Mr. de Tezanos is the Chief Executive
Officer for both PF Holdings, Inc. and People F, Inc. Mr. Vargas is
the President for People F., Inc.
(d)
During the last five years, none of the Reporting Persons have been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e)
During the last five years, none of the Reporting Persons have been
a party to any civil proceeding of a judicial or administrative
body of competent jurisdiction that resulted in the Reporting
Person becoming 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.
(f)
Jorge Miguel Fernandez Bianchi is a citizen of Guatemala. The rest
of the individuals and entities filed their citizenship/places of
domicile with the original Schedule 13D and the first amendment
thereof.
Item 3. Source and Amount of Funds and Other
Consideration.
Not
applicable.
Item 4. Purpose of Transaction.
The
purposes of this filing to report the conversion of 130,766 Series
B Stock and 115,381 Series B Warrants into 1,307,660 shares Common
Stock and 1,153,810 warrants to purchase shares of Common Stock of
the Issuer. The conversion occurred upon the required approval of
the Issuer’s shareholders identified as Proposal Number 2 at
the 2017 Annual Meeting of the Issuer on June 22, 2017 thereby
satisfying terms and conditions for the Mandatory Conversion of the
Series B Stock and Series B Warrants. Upon receipt of the
Issuer’s approval by shareholders, the Series B Preferred
Stock and Series B Warrant automatically converted into shares of
Common Stock as reported in the Issuer’s Form 8-K dated and
filed with the U.S. Securities and Exchange Commission (the
“SEC”) resulting in a Mandatory Conversation as set
forth in that certain Certificate of Designations of Series B
Junior Participating Stock dated October 1, 2015 filed as Exhibit
2.1 to the Issuer’s Form 8-K dated October 5, 2015 and filed
with the SEC on October 6, 2015.
The
Reporting Persons may from time to time and at any time, acquire
additional shares of capital stock of the Issuer
(“Shares”) in the open market or otherwise and reserve
the right to dispose of any or all of the Shares in the open market
or otherwise, at any time and from time to time, and to engage in
any hedging or similar transactions with respect to the Shares
(subject to applicable SEC rules and regulations and any policies
of the Issuer to which the Reporting Persons may be
subject).
Item 5. Interest in Securities of the Company.
The
aggregate amount beneficially owned by each reporting person is
2,782,928 shares of Common Stock and warrants to purchase 1,153,110
shares of Common Stock of the Issuer, with the exception of an
additional 17,753 shares of Common Stock owned by Jose Vargas and
Galeb 3.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
The
responses to Items 2, 4, and 5 herein are incorporated by
reference.
Pursuant
to an Amended and Restated Stockholder Agreement, the Issuer has
been granted an irrevocable proxy through its officers to vote the
common shares of the Issuer owned by the Reporting Persons in a
manner consistent with the recommendations of management. The
preferred and common shares of the Issuer owned by the Reporting
Persons are also subject to restrictions on transfer pursuant to
the Amended and Restated Stockholder Agreement, including rights of
first refusal and rights of redemption. Most of these restrictions
remain in place for 5 years unless earlier released by
circumstances set forth in the Amended and Restated Shareholder
Agreement. The foregoing description of the Amended and Restated
Stockholder Agreement is qualified in its entirety by reference to
the full text which is attached as an Exhibit to the Schedule 13D/A
filed on October 14, 2015.
Item 7. Materials to be filed as Exhibits
Not
applicable.
Signatures
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:
April 26, 2018
AUTO
HOLDINGS LTD.
By: /s/ Matías de
Tezanos
By: /s/ Juan Christian
Klose Pieters
Matías de
Tezanos,
Director
Juan Christian Klose Pieters
CEIBA
INTERNATIONAL CORP.
By: /s/ Richard Aitkenhead
Castillo
By: /s/ Margarita
Klose
Richard Aitkenhead
Castillo,
Director
Margarita Klose
INVESTMENT
AND DEVELOPMENT FINANCE CORP.
By:
/s/ Richard Aitkenhead
Castillo
Richard
Aitkenhead Castillo, Director
GALEB3
INC
By:
/s/ Jose
Vargas
Jose
Vargas, President
JOSE VARGAS, individually
/s/ Jose Vargas
Jose
Vargas
MANATEE
VENTURES INC.
By:
/s/ Matías de
Tezanos
Matías de
Tezanos, Director
MATÍAS DE TEZANOS,
individually
By:
/s/ Matías de
Tezanos
Matías de
Tezanos
JOHN PETER KLOSE DE OJEDA,
individually
/s/ John Peter Klose de Ojeda
John
Peter Klose de Ojeda
RICHARD AITKENHEAD CASTILLO,
individually
/s/ Richard Aitkenhead
Castillo
Richard
Aitkenhead Castillo
IDC
FINANCIAL, S.A.
By:
/s/ Ana Luisa
Martinez-Mont
Ana
Luisa Martinez-Mont, Secretary
PF
AUTO, INC.
By:
/s/ Jose
Vargas
Jose
Vargas, President
JORGE MIGUEL FERNANDEZ BIANCHI,
individually
By:
/s/ Jorge Miguel Fernandez
Bianchi
Jorge
Miguel Fernandez Bianchi
PF
HOLDINGS, INC.
By:
/s/ Matías de
Tezanos
Matías de
Tezanos, Chief Executive Officer
PEOPLE
F, INC.
By:
/s/ Matías de
Tezanos
Matías de
Tezanos, Chief Executive Officer