U.S. Securities And Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
DARDANOS ACQUISITION CORP.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
Applied For
(CUSIP Number)
Edgar Leon, President
Ozero Worldwide, LLC
848 North Rainbow Blvd., #2713
Las Vegas, NV 89107
626-372-3721
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 16, 2014
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.o
Note:Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
| 1 | NAME OF REPORTING PERSONS Ozero Worldwide, LLC | |||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | |||||||||||
| (a) o | ||||||||||||
| (b) o | ||||||||||||
| 3 | SEC USE ONLY | |||||||||||
| 4 | SOURCE OF FUNDS | |||||||||||
| WC | ||||||||||||
| 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 | |||||||||||
| California, USA | ||||||||||||
| 7 | SOLE VOTING POWER | |||||||||||
| NUMBER OF | 31,390,000 | |||||||||||
| SHARES | 8 | SHARED VOTING POWER | ||||||||||
| BENEFICIALLY | ||||||||||||
| OWNED BY | ||||||||||||
| EACH | 9 | SOLE DISPOSITIVE POWER | ||||||||||
| REPORTING | ||||||||||||
| PERSON | 31,390,000 | |||||||||||
| WITH | 10 | SHARED DISPOSITIVE POWER | ||||||||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||||||||
| 31,390,000 | ||||||||||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |||||||||||
| o | ||||||||||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||||||||||
| 100% | ||||||||||||
| 14 | TYPE OF REPORTING PERSON | |||||||||||
| 00 | ||||||||||||
| 1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Edgar Leon | |||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | |||||||||||
| (a) o | ||||||||||||
| (b) o | ||||||||||||
| 3 | SEC USE ONLY | |||||||||||
| 4 | SOURCE OF FUNDS | |||||||||||
| 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 | |||||||||||
| USA | ||||||||||||
| 7 | SOLE VOTING POWER | |||||||||||
| NUMBER OF | ||||||||||||
| SHARES | 8 | SHARED VOTING POWER | ||||||||||
| BENEFICIALLY | ||||||||||||
| OWNED BY | 31,390,000 | |||||||||||
| EACH | 9 | SOLE DISPOSITIVE POWER | ||||||||||
| REPORTING | ||||||||||||
| PERSON | ||||||||||||
| WITH | 10 | SHARED DISPOSITIVE POWER | ||||||||||
| 31,390,000 | ||||||||||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||||||||
| 31,390,000 | ||||||||||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |||||||||||
| o | ||||||||||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||||||||||
| 100% | ||||||||||||
| 14 | TYPE OF REPORTING PERSON | |||||||||||
| IN | ||||||||||||
ITEM 1. SECURITY AND ISSUER.
This Schedule 13D relates to the common stock, $0.0001 par value, of Dardanos Acquisition Corp., a Delaware corporation (the “Issuer” or “Company”). The principal executive offices of the Company are located at 848 North Rainbow Blvd., #2713, Las Vegas, NV 89107.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is filed jointly pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended, by Ozero Worldwide, LLC (“OZERO”), and Edgar Leon (collectively, the “Reporting Persons”). OZERO is a California limited liability company and Edgar Leon, its sole member and sole manager, is a U.S. citizen. OZERO’s address is 848 North Rainbow Blvd., #2713, Las Vegas, NV 89107.
Mr. Leon is the owner and CEO of Ozero Worldwide, LLC, formed in California for the purpose of acquiring and holding shares in the Company.
During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person 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.
OZERO used working capital to make the acquisition of Common Stock and paid $69,990 to acquire 31,390,000 shares of the Company’s common stock from William Tay.
For purposes of determining the percentages reported in this Schedule 13D, the Reporting Persons acquired beneficial ownership of 31,390,000 shares which is all of the Issuer’s outstanding shares of Common Stock (as reported in the Issuer’s current report on Form 8-K filed with the U.S. Securities and Exchange Commission on April 21, 2014).
For purposes of this Schedule 13D, the total number of shares reported as beneficially owned by the Reporting Persons is 31,390,000 shares.
Mr. Leon has shared beneficial ownership of the 31,390,000 shares held by OZERO through his ownership and control of OZERO.
ITEM 4. PURPOSE OF TRANSACTION.
The Reporting Persons purchased the shares of Common Stock to acquire the ownership and control of the Company. The Reporting Persons intend to increase the number of members of the Company’s Board of Directors and to fill such positions at a later date. The Reporting Persons may use the Company to acquire or merge with PLH Products, Inc., a California Corporation, or any other businesses.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
| (a) | The Reporting Persons beneficially own 31,390,000 shares of Common Stock of the Issuer, which represents 100% of the issued and outstanding shares of the Issuer. Please see Item 3 — Source and Amount of Funds or Other Consideration. | |
| (b) | OZERO has sole power to vote or dispose of all the shares of Common Stock of the Issuer. Mr. Leon has shared power to vote or dispose of all of the shares of Common Stock of the Issuer. |
| (c) | Other than the acquisition of the shares reported herein, the Reporting Persons have not effected any transactions in the shares of the Issuer during the past 60 days. | ||
| (d) | No person other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares reported above in this Item 5. | ||
| (e) | Not applicable |
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Not Applicable
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
| 1. | Share Purchase Agreement dated as of February 26, 2014, between William Tay, Dardanos Acquisition Corp. and Ozero Worldwide, LLC. | ||
| 2. | Joint Filing Agreement, dated as of April 21, 2014, by and among the Reporting Persons. |
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.
| Date: April 21, 2014 | OZERO WORLDWIDE, LLC
| |||
| By: | /s/ Edgar Leon | |||
| Edgar Leon, Sole Manager | ||||
| By: | /s/ Edgar Leon | |||
| Edgar Leon, Individually | ||||
