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OMB APPROVAL
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OMB Number 3235-0145
Expires: December 31, 2005
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ________)*
Derycz Scientific, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
25007M101
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(CUSIP Number)
Amy Wang, Esq.
Bristol Capital Advisors, LLC
6353 W. Sunset Boulevard, Suite 4006, Hollywood, CA 90028
(323) 960-3800
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 31, 2009
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(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 ss.ss.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 ss.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. 25007M101
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1. Name of Reporting Persons I.R.S. Identification Nos. of above persons
(entities only)
Bristol Investment Fund, Ltd. (98-0335509)
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2. Check the Appropriate Box If a Member of a Group (See Instructions)
(a) [_]
(b) [_]
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3. SEC Use Only
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4. Source of Funds (See Instructions)
Cash
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
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6. Citizenship or Place of Organization
Cayman Islands
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NUMBER OF 7. Sole Voting Power
SHARES 2,650,000
BENEFICIALLY -----------------------------------------------------------------
OWNED BY 8. Shared Voting Power
EACH
REPORTING -----------------------------------------------------------------
PERSON 9. Sole Dispositive Power
WITH: 2,650,000
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10. Shared Dispositive Power
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,650,000
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12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) [_]
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13. Percent of Class Represented by Amount in Row (11)
20.44%
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14. Type of Reporting Person (See Instructions)
CO
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The following constitutes the Schedule 13D filed by the undersigned (the
"Schedule 13D").
ITEM 1. SECURITY AND ISSUER
This statement relates to the shares of common stock (the "Shares") of Derycz
Scientific, Inc. (the "Issuer"). The address of the Issuer's principal executive
offices is 1524 Cloverfield Blvd., Suite E, Santa Monica, California 90404.
ITEM 2. IDENTITY AND BACKGROUND
This statement is filed on behalf of all persons and entities and participants
of Bristol Investment Fund, Ltd., an entity organized under the laws of the
Cayman Islands ("Bristol"). Bristol is referred to herein as the "Reporting
Person."
Bristol is a privately held fund that invests primarily in publicly-traded
growth companies through the purchase of various securities in private placement
transactions. The address of Bristol's registered office is Caledonian Fund
Services (Cayman) Limited, 69 Dr. Roy's Drive, George Town, Grand Cayman, Cayman
Islands. Bristol Capital Advisors, LLC, an entity organized under the laws of
the State of Delaware ("BCA"), is the investment advisor to Bristol. Paul
Kessler is manager of BCA and as such has voting and dispositive power over the
shares held by Bristol.
During the last five years the Reporting Person has not been convicted in a
criminal proceeding, nor been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction, as a result of which it 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
Bristol purchased 2,650,000 Shares for approximately $675,000.00 in cash.
ITEM 4. PURPOSE OF TRANSACTION
The Reporting Person acquired the securities for investment purposes. The
Reporting Person intends to continuously review its investment in the Issuer,
and may in the future determine to (i) dispose of all or a portion of the
securities of the Issuer owned by it from time to time in public or private
transactions; (ii) acquire additional securities of the Issuer, through open
market purchases, private agreements or otherwise; (iii) take any other
available course of action, or (iv) otherwise change its investment intent.
Notwithstanding anything contained herein to the contrary, the Reporting Person
specifically reserves the right to change its intentions at any time with
respect to any or all of such matters, as it deems appropriate. In reaching any
decision as to its course of action, the Reporting Person currently expects that
it would take into consideration a variety of factors, including, but not
limited to, the Issuer's financial condition, business, operations and
prospects, other developments concerning the Issuer, other business
opportunities available to the Reporting Person, general economic conditions and
money and stock market conditions, including the market price of the securities
of the Issuer, and other relevant factors.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As of the date of the filing of this Schedule 13D, Bristol owns
2,650,000 Shares, which represents approximately 20.44% of the
Shares outstanding, based upon 12,961,830 Shares outstanding as
of February 10, 2010 as reported in the Issuer's quarterly report
on Form 10Q, as filed with the Securities and Exchange Commission
on February 12, 2010.
(b) Paul Kessler, as manager of the investment advisor to Bristol,
has power to vote and dispose of the Shares owned by Bristol,
but Mr. Kessler disclaims beneficial ownership of the Shares
owned by Bristol.
(c) The Reporting Person did not engage in any transactions in the
Shares during the last sixty days.
(d) No person other than the Reporting Person is known to have the
right to receive, or the power to direct the receipt of dividends
from, or proceeds from the sale of, the Shares.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Other than as described herein, there are no contracts, arrangements,
understandings or relationships between the Reporting Person and any other
person, with respect to the securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
SIGNATURE
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: February 12, 2010
BRISTOL INVESTMENT FUND, LTD.
By: /s/ Paul Kessler
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