UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
| FORMATION MINERALS, INC. |
| (Name of Issuer) |
| Common Stock, par value $0.01 per share |
| (Title of Class of Securities) |
|
Sze Tang (Albert) Li
1 Scotts Road #24-10
Singapore 228208
Singapore |
| (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
| |
| January 1, 2021 |
| (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 which 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(b) 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, as amended
(the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all
other provisions of the Exchange Act (however, see the Notes).
| CUSIP No. 81726B108 |
SCHEDULE 13D |
Page 1 of 5 |
| 1 |
name of reporting person
Sze Tang (Albert) Li |
|
| 2 |
check the appropriate box
if a member of a group*
|
(a)
☐
(b) ☐ |
| 3 |
sec use only
|
|
| 4 |
source of funds*
PF |
|
| 5 |
check if disclosure of legal
proceedings is required pursuant to items 2(d) or 2(e)
|
☐ |
| 6 |
citizenship or place of organization
Canada |
|
number of
shares
beneficially
owned by
each
reporting
person
with |
7 |
sole voting power
26,384,000 |
|
| 8 |
shared voting power
500,000 |
|
| 9 |
sole dispositive power
26,384,000 |
|
| 10 |
shared dispositive power
500,000 |
|
| 11 |
aggregate amount beneficially
owned by each reporting person
26,884,000 |
|
| 12 |
check box if the aggregate
amount in row (11) excludes certain shares*
|
☐ |
| 13 |
percent of class represented
by amount in row (11)
29.42%(1) |
|
| 14 |
type of reporting person*
IN |
|
| (1) | Percentage is based on 91,377,034 shares of common stock,
par value $0.01 per share (“Common Stock”) of Formation Minerals, Inc., a Nevada corporation, formerly known as SensaSure
Technologies Inc. (the “Issuer”), issued and outstanding on May 10, 2024, based on information provided by the Issuer. |
| CUSIP No. 81726B108 |
SCHEDULE 13D |
Page 2 of 5 |
| 1 |
name of reporting person
Affluence Asset Holdings PTE. Ltd. |
|
| 2 |
check the appropriate box
if a member of a group*
|
(a)
☐
(b) ☐ |
| 3 |
sec use only
|
|
| 4 |
source of funds*
WC |
|
| 5 |
check if disclosure of legal
proceedings is required pursuant to items 2(d) or 2(e)
|
☐ |
| 6 |
citizenship or place of organization
Singapore |
|
number of
shares
beneficially
owned by
each
reporting
person
with |
7 |
sole voting power
0 |
|
| 8 |
shared voting power
500,000 |
|
| 9 |
sole dispositive power
0 |
|
| 10 |
shared dispositive power
500,000 |
|
| 11 |
aggregate amount beneficially
owned by each reporting person
500,000 |
|
| 12 |
check box if the aggregate
amount in row (11) excludes certain shares*
|
☐ |
| 13 |
percent of class represented
by amount in row (11)
0.55%(1) |
|
| 14 |
type of reporting person*
OO |
|
| (1) | Percentage is based on 91,377,034 shares of Common Stock
issued and outstanding on May 10, 2024, based on information provided by the Issuer. |
| CUSIP No. 81726B108 |
SCHEDULE 13D |
Page 3 of 5 |
Item 1. Security and Issuer.
This Schedule 13D (this “Schedule
13D”) relates to the shares of common stock, par value $0.01 per share (“Common Stock”), of Formation Minerals,
Inc. a Nevada corporation, formerly known as SensaSure Technologies Inc. (the “Issuer”). The Issuer’s principal
executive offices are located at P.O. Box 67, Jacksboro, Texas 76458.
Item 2. Identity and Background.
| (a) | This Schedule 13D is being filed by Sze Tang (Albert) Li,
an individual (“Mr. Li”), and Affluence Asset Holdings PTE. Ltd., a company organized in Singapore (“Affluence”).
The foregoing persons are hereinafter sometimes referred to as the “Reporting Persons”. The Reporting Persons have
entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 99.1 to this Schedule 13D, pursuant to which they have agreed
to file this Schedule 13D and all subsequent amendments jointly in accordance with the provisions of Rule 13d-1(k) of the Act. The filing
of this Schedule 13D should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the
securities reported herein. |
| (b) | Mr. Li’s principal business address is 1 Scotts Road #24-10, Singapore 228208, Singapore.
Affluence’s principal business address is 9 Raffles Place #26-00, Republic Plaza, Singapore 048619, Singapore. |
| (c) | Mr. Li presently serves as the owner and sole director and
officer of Affluence, whose principal business is investment holdings. |
| (d) | During the last five years, no Reporting Person has been convicted
in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | During the last five years, no Reporting Person, 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. |
| (f) | Mr. Li is a citizen of Canada and Affluence is a company organized
in Singapore. |
Item 3. Source or Amount of Funds or Other
Consideration.
On or about January 15, 2021,
Mr. Li purchased 3,274,000 shares of Common Stock for $0.07 per share, through a subscription agreement using personal funds. On May 9,
2024, Mr. Li received 23,110,000 shares of Common Stock as compensation for his services as an advisor to the Issuer in connection with
the transactions contemplated in that agreement and plan of merger, (the “Merger Agreement”), entered into on December
11, 2023, by and among SensaSure Technologies, Inc, Formation Minerals, Inc., a Nevada corporation and a direct, wholly-owned subsidiary
of SensaSure Technologies, Inc. (“Merger Sub”), and Verde Bio Holdings, Inc. (“Verde”), a Nevada
corporation, pursuant to which Merger Sub merged with and into Verde, with Verde surviving as a direct, wholly owned subsidiary of SensaSure
Technologies, Inc, and the surviving corporation of the merger, currently known as the Issuer which transaction is referred to herein
as the merger (the “Merger”).
On or about May 19, 2023,
Affluence purchased 500,000 shares of Common Stock for $0.065 per share, through a subscription agreement, using cash on hand.
| CUSIP No. 81726B108 |
SCHEDULE 13D |
Page
4 of 5 |
Item 4. Purpose of Transaction.
Mr.
Li purchased 3,274,000 shares of Common Stock for investment purposes. Mr. Li also received 23,110,000 shares of Common Stock as compensation
for his services as advisor to the Issuer in connection with the transactions contemplated in the Merger Agreement. He holds such shares
for investment purposes.
Except
as otherwise described herein, the Reporting Persons currently have no plan(s) or proposal(s) that relate to, or would result in,
any of the events or transactions described in Item 4(a) through (j) of Schedule 13D, although each Reporting Person reserves the
right, at any time and from time to time, to review or reconsider such Reporting Person’s position and/or change such
Reporting Person’s purpose and/or formulate plans or proposals with respect thereto.
The
Reporting Persons intend to review from time to time their investment in the Issuer and the Issuer’s business affairs, financial
position, performance and other investment considerations. The Reporting Persons may from time to time engage in discussions with the
Issuer, its directors and officers, other stockholders of the Issuer and other persons on matters that relate to the management, operations,
business, assets, capitalization, financial condition, strategic plans, governance and the future of the Issuer and/or its subsidiaries.
Based upon such review and discussions, as well as general economic, market and industry conditions and prospects and the Reporting Persons’
liquidity requirements and investment considerations, and subject to the limitations in the agreements described below, the Reporting
Persons may consider additional courses of action, which may include, in the future, formulating plans or proposals regarding the Issuer
and/or its subsidiaries, including possible future plans or proposals concerning events or transactions of the kind described in Item
4(a) through (j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a)
– (b)
The following sets forth, as of the date of this
Schedule 13D, the aggregate number of shares of Common Stock and percentage of Common Stock beneficially owned by each of the Reporting
Persons, as well as the number of shares of Common Stock as to which each Reporting Person has the sole power to vote or to direct the
vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition of, or shared power to dispose or
to direct the disposition of, as of the date hereof, based on 91,377,034 shares of Common Stock issued and outstanding as of May 10, 2024
based on information provided by the Issuer. Mr. Li serves as the sole director, officer and beneficial owner of Affluence and, accordingly,
Mr. Li may also be deemed to beneficially own the shares of Common Stock held directly by Affluence.
Reporting Person | |
Amount held directly | | |
Percent of class | | |
Sole power to
vote or to
direct the vote | | |
Shared power
to vote or to
direct the vote | | |
Sole power to
dispose or to direct
the disposition | | |
Shared power
to dispose or to
direct the
disposition | |
| Mr. Li | |
| 26,884,000 | | |
| 29.42 | % | |
| 26,384,000 | | |
| 500,000 | | |
| 26,384,000 | | |
| 500,000 | |
| Affluence | |
| 500,000 | | |
| 4.11 | % | |
| 0 | | |
| 500,000 | | |
| 0 | | |
| 500,000 | |
| CUSIP No. 81726B108 |
SCHEDULE 13D |
Page 5 of 5 |
| (c) | The Reporting Persons have not, to the best of their knowledge,
have engaged in any transaction with respect to the Common Stock of the Issuer during the sixty days prior to the date of filing this
Schedule 13D. |
| (d) | To the knowledge of the Reporting Persons, no person other
than the Reporting Persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale
of, the shares of Common Stock beneficially owned by the Reporting Persons as reported in this Schedule 13D. |
Item 6. Contracts, Arrangements, Understandings
or Relationships with Respect to Securities of the Issuer.
Pursuant to the Merger Agreement,
Mr. Li received 23,110,000 shares of Common Stock as compensation for his services as an advisor to the Issuer in connection with the
transactions contemplated in the Merger Agreement.
Item 7. Material to be filed as Exhibits.
| Exhibit |
|
Description |
| 99.1 |
|
Agreement of Joint Filing, dated as of September 23, 2024, by and between the Reporting Persons. |
| 99.2 |
|
Agreement and Plan of
Merger, dated December 11, 2023, by and among Formation Minerals, Inc. and Verde Bio Holdings, Inc. (Incorporated by reference to
Exhibit 2.1 of the Current Report on Form 8-K filed by Formation Minerals, Inc. on December 15, 2023.) |
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: September 23, 2024 |
SZE TANG (ALBERT) LI |
| |
|
| |
|
/s/ Sze Tang (Albert) Li |
| |
|
|
| |
AFFLUENCE ASSET HOLDINGS PTE. LTD. |
| |
|
|
| |
By: |
/s/ Sze Tang (Albert) Li |
| |
|
Sze Tang (Albert) Li |
| |
|
Authorized Signatory |
6
EXHIBIT 99.1
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
Each undersigned acknowledges and agrees that
the foregoing Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this Schedule 13D shall be filed
on behalf of each undersigned without the necessity of filing additional joint filing agreements. Each undersigned acknowledges that each
undersigned shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning
it or him contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the
others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Each undersigned hereby
further agrees that this Joint Filing Agreement may be executed in any number of counterparts, each of which when so executed shall be
deemed to be an original, but all of which counterparts shall together constitute one and the same instrument.
| Date: September 23, 2024 |
SZE (ALBERT) TANG LI |
| |
|
|
| |
|
/s/ Sze Tang (Albert) Li |
| |
|
|
| |
AFFLUENCE ASSET HOLDINGS PTE. LTD |
| |
|
|
| |
By: |
/s/ Sze Tang (Albert) Li |
| |
|
Sze (Albert) Tang Li |
| |
|
Authorized Signatory |
Formation Minerals (QB) (USOTC:FOMI)
過去 株価チャート
から 10 2024 まで 11 2024
Formation Minerals (QB) (USOTC:FOMI)
過去 株価チャート
から 11 2023 まで 11 2024
