Statement of Ownership (sc 13g)
11 Février 2021 - 9:39PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
(Amendment No. ________)*
DIGERATI TECHNOLOGIES, INC.
(Name of Issuer)
Common Stock, Par Value $0.001 per share
(Title of Class of Securities)
(CUSIP Number)
Platinum Point Capital, LLC
Brian Freifeld
353 Lexington Avenue, Suite 1502
New York, New York 10016
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
(Date of Event which Requires Filing of
this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule
13d-1(c)
☐ Rule 13d-1(d)
* 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).
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CUSIP No. 25375L206
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13G
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Page 2 of 7 Pages
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1.
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Platinum Point Capital, LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
12,057,368
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6.
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SHARED VOTING POWER
359,291
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7.
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SOLE DISPOSITIVE POWER
12,057,368
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8.
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SHARED DISPOSITIVE POWER
359,291
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,416,659
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.28%
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12.
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TYPE OF REPORTING PERSON (see instructions)
OO
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CUSIP No. 25375L206
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13G
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Page 3 of 7 Pages
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1.
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Brian Freifeld
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
12,057,368
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6.
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SHARED VOTING POWER
359,291
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7.
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SOLE DISPOSITIVE POWER
12,057,368
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8.
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SHARED DISPOSITIVE POWER
359,291
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,416,659
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.28%
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12.
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TYPE OF REPORTING PERSON (see instructions)
IN
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CUSIP No. 25375L206
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13G
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Page 4 of 7 Pages
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Item 1.
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(a)
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Name of Issuer
Digerati Technologies, Inc.
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(b)
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Address of Issuer’s Principal Executive Offices
825 W. Bitters, Suite 104
San Antonio, Texas 78216
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Item 2.
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(a)
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Name of Person Filing
Platinum Point Capital, LLC (“Platinum”)
Brian Freifeld (“Freifeld”)
Platinum and Freifeld
are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with respect
to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The
filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership
of the securities reported herein.
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(b)
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Address of the Principal Office or, if none, residence
The address of each of the Reporting Persons is 353 Lexington Avenue, Suite 1502, New York, New York 10016
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(c)
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Citizenship
Platinum is a Nevada limited liability company, Freifeld is a United States Citizen
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(d)
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Title of Class of Securities
Common Stock, Par value $0.001 per share
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(e)
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CUSIP Number
25375L206
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CUSIP No. 25375L206
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13G
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Page 5 of 7 Pages
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Item 3. If this statement is filed pursuant to
§§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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Item 4. Ownership.
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned: 12,416,659
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(b)
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Percent of class: 9.28%
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote 12,057,368.
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(ii)
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Shared power to vote or to direct the vote 359,291.
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(iii)
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Sole power to dispose or to direct the disposition of 12,057,368.
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(iv)
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Shared power to dispose or to direct the disposition of 359,291.
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Instruction. For computations regarding securities which
represent a right to acquire an underlying security see §240.13d-3(d)(1).
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CUSIP No. 25375L206
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13G
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Page 6 of 7 Pages
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Item 5. Ownership of Five Percent or Less of
a Class.
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities,
check the following ¨.
Instruction. Dissolution of a group requires a response
to this item.
Item 6. Ownership of More than Five Percent on
Behalf of Another Person.
Not applicable
Item 7. Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable
Item 8. Identification and Classification of Members
of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certification.
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(a)
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The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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(b)
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The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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CUSIP No. 25375L206
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13G
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Page
7 of 7 Pages
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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.
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02/09/2021
Date
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Platinum
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/s/ Brian Freifeld
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Signature
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Brian Freifeld, President
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Name/Title
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Freifeld
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/s/ Brian Freifeld
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Signature
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