-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UB4KZv1oZe5h8YeJI35JC9vgUJ9/W7ibkFFytH3hx0IRtbmPWAqdHJCN0a4R9BVs MZ4IX9YB9dZGSh/6ak+LNg== 0001314052-06-000005.txt : 20060428 0001314052-06-000005.hdr.sgml : 20060428 20060428124502 ACCESSION NUMBER: 0001314052-06-000005 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20060428 DATE AS OF CHANGE: 20060428 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Skarpelos Athanasios CENTRAL INDEX KEY: 0001360570 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 30 6937 060794 MAIL ADDRESS: STREET 1: 14,RUE KLEBERG CITY: GENEVA STATE: V8 ZIP: CH-1201 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Thrifty Printing Inc. CENTRAL INDEX KEY: 0001314052 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PHOTOFINISHING LABORATORIES [7384] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81767 FILM NUMBER: 06788338 BUSINESS ADDRESS: STREET 1: 3702 SOUTH VIRGINIA STREET STREET 2: #G12-401 CITY: RENO STATE: NV ZIP: 89502 BUSINESS PHONE: 604-537-1608 MAIL ADDRESS: STREET 1: 3702 SOUTH VIRGINIA STREET STREET 2: #G12-401 CITY: RENO STATE: NV ZIP: 89502 SC 13D 1 t13d.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _______*) THRIFTY PRINTING INC. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 885875 10 4 (CUSIP Number) Harvey Lalach 101-4837 Canyon Ridge Cresent, Kelowna, BC V1W 4A1 Tel: 250-764-9701 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 25, 2006 (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 Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] SCHEDULE 13D CUSIP No. 885875 10 4 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Athanasios Skarpelos 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS (See Instructions) PF 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Greek NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 1,562,500 shares of common stock 8 SHARED VOTING POWER N/A 9 SOLE DISPOSITIVE POWER 1,562,500 shares of common stock 10 SHARED DISPOSITIVE POWER N/A 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,562,500 shares of common stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 48.8%, based on 3,200,000 shares of common stock outstanding on April 25, 2006 14 TYPE OF REPORTING PERSON (See Instructions) IN Item 1. Security and Issuer This Schedule relates to shares of common stock, par value $0.001 (the Shares), of Thrifty Printing Inc.., a Nevada corporation (the Issuer). The principal executive offices of the Issuer are located at 101-4837 Canyon Ridge Cresent, Kelowna, BC V1W 4A1 Item 2. Identity and Background (a) Name: Athanasios Skarpelos. (b) Business Address: 14, Rue Kleberg CH-1201, Geneva Switzerland. (c) Present Principal Occupation: Self-employed Businessman. (d) Mr. Skarpelos has not, during the past five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Mr. Skarpelos has not, during the past five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, which, 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) Citizenship: Mr. Skarpelos is a citizen of Greece. Item 3. Source and Amount of Funds or Other Considerations Mr. Skarpelos acquired beneficial ownership of 1,562,500 by way of a cash purchase using his personal funds. Item 4. Purpose of Transaction Mr. Skarpelos purpose of the transaction was for personal investment and to acquire control of the Issuer. As a result of the transaction, Mr. Skarpelos holds 1,562,500 shares or 48.82%, of the outstanding Shares of the Issuer as of April 25, 2006. Mr. Skarpelos reserves the right to actively pursue various proposals which could relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuers business or corporate structure; (g) changes in the Issuers charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; and (j) any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer (a) As of April 25, 2006 , Mr. Skarpelos beneficially owned 1,562,500 Shares, or 48.8%, of the Issuers outstanding stock. (b) Mr. Skarpelos holds the sole power to vote or to direct the vote, and to dispose or to direct the disposition of all of the Shares reported in this Schedule. (c) Other than the transaction set out in Item 3, and the transactions that occurred in connection with such transaction, Mr. Skarpelos has not effected any transactions in the Shares of the Issuer during the past 60 days. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Except as set forth above or set forth in the exhibit, there are no contracts, arrangements, understandings or relationships between Mr. Skarpelos and any other person with respect to any securities of the Issuer. Item 7. Material to Be Filed as Exhibits Affiliate Stock Purchase Agreement Dated April 25, 2006 among Yang Wu, Pei Ru Wu, Athanasios Skarpelos and Harvey Lalach. 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: April 28, 2006 /s/ Athanasios Skarpelos Athanasios Skarpelos - 6 - EX-1 2 tapa.txt AFFILIATE STOCK PURCHASE AGREEMENT This Affiliate Stock Purchase Agreement (this Agreement), is made as of April 25, 2006, by and between Yang Wu, as to 812,500 shares. and Pei Ru Wu, as to 850,000 shares both of 3702 South Virginia Street, Reno, Nevada 89502 (the Sellers) and the purchasers listed on Schedule A hereto, each of which is referred to herein as a Purchaser and collectively as the Purchasers. RECITALS WHEREAS, the Sellers collectively are the owners of 1,662,500 restricted shares of common stock, of Thrifty Printing Inc., a Nevada corporation (the Company) in the proportions set out above; and WHEREAS, the Sellers propose to sell to each Purchaser the number of restricted shares of common stock specified next to such Purchasers name in Schedule A hereto (the Purchased Shares), on the terms set forth herein. In consideration of the premises, representations, warranties and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. PURCHASE AND SALE 1.1 The Sellers hereby agree to sell, assign, transfer and deliver to each Purchaser, and each Purchaser hereby agrees to purchase from the Sellers, the Purchased Shares at a purchase price per share of US $0.15 for an aggregate purchase price of US $249,375 (the Purchase Price) payable on the Closing Date (as defined below). 2. REPRESENTATIONS AND WARRANTIES OF THE SELLER 2.1 The Sellers jointly and severally warrant, covenant and represent to each Purchaser with the intention of inducing each Purchaser to enter into this Agreement that: (a) immediately prior to and at the Closing, the Sellers shall be the legal and beneficial owner of the Purchased Shares and on the Closing Date, the Sellers shall transfer to each Purchaser the Purchased Shares free and clear of all liens, restrictions, covenants or adverse claims of any kind or character; (b) the Sellers have the legal power and authority to execute and deliver this Agreement and all other documents required to be executed and delivered by the Sellers hereunder and to consummate the transactions contemplated hereby; and (c) each Seller is, or has been during the past ninety (90) days, an officer, director, 10% or greater shareholder or affiliate of the Company, as that term is defined in Rule 144 promulgated under the United States Securities Act of 1933, as amended (the Securities Act); (d) to the best of the knowledge, information and belief of the Sellers there are no circumstances that may result in any material adverse effect to the Company or the value of the Purchased Shares that are now in existence or may hereafter arise; (e) no Seller is indebted to the Company and the Company is not indebted to any of the Sellers; (f) the authorized capital of the Company consists of 25,000,000 common shares, par value $0.001 per share, of which a total of 3,200,000 common shares have been validly issued, are outstanding and are fully paid and non-assessable; (g) no person, firm or corporation has any right, agreement, warrant or option, present or future, contingent or absolute, or any right capable of becoming a right, agreement or option to require the Company to issue any shares in its capital or to convert any securities of the Company or of any other company into shares in the capital of the Company; (h) the Company has no liability, due or accruing, contingent or absolute, and is not directly or indirectly subject to any guarantee, indemnity or other contingent or indirect obligation with respect to the obligation of any other person or company not shown or reflected in the Companys most recent audited financial statements (the Financial Statements) filed on Edgar which will have been paid in full either from the Purchase Price or prior to payment of the Purchase Price; and the Sellers will pay any outstanding liability of the Company in excess of $100 with the Purchase Price; (i) the Company has good and marketable title to all of its assets, and such assets are free and clear of any financial encumbrances not disclosed in the Financial Statements; and (j) there are no claims threatened or against or affecting the Company nor are there any actions, suits, judgments, proceedings or investigations pending or, threatened against or affecting the Company, at law or in equity, before or by any Court, administrative agency or other tribunal or any governmental authority or any legal basis for same. 3. REPRESENTATIONS AND WARRANTIES OF THE PURCHASER 3.1 Each Purchaser represents and warrants to the Seller that each Purchaser: (a) has the legal power and authority to execute and deliver this Agreement and to consummate the transactions hereby contemplated; (b) understands and agrees that offers and sales of any of the Purchased Shares prior to the expiration of a period of one year after the date of completion of the transfer of the Purchased Shares (the Restricted Period) as contemplated in this Agreement shall only be made in compliance with the safe harbor provisions set forth in Regulation S, or pursuant to the registration provisions of the Securities Act or pursuant to an exemption therefrom, and that all offers and sales after the Restricted Period shall be made only in compliance with the registration provisions of the Securities Act or an exemption therefrom; and (c) is acquiring the Purchased Shares as principal for its own account, for investment purposes only, and not with a view to, or for, resale, distribution or fractionalization thereof, in whole or in part, and no other person has a direct or indirect beneficial interest in the Purchased Shares. The foregoing representations and warranties are inserted for the exclusive benefit of the Purchasers and may be waived in all or in part by the Purchasers by notice in writing to the sellers. 4. INDEMNIFICATION 4.1 The Sellers jointly and severally hereby agree to indemnify and hold harmless the Purchasers and the Company against any losses, claims, damages or liabilities to which the Sellers or the Company may become subject insofar as such losses, claims, damages or liabilities arise out of or are based upon taxes, real property leases or equipment leases payable by or for which the Company has the primary liability; and in particular, any misrepresentation of the Sellers as contained herein. Damages of the Purchasers are not limited to the amount of the Sellers received hereunder but will include each Purchasers or Companys actual cost of any claim and full costs of negotiations and for defence. 5. MISCELLANEOUS 5.1 The parties hereto acknowledge that they have obtained independent legal advice with respect to this Agreement and acknowledge that they fully understand the provisions of this Agreement. 5.2 Unless otherwise provided, all dollar amounts referred to in this Agreement are in United States dollars. 5.3 There are no representations, warranties, collateral agreements, or conditions concerning the subject matter of this Agreement except as herein specified. 5.4 This Agreement will be governed by and construed in accordance with the laws of the Province of British Columbia. The parties hereby irrevocably attorn to the exclusive jurisdiction of the courts of British Columbia with respect to any legal proceedings arising from this Agreement. 5.5 The representations and warranties of the parties contained in this Agreement shall survive the closing of the purchase and sale of the Purchased Shares and shall continue in full force and effect for a period of three years. 5.7 This Agreement may be executed in several counterparts, each of which will be deemed to be an original and all of which will together constitute one and the same instrument. 5.8 Delivery of an executed copy of this Agreement by electronic facsimile transmission or other means of electronic communication capable of producing a printed copy will be deemed to be execution and delivery of this Agreement as of the date set forth on page one of this Agreement. Each of the parties hereto has executed this Agreement to be effective as of the day and year first above written. /s/ Yang Wu Yang Wu /s/ Pei Ru Wu Pei Ru Wu SCHEDULE A Name of Purchaser Number of Restricted Common Shares of the Purchaser Signature of Purchaser Athanasios Skarpelos 1,562,500 /s/ Athanasios Skarpelos Harvey Lalach 100,000 /s/ Harvey Lalach - 4 - - 1 - D/BIP/843778.1 -----END PRIVACY-ENHANCED MESSAGE-----