0001415889-19-000118.txt : 20190201 0001415889-19-000118.hdr.sgml : 20190201 20190201151256 ACCESSION NUMBER: 0001415889-19-000118 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20190128 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190201 DATE AS OF CHANGE: 20190201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: True Drinks Holdings, Inc. CENTRAL INDEX KEY: 0001134765 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 841575085 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32420 FILM NUMBER: 19559510 BUSINESS ADDRESS: STREET 1: 2 PARK PLAZA STREET 2: SUITE 1200 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 9492033500 MAIL ADDRESS: STREET 1: 2 PARK PLAZA STREET 2: SUITE 1200 CITY: IRVINE STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: BAZI INTERNATIONAL, INC. DATE OF NAME CHANGE: 20100803 FORMER COMPANY: FORMER CONFORMED NAME: XELR8 HOLDINGS, INC. DATE OF NAME CHANGE: 20070321 FORMER COMPANY: FORMER CONFORMED NAME: VITACUBE SYSTEMS HOLDINGS INC DATE OF NAME CHANGE: 20040331 8-K 1 form8k-02012019_120241.htm True Drinks Holdings, Inc. - FORM 8-k



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported):  January 28, 2019

Commission File Number:  001-32420

True Drinks Holdings, Inc.
(Exact name of registrant as specified in its charter.)

Nevada
(State or other jurisdiction of incorporation or organization)
84-1575085
(IRS Employer Identification No.)



2 Park Plaza, Suite 1200, Irvine, California 92614
(Address of principal executive offices)

949-203-3500
(Registrant's Telephone number)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2)
Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Item 1.01 Entry into a Material Definitive Agreement.

On January 28, 2019, True Drinks Holdings, Inc. (the " Company") entered into agreements with the holders of three Senior Secured Promissory Notes (the " Notes") to extend the maturity date of each of the Notes by 60 days (the " Extension Agreements"), which Extension Agreements are attached as Exhibits 10.1, 10.2 and 10.3 to this Current Report on Form 8-K. The Notes were each issued between July 25, 2017 to July 31, 2017, originally matured six months after issuance, have an aggregate principal balance of $750,000, and accrue interest at a rate of 8% per annum. As a result of the the Extension Agreements, the Notes now mature on March 26, 2019, March 31, 2019 and April 1, 2019, respectively.

The foregoing description of the Extension Agreements does not purport to be complete, and is qualified in its entirety by reference to the full text of the Extension Agreements, attached hereto as Exhibits 10.1, 10.2 and 10.3, respectively, which are incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

See Exhibit Index.

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
True Drinks Holdings, Inc.


Date:   February 1, 2019
By: /s/ Robert Van Boerum
Name: Robert Van Boerum
Title: Principal Executive Officer and Principal Financial Officer

Exhibit Index
 
Exhibit No.
   
Description
  
Senior Secured Note Extension Agreement, by and between True Drinks Holdings, Inc. and Baker Court, LLC, dated January 28, 2019
  
Senior Secured Note Extension Agreement, by and between True Drinks Holdings, Inc. and Juliann M. P errigo, dated January 28, 2019
  
Senior Secured Note Extension Agreement, by and between True Drinks Holdings, Inc. and Red Beard Holdings, LLC, dated January 28, 2019
EX-10 2 ex10-02012019_120243.htm ex10-02012019_120243.htm

TRUE DRINKS HOLDINGS, INC.

2 PARK PLAZA, SUITE 1200

IRVINE, CALIFORNIA 92614

 

January 28, 2019

 

Baker Court, LLC

P.O Box 6923

Incline Village, Nevada 89450

Attn: Wade Talkington

 

Re:            Note Maturity Extension

 

Dear Wade,

 

Reference is hereby made to that certain Senior Secured Promissory Note in the principal amount of $210,000 issued to Baker Court, LLC, dated July 28, 2017 (the “Promissory Note”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Promissory Note.

 

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Maturity Date, as set forth in the Promissory Note, is hereby extended from January 28, 2019 to March 29, 2019.

 

Please execute this letter below to acknowledge and agree to the Maturity Date extension.

 

Very truly yours,

 

TRUE DRINKS HOLDINGS, INC.

 

By:               /s/ Robert Van Boerum                                                    

Name:        Robert Van Boerum

Title:          Principal Executive Officer and Principal Financial Officer

 

ACCEPTED AND AGREED

 

 

By:             /s Wade Talkington                                                      

Name:        Wade Talkington

Title:          Manager

 




 EX-10 3 ex10-02012019_120244.htm ex10-02012019_120244.htm

TRUE DRINKS HOLDINGS, INC.

2 PARK PLAZA, SUITE 1200

IRVINE, CALIFORNIA 92614

 

January 28, 2019

 

Juliann M. Perrigo

P.O. Box 6923

Incline Village, Nevada 89450

 

Re:            Note Maturity Extension

 

Dear Juliann:

 

Reference is hereby made to that certain Senior Secured Promissory Note in the principal amount of $140,000 issued to Juliann M. Perrigo, dated July 31, 2017 (the “Promissory Note”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Promissory Note.

 

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Maturity Date, as set forth in the Promissory Note, is hereby extended from January 31, 2019 to April 1, 2019.

 

Please execute this letter below to acknowledge and agree to the Maturity Date extension.

 

Very truly yours,

 

TRUE DRINKS HOLDINGS, INC.

 

By:               /s/ Robert Van Boerum                                                                                              

Name:        Robert Van Boerum

Title:          Principal Executive Officer and Principal Financial Officer

 

ACCEPTED AND AGREED

 

 

By:               /s/ Juliann M. Perrigo                                                 

Name:        Juliann M. Perrigo

 




 EX-10 4 ex10-02012019_120245.htm ex10-02012019_120245.htm

TRUE DRINKS HOLDINGS, INC.

2 PARK PLAZA, SUITE 1200

IRVINE, CALIFORNIA 92614

 

January 28, 2019

 

Red Beard Holdings, LLC

17595 Harvard Avenue, Suite C511

Irvine, California 92614

Attn: Vincent C. Smith

 

Re:            Note Maturity Extension

 

Dear Vincent:

 

Reference is hereby made to that certain Senior Secured Promissory Note in the principal amount of $400,000 issued to Red Beard Holdings, LLC, dated July 25, 2017 (the “Promissory Note”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Promissory Note.

 

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Maturity Date, as set forth in the Promissory Note, is hereby extended from January 25, 2019 to March 26, 2019.

 

Please execute this letter below to acknowledge and agree to the Maturity Date extension.

 

Very truly yours,

 

TRUE DRINKS HOLDINGS, INC.

 

By:               /s/ Robert Van Boerum                                                                                               

Name:        Robert Van Boerum

Title:          Principal Executive Officer and Principal Financial Officer

 

ACCEPTED AND AGREED

 

 

By:            /s/ Vincent C. Smith                                                

Name:        Vincent C. Smith

Title:          Manager