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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
December 11, 2013
Date of Report (date of Earliest Event Reported)
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GAME PLAN HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
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| NEVADA |
| 333-160730 |
| 20-0209899 |
| (State or Other Jurisdiction of Incorporation or Organization) |
| (Commission File No.) |
| (I.R.S. Employer Identification No.) |
112 Water Street, Suite 500, Boston, MA 02109
(Address of principal executive offices and zip code)
(617) 512-4453
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed from 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 (see General Instruction A.2. below):
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 8.01 Other Events.
On December 11, 2013, Game Plan Holdings, Inc. (the “Company”) announced that Andrew Bachman, its President, Chief Executive Officer, Chief Financial Officer, and Chairman, was recently named as a defendant in a lawsuit filed by the Federal Trade Commission in the United States District Court for the Central District of California. The complaint alleges, among other things, that entities including, without limitation, Tatto, Inc., Shaboom Media, LLC, and Virtus Media, LLC engaged in deceptive acts and unfair billing practices in violation of the Federal Trade Commission Act. Mr. Bachman, who was named in both his individual and corporate capacities, was an officer of Tatto, Inc., Shaboom Media, LLC, and Virtus Media, LLC. Game Plan Holdings, Inc. is not named in the complaint and the Company believes that its operations are not associated with the Federal Trade Commission’s allegations. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description |
| 99.1 | Press Release, dated December 11, 2013, issued by Game Plan Holdings, Inc. |
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| GAME PLAN HOLDINGS, INC. |
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| Date: December 11, 2013 | By: /s/ Andrew Bachman |
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| Andrew Bachman |
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| President, CEO, CFO, and Chairman |
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Exhibit 99.1
GAME PLAN HOLDINGS, INC. OFFICER NAMED AS A DEFENDANT IN A LAWSUIT RELATED TO PRACTICES OF FORMER EMPLOYER
BOSTON, MA, December 11, 2013, Game Plan Holdings, Inc. (OTC: GPLH) (the “Company”), a nutritional supplements company that sells its proprietary products online through a network of fitness professionals, has been informed that Andrew Bachman, the Company’s President, CEO, CFO, and Chairman, was recently named as a defendant in a lawsuit filed by the Federal Trade Commission in the United States District Court for the Central District of California. The complaint alleges, among other things, that entities including, without limitation, Tatto, Inc., Shaboom Media, LLC, and Virtus Media, LLC engaged in deceptive acts and unfair billing practices in violation of the Federal Trade Commission Act. Mr. Bachman, who was named in both his individual and corporate capacities, was an officer of Tatto, Inc., Shaboom Media, LLC, and Virtus Media, LLC and is alleged to have participated in the acts and practices set forth in the complaint. Game Plan Holdings, Inc. is not named in the complaint and the Company believes that its operations are not associated with the Federal Trade Commission’s allegations.
Andrew Bachman noted, “my legal representatives and I are presently discussing this litigation with the Federal Trade Commission and I intend to cooperate fully with the investigation. I wish to assure shareholders that the operations of Game Plan Holdings, Inc. are not named in the Federal Trade Commission’s complaint and that nothing associated with Game Plan Holdings, Inc.’s business is related to the claims set forth in the complaint.”
About Game Plan Holdings, Inc.
The Company develops tools and products focused upon the intersection of three important market trends: proprietary nutritional supplements, sales completed through personal trainers and other fitness professionals, and the utilization of online and mobile tools. These tools allow affiliated fitness professionals to coordinate fitness goals with the Company’s nutritional supplements at the key points of contact before, during, and after workouts and related consultations.
Forward Looking Statements
This release contains "forward-looking statements" that include information relating to future events and future financial and operating performance. The words "may," "would," "will," "expect," "estimate," "can," "believe," "potential" and similar expressions and variations thereof are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause these differences include, but are not limited to: fluctuations in demand for Game Plan Holdings, Inc.'s products, the introduction of new products, the Company's ability to maintain customer and strategic business relationships, the impact of competitive platforms, products and pricing, growth in targeted markets, the adequacy of the Company's liquidity and financial strength to support its growth, and other information that may be detailed from time-to-time in Game Plan Holdings, Inc.'s filings with the United States Securities and Exchange Commission. Game Plan Holdings, Inc. doesn’t undertake, and it specifically disclaims any obligation, to update any forward-looking statements to reflect occurrences, developments, events, or circumstances after the date of such statement.