0001021432-16-001068.txt : 20160216 0001021432-16-001068.hdr.sgml : 20160215 20160216164801 ACCESSION NUMBER: 0001021432-16-001068 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160216 ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Changes in Control of Registrant ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20160216 DATE AS OF CHANGE: 20160216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hunting Ridge Acquisition Corp CENTRAL INDEX KEY: 0001644742 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 474223400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-55485 FILM NUMBER: 161429661 BUSINESS ADDRESS: STREET 1: 215 APOLENA AVENUE CITY: NEWPORT BEACH STATE: CA ZIP: 92662 BUSINESS PHONE: 9496734510 MAIL ADDRESS: STREET 1: 215 APOLENA AVENUE CITY: NEWPORT BEACH STATE: CA ZIP: 92662 8-K 1 form8kchginconhunting.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 15, 2016 Date of Report (Date of Earliest Event Reported) UNIVERSAL HOLDINGS AND CONSULTING, INC. (Exact Name of Registrant as Specified in its Charter) HUNTING RIDGE ACQUISITION CORPORATION (Former Name of Registrant as Specified in its Charter) Delaware 000-55485 47-4223400 (State or other (Commission File Number) (IRS Employer jurisdiction Identification No.) of incorporation) 514 Americas Way, Suite 6337 Box Elder, South Dakota 57719 (Address of principal executive offices) (zip code) 312-778-1526 (Registrant's telephone number, including area code) 215 Apolena Avenue Newport Beach, California 92662 (Former Address of Principal Executive Offices) ITEM 3.02 Unregistered Sales of Equity Securities On February 16, 2016, Universal Ridge Acquisition Corporation (formerly Hunting Ridge Acquisition Corporation) (the "Registrant" or the "Company") issued 5,000,000 shares of its common stock pursuant to Section 4(2) of the Securities Act of 1933 at par representing 94% of the total outstanding 5,500,000 shares of common stock as follows: 5,000,000 Gary O'Neill With the issuance of the stock and the redemption of 19,500,000 shares of stock (discussed below), the Company effected a change in its control and the new majority shareholder(s) elected new management of the Company. The Company may develop its business plan by future acquisitions or mergers but no agreements have been reached regarding any acquisition or other business combination. The Company changed its name as part of the change in control. If the Company makes any acquisitions, mergers or other business combination, the Company will file a Form 8-K but until such time the Company remains a shell company. ITEM 5.01 Changes in Control of Registrant On February 15, 2016, the following events occurred which resulted in a change of control of the Registrant: 1. The Registrant redeemed an aggregate of 19,500,000 of the then 20,000,000 shares of outstanding stock at a redemption price of $.0001 per share for an aggregate redemption price of $1,950. 2. The then current officers and directors resigned. 3. New officer(s) and director(s) were appointed and elected. The disclosure required by Item 5.01(a)(8) of Form 8-K was previously filed with the Securities and Exchange Commission on Form 10-12G filed on July 28, 2015 as amended and supplemented by the information contained in this report. The Registrant intends to develop its business plan as opportunities arise with the possibility of effecting a business combination with an operating company in the future. ITEM 5.02 Departure of Directors or Principal Officers; Election of Directors On February 15, 2016 the following events occurred: James M. Cassidy resigned as the Registrant's president, secretary and director. James McKillop resigned as the Registrant's vice president and director. Gary O'Neill was named director of the Registrant. Gary O'Neill was appointed President, Secretary and Treasurer of the Registrant. Gary O'Neill serves as the sole director and officer of the Registrant. Since 2010 to the present, Mr. O'Neill has served as a consultant to Elite Runway Modeling, and Action Auto Clinic. During that same period, he has worked in a joint venture Action Cab Company and Mega World, Inc., both located in the Phillippines. He is actively working with Land MassVentures, Scottsdale, Arizona, which company built the Mall of America in Minneapolis. From 1980-1982, Mr. O'Neill served as a Commodities Broker at the Mercantile Exchange and Chicago Board of Trade and a Stock Options Trader in 1982 with the Chicago Board of Trade. From 1982-1988, Mr. O'Neill as a Floor Broker and Manager of Trading Floor Operations for Chase Manhattan Bank on the Chicago Stock Exchange. From 1989-2006, Mr. O'Neill entered and worked in the real estate business at Century 21 and as owner of Century Management Services. Mr. O'Neill received a B.S. degree in accounting/ finance/communication from Arizona State University in 1974 and received an M.B.A. degree in 1977 from University of Colorado, Boulder. Mr. O'Neill is the founder of Home Help Charity, a not-for-profit organization. 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 hereunder duly authorized. UNIVERSAL HOLDINGS AND CONSULTING, INC. Date: February 16, 2016 /s/ Gary O'Neill Chief Executive Officer