Amended Statement of Beneficial Ownership (sc 13d/a)
October 30 2014 - 06:03AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
Amendment
No. 2
To
SCHEDULE
13D
(Rule
13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE
13d-2(a)
HIGH
PERFORMANCE BEVERAGES COMPANY
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title of Class of
Securities)
42969X108
(CUSIP Number)
Toby McBride
5137 E. Armor St.
Cave Creek, AZ
602.326.8290
With Copies To:
Andrea Cataneo, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway
New York, New York 10006
Tel: (212) 930-9700
Fax: (212) 930-9725
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
9/15/2014
(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
13d-1(f) or 13d-1(g), check the following box ☐.
Note. Schedules filed in paper format
shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to
whom copies are to be sent.
(Continued on following pages)
1 |
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS |
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Toby
McBride |
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2 |
CHECK THE APPROPRIATE
BOX IF MEMBER OF A GROUP |
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(a) ☐ |
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(b) ☐ Reporting person is affiliated with other persons |
3 |
SEC
USE ONLY |
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4 |
SOURCE
OF FUNDS |
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OO |
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5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) |
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☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
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United
States |
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7 |
SOLE
VOTING POWER |
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28,125,000 |
NUMBER
OF |
8 |
SHARED
VOTING POWER |
SHARES |
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BENEFICIALLY |
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0 |
OWNED
BY |
9 |
SOLE
DISPOSITIVE POWER |
EACH REPORTING |
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PERSON
WITH |
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28,125,000 |
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10 |
SHARED
DISPOSITIVE POWER |
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0 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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28,125,000 |
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12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
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☐ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
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__%
(Based on ____ shares of common stock issued and outstanding as of October __, 2014)
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14 |
TYPE OF REPORTING PERSON |
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IN |
Item
1. Security and Issuer
This
Schedule 13D relates to the Common Stock, par value $0.001 per share (the “Common Stock”) of High Performance Beverages
Company, a Nevada corporation (the “Issuer”), whose principal executive offices are located at 5137 E. Armor St.,
Cave Creek, AZ 85331.
Item
2. Identity and Background.
(a) Toby
McBride is an individual (the “Reporting Person”).
(b) The
business address of Mr. McBride is 5137 E. Armor St., Cave Creek, AZ 85331.
(c) Mr.
McBride is the Chief Executive Officer and a director of the Issuer.
(d) Mr.
McBride has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Mr.
McBride has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and 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) Mr.
McBride is a citizen of the United States.
Item
3. Source and Amount of Funds or Other Consideration.
Toby
McBride
On
October __, 2014, Mr. Holley voluntarily returned 300,000,000 shares of the Issuer’s common stock to the Issuer for the
sole purpose of retiring the shares.
Item
4. Purpose of Transaction.
The
shares acquired by the Reporting Person were issued for the purpose of acquiring an interest in the Issuer pursuant to a spinoff
transaction, notwithstanding the Reporting Person’s role as an executive and director of the Issuer.
Item
5. Interest in Securities of the Issuer.
Mr.
Holley may be deemed to be the beneficial owner of 28,125,000 shares of the Issuer’s common stock, which
constitutes approximately __% of the Issuer’s common stock issued and outstanding based on ____ shares of common
stock issued and outstanding as of October __, 2014.
Other
than the acquisition of the shares reported herein, the Reporting Persons have effected no transactions in the shares of the Issuer
during the past 60 days.
No
persons other than the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the shares reported above in this Item 5.
Other
than as set forth above, Mr. McBride is not the beneficial owners of any other shares of the Issuer’s common stock.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
None.
SIGNATURES
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 accurate.
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Toby
McBride |
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October
29, 2014
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By: |
/s/
Toby McBride |
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Name: Toby
McBride |
4
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