Current Report Filing (8-k)
January 29 2018 - 2:33PM
Edgar (US Regulatory)
UNITED
STATES
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
Date
of Report (Date of earliest event reported):
January 24 2018
FRESH
PROMISE FOODS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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00-24723
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88-0393257
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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3416
Shadybrook Drive
Midwest
City, OK 73110
(Address
of principal executive offices)
561-703-4659
Registrant’s
telephone number, including area code
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:
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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
1.01 Entry into a Material Definitive Agreement.
The
Distribution of Common Shares to Creative Edge Nutrition, Inc., Shareholders
On
June 27, 2017, Creative Edge Nutrition, a
Nevada corporation ("CEN") and Fresh Promise
Foods, Inc., a Nevada corporation (the “Company”) executed an Asset Purchase Agreement ("Agreement")
whereby the Company purchased the assets and liabilities of CEN's subsidiary, Giddy Up Energy Products, Inc.
("Giddy"). The Company purchased Giddy's assets and liabilities in exchange for 4,719,760,108 shares of the
Company's common stock. On January 24, 2018, the Company has completed the distribution of its common shares to the CEN
shareholders in order to consummate the acquisition of Giddy. Pursuant to the Agreement, the Company is in the process
of spinning out its existing assets and liabilities and assuming Giddy's business plan involving nutritional supplements
and energy drinks focusing on an active lifestyle.
SIGNATURE
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.
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FRESH
PROMISE FOODS, INC.
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Date: January 29,
2018
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By:
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/s/
Joe E. Poe Jr.
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Name:
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Joe E. Poe Jr.
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Title:
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President
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