Current Report Filing (8-k)
April 03 2019 - 4:53PM
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): December 10, 2018
DD’s
Deluxe Rod Holder Inc.
(Exact
name of registrant as specified in its charter)
Nevada
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333-204518
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61-1748028
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(State
or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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3
rd
Floor, Golden Sunset Community, Wencang Village, Yueping Township, Yan Feng District,
Hengyang
City, Hunan Province, China 421000
(Address
of principal executive offices)
+86
0734-8476607
(Registrant’s
telephone number, including area code)
(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 (
see
General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
Growth Company [X]
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
2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On
November 23, 2018, Hunan Xiao De Tian Xia Senior Care Industry Management Co., Ltd. (“Hunan Xiao De”), a variable
interest entity and deemed subsidiary of DD’s Deluxe Rod Holder, Inc. (the “Company”) entered into an
equity transfer agreement with Xinhui Li, a Chinese citizen and the sole shareholder of Hengyang City Red Sunset Tourism Development
Co., Ltd. (“Red Sunset”), pursuant to which Hunan Xiao De agreed to acquire 100% equity interest in Red Sunset from
Mr. Li at the purchase price of RMB 510,000 (approximately $74,257).
On December 10, 2018, Hunan Xiao De completed
all the legitimate registration with related government authorities to update Red Sunset’s business
license reflecting the change of its shareholder name to Hunan Xiao De. As a result, the equity transfer was consummated
and completed.
This
Current Report on Form 8-K also includes the audited and unaudited financial statements and pro forma financial information
described in Item 9.01 below.
Item
9.01 Financial Statements and Exhibits
(a)
Financial Statements of Businesses Acquired
Audited
Financial Statements of Red Sunset as of and for the fiscal years ended December 31, 2017 and 2016, are being filed as Exhibit
99.1 to this Form 8-K.
Unaudited
Financial Statements of Red Sunset as of and for the periods ended September 30, 2018 and 2017, are being filed as Exhibit 99.2
to this Form 8-K.
(b)
Pro Forma Financial Information
DD’s
Deluxe Rod Holder, Inc. Unaudited Pro Forma Condensed Consolidated Financial Statements as of and for December 31, 2017 and September
30, 2018, filed as Exhibit 99.3 to this Form 8-K
(d)
Exhibits
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.
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DD’s
Deluxe Rod Holder, Inc.
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Dated:
April 3, 2019
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By:
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/s/
Jun Quan
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Jun
Quan
Chief
Executive Officer
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EXHIBIT
INDEX