0001415889-19-000503.txt : 20190506
0001415889-19-000503.hdr.sgml : 20190506
20190506154407
ACCESSION NUMBER: 0001415889-19-000503
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190426
FILED AS OF DATE: 20190506
DATE AS OF CHANGE: 20190506
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cohen Scot
CENTRAL INDEX KEY: 0001558913
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32420
FILM NUMBER: 19799172
MAIL ADDRESS:
STREET 1: 20 EAST 20TH ST.
STREET 2: APT. 6
CITY: NEW YORK
STATE: NY
ZIP: 10003
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: True Drinks Holdings, Inc.
CENTRAL INDEX KEY: 0001134765
STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833]
IRS NUMBER: 841575085
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2 PARK PLAZA
STREET 2: SUITE 1200
CITY: IRVINE
STATE: CA
ZIP: 92614
BUSINESS PHONE: 9492033500
MAIL ADDRESS:
STREET 1: 2 PARK PLAZA
STREET 2: SUITE 1200
CITY: IRVINE
STATE: CA
ZIP: 92614
FORMER COMPANY:
FORMER CONFORMED NAME: BAZI INTERNATIONAL, INC.
DATE OF NAME CHANGE: 20100803
FORMER COMPANY:
FORMER CONFORMED NAME: XELR8 HOLDINGS, INC.
DATE OF NAME CHANGE: 20070321
FORMER COMPANY:
FORMER CONFORMED NAME: VITACUBE SYSTEMS HOLDINGS INC
DATE OF NAME CHANGE: 20040331
4
1
form4-05062019_120553.xml
X0306
4
2019-04-26
0001134765
True Drinks Holdings, Inc.
TRUU
0001558913
Cohen Scot
C/O TRUE DRINKS
1007 BRIOSO DRIVE
COSTA MESA
CA
92627
true
false
false
false
Common Stock
2019-04-26
4
A
0
101549439
A
109031887
D
Common Stock
2019-04-26
4
A
0
73341261
A
182373148
D
Common Stock
2019-04-26
4
A
0
73341261
A
73341261
I
By V3 Capital Partners LLC
Common Stock
2019-04-26
4
C
0
60000
A
182433148
D
Common Stock
2019-04-26
4
C
0
16000000
A
198433148
D
Common Stock
2019-04-26
4
C
0
200000
A
200000
I
by IRA
Common Stock
2019-04-26
4
C
0
1900000
A
75241261
I
By V3 Capital Partners LLC
Common Stock
2019-04-26
4
C
0
200000
A
200000
I
By Scot Jason Cohen Foundation
Series A Convertible Preferred Stock
0.0044
2019-04-26
4
A
0
3750.97
A
Common Stock
84624602
3750.97
D
Warrants
0.0044
2019-04-26
4
A
0
56416355
A
2024-04-26
Common Stock
56416355
56416355
D
Series B Convertible Preferred Stock
2019-04-26
4
C
0
4000
0
D
Common Stock
16000000
0
D
Series B Convertible Preferred Stock
2019-04-26
4
C
0
3750
0
D
Common Stock
60000
0
D
Series B Convertible Preferred Stock
2019-04-26
4
C
0
12500
0
D
Common Stock
200000
0
I
By IRA
Series B Convertible Preferred Stock
2019-04-26
4
C
0
118750
0
D
Common Stock
1900000
0
I
By V3 Capital Partners LLC
Series B Convertible Preferred Stock
2019-04-26
4
C
0
12500
0
D
Common Stock
200000
0
I
By Scot Jason Cohen Foundation
Securities received by the Reporting Person in exchange for 200,000 membership units of Charlie's Chalk Dust, LLC ("CCD") owned by the Reporting Person in connection with exchange of all outstanding membership units of CCD for securities of the Registrant, consisting of shares of the Registrant's common stock and Series A Convertible Preferred Stock ("Series A Preferred") (the "Exchange").
Shares issued to the Reporting Person as compensation for advisory services rendered by the Reporting Person in connection with Exchange.
Each share of Series B Convertible Preferred Stock ("Series B Preferred") was convertible into that number of shares of the Registrant's common stock equal to the stated value, $4 per share, divided by the conversion price of $0.25 per share.
Each share of Series D Convertible Preferred Stock ("Series D Preferred") was convertible into that number of shares of the Registrant's common stock equal to the stated value, $100 per share, divided by the conversion price of $0.025 per share.
Each share of Series A Preferred has a stated value of $100 per share, and is convertible into that number of shares of Common Stock equal to such stated value divided by 0.0044313.
Shares of Series A Preferred may be converted into shares of the Registrant's common stock at anytime after such date that the Registrant has amended it Articles of Incorporation, as amended, to increase the number of shares of common stock authorized for issuance thereunder by a sufficient amount to allow for the conversion of all derivative securities issued by the Registrant to individuals in connection with the Exchange (the "Charter Amendment").
Shares of Series A Preferred have no expiration date.
Warrants may be exercised at anytime after such date that the Registrant has effected the Charter Amendment.
Shares of the Series D Preferred were exercisable immediately upon issuance, and had no expiration date.
Shares of the Series B Preferred were exercisable immediately upon issuance, and had no expiration date.
/s/ Scot Cohen
2019-05-06