0001213900-12-002495.txt : 20120514 0001213900-12-002495.hdr.sgml : 20120514 20120514133331 ACCESSION NUMBER: 0001213900-12-002495 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120514 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120514 DATE AS OF CHANGE: 20120514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BARFRESH FOOD GROUP INC. CENTRAL INDEX KEY: 0001487197 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812] IRS NUMBER: 271994359 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-168738 FILM NUMBER: 12837737 BUSINESS ADDRESS: STREET 1: 90 MADISON STREET STREET 2: SUITE 701 CITY: DENVER STATE: CO ZIP: 80206 BUSINESS PHONE: 303-329-3008 MAIL ADDRESS: STREET 1: 90 MADISON STREET STREET 2: SUITE 701 CITY: DENVER STATE: CO ZIP: 80206 FORMER COMPANY: FORMER CONFORMED NAME: Moving Box Inc DATE OF NAME CHANGE: 20100315 8-K 1 f8k031412_barfresh.htm FORM 8-K f8k031412_barfresh.htm


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): March 14, 2012
 
BARFRESH FOOD GROUP INC.
(Exact Name of Registrant as Specified in Charter)
 
Delaware
 
333-168738
 
27-1994406
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)


90 Madison Street, Suite 701
Denver, CO 80206
(Address of principal executive offices)
 

Registrant’s telephone number, including area code:  303-329-3008
 

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:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 DFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
  
 
 

 
 
Item 7.01
Regulation FD Disclosure

The registrant is furnishing a copy of a press release dated May 14, 2012 giving an update on its current operations..
 
The information contained in this report, including Exhibit 99.1, is “furnished” pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, unless this report is specifically incorporated by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Cautionary Statements

When used in the Investment Fact Sheet, the words “may,” “will,” “expect,” “anticipate,” “continue,” “estimate,” “project,” “intend,” and similar expressions are intended to identify forward-looking statements regarding events, conditions, and financial trends that may affect the registrant’s future plans of operations, business strategy, operating results, and financial position. Persons reviewing this Investment Fact Sheet are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors are discussed in the registrant’s reports filed with the SEC and also include general economic factors and conditions that may directly or indirectly impact the registrant’s financial condition or results of operations.

Any information provided in this filing is qualified in its entirety by the registrant’s filings with the SEC and any subsequent filing updates, changes or adjustments.  Information is current as of the date presented, but as events change, the information herein may become out of date.  Readers are encouraged to read the registrant’s filings with the SEC to review the more complete discussions of the risks outlined above.  The registrant expressly disclaims any obligation to update the document contained in Exhibit 99.1 of this Report.  The inclusion of any data or statements in that document does not signify that the information is considered material.
 
Item 9.01
Financial Statements and Exhibits
 
Regulation
S-K Number
Document
   
99.1
Update of Operations


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 duly authorized.
 
 
Barfresh Food Group Inc.
(Registrant)
   
Date: March 14, 2012
/s/ Arnold Tinter                                                                                 
 
Arnold Tinter, Chief Financial Officer


 

EX-99.1 2 f8k031412ex99i_barfresh.htm UPDATE OF OPERATIONS f8k031412ex99i_barfresh.htm
EXHIBIT 99.1
 
 
Barfresh Food Group Inc. Announces Update of Operations

Denver, CO – May 14, 2012 Barfresh Food Group Inc. (OTCBB: BRFH) ("Barfresh Food Group" or the "Company"), a manufacturer and distributor of unique ready to blend beverages utilizing its proprietary patent-pending packaging technology, is pleased to announce the following update of operations:

The Company has entered into a manufacturing agreement with a well-established dairy manufacturer located in Salt Lake City, Utah.  Proprietary equipment, owned by and specific to Barfresh Food Group’s patent-pending packaging technology for its ready to blend beverage products is currently being installed. The Company anticipates manufacturing to begin in June with nationwide product shipments to follow shortly.

Barfresh Food Group’s CEO, Riccardo Delle Coste, was quoted as saying, “We are extremely excited about the current opportunities in the U.S. for our unique products. We believe the rapidly growing interest from Americans for healthy beverage alternatives and the necessity for their children to have the same choices provides perfect timing for our entry into the U.S. market.”

Mr. Delle Coste goes on to say, “We recently attended the National Restaurant Association meeting in Chicago and we believe that our unique ready to blend products were met with significant interest. We are currently in discussions with a number of large multi-national quick service restaurant chains, fast food franchises, large strategic distributors, as well as discussing distribution opportunities with various vendors in the retail grocery segment. This is a very exciting time for us.”  There are no assurances that the Company will enter into agreements with any of the interested parties.

Further details of the Company's business, finances, appointments and agreements can be found as part of the Company's continuous public disclosure as a reporting issuer under the Securities Exchange Act of 1934 filed with the Securities and Exchange Commission's ("SEC") EDGAR database. For more information please visit: www.smoothieinc.com or www.barfresh.com/us.
 
About Barfresh Food Group Inc.
Barfresh Food Group, Inc. is a manufacturer and distributor of ready to blend beverages. The Company utilizes a proprietary patent pending system, using controlled pre-packaged portions, to deliver a freshly made smoothie that's quick, cost efficient, healthy and with no waste. Barfresh Food Group, Inc. acquired the technology to manufacture a "sealed pack of ingredients for an individual smoothie," as well as the exclusive North American rights. Barfresh Food Group Pty Ltd. began manufacturing and selling the products, Smoo Smoothies®, in 2005. Barfresh Australia currently provides the smoothie packs to a number of chains (including two major international chains) in Australia and a number of other countries.

Barfresh Food Group, Inc. intends to follow a similar business model in the U.S. as that of Barfresh Australia. The Company intends to sell ready-to-blend all natural beverages primarily to restaurant chains in the fast food and fast casual dining sector.  In addition, Barfresh Food Group, Inc. intends to target the retail consumer market, including grocery stores and other retail outlets.

Forward Looking Statement Notice:
This press release includes "forward-looking statements" as defined by the U.S. Securities and Exchange Commission (the "SEC").  All statements, other than statements of historical fact, included in the press release that address activities, events or developments that the Company believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on certain assumptions made based on experience, expected future developments and other factors the Company believes are appropriate under the circumstances.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company and may not materialize.  Investors are cautioned that any such statements are not guarantees of future performance.  The contents of this release should be considered in conjunction with the warnings, risk factors and cautionary statements contained in the Company’s recent filings with the SEC, including its Annual Report on Form 10-K and Quarterly Report on Form 10-Q.  Furthermore, the Company does not intend, and is not obligated, to update publicly any forward-looking statements, except as required by law.

For more information contact:
Arnold Tinter
303 502-5233
info@barfresh.com