GRLD / Grilled Cheese Truck, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Grilled Cheese Truck, Inc.
US ˙ OTC
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1497647
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Grilled Cheese Truck, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
March 12, 2018 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2018 American Patriot Brands, Inc. (f/k/a “The Grilled Cheese Truck, Inc.”) (Exact name of registrant as specified in its Charter) Nevada 000-54070 27-3

March 12, 2018 EX-16.1

Letter from RBSM LLP in response to our request, addressed to the Securities and Exchange Commission, dated March 9, 2018, indicating its agreement with the statements applicable to it contained in the Original Report – filed herewith

EX-16.1 2 ex16-1.htm Exhibit 16.1 March 9, 2018 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 – 7561 Re: AMERICAN PATRIOT BRANDS, INC. (fka The Grilled Truck, Inc.) Commission File Number 000-54070 Ladies and Gentlemen: We have read Item 4.01 of AMERICAN PATRIOT BRANDS, Inc.’s Form 8-K dated February 22, 2018 and we agree with the statements made regarding our fir

February 27, 2018 8-K

Financial Statements and Exhibits

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): February 22, 2018 American Patriot Brands, Inc. (f/k/a ?The Grilled Cheese Truck, Inc.?) (Exact name of registrant as specified in its Charter) Nevada 000-54070 27-3120288 (State or o

November 16, 2017 10-K/A

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (AMENDMENT NO.

November 2, 2017 CORRESP

GRLD / Grilled Cheese Truck, Inc. ESP

Beverly A. Singleton Staff Accountant Office of Transportation and Leisure Division of Corporation Finance Re: American Patriot Brands, Inc. (f/k/a The Grilled Cheese Truck, Inc.) (the ?Company?) Item 4.02 Form 8-K Filed October 10, 2017 File No. 000-54070 November 2, 2017 Ms. Singleton: Please see below for responses to the Division?s letter dated October 16, 2017 regarding the above captioned ma

October 25, 2017 8-K/A

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 5, 2017 Date of Report (Date of earliest event reported) American Patriot Brands, Inc. a/k/a/ The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288

October 11, 2017 10-K/A

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A (AMENDMENT NO.

October 10, 2017 8-K

Entry into a Material Definitive Agreement, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Completion of Acquisition or Disposition of Assets

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 June 2, 2017 Date of Report (Date of earliest event reported) American Patriot Brands, Inc. f/k/a/ The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other juri

October 5, 2017 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54070 American Patriot Brands, Inc.

March 22, 2017 8-K

Other Events

grld20170321b8k.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 September 29, 2016 Date of Report (Date of earliest event reported) American Patriot Brand, Inc. a/k/a The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120

March 22, 2017 8-K

Current Report

grld201703218k.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 January 31, 2017 Date of Report (Date of earliest event reported) American Patriot Brands, Inc. a/k/a/ The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-31202

September 16, 2016 8-K

8-K

grld201609168k.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 September 9, 2016 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of i

June 16, 2016 8-K

Grilled Cheese Truck FORM 8-K (Current Report/Significant Event)

grld201606148k.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 April 8, 2016 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incor

March 31, 2016 NT 10-K

Grilled Cheese Truck NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: DECEMBER 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Form N-SAR F

March 14, 2016 144

Grilled Cheese Truck 144

Form 144 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number 3235-0101 Expires: February 28, 2014 Estimated average burden hours per response 1.00 FORM 144 SEC USE ONLY NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 DOCUMENT SEQUENCE NO. ATTENTION: Transmit for filing 3 copies of this form concurrently with ei

March 11, 2016 8-K

Current Report

grld201603108k.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 March 8, 2016 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incor

February 9, 2016 EX-99.1

The Grilled Cheese Truck Chairman Believes In His Company! Chairman Robbie Lee Takes Two Years’ Salary in Stock at Market Price

ex99-1.htm Exhibit 99.1 The Grilled Cheese Truck Chairman Believes In His Company! Chairman Robbie Lee Takes Two Years’ Salary in Stock at Market Price Phoenix, AZ, February 9, 2016 (GLOBE NEWSWIRE) – The Grilled Cheese Truck, Inc. (OTC Markets: GRLD), a US-based gourmet food truck company, today announced that the Company’s Chairman of the Board, Robbie Lee, accepted shares of GRLD common stock a

February 9, 2016 8-K

Unregistered Sales of Equity Securities

8-K 1 grld201602088k.htm FORM 8-K 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 February 8, 2016 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jur

February 2, 2016 EX-99.1

[1] CHAIRMAN’S LETTER TO SHAREHOLDERS/GRLD/JAN 27, 2016

ex99-1.htm Exhibit 99.1 Dear Fellow Shareholders, A new and exciting year is upon us. I'd like to take this opportunity to give my sincere ?Thank You? to all of our Shareholders. I recognize that, through your investment in the Company, you are expressing your confidence in our ability to execute and succeed. The Board of Directors, Management and I all take that responsibility to heart, and inten

February 2, 2016 8-K

Grilled Cheese Truck FORM 8-K (Current Report/Significant Event)

grld201601288k.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 January 28, 2016 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of in

February 2, 2016 EX-99.2

The Grilled Cheese Truck Releases Chairman’s Letter to Shareholders Chairman Robbie Lee Summarizes Achievements, Future Plans for GRLD

ex99-2.htm Exhibit 99.2 The Grilled Cheese Truck Releases Chairman?s Letter to Shareholders Chairman Robbie Lee Summarizes Achievements, Future Plans for GRLD Los Angeles, CA, January 29, 2016 (GLOBE NEWSWIRE) ? The Grilled Cheese Truck, Inc. (OTC Markets: GRLD), a US-based gourmet food truck company, today announced the release of its annual Chairman?s 2016 Letter to Shareholders, whereby the Com

January 22, 2016 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 s1024448k.htm 8-K 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 31, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 0

January 22, 2016 EX-10.5

EMPLOYMENT AGREEMENT

EX-10.5 6 s102444ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is entered into on December 31, 2015, (the “Effective Date”) by and between GCT Lobos Operations, LLC, a California limited liability company (the “Company”), and Jasmine Wolf, an individual (the “Employee”). Each of the Company and the Employee may be referred to herein as “Party” an

January 22, 2016 EX-10.3

JOINT VENTURE AGREEMENT THE GRILLED CHEESE TRUCK, INC. THE SEAWOLF GROUP, LLC

EX-10.3 4 s102444ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 JOINT VENTURE AGREEMENT THE GRILLED CHEESE TRUCK, INC. AND THE SEAWOLF GROUP, LLC This Joint Venture Agreement (this “Agreement”) is entered into and effective as of December 31, 2015 (the “Effective Date”) by and between The Grilled Cheese Truck, Inc., a Nevada corporation (“GCT”) and The Seawolf Group, LLC, a California limited liability comp

January 22, 2016 EX-3.1

Certificate of Designation (PURSUANT TO NRS 78.1955)

Exhibit 3.1 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov Filed in the office of Document Number 20150569890-35 Barbara K. Cegavske Secretary of State Filing Date and Time 12/30/2015 12:39 PM Certificate of Designation (PURSUANT TO NRS 78.1955) State of Nevada Entity Number E0668662009-7 USE BLACK INK ONLY - DO N

January 22, 2016 EX-10.4

EMPLOYMENT AGREEMENT

EX-10.4 5 s102444ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is entered into on December 31, 2015, (the “Effective Date”) by and between GCT Lobos Operations, LLC, a California limited liability company (the “Company”), and DJ Wolf, an individual (the “Employee”). Each of the Company and the Employee may be referred to herein as “Party” and col

January 22, 2016 EX-10.2

INTELLECTUAL PROPERTY LICENSE AGREEMENT

Exhibit 10.2 INTELLECTUAL PROPERTY LICENSE AGREEMENT This Intellectual Property License Agreement (this ?Agreement?) is entered into on December 31, 2015 (the ?Effective Date?) and is by and between The Grilled Cheese Truck, Inc., a Nevada corporation (?Grilled Cheese?) and GCT Lobos, Inc., a Nevada corporation and wholly owned subsidiary of GCT (?GCT Lobos? and, together with Grilled Cheese, ?GCT

January 22, 2016 EX-10.6

LOCKUP/LEAKOUT AGREEMENT December 31, 2015

EX-10.6 7 s102444ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 LOCKUP/LEAKOUT AGREEMENT December 31, 2015 The Seawolf Group LLC 4470 W. Sunset Blvd, Suite 480 Los Angeles, CA 90027 Attn: Jasmine Wolf, Managing Member Dear Ms. Wolf: This letter agreement (this “Agreement”) is entered into effective as of the date set forth above (the “Effective Date”). As of the Effective Date, and as a result of the sale o

January 21, 2016 8-K

Entry into a Material Definitive Agreement

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 January 19, 2016 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commi

January 5, 2016 EX-10.3

ASSET PURCHASE AGREEMENT

EX-10.3 4 s102416ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”) is entered into on December 29, 2015, by and among GCT Ruby’s, Inc., a Nevada corporation (“GCT Ruby’s” or the “Buyer”) and The Grilled Cheese Truck, Inc., a Nevada corporation (the “Parent” and, together with GCT Ruby’s, “GCT”), on the one hand, and DJR King of Prussia P

January 5, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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 29, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other (Commission (I.R.S. Employer jurisd

January 5, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 December 28, 2015 Date of Report (Date of earliest event reported) The Grilled Cheese Truck, Inc. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Comm

January 5, 2016 EX-10.1

ASSET PURCHASE AGREEMENT

Exhibit 10.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this ?Agreement?) is entered into on December 29, 2015, by and among GCT Ruby?s, Inc., a Nevada corporation (?GCT Ruby?s? or the ?Buyer?) and The Grilled Cheese Truck, Inc., a Nevada corporation (the ?Parent? and, together with GCT Ruby?s, ?GCT?), on the one hand, and DJ Brinton Lake, LLC, a Pennsylvania limited liability company

January 5, 2016 EX-10.2

ASSET PURCHASE AGREEMENT

Exhibit 10.2 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”) is entered into on December 29, 2015, by and among GCT Ruby’s, Inc., a Nevada corporation (“GCT Ruby’s” or the “Buyer”) and The Grilled Cheese Truck, Inc., a Nevada corporation (the “Parent” and, together with GCT Ruby’s, “GCT”), on the one hand, and DJR Suburban Square, Inc., a Pennsylvania corporation (“Seller

December 23, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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 18, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-54070 (Commission Fil

December 23, 2015 EX-10.1

ASSET PURCHASE AGREEMENT

Exhibit 10.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this ?Agreement?) is entered into on December 18, 2015, by and among The Grilled Cheese Truck, Inc., a Nevada corporation (?GCT?) and GCT Lobos, Inc., a Nevada corporation and wholly owned subsidiary of GCT (?GCT Lobos? or the ?Buyer?), on the one hand, and The Seawolf Group LLC, a California limited liability company (the ?Selle

November 23, 2015 10-Q

Grilled Cheese Truck 10-Q (Quarterly Report)

10-Q 1 s10223710q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

November 16, 2015 NT 10-Q

Grilled Cheese Truck NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: September 30, 2015 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

August 19, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

August 14, 2015 NT 10-Q

Grilled Cheese Truck NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: June 30, 2015 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

August 12, 2015 EX-10.1

151 North Nob Hill Road, Suite 321 Fort Lauderdale, FL 33324 KIOSK CONCEPTS, INC. MASTER FRANCHISE AGREEMENT

Exhibit 10.1 July 31, 2015 Robert N. Bertrand Kiosk Concepts, Inc./Soupman, Inc. 1110 South Ave. Suite 100 Staten Island, NY 10314 Dear Robert: The purpose of this letter is to confirm the binding agreement between Soupman, Inc. and The Grilled Cheese Truck, Inc. with respect to the Master Franchise Agreement, a copy of which is attached. Subject to Soupman?s receipt of $100,000 under the agreed-u

August 12, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): August 12, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commi

June 3, 2015 8-K

Other Events

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): June 3, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commissi

May 20, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

May 15, 2015 NT 10-Q

Grilled Cheese Truck NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: March 31, 2015 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

April 14, 2015 EX-10.36

Orange County Rescue Mission The Grilled Cheese Truck Cooperation Agreement

EX-10.36 6 s100959ex10-36.htm EXHIBIT 10.36 Exhibit 10.36 Orange County Rescue Mission The Grilled Cheese Truck Cooperation Agreement This Cooperation Agreement (hereinafter referred to as the “Agreement”) is made and entered into as of the 30 day of March 2015, by and between Orange County Rescue Mission, Inc. a California non-profit corporation, with offices at One Hope Drive, Tustin, California

April 14, 2015 EX-10.34

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

Exhibit 10.34 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No.1 (the "Amendment") dated November 17, 2014, to that certain Employment Agreement (the "Agreement"), dated September 6, 2013, between The Grilled Cheese Truck, Inc. (the ?Company?) and Peter Goldstein (?Goldstein?). By mutual agreement of the parties, the Company and Goldstein hereby agree to amend the Agreement, effective on

April 14, 2015 EX-10.33

AMENDMENT NO. 2 TO TERM SHEET

Exhibit 10.33 AMENDMENT NO. 2 TO TERM SHEET This Amendment No. 2 (the "Amendment") dated November 17, 2014, to that certain term sheet (the "Term Sheet"), dated August 15, 2012, between TRIG Acquisition 1, Inc. (?Trig?) and Grilled Cheese Inc. (?GCT?, together with Trig, the ?Company?) and Wesley K. Clark & Associates, LLC (the "Clark Group"), as amended by Amendment No. 2 to the Agreement, dated

April 14, 2015 EX-10.31

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT

EX-10.31 2 s100959ex10-31.htm EXHIBIT 10.31 Exhibit 10.31 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT This Amendment No. 2 (the "Amendment") dated November 17, 2014, to that certain Employment Agreement (the " Original Agreement"), dated July 16, 2012, as amended by Amendment No. 1 to Employment Agreement, September 6, 2013 (the “Amendment No. 1”, together with the Original Agreement, the “Agreement”)

April 14, 2015 EX-10.32

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT

EX-10.32 3 s100959ex10-32.htm EXHIBIT 10.32 Exhibit 10.32 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT This Amendment No.1 (the "Amendment") dated November 17, 2014, to that certain Employment Agreement (the "Agreement"), dated October 18, 2012, between The Grilled Cheese Truck, Inc. (the “Company”) and David Danhi (“Danhi”). By mutual agreement of the parties, the Company and Danhi hereby agree to ame

April 14, 2015 EX-10.37

AMENDMENT NO. 1 TO ADVISORY AGREEMENT

Exhibit 10.37 AMENDMENT NO. 1 TO ADVISORY AGREEMENT This Amendment No.1 (the "Amendment") dated November 17, 2014, to that certain Advisory Agreement (the "Agreement"), dated April 14, 2014, between The Grilled Cheese Truck, Inc. (the ?Company?) and PBNJ Advisors, Inc. (?PBNJ?). By mutual agreement of the parties, the Company and PBNJ hereby agree to amend the Agreement, effective on the date here

April 14, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

March 31, 2015 NT 10-K

Grilled Cheese Truck NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2014 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

March 31, 2015 8-K

Other Events

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 31, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commis

March 17, 2015 EX-99.1

C ORPORATE P RESENTATION M ARCH 2015

Exhibit 99.1 C ORPORATE P RESENTATION M ARCH 2015 Statements in this presentation and of the management or representatives of The Grilled Cheese Truck, Inc. (the ?Company?) in connection therewith that relate to beliefs, plans, objectives, goals, expectations, anticipations, intentions and future financial condition, results of operations or business performance constitute ?forward - looking state

March 17, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 s1008768k.htm 8-K 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 17, 2015 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction o

February 5, 2015 SC 13D/A

GRLD / Grilled Cheese Truck, Inc. / SoDak Offerings IV, LLC - AMENDMENT TO SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) The Grilled Cheese Truck, Inc. (Name of Issuer) COMMON SHARES (Title of Class of Securities) 39850T105 (CUSIP Number) Robert O. Mayer 21 East Omaha St. Rapid City, SD 57701 (760) 275-5143 (Name, Address and Telephone Number of Person Authorized to Recei

February 2, 2015 8-K

Other Events

8-K 1 s100698form8k.htm FORM 8-K 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): February 2, 2015 (January 27, 2015) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288

January 29, 2015 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on January 26, 2015, and is effective for all purposes as of the Effective Date (as defined below), by and between The Grilled Cheese Truck, Inc., a Nevada corporation (the “Company”), and Algie Hodges (the “Executive”). RECITALS: WHEREAS, the Company and the Executive now desire to enter into this Agree

January 29, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K 1 s1006868k.htm 8-K 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 29, 2015 (January 26, 2015) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or

January 29, 2015 EX-99.1

The Grilled Cheese Truck Inc., Announces the Appointment of Al Hodges as CEO

Exhibit 99.1 The Grilled Cheese Truck Inc., Announces the Appointment of Al Hodges as CEO FT. LAUDERDALE, FL – (NEWSWIRE) - January 29, 2015 – The Grilled Cheese Truck Inc. (OTCQB: GRLD) announced that its Board of Directors has appointed Al Hodges to the role of Chief Executive Officer and a member of the Board of Directors, effective immediately. Mr. Hodges brings over 35 years of operational ex

January 27, 2015 EX-99.1

AMENDED AND RESTATED JOINT FILING AGREEMENT

EXHIBIT 99.1 AMENDED AND RESTATED JOINT FILING AGREEMENT This Agreement shall amend and restate the Joint Filer Agreement, by and among the undersigned, dated December 3, 2014. In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of

January 27, 2015 EX-99.1

AMENDED AND RESTATED JOINT FILING AGREEMENT

EX-99.1 3 sc13d0115tgctex99isodak.htm AMENDED AND RESTATED JOINT FILING AGREEMENT EXHIBIT 99.1 AMENDED AND RESTATED JOINT FILING AGREEMENT This Agreement shall amend and restate the Joint Filing Agreement, by and among the undersigned, dated December 3, 2014 and shall be deemed effective as of December 3, 2014. In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amend

January 27, 2015 EX-24.3

POWER OF ATTORNEY (Section 13 and Section 16(a))

EX-24.3 2 sc13d0115tgctex24iiisodak.htm POWER OF ATTORNEY EXHIBIT 24.3 POWER OF ATTORNEY (Section 13 and Section 16(a)) Know all by these presents that the undersigned hereby constitutes and appoints Robert O. Mayer, signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or benef

January 27, 2015 EX-99.2

JOINDER TO JOINT FILING AGREEMENT

EX-99.2 4 sc13d0115tgctex99iisodak.htm JOINDER TO JOINT FILING AGREEMENT EXHIBIT 99.2 JOINDER TO JOINT FILING AGREEMENT The undersigned hereby agrees to join and be a party to the Joint Filing Agreement by and among SoDak Offerings IV, LLC, Roland W. Gentner and Robert O. Mayer dated December 3, 2014, as amended and restated on January 27, 2015 (the “Joint Filing Agreement”). In accordance with Ru

January 27, 2015 SC 13D/A

GRLD / Grilled Cheese Truck, Inc. / SoDak Offerings IV, LLC - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 sc13d0115tgcta1sodak.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 The Grilled Cheese Truck, Inc. (Name of Issuer) COMMON SHARES (Title of Class of Securities) 39850T105 (CUSIP Number) Robert O. Mayer 21 East Omaha St. Rapid City, SD 57701 (760) 275-5143 (Name, Address and Telephone Num

December 23, 2014 EX-24.2

POWER OF ATTORNEY (Section 13 and Section 16(a))

EXHIBIT 24.2 POWER OF ATTORNEY (Section 13 and Section 16(a)) Know all by these presents that the undersigned hereby constitutes and appoints Robert O. Mayer, signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or beneficial owner of more than ten percent of any registered cla

December 23, 2014 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13D (including amendments thereto) with respect to the common stock of The Gril

December 23, 2014 SC 13D

GRLD / Grilled Cheese Truck, Inc. / SoDak Offerings IV, LLC - SODAK OFFERINGS IV, LLC FORM SC 13-D Activist Investment

SC 13D 1 sc13d1214thegrilledcheese.htm SODAK OFFERINGS IV, LLC FORM SC 13-D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 The Grilled Cheese Truck, Inc. (Name of Issuer) COMMON SHARES (Title of Class of Securities) 39850T105 (CUSIP Number) Robert O. Mayer 21 East Omaha St. Rapid City, SD 57701 (760) 275-5143 (Name, Ad

December 23, 2014 EX-24.1

POWER OF ATTORNEY (Section 13 and Section 16(a))

EXHIBIT 24.1 POWER OF ATTORNEY (Section 13 and Section 16(a)) Know all by these presents that the undersigned hereby constitutes and appoints Robert O. Mayer, signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or beneficial owner of more than ten percent of any registered cla

November 19, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

November 14, 2014 NT 10-Q

GRLD / Grilled Cheese Truck, Inc. NT 10-Q - - NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: September 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

August 19, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

August 15, 2014 NT 10-Q

GRLD / Grilled Cheese Truck, Inc. NT 10-Q - - FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: June 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

July 7, 2014 8-K

Unregistered Sales of Equity Securities

8-K 1 v3833198k.htm FORM 8-K 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): July 7, 2014 (June 30, 2014) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or o

July 7, 2014 424B3

THE GRILLED CHEESE TRUCK, INC. 22,105,508 Shares of Common Stock

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No.: 333-196736 THE GRILLED CHEESE TRUCK, INC. 22,105,508 Shares of Common Stock This prospectus relates to the offer for sale of an aggregate of 22,105,508 shares of common stock, par value $.001 per share, of The Grilled Cheese Truck, Inc. by the selling stockholders named herein. The company is not offering any securities pursuant to this

July 2, 2014 CORRESP

GRLD / Grilled Cheese Truck, Inc. CORRESP - -

THE GRILLED CHEESE TRUCK, INC. 151 North Nob Hill Road, Suite 321 Fort Lauderdale, FL 33324 July 2, 2014 VIA EDGAR United States Securities and Exchange Commission Mail Stop 3561 Washington, D.C. 20549 Attn: Linda Cvrkel Division of Corporate Finance Re: The Grilled Cheese Truck, Inc. (the “Registrant”) Registration Statement on Form S-1 Filed June 13, 2014 SEC File No. 333-196736 Dear Ms. Cvrkel:

July 2, 2014 CORRESP

GRLD / Grilled Cheese Truck, Inc. CORRESP - -

THE GRILLED CHEESE TRUCK, INC. 151 North Nob Hill Road, Suite 321 Fort Lauderdale, FL 33324 July 2, 2014 VIA EDGAR United States Securities and Exchange Commission Mail Stop 3561 Washington, D.C. 20549 Attn: Tanya Aldave Division of Corporate Finance Re: The Grilled Cheese Truck, Inc. (the “Registrant”) Registration Statement on Form S-1 Filed June 13, 2014 SEC File No. 333-196736 Dear Sir: Pursua

June 13, 2014 S-1

Registration Statement - FORM S-1

S-1 1 v381172s1.htm FORM S-1 As filed with the Securities and Exchange Commission on June 13, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE GRILLED CHEESE TRUCK, INC. (Exact Name of Registrant as Specified in Its Charter) Nevada 5812 27-3120288 (State or Other Jurisdiction of (

June 4, 2014 8-K

Unregistered Sales of Equity Securities

8-K 1 v3806838k.htm FORM 8-K 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): June 4, 2014 (May 29, 2014) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or ot

May 23, 2014 DRS/A

-

DRAFT – May 23, 2014 Confidentially submitted pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 As filed with the Securities and Exchange Commission on , 2014 Registration No.

May 23, 2014 DRSLTR

-

May 23, 2014 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

May 20, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

May 15, 2014 NT 10-Q

- FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: March 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

May 13, 2014 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No. 1 FORM 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No.

April 22, 2014 DRS/A

-

DRS/A 1 filename1.htm DRAFT – April 22, 2014 Confidentially submitted pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 As filed with the Securities and Exchange Commission on , 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE GRILLED CHEESE TRUCK, INC.

April 15, 2014 EX-10.28

TERMINATION AGREEMENT

EX-10.28 2 v374231ex10-28.htm EXHIBIT 10.28 TERMINATION AGREEMENT This TERMINATION AGREEMENT (the “Agreement”), dated September 6, 2013, is entered into by and between Grandview Capital Partners, Inc. (“Grandview”) and The Grilled Cheese Truck, Inc. (formerly Trig Acquisition 1, Inc.) (the “Company” and together with Grandview, each a “Party” and collectively, the “Parties”). WHEREAS, the Parties

April 15, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

10-K 1 v37423110k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-5

April 15, 2014 EX-14.1

THE GRILLED CHEESE TRUCK, INC. CODE OF ETHICAL CONDUCT

THE GRILLED CHEESE TRUCK, INC. CODE OF ETHICAL CONDUCT Preface The honesty, integrity, ethics, respect for others and sound judgment displayed by directors, principal executives and financial officers of The Grilled Cheese Truck, Inc. (?GCT?) set the tone for business conduct, and are fundamental to the proper functioning, reputation and success of GCT. This Code of Ethical Conduct is composed of

April 15, 2014 EX-10.30

The Grilled Cheese Truck EVENT CATERING AGREEMENT

EX-10.30 3 v374231ex10-30.htm EXHIBIT 10.30 The Grilled Cheese Truck EVENT CATERING AGREEMENT It is hereby agreed on in Los Angeles, CA by and between The Grilled Cheese Truck (TGCT) and (CLIENT) of that TGCT will cater Client's event located at: on for guests, with an operating time of to in consideration for the payments and deposits as set forth below. CATERING SERVICES FOOD SERVICE: Client sha

March 31, 2014 NT 10-K

- FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: December 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

March 18, 2014 DRSLTR

-

March 18, 2014 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

March 14, 2014 8-K

Unregistered Sales of Equity Securities - FORM 8-K

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, 2014 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commis

March 12, 2014 DRSLTR

-

March 12, 2014 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

February 24, 2014 DRSLTR

-

February 24, 2014 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

January 23, 2014 DRS/A

-

DRAFT – January 23, 2014 Confidentially submitted pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 As filed with the Securities and Exchange Commission on , 2013 Registration No.

January 23, 2014 DRSLTR

-

January 23, 2014 Via E-Mail United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

January 2, 2014 DRS/A

-

DRAFT – December 31, 2013 Confidentially submitted pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 As filed with the Securities and Exchange Commission on , 2013 Registration No.

December 31, 2013 DRSLTR

-

December 31, 2013 Via E-Mail United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

November 19, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 o TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

November 14, 2013 NT 10-Q

- FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: September 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

September 30, 2013 DRS

-

DRAFT – September 27, 2013 Confidentially submitted pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 As filed with the Securities and Exchange Commission on , 2013 Registration No.

September 18, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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): September 18, 2013 (September 12, 2013) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction

September 18, 2013 EX-10.1

ASSET PURCHASE AGREEMENT AMERICAN FOOD TRUCK GROUP LLC as Buyer THE GRILLED CHEESE TRUCK, INC. as Seller Dated as of September 12, 2013

ASSET PURCHASE AGREEMENT AMERICAN FOOD TRUCK GROUP LLC as Buyer AND THE GRILLED CHEESE TRUCK, INC.

September 12, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 v3549448k.htm FORM 8-K 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): September 12, 2013 (September 6, 2013) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (

September 12, 2013 EX-17.1

September 6, 2013

EXHIBIT 17.1 September 6, 2013 The Grilled Cheese Truck, Inc. 641 Lexington Avenue, Suite 1526 New York, New York 10022 Attention: Board of Directors Re: Resignation Dear The Grilled Cheese Truck, Inc. Board of Directors: This letter is to notify you that I am resigning as Director of The Grilled Cheese Truck, Inc. (the “Company”). My resignation will take effect as of the date hereof. My resignat

September 12, 2013 EX-10.1

AMENDMENT NO.1 TO ADVISORY AGREEMENT

EXHIBIT 10.1 AMENDMENT NO.1 TO ADVISORY AGREEMENT This Amendment No.1 (the "Amendment") dated September , 2013, to that certain Advisory Agreement (the "Agreement"), dated July 16, 2012, between The Grilled Cheese Truck, Inc. (formerly, Trig Acquisition 1, Inc.) (the “Company”) and Dimitri Villard (“Villard”). All capitalized terms not defined in this Amendment shall have the same meaning as defin

September 12, 2013 EX-10.4

The Grilled Cheese Truck, Inc. EMPLOYMENT AGREEMENT

EXHIBIT 10.4 The Grilled Cheese Truck, Inc. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of September 6, 2013 by and between The Grilled Cheese Truck, Inc., a Nevada corporation (formerly Trig Acquisition 1, Inc., “TRIG” or the “Company”), and Peter Goldstein (“GOLDSTEIN”). 1) Engagement and Responsibilities a) Upon the terms and subject to the cond

September 12, 2013 EX-10.3

AMENDMENT NO.1 TO EMPLOYMENT AGREEMENT

EXHIBIT 10.3 AMENDMENT NO.1 TO EMPLOYMENT AGREEMENT This Amendment No.1 (the "Amendment") dated September 6, 2013, to that certain Employment Agreement (the "Agreement"), dated July 16, 2012, between The Grilled Cheese Truck, Inc. (formerly, Trig Acquisition 1, Inc.) (the “Company”) and Robert Y. Lee (“Lee”). By mutual agreement of the parties, the Company and Lee hereby agree to amend the Agreeme

September 12, 2013 EX-10.2

AMENDMENT NO. 1 TO TERM SHEET

EXHIBIT 10.2 AMENDMENT NO. 1 TO TERM SHEET This Amendment No. 1 (the "Amendment") dated September 6, 2013, to that certain Term Sheet (the "Agreement"), dated August 15, 2012, between TRIG Acquisition 1, Inc. (“Trig”) and Grilled Cheese Inc. (“GCT”, together with Trig, the “Company”) and Wesley K. Clark & Associates, LLC (the "Clark Group"). WHEREAS, as of the date of this Amendment, the Share Exc

August 19, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

10-Q 1 v35302410q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

August 14, 2013 EX-10.3

EMPLOYMENT AGREEMENT

EXECUTION COPY EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the day of August, 2013, by and between the Grilled Cheese Truck Inc.

August 14, 2013 EX-10.1

ASSET PURCHASE AGREEMENT THE GRILLED CHEESE TRUCK, INC. GCT TEXAS MASTER, LLC as Buyers HOOK & LADDER DRAUGHT HOUSE, LLC KOW LEASING CO., LLC as Sellers DEEPAK DEVARAJ as Sole Member Dated As Of August __, 2013

EXECUTION COPY ASSET PURCHASE AGREEMENT THE GRILLED CHEESE TRUCK, INC. And GCT TEXAS MASTER, LLC as Buyers AND HOOK & LADDER DRAUGHT HOUSE, LLC And KOW LEASING CO., LLC as Sellers AND DEEPAK DEVARAJ as Sole Member Dated As Of August , 2013 RECITALS 1 ARTICLE I DEFINITIONS 1 1.1 Certain Defined Terms 1 1.2 Other Defined Terms 5 ARTICLE II PURCHASE AND SALE OF ASSETS 6 2.1 Purchase of Assets 6 2.2 E

August 14, 2013 NT 10-Q

- FORM NT 10.Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: June 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

August 14, 2013 EX-10.2

FORM OF WARRANT

FORM OF WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR SATISFACTORY ASSURANCES TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED WITH RESPECT TO SUCH SALE, OFFER, PLEDGE OR HYPOTHECATION.

August 14, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - FORM 8-K

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): August 14, 2013 (August 8, 2013) THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of inco

July 24, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

July 3, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-54070 THE GRILLED CHEESE TRUCK, INC.

June 26, 2013 EX-4.1

10% CONVERTIBLE SENIOR SECURED NOTE THE GRILLED CHEESE TRUCK, INC.

EXHIBIT 4.1 10% CONVERTIBLE SENIOR SECURED NOTE OF THE GRILLED CHEESE TRUCK, INC. NEITHER THE ISSUANCE AND SALE OF THIS NOTE, NOR THE SECURITIES INTO WHICH THIS NOTE ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (i) IN THE ABSENCE OF (A) AN EFFECTIVE R

June 26, 2013 EX-10.2

REGISTRATION RIGHTS AGREEMENT

EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of May 29, 2013, is made by and among The Grilled Cheese Truck, Inc., a Corporation organized under the laws of Nevada (the “Company”) and each of the undersigned Persons (collectively, the “Investors,” and individually an “Investor”). Each of the Company and Investors are referred to herein i

June 26, 2013 EX-10.1

SUBSCRIPTION AGREEMENT THE GRILLED CHEESE TRUCK, INC.

EXHIBIT 10.1 SUBSCRIPTION AGREEMENT FOR THE GRILLED CHEESE TRUCK, INC. The Grilled Cheese Truck, Inc. c/o Grandview Capital Partners, Inc. 641 Lexington Avenue Suite 1526 New York, NY 10022 Ladies and Gentlemen: 1. Subscription. The undersigned (the “Purchaser”) will purchase the number of units (“Units”), each Unit consisting of a 10% Convertible Senior Secured Promissory Note (a “Note”) in the p

June 26, 2013 EX-17.1

June 24, 2013

Exhibit 17.1 June 24, 2013 The Grilled Cheese Truck, Inc. 641 Lexington Avenue, Suite 1526 New York, New York 10022 Attention: Board of Directors Re: Resignation Dear The Grilled Cheese Truck, Inc. Board of Directors: This letter is to notify you that I am resigning as Chief Financial Officer of The Grilled Cheese Truck, Inc. (the “Company”). My resignation will take effect as of the date hereof.

June 26, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

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): June 26, 2013 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commiss

June 26, 2013 EX-4.2

FORM OF WARRANT

EXHIBIT 4.2 FORM OF WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR SATISFACTORY ASSURANCES TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED WITH RESPE

April 29, 2013 EX-16.2

April 29, 2013

April 29, 2013 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by The Grilled Cheese Truck, Inc. (F/K/A Trig Acquisition I, Inc.) under Item 4.01 of its Form 8-K dated March 1, 2013. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of The

April 29, 2013 EX-3.1

EX-3.1

April 29, 2013 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K

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 1, 2013 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commiss

April 29, 2013 EX-16.1

EX-16.1

April 19, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities - FORM 8-K

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): April 17, 2013 THE GRILLED CHEESE TRUCK, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commis

April 2, 2013 NT 10-K

- FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response………………………... 2.50 SEC FILE NUMBER 000-54070 CUSIP NUMBER (Check one): ýForm 10-K o Form 20-F o Form 11-K o Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31,

January 30, 2013 DEF 14C

- DEFINITIVE INFORMATION STATEMENT

SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 (Amendment No.

January 18, 2013 PRE 14C

- PRELIMINARY INFORMATION STATEMENT

SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14 (c) of the Securities Exchange Act of 1934 (Amendment No.

January 7, 2013 8-K/A

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - FORM 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 3 CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorpor

January 7, 2013 CORRESP

-

January 4, 2013 VIA EDGAR AND FEDERAL EXPRESS Max A. Webb Assistant Director Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Trig Acquisition 1, Inc. Amendment No. 2 to Form 8-K Filed January 2, 2013 File No. 000-54070 Dear Mr. Webb: We hereby submit the responses of Trig Acquisition 1, Inc. (the “Company”) to the comments of the staff of the Division of Corporation F

January 7, 2013 EX-99.2

Unaudited Condensed Pro Forma Combined Financial Information

EXHIBIT 99.2 Pro Forma Financial Statements. Unaudited Condensed Pro Forma Combined Financial Information The accompanying unaudited pro forma financial information for the consolidated financial statements for the interim period ended September 30, 2012 and year ended December 31, 2011 presents the historical financial information of the accounting acquirer. The pro forma financial information is

January 2, 2013 CORRESP

-

January 2, 2013 VIA EDGAR AND FEDERAL EXPRESS Max A. Webb Assistant Director Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Trig Acquisition 1, Inc. Amendment No. 1 to Form 8-K Filed December 11, 2012 File No. 000-54070 Dear Mr. Webb: We hereby submit the responses of Trig Acquisition 1, Inc. (the “Company”) to the comments of the staff of the Division of Corporation

January 2, 2013 EX-99.2

Unaudited Condensed Pro Forma Combined Financial Information

EXHIBIT 99.2 Pro Forma Financial Statements. Unaudited Condensed Pro Forma Combined Financial Information The accompanying unaudited pro forma financial information for the consolidated financial statements for the interim period ended September 30, 2012 and year ended December 31, 2011 presents the historical financial information of the accounting acquirer. The pro forma financial information is

January 2, 2013 8-K/A

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - FORM 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 2 CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorpor

December 11, 2012 EX-10.8

Term Sheet Wesley K. Clark & Associates, LLC August 15, 2012

EX-10.8 2 v330053ex10-8.htm EXHIBIT 10.8 Term Sheet Wesley K. Clark & Associates, LLC August 15, 2012 This term sheet (the “Term Sheet”) sets forth the primary terms and provisions regarding services to be provided to TRIG Acquisition 1, Inc. (“TRIG”) and Grilled Cheese Inc. (the “Grilled Cheese Truck” or “GCT”, together with TRIG, collectively, the “Company”) by Wesley K. Clark & Associates, LLC

December 11, 2012 8-K/A

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - AMENDMENT NO. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorpor

December 11, 2012 CORRESP

-

December 11, 2012 VIA EDGAR AND FEDERAL EXPRESS Max A. Webb Assistant Director Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Trig Acquisition 1, Inc. Form 8-K Filed October 24, 2012 File No. 000-54070 Dear Mr. Webb: We hereby submit the responses of Trig Acquisition 1, Inc. (the “Company”) to the comments of the staff of the Division of Corporation Finance (the “Sta

December 11, 2012 EX-99.2

Unaudited Condensed Pro Forma Combined Financial Information

Pro Forma Financial Statements. Unaudited Condensed Pro Forma Combined Financial Information The accompanying unaudited pro forma financial information for the consolidated financial statements for the interim period ended September 30, 2012 and 2011 presents the historical financial information of the accounting acquirer. The pro forma financial information is presented for information purposes o

December 11, 2012 EX-99.1

Grilled Cheese, Inc. Financial Statements Years Ended December 31, 2011 and 2010 Table of Contents

Grilled Cheese, Inc. Financial Statements Years Ended December 31, 2011 and 2010 Table of Contents Page Number Report of Independent Registered Public Accounting Firm 1 Balance Sheets as of December 31, 2011 and 2010 2 Statements of Income for the Years Ended December 31, 2011 and 2010 3 Statements of Changes in Equity for the Years Ended December 31, 2011 and 2010 4 Statements of Cash Flows for t

December 4, 2012 CORRESP

-

Trig Acquisition 1, Inc. 641 Lexington Avenue, Suite 1526 New York, NY 10022 December 4, 2012 Max A. Webb Assistant Director, U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Trig Acquisition 1, Inc. Form 8-K Filed October 24, 2012 File No. 000-54070 Dear Mr. Webb: We are in receipt of your letter dated November 19, 2012 to Mr. A

November 28, 2012 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A Amendment No.

November 26, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 TRIG ACQUISITION 1, INC.

November 14, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities - CURRENT REPORT

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): November 8, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commission

November 14, 2012 NT 10-Q

- FORM NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response………………………... 2.50 SEC FILE NUMBER 000-54070 CUSIP NUMBER (Check one): ¨Form 10-K o Form 20-F o Form 11-K ý Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30,

October 24, 2012 EX-10.5

CHORD ADVISORS, LLC LETTER OF AGREEMENT Date: August 11, 2012

EX-10.5 9 v326533ex10-5.htm EXHIBIT 10.5 Ex. 10.5 CHORD ADVISORS, LLC LETTER OF AGREEMENT Date: August 11, 2012 Section 1. Services to be Rendered. The purpose of this letter is to set forth the terms and conditions on which Chord Advisors, LLC (“Chord”) agrees to provide TRIG Acqusition 1, Inc. and Grilled Cheese, Inc. (the “Company”) comprehensive outsourced accounting solutions with respect to

October 24, 2012 EX-10.7

aMENDMENT TO ADVISORY SERVICES agreement

EX-10.7 11 v326533ex10-7.htm EXHIBIT 10.7 Ex. 10.7 October 18, 2012 aMENDMENT TO ADVISORY SERVICES agreement This shall serve as an amendment to the ADVISORY SERVICES AGREEMENT (“Agreement”) is made, entered into as of the 16th day of July, 2012 (the “Effective Date”), by and between TRIG Acquisition 1, Inc. (the “Company”), and TRIG Capital Group, LLC. (“TCG”). Section 3 shall be amended as follo

October 24, 2012 EX-10.4

TRIG Acquisition 1, Inc. EMPLOYMENT AGREEMENT

Ex. 10.4 TRIG Acquisition 1, Inc. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of October 18, 2012 by and between TRIG Acquisition 1, Inc., a Nevada corporation (“TRIG” or the “Company”), and David Danhi (“DANHI”). 1. Engagement and Responsibilities (a) Upon the terms and subject to the conditions set forth in this Agreement, the Company hereby empl

October 24, 2012 EX-99.1

Grilled Cheese, Inc. Financial Statements Years Ended December 31, 2011 and 2010 Table of Contents

EX-99.1 12 v326533ex99-1.htm EXHIBIT 99.1 Grilled Cheese, Inc. Financial Statements Years Ended December 31, 2011 and 2010 Table of Contents Page Number Report of Independent Registered Public Accounting Firm 1 Balance Sheets as of December 31, 2011 and 2010 2 Statements of Income for the Years Ended December 31, 2011 and 2010 3 Statements of Changes in Equity for the Years Ended December 31, 2011

October 24, 2012 EX-10.1

AGREEMENT TO REGISTER SHARES

EX-10.1 5 v326533ex10-1.htm EXHIBIT 10.1 Ex 10.1 AGREEMENT TO REGISTER SHARES This Agreement to Register Shares (“this Agreement”), dated October 18, 2012, is by and between TRIG Acquisition 1, Inc. (the “Company”) and Michele Grant (“Grant”), together with the Company, collectively, the “Parties”. WHEREAS, the Company and Grant have entered into a Share Exchange Agreement dated October 18, 2012 (

October 24, 2012 EX-4.2

FORM OF WARRANT

EX-4.2 4 v326533ex4-2.htm EXHIBIT 4.2 Ex 4.2 FORM OF WARRANT THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR SATISFACTORY ASSURANCES TO THE COMPANY THAT SUCH REGIST

October 24, 2012 8-K

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 v3265338k.htm FORM 8-K 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): October 18, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction

October 24, 2012 EX-10.2

SUBSCRIPTION AGREEMENT TRIG Acquisition 1, Inc.

Ex. 10.2 SUBSCRIPTION AGREEMENT FOR TRIG Acquisition 1, Inc. TRIG Acquisition 1, Inc. c/o Grandview Capital Partners, Inc. 300 South Pine Island Road, Suite 240 Plantation, FL 33324 Ladies and Gentlemen: 1. Subscription. The undersigned (the “Purchaser”) will purchase the number of units (“Units”), each Unit consisting of a 10% Convertible Senior Secured Promissory Note (a “Note”), substantially i

October 24, 2012 EX-10.3

REGISTRATION RIGHTS AGREEMENT

EX-10.3 7 v326533ex10-3.htm EXHIBIT 10.3 Ex 10.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of October 18, 2012, is made by and among TRIG Acquisition 1, Inc., a Corporation organized under the laws of Nevada (the “Company”) and each of the undersigned Persons (collectively, the “Investors,” and individually an “Investor”). Each of the Company and

October 24, 2012 EX-4.1

CONVERTIBLE PROMISSORY NOTE

EX-4.1 3 v326533ex4-1.htm EXHIBIT 4.1 Ex 4.1 CONVERTIBLE PROMISSORY NOTE Note No.: N- 10% CONVERTIBLE SENIOR SECURED NOTE OF TRIG Acquisition 1, Inc. NEITHER THE ISSUANCE AND SALE OF THIS NOTE, THE WARRANT NOR THE SECURITIES INTO WHICH THIS NOTE AND THE WARRANT ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY

October 24, 2012 EX-2.1

SHARE EXCHANGE AGREEMENT by and among TRIG ACQUISITION 1, INC., a Nevada Corporation, GCT, INC., A Nevada Corporation, GRILLED CHEESE, INC., a California S Corporation, THE SHAREHOLDERS OF GRILLED CHEESE, INC. Dated as of October 18, 2012

EX-2.1 2 v326533ex2-1.htm EXHIBIT 2.1 EXECUTION COPY Ex 2.1 SHARE EXCHANGE AGREEMENT by and among TRIG ACQUISITION 1, INC., a Nevada Corporation, GCT, INC., A Nevada Corporation, GRILLED CHEESE, INC., a California S Corporation, and THE SHAREHOLDERS OF GRILLED CHEESE, INC. Dated as of October 18, 2012 Execution Copy SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (the “Agreement”) is made a

October 24, 2012 EX-10.6

TRIG Acquisition 1, Inc. ADVISORY AGREEMENT

EX-10.6 10 v326533ex10-6.htm EXHIBIT 10.6 Ex. 10.6 TRIG Acquisition 1, Inc. ADVISORY AGREEMENT THIS ADVISORY (“Agreement”) is made and entered into as of this 18th day of October 2012 (“Effective Date”) by and between TRIG ACQUISITION 1, INC., a publicly held Nevada corporation (“Company”) and PBNJ Advisors, Inc. (“Advisor”). RECITALS WHEREAS, Company desires to obtain independent advisoryand cons

September 13, 2012 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A Amendment No.

September 6, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

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): August 27, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commission

September 6, 2012 EX-10.1

SUBSCRIPTION AGREEMENT

EX-10.1 2 v323126ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SUBSCRIPTION AGREEMENT To: TRIG Acquisition 1, Inc. 641 Lexington Avenue Suite 1526 New York, NY 10022 Gentlemen: 1. Subscription. The undersigned (the “Purchaser”), intending to be legally bound, hereby irrevocably agrees to purchase from TRIG Acquisition 1, Inc., a Nevada Corporation (the “Company”), the number of shares of common stock, set

August 23, 2012 8-K

Entry into a Material Definitive Agreement - FORM 8-K

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): August 15, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commission

August 20, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 TRIG ACQUISITION 1, INC.

August 15, 2012 NT 10-Q

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2012 Estimated average burden hours per response………………………... 2.50 SEC FILE NUMBER 000-54070 CUSIP NUMBER (Check one): ¨ Form 10-K o Form 20-F o Form 11-K ý Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 201

July 25, 2012 EX-10.5

TRIG Acquisition 1, Inc. July 16, 2012

Exhibit 10.5 TRIG Acquisition 1, Inc. July 16, 2012 The following sets forth the agreement (this “Agreement”) for the engagement of Trilogy Capital Partners, Inc., (“Trilogy”) by TRIG Acquisition 1, Inc. (d/b/a The Grilled Cheese Truck) (“TRIG Acquisition 1” or the “Company”): Term and Termination Eighteen months, commencing on July 16, 2012 (the “Initial Term”), and month to month thereafter, ter

July 25, 2012 EX-10.7

TRIG Acquisition 1, Inc. EMPLOYMENT AGREEMENT

Exhibit 10.7 TRIG Acquisition 1, Inc. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of July 16, 2012 by and between TRIG Acquisition 1, Inc., a Nevada corporation (“TRIG” or the “Company”), and Robert Y. Lee (“LEE”). 1) Engagement and Responsibilities a) Upon the terms and subject to the conditions set forth in this Agreement, the Company hereby empl

July 25, 2012 EX-10.6

ADVISORY AGREEMENT

Exhibit 10.6 ADVISORY AGREEMENT THIS ADVISORY (“Agreement”) is made and entered into as of this 16th day of July 2012 (“Effective Date”) by and between TRIG Acquisition 1, Inc., a publicly held Nevada corporation (“Company”) and Dimitri Villard, a California resident (“Advisor”). RECITALS WHEREAS, Company desires to obtain independent advisory services in connection with its business operations; a

July 25, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - CURRENT REPORT

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): April 3, 2012 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commission Fi

July 25, 2012 EX-4.2

TRIG ACQUISITION 1, INC.

Exhibit 4.2 NEITHER THESE WARRANTS NOR THE COMMON STOCK ISSUABLE UPON EXERCISE OF THESE WARRANTS HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD, PLEDGED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE ACT OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVA

July 25, 2012 EX-10.3

CONVERSION AGREEMENT

Exhibit 10.3 CONVERSION AGREEMENT THIS CONVERSION AGREEMENT is made as of the day of June, 2012 by and between TRIG ACQUISITION 1, INC., a Florida corporation (the “Company”), and (“Shareholder”) (collectively the “Parties”). R E C I T A L S: WHEREAS, the Shareholder is the holder of shares of Series A Preferred Stock (“Preferred Stock”) from the Company; WHEREAS, the Company is conducting an Offe

July 25, 2012 EX-10.4

ADVISORY SERVICES AGREEMENT

Exhibit 10.4 ADVISORY SERVICES AGREEMENT This ADVISORY SERVICES AGREEMENT (“Agreement”) is made, entered into as of the 16th day of July, 2012 (the “Effective Date”), by and between TRIG Acquisition 1, Inc. (the “Company”), and TRIG Capital Group, LLC. (“TCG”). W I T N E S S E T H: WHEREAS, the Company desires to retain TCG to provide certain advisory services, and TCG is willing to be so engaged;

July 25, 2012 EX-4.1

FORM OF SECURED NOTE

Exhibit 4.1 FORM OF SECURED NOTE THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) AND ARE “RESTRICTED SECURITIES” AS THAT TERM IS DEFINED IN RULE 144 UNDER THE ACT. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR PURSUANT TO AN EXEMPT

July 25, 2012 EX-10.2

NOTE PURCHASE AGREEMENT

Exhibit 10.2 NOTE PURCHASE AGREEMENT This Note Purchase Agreement (this “Agreement”) is made and entered as of April , 2012 by and between the TRIG Acquisition 1, Inc., a Nevada publicly held corporation (“TRIG” or the “Company”), and (“Buyer”), with reference to the following facts: A. The Company was incorporated in the State of Nevada on December 31, 2009 as GSP-1, Inc. The Company was formed a

July 25, 2012 EX-10.8

PERSONAL AND CONFIDENTIAL

Exhibit 10.8 PERSONAL AND CONFIDENTIAL July 16, 2012 A.J. Cervantes TRIG Acquisition 1, Inc. 641 Lexington Avenue Suite 1526 New York, NY 10022 Mr. Cervantes: This letter agreement confirms our understanding of the engagement of Grandview Capital Partners, Inc. (“Grandview”) by TRIG Acquisition 1, Inc.(together with its subsidiaries and affiliates, the “Company”) to act as an advisor to the Compan

July 25, 2012 EX-10.1

ADVISORY AGREEMENT

Exhibit 10.1 ADVISORY AGREEMENT THIS ADVISORY (“Agreement”) is made and entered into as of this 15th day of June 2012 (“Effective Date”) by and between TRIG ACQUISITION 1, INC., a publicly held Nevada corporation (“Company”) and Richard M. Cohen Consultants, Inc., a New York corporation (“Advisor”) and its affiliates. RECITALS WHEREAS, Company desires to obtain independent advisory and consulting

May 15, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ?? to Commission File Number: 000-54070 TRIG ACQUISITION 1, INC.

April 16, 2012 EX-10.2

STOCK PURCHASE AGREEMENT

Exhibit 10.2 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement, dated as of the 12th day of April 2012 (this ?Agreement?), by and among TRIG Acquisition 1, Inc., a Nevada corporation (the ?Company?), Trilogy Capital Partners, Inc., a corporation (?Trilogy?) and Robert Lee, an individual (?Lee?, together with Trilogy, the ?Purchasers? and each a ?Purchaser?). The Company and the Purchasers are

April 16, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 o TRANSITION REPORT UNDER SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-54070 TRIG ACQUISITION 1, INC. (Exac

March 30, 2012 NT 10-K

- ANNUAL REPORT EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2012 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-54070 CUSIP NUMBER (Check one): ýForm 10-K o Form 20-F o Form 11-K o Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2011 o Tr

November 16, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 TRIG ACQUISITION 1, INC.

November 15, 2011 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2012 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-54070 CUSIP NUMBER (Check one): oForm 10-K o Form 20-F o Form 11-K ý Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2011 o T

September 14, 2011 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-540705 TR

August 15, 2011 10-Q

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54070 TRIG ACQUISITION 1, INC.

July 6, 2011 EX-16.1

Webb & Company, P.A. Certified Public Accountants

Exhibit 16.1 Webb & Company, P.A. Certified Public Accountants July 5, 2011 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 RE: GSP-1, Inc. File Ref. No. 000-54070 We have read the statements of GSP-1, Inc. pertaining to our firm included under Item 4.01 of Form 8-K dated June 30, 2011 and agree with such statements as they pertain to our firm. Regards, WEBB & COMPANY,

July 6, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): June 30, 2011 TRIG ACQUISITION 1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commission Fi

July 6, 2011 EX-3.1

Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390)

EX-3.1 2 f8k063011ex3igsp1.htm AMENDMENT TO THE CERTIFICATE OF INCORPORATION Exhibit 3.1 ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4069 (775) 684-5708 Website: www.nvsos.gov Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) USE BLACK INK ONLY – DO NOT HIGHLIGHT ABOVE SPACE FOR OFFICE USE ONLY Certificate of Amendment to Articles of Incorpo

May 23, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to. GSP-1, INC. (Exact name of registrant as specified in Ch

May 16, 2011 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2012 Estimated average burden hours per response?????????... 2.50 SEC FILE NUMBER 000-54070 CUSIP NUMBER (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Qo Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 201

March 31, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [x] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 [ ] TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [x] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-54070 GSP-1, INC. (Name of small bu

March 8, 2011 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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 8, 2011 (February 15, 2011) GSP-1, INC. (Exact name of registrant as specified in its charter) Nevada 000-54070 27-3120288 (State or other jurisdiction of incorporation) (Commis

March 8, 2011 EX-3.2

Certificate of Amendment

Exhibit 3.2 ROSS MILLER Secretary of State 204 North Carson Street, Ste 1 Carson City, Nevada 89701-4299 (775) 684 5708 Website: www.nvsos.gov Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) USE BLACK INK ONLY - DO NOT HIGHLIGHT ABOVE SPACE IS FOR OFFICE USE ONLY Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - A

November 15, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 o TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 000-54070 GSP-

October 15, 2010 10-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 4 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 4 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file number 000-54070 GSP-1, INC. (Exact Name of Small Business Issuer in its Charter) Nevada 27-3120288 (State of Incorporation) (Primary Standard Classificati

October 8, 2010 CORRESP

October 8, 2010

October 8, 2010 Robert Errett, Staff Attorney Securities and Exchange Commission Division of Corporate Finance 101 F Street NE Washington, DC 20549 Re: GSP-1, Inc.

October 8, 2010 10-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 3 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 3 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file number 000-54070 GSP-1, INC. (Exact Name of Small Business Issuer in its Charter) Nevada 27-3120288 (State of Incorporation) (Primary Standard Classificati

September 28, 2010 10-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 2 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 2 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file number 000-54070 GSP-1, INC. (Exact Name of Small Business Issuer in its Charter) Nevada 27-3120288 (State of Incorporation) (Primary Standard Classificati

September 28, 2010 CORRESP

September 28, 2010

September 28, 2010 H. Christopher Owings United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: GSP-1, Inc. Amendment No. 1 to Registration Statement on Form 10 Filed September 14, 2010 File No. 000-54070 GSP-2, Inc. Amendment No. 1 to Registration Statement on Form 10 Filed September 14, 2010 File No. 000-54071 Dear Mr. Owings: We represent GSP-1, Inc, and GS

September 14, 2010 CORRESP

Re: GSP-1, Inc. Registration Statement on Form 10 Filed August 5, 2010 File No. 000-54070 GSP-2, Inc. Registration Statement on Form 10 Filed August 5, 2010 File No. 000-54071

September 14, 2010 Robert Errett, Staff Attorney Securities and Exchange Commission Division of Corporate Finance 101 F Street NE Washington, DDc 20549 Re: GSP-1, Inc.

September 14, 2010 EX-3.2

A Nevada Corporation As of July 27, 2010 ARTICLE I Meetings of Stockholders

Exhibit 3.2 BYLAWS OF GSP-1 A Nevada Corporation As of July 27, 2010 ARTICLE I Meetings of Stockholders Section 1.1 Time and Place. Any meeting of the stockholders may be held at such time and such place, either within or without the State of Nevada, as shall be designated from time to time by resolution of the board of directors or as shall be stated in a duly authorized notice of the meeting. Se

September 14, 2010 EX-10.1

Description of Verbal Management Consulting Agreement Between GSP-1, Inc. and Peter Goldstein

Exhibit 10.1 Description of Verbal Management Consulting Agreement Between GSP-1, Inc. and Peter Goldstein On September 3, 2010 Mr. Goldstein, the President and sole director of the Company, verbally agreed to provide funding to cover the costs of investigating and analyzing business combinations for the next 12 months and beyond, until the Company is engaged in business activities that provide ca

September 14, 2010 EX-3.1

Articles of Incorporation (PURSUANT TO NRS CHAPTER 78)

Exhibit 3.1 ROSS MILLER Secretary of State 204 North Carson Street, Suite 4 Carson City, Nevada 89701-4520 (775) 684-5708 Website: www.nvsos.gov Articles of Incorporation (PURSUANT TO NRS CHAPTER 78) Filed in the office of /s/ Ross Miller Ross Miller Secretary of State State of Nevada Document Number 20090905334-15 Filing Date and Time 12/31/2009 1:15 PM Entity Number EO668662009-7 USE BLACK INK O

September 14, 2010 10-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 1 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Amendment No. 1 to Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file number 000-54070 GSP-1, INC. (Exact Name of Small Business Issuer in its Charter) Nevada 27-3120288 (State of Incorporation) (Primary Standard Classificati

August 5, 2010 10-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file number ______ GSP-1, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Form 10 General Form for Registration of Securities of Small Business Issuers under Section 12(b) or (g) of the Securities Exchange Act of 1934 Commission file number GSP-1, INC. (Exact Name of Small Business Issuer in its Charter) Nevada (State of Incorporation) (Primary Standard Classification Code) (IRS Employer ID No.) 650 Sweet

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista