TBEV / High Performance Beverages Company - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

High Performance Beverages Company
US ˙ OTCPK

Mga Batayang Estadistika
CIK 1504222
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 High Performance Beverages Company
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
January 11, 2018 15-12G

TBEV / High Performance Beverages Co FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-54973 High Performance Beverages Company (Exact name of registrant as s

September 19, 2017 8-K

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

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 15, 2017 SC 13G/A

TBEV / High Performance Beverages Co / Blackbridge Capital LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* HIGH PERFORMANCE BEVERAGES CO (Name of Issuer) Common Stock (Title of Class of Securities) 42969X306 (CUSIP Number) February 15, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

November 1, 2016 NT 10-K

High Performance Beverages NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: July 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing

September 30, 2016 EX-4.1

12% CONVERTIBLE PROMISSORY NOTE HIGH PERFORMANCE BEVERAGES CO.

Exhibit 4.1 Note: September 22, 2016 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE UNTIED STATES SECURITIES AND EXCHANGE COMMISSION IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE

September 30, 2016 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 22, 2016 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (State of Incorporation) (Commission File Numb

September 26, 2016 EX-4.1

12% CONVERTIBLE PROMISSORY NOTE HIGH PERFORMANCE BEVERAGES CO.

Exhibit 4.1 Note: August 16, 2016 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS

September 26, 2016 EX-99.2

EXCHANGE AGREEMENT

Exhibit 99.2 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the ?Agreement?), dated as of August 16, 2016 is entered into by and between High Performance Beverage, Co., a corporation duly organized and existing under the laws of the State of Nevada (the ?Company?) and Iconic Holdings, LLC, a Delaware limited liability company (the ?Holder?). As used herein, the term ?Parties? shall be used to refer t

September 26, 2016 EX-4.2

12% CONVERTIBLE EXCHANGE NOTE HIGH PERFORMANCE BEVERAGE, CO.

Exhibit 4.2 Exchange Note: August 16, 2016 THIS 12% CONVERTIBLE NOTE IS ISSUED IN EXCHANGE FOR CERTAIN DEBTS OWED TO GHS INVESTMENTS, LLC ON OR BEFORE FEBRUARY 5, 2016 BY THE COMPANY. FOR PURPOSES OF RULE 144, THIS NOTE SHALL BE DEEMED TO HAVE BEEN ISSUED ON NOVEMBER 20, 2015 AND DECEMBER 31, 2015. NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN RE

September 26, 2016 EX-99.1

LICENSE AGREEMENT

Exhibit 99.1 LICENSE AGREEMENT This License Agreement (?Agreement?) is made effective this 1 day of August 2016 (?Effective Date?) by and between High Performance Beverages Co, Nevada corporation located at 5137 East Armor Street, Cave Creek, AZ 85331 (hereinafter collectively referred to as ?Licensor?) and SC Company/ ProProm Mexico, a Mexico corporation located in Mexico City DF. for itself and

September 26, 2016 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 f8k082216highperformance.htm 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): August 24, 2016 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307

September 23, 2016 DEF 14C

High Performance Beverages DEFINITIVE INFORMATION STATEMENT

DEF 14C 1 def14c0916highperformance.htm DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☒ Definitive Information Statement ☐ Confidential, for Use of the Commission Onl

September 12, 2016 PRE 14C

High Performance Beverages PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

September 3, 2016 8-K

High Performance Beverages CURRENT REPORT (Current Report/Significant Event)

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 16, 2016 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (State of Incorporation) (Commission File Number) (

September 3, 2016 EX-4.1

12% CONVERTIBLE PROMISSORY NOTE HIGH PERFORMANCE BEVERAGES CO.

Exhibit 4.1 Note: August 16, 2016 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS

September 3, 2016 EX-99.1

LICENSE AGREEMENT

Exhibit 99.1 LICENSE AGREEMENT This License Agreement (?Agreement?) is made effective this 1 day of August 2016 (?Effective Date?) by and between High Performance Beverages Co, Nevada corporation located at 5137 East Armor Street, Cave Creek, AZ 85331 (hereinafter collectively referred to as ?Licensor?) and SC Company/ ProProm Mexico, a Mexico corporation located in Mexico City DF. for itself and

July 13, 2016 10-Q

High Performance Beverages QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as s

June 14, 2016 NT 10-Q

High Performance Beverages NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: April 30, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing

June 13, 2016 SC 13G/A

TBEV / High Performance Beverages Co / Tonaquint, Inc. - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* High Performance Beverages Co (Name of Issuer) Common Stock par value $.001 per share (Title of Class of Securities) 42969X108 (CUSIP Number) Calendar Year 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

June 13, 2016 SC 13G

TBEV / High Performance Beverages Co / Dove Foundation - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* High Performance Beverages Co (Name of Issuer) Common Stock $0.001 value per share (Title of Class of Securities) 42969X108 (CUSIP Number) June 13, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

May 17, 2016 SC 13G

TBEV / High Performance Beverages Co / Toledo Advisors LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) High Performance Beverage Company (Name of Issuer) Common Stock $0.0001 value per share (Title of Class of Securities) 42969X108 (CUSIP Number) April 27, 2016 (Date of Even

May 16, 2016 SC 13G

TBEV / High Performance Beverages Co / Blackbridge Capital LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* HIGH PERFORMANCE BEVERAGES CO (Name of Issuer) Common Stock (Title of Class of Securities) 42969X306 (CUSIP Number) May 2, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

May 2, 2016 8-K

High Performance Beverages CURRENT REPORT (Current Report/Significant Event)

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 29, 2016 (April 22, 2016) HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commis

March 21, 2016 10-Q

High Performance Beverages QUARTERLY REPORT (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2016 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as

March 17, 2016 NT 10-Q

High Performance Beverages NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: January 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothi

January 6, 2016 DEF 14C

High Performance Beverages PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

December 23, 2015 8-K/A

Entry into a Material Definitive Agreement

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): December 14, 2015 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Co

December 21, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2015 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as

December 18, 2015 EX-10.36

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.36 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the ?Agreement?), dated as of October 12, 2015 (the ?Execution Date?), is entered into by High Performance Beverage Co., a Nevada corporation with its principal executive office at 5137 E. Armor Street, Cave Creek, Arizona 85331 (the ?Company?), and GHS Investments, LLC, a Nevada LLC with offices at 200 Stonehinge Lane

December 18, 2015 8-K

Entry into a Material Definitive Agreement, 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): December 14, 2015 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Numb

December 18, 2015 EX-10.35

INVESTMENT AGREEMENT

Exhibit 10.35 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the ?Agreement?), dated as of October 12, 2015(the ?Execution Date?), is entered into by and between High Performance Beverages Company, a Nevada corporation with its principal executive office at 5137 E. Armor Street, Cave Creek, Arizona 85331, (the ?Company?), and GHS Investments LLC, a Nevada limited liability company, with offices a

December 18, 2015 EX-10.37

PROMISSORY NOTE

Exhibit 10.37 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES 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 REGISTRATION STATEMENT FOR THE SE

December 18, 2015 EX-10.38

PROMISSORY NOTE

Exhibit 10.38 PROMISSORY NOTE BORROWER: High Performance Beverages Co. Address: 5137 E. Armor Street Cave Creek, AZ 85331 LENDER: GHS Investments, LLC Address: 200 Stonehinge Lane, Suite 3 Carle Place, NY 11514 Principal Amount: $40,000 Interest Rate: 12% per annum Date of Note: December 17, 2015 Payment Due Date: June 17, 2016 This Note is made between the Borrower: High Performance Beverages Co.

December 16, 2015 NT 10-Q

High Performance Beverages NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: October 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothi

November 18, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2015 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2015 ? 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 333-170393 HIGH PERFORMANCE BEV

November 9, 2015 PRE 14C

High Performance Beverages PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

October 29, 2015 NT 10-K

High Performance Beverages NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: July 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing

September 23, 2015 8-K

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

8-K 1 f8k091715highperformance.htm 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): September 17, 2015 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-356

September 23, 2015 EX-10.1

SETTLEMENT AGREEMENT

Exhibit 10.1 SETTLEMENT AGREEMENT This settlement agreement (hereinafter "Agreement") is entered into as of September , 2015 (the "Effective Date") by and among High Performance Beverages Co. ("TBEV") and Centaurian Fund, L.P. ("Centaurian") (collectively, the "Parties) as follows: WHEREAS, Centaurian purchased an 18% Senior Convertible Debenture in the principal amount of $60,000 (the "Debenture"

September 23, 2015 EX-3.1

STATE OF NEVADA

Exhibit 3.1 STATE OF NEVADA BARBARA K. CEGAVSKE Secretary of State JEFFERY LANDERFELT Deputy Secretary for Commercial Recordings OFFICE OF THE SECRETARY OF STATE Certified Copy August 27, 2015 Job Number: C20150827-1599 Reference Number: Expedite: Through Date: The undersigned filing officer hereby certifies that the attached copies are true and exact copies of all requested statements and related

September 23, 2015 8-K

High Performance Beverages CURRENT REPORT (Current Report/Significant Event)

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, 2015 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Number

September 23, 2015 EX-10.2

HIGH PERFORMANCE BEVERAGES CO. CONVERTIBLE NOTE

Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES 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 REGISTRATION STATEMENT FOR

August 28, 2015 EX-16.1

RBSM, LLP New York, New York

EXHIBIT 16.1 RBSM, LLP New York, New York August 27, 2015 Securities and Exchange Commission 100 F Street, N.W. Washington, DC 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of High Performance Beverage, Inc. (the ?Company?) Form 8-K dated August 3, 2015, and are in agreement with the statements relating only to RBSM, LLP contained therein. We have no basis to agree or disagree with other sta

August 28, 2015 8-K

High Performance Beverages CURRENT REPORT (Current Report/Significant Event)

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 3, 2015 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State or other jurisdiction of incorporation) (Commission File

August 18, 2015 DEFR14C

High Performance Beverages REVISED INFORMATION STATEMENT

DEFR14C 1 defr14c0815a1highperform.htm REVISED INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 To SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☒ Definitive Information Statement ☐ Confidential, for Use of the

July 31, 2015 DEF 14C

High Performance Beverages INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

July 15, 2015 PRER14C

High Performance Beverages AMENDMENT TO PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 1) Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE B

June 22, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2015 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as s

June 16, 2015 NT 10-Q

High Performance Beverages NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: April 30, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing

June 5, 2015 PRE 14C

High Performance Beverages PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

June 5, 2015 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 2 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 ☐ TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 2 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 ? 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 333-170393 HI

March 23, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2015 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2015 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as

March 17, 2015 NT 10-Q

High Performance Beverages NT 10-Q

extf10q0114highperformance.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 11-K ? Form 20-F x Form 10-Q ? Form N-SAR For Period Ended: January 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 10-Q ? Transition Report on Form 20-F ? Transition Report on Form N-SAR For the

February 23, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2014 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2014 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as

February 4, 2015 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

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 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State or other jurisdiction of incorporation) (Commission Fi

February 4, 2015 EX-16.1

L.L. BRADFORD & COMPANY, LLC Sugar Land, Texas

EXHIBIT 16.1 L.L. BRADFORD & COMPANY, LLC Sugar Land, Texas February 2, 2015 Securities and Exchange Commission 100 F Street, N.W. Washington, DC 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of High Performance Beverage, Inc. (the “Company”) Form 8-K dated February 2, 2015, and are in agreement with the statements relating only to L.L. Bradford & Company, LLC contained therein. We have no b

January 23, 2015 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 ☐ TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 ? 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 333-170393 HI

January 23, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 ☐ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2014 ? 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 333-170393 HIGH PERFORMANCE BEV

January 16, 2015 SC 13G/A

TBEV / High Performance Beverages Co / Tonaquint, Inc. - NONE Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* High Performance Beverages Co (Name of Issuer) Common Stock par value $.001 per share (Title of Class of Securities) 42969X108 (CUSIP Number) Calendar Year 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

December 18, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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 5, 2013 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Numbe

December 18, 2014 EX-3.1

EX-3.1

Exhibit 3.1

November 14, 2014 DEF 14C

TBEV / High Performance Beverages Co DEF 14C - - DEFINITIVE INFORMATION STATEMENTS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¨ Preliminary Information Statement x Definitive Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

November 6, 2014 SC 13G

TBEV / High Performance Beverages Co / DARLING CAPITAL, LLC. - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. )* High Performance Beverages Co (Name of Issuer) Common Stock (Title of Class of Securities) 42969X108 (CUSIP Number) October 28, 2014 (Date of

October 30, 2014 SC 13D/A

TBEV / High Performance Beverages Co / Holley, Michael J. - AMENDMENT TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No. 2 To SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) HIGH PERFORMANCE BEVERAGES COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 42969X108 (CUSIP Number) Michael Holley 5137

October 30, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 17, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (State of Incorporation) (Commission File Number

October 30, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities, Other Events, 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): October 22, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (State of Incorporation) (Commission File Number

October 30, 2014 8-K/A

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 17, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (State of Incorporation) (Commission File Numb

October 30, 2014 SC 13D/A

TBEV / High Performance Beverages Co / McBride Toby - AMENDMENT TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No. 2 To SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) HIGH PERFORMANCE BEVERAGES COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 42969X108 (CUSIP Number) Toby McBride 5137 E.

October 29, 2014 NT 10-K

TBEV / High Performance Beverages Co NT 10-K - -

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ý Form 10-K ¨ Form 11-K ¨ Form 20-F ¨ Form 10-Q ¨ Form N-SAR For Period Ended: July 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR For the Transition Period Ended: Nothing

October 20, 2014 PRE 14C

TBEV / High Performance Beverages Co PRE 14C - - SCHEDULE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Definitive Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

October 20, 2014 8-K

Unregistered Sales of Equity Securities

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 15, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Num

October 16, 2014 SC 13D/A

TBEV / High Performance Beverages Co / Holley, Michael J. - AMENDMENT TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No. 1 To SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) HIGH PERFORMANCE BEVERAGES COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 42969X108 (CUSIP Number) Michael Holley 5137

October 16, 2014 SC 13D/A

TBEV / High Performance Beverages Co / McBride Toby - AMENDMENT TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Amendment No. 1 To SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) HIGH PERFORMANCE BEVERAGES COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 42969X108 (CUSIP Number) Toby McBride 5137 E.

August 27, 2014 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 27, 2014, between High Performance Beverages Company, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and

August 27, 2014 EX-10.2

12% ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE DUE MARCH 27, 2015

Exhibit 10.2 EXHIBIT A NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFEC

August 27, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 f8k082214highperfomance.htm 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): August 27, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307

August 13, 2014 SC 13G/A

TBEV / High Performance Beverages Co / ASHER ENTERPRISES INC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) HIGH PERFORMANCE BEVERAGES COMPANY (Name of issuer) Common Stock, $0.001 value per share (Title of class of securities) 250665106 (CUSIP number) August 11, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

July 29, 2014 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): July 23, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Number)

July 29, 2014 EX-3.1

EX-3.1

Exhibit 3.1

July 3, 2014 DEF 14C

TBEV / High Performance Beverages Co DEF 14C - - SCHEDULE 14C INFORMATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¨ Preliminary Information Statement x Definitive Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

July 2, 2014 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 4 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 ¨ TRANSITION

10-Q/A 1 f10q0113a4highperformance.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 4 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to

June 27, 2014 PRER14C

TBEV / High Performance Beverages Co PRER14C - - AMENDMENT TO PRELIMINARY INFORMATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 2) Check the appropriate box: x Preliminary Information Statement ¨ Definitive Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE B

June 23, 2014 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 2 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2012 o TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 2 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGE CO. (Exact name of small busin

June 23, 2014 EX-10.1

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE $100,000 Cave Creek, Arizona November 15, 2012, as amended on June 14, 2013 FOR VALUE RECEIVED, the undersigned, Dethrone Royalty Holdings Inc. a Nevada Corporation (the ?Company? or ?DRHC?), agrees and promises to pay to Pierce Csurgo (the ?Holder?), located at or at such other place or places as the Holder may designate

June 23, 2014 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 3 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2013 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 333-170393 HI

June 23, 2014 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 April 30, 2014 o TRANSITION REPORT PURSUANT TO

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 April 30, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as s

June 23, 2014 10-Q/A

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 April 30, 2013 ¨ TRANSITION

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 April 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to High Performance Beverage Co. (Exact name of small busine

June 17, 2014 NT 10-Q

- NOTIFICAITON OF LATE FIING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q ¨ Form N-SAR For Period Ended: April 30, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR For the Transition Period Ended: Nothing

June 16, 2014 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of June 6, 2014 by and between High Performance Beverages Co., a Nevada corporation, with headquarters located at 5137 E. Armor Street, Cave Cree, AZ 85331 (the "Company"), and Caesar Capital Group, LLC, a Delaware limited liability company, with its address at 15 Birch Court Ossining, NY 1056

June 16, 2014 EX-4.1

CONVERTIBLE PROMISSORY NOTE

Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES 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 REGISTRATION STATEMENT FOR THE SECU

June 16, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 6, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (State of Incorporation) (Commission File Number) (I

June 9, 2014 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 2 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2013 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 333-170393 HI

June 6, 2014 8-K/A

- AMENDED CURRENT REPORT

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): April 30, 2013 High Performance Beverages Company (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307 (State of Incorporation) (Comm

June 3, 2014 CORRESP

-

June 3, 2014 EDGAR Division of Corporate Finance U.S. Securities & Exchange Commission 100 F Street North East Washington, D.C. 20549-3561 Attn: Mr. Jim B. Rosenberg Senior Assistant Chief Accountant Re: High Performance Beverages Company Form 10-K for the Fiscal Year Ended July 31, 2013 Filed December 31, 2013 Form 8-K/A dated April 30, 2013 Filed June 14, 2013 File No. 000-54973 Ladies and Gentl

May 30, 2014 CORRESP

-

May 30, 2014 Via EDGAR Division of Corporate Finance U.S. Securities & Exchange Commission 100 F Street North East Washington, D.C. 20549-3561 Attn: Mr. Jim B. Rosenberg Senior Assistant Chief Accountant Re: High Performance Beverages Company Form 10-K for the Fiscal Year Ended July 31, 2013 Filed December 31, 2013 Form 8-K/A dated April 30, 2013 Filed June 14, 2013 File No. 000-54973 Ladies and G

May 29, 2014 CORRESP

-

High Performance Beverages Co. 5137 E Armor St. Cave Creek AZ 85331 May 29, 2014 Via EDGAR Division of Corporate Finance U.S. Securities & Exchange Commission 100 F Street North East Washington, D.C. 20549-3561 Attn: Mr. Jim B. Rosenberg Senior Assistant Chief Accountant Re: High Performance Beverages Company Form 10-K for the Fiscal Year Ended July 31, 2013 Filed December 31, 2013 Form 8-K/A date

May 29, 2014 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 f8k052214highperformance.htm 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): May 22, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307 (S

April 30, 2014 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 January 31, 2014 o TRANSITION REPORT PURSUANT T

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 January 31, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as

April 29, 2014 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 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 October 31, 2013 o TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 To 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 October 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small

April 28, 2014 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 Date of Report (Date of earliest event reported): March 21, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307 (State of Incorporation) (Comm

April 24, 2014 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 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 21, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307 (State of Incorporation) (Commission File Number

April 11, 2014 SC 13G

TBEV / High Performance Beverages Co / Tonaquint, Inc. - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* High Performance Beverages Co (Name of Issuer) Common Stock par value $.001 per share (Title of Class of Securities) 42969X108 (CUSIP Number) April 11, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

April 11, 2014 CORRESP

-

High Performance Beverages Company 5137 E Armor St. Cave Creek, AZ 85331 April 11, 2014 EDGAR Division of Corporate Finance U.S. Securities & Exchange Commission 100 F Street North East Washington, D.C. 20549-3561 Attn: Mr. Andrew Mew Accounting Branch Chief Re: High Performance Beverages Company Item 4.02 Form 8 -K Filed March 24, 2014 File No. 000-54973 Ladies and Gentlemen: This letter responds

April 8, 2014 CORRESP

-

High Performance Beverages Company 5137 E Armor St. Cave Creek, AZ 85331 April 8, 2014 United States Securities and Exchange Commission Washington, D.C. 20549 Re: High Performance Beverages Company Item 4.02 Form 8 -K Filed March 24, 2014 File No. 000-54973 Ladies and Gentlemen: Reference is made to the letter from the staff of the Securities and Exchange Commission dated March 28, 2014 (“March 29

April 4, 2014 EX-4.1

ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE Face Amount: $75,000.00 March 25, 2014 Purchase Price: $50,000.00

Exhibit 4.1 ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE Face Amount: $75,000.00 March 25, 2014 Purchase Price: $50,000.00 FOR VALUE RECEIVED, High Performance Beverages Co., a Nevada corporation (the “Maker”), with its principal offices located at 5137 E. Armor Street, Cave Creek, AZ, 85331, promises to pay to the order of Beaufort Capital Partners LLC, or its registered assigns (the “Paye

April 4, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 f8k040114highperformance.htm 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 1, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-55973 27-3566307 (

March 28, 2014 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 f8k032414highperformance.htm 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): March 24, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307

March 24, 2014 8-K

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 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 21, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307 (State of Incorporation) (Commission File Number)

March 21, 2014 PRER14C

- SCHEDULE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 1) Check the appropriate box: x Preliminary Information Statement ¨ Definitive Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE B

March 17, 2014 NT 10-Q

- NOTIFICATION OF LATE FILING

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q ¨ Form N-SAR For Period Ended: January 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR For the Transition Period Ended: Nothi

March 12, 2014 EX-4.1

HIGH PERFORMANCE BEVERAGES CO. 10% CONVERTIBLE REDEEMABLE NOTE DUE FEBRUARY 28, 2015

EX-4.1 2 f8k030614ex4ihighperform.htm 10% CONVERTIBLE REDEEMABLE NOTE Exhibit 4.1 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RU

March 12, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 6, 2014 HIGH PERFORMANCE BEGERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 000-54973 27-3566307 (State of Incorporation) (Commission File Number) (

March 12, 2014 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of February 28, 2014, by and between HIGH PERFORMANCE BEVERAGES CO., a Nevada corporation, with headquarters located at 5137 E. Armor Street, Cave Creek, AZ 85331 (the “Company”), and LG CAPITAL FUNDING, LLC, a New York limited liability company, with its address at 1218 Union Street, Suite #2

March 7, 2014 PRE 14C

- SCHEDULE 14C INFORMATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¨ Definitive Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) HIGH PERFORMANCE BEVERAGES COMPANY (

February 20, 2014 EX-4.1

ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE Face Amount: $75,000.00 February 11, 2014 Purchase Price: $50,000.00

Exhibit 4.1 ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE Face Amount: $75,000.00 February 11, 2014 Purchase Price: $50,000.00 FOR VALUE RECEIVED, High Performance Beverages Co., a Nevada corporation (the “Maker”), with its principal offices located at 5137 E. Armor Street, Cave Creek, AZ, 85331, promises to pay to the order of Beaufort Capital Partners LLC, or its registered assigns (the “P

February 20, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 f8k012214highperformance.htm 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): January 22, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-35663

February 3, 2014 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 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 April 30, 2013 o .TRANSITION RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 To 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 April 30, 2013 o .TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small

February 3, 2014 10-Q/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 To 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 January 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small

February 3, 2014 10-Q/A

High Performance Beverages AMENDMENT NO 3 TO QUARTERLY REPORT (Quarterly Report)

f10q1013a3highperformance.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 To 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 October 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGE

January 27, 2014 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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): January 22, 2014 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Numbe

January 27, 2014 EX-4.1

1

Exhibit 4.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14

January 15, 2014 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: October, 31, 2013 o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: October, 31, 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 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of regis

January 15, 2014 10-Q/A

High Performance Beverages /A (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: October, 31, 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 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of regis

January 15, 2014 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: July 31, 2013 o TRANSITION REPORT PURSUANT TO SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: July 31, 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 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registran

December 31, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 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 October 31, 2013 . ..TRANSIT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 To 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 October 31, 2013 . ..TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of

December 31, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2013 ¨ 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 333-170393 HIGH PERFORMANCE BEV

December 31, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 ¨ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DETHRONE ROYALTY HOLDINGS, INC. (Exact name of small business issuer as

December 31, 2013 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 October 31, 2013 ¨ TRANSITION REPORT PURSUANT T

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 October 31, 2013 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of small business issuer as

December 31, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2013 ¨ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2013 ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DETHRONE ROYALTY HOLDINGS, INC. (Exact name of small business issuer as sp

December 31, 2013 EX-10.1

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE $100,000 Cave Creek, Arizona November 15, 2012, as amended on June 14, 2013 FOR VALUE RECEIVED, the undersigned, Dethrone Royalty Holdings Inc.

December 31, 2013 8-K

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 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 16, 2013 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Numb

December 27, 2013 SC 13G

TBEV / High Performance Beverages Co / ASHER ENTERPRISES INC - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. ) HIGH PERFORMANCE BEVERAGES COMPANY formerly known as DETHRONE ROYALTY HOLDINGS INC. (Name of issuer) Common Stock, $0.001 value per share (Title of class of securities) 250665106 (CUSIP number) December 27, 2013 (Date of Event Which Requires Filing of this

November 20, 2013 EX-3.1

EX-3.1

November 20, 2013 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): November 14, 2013 HIGH PERFORMANCE BEVERAGES COMPANY (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Numb

October 29, 2013 EX-10.1

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of [], is entered into by and between Dethrone Royalty Holdings, Inc., a Nevada corporation (the “Company”), and [], a [] corporation, its successors and/or assigns (the “Buyer”). A. The Company and the Buyer are executing and delivering this Agreement in reliance upon the exemption from secu

October 29, 2013 EX-10.2

MASTER PROMISSORY NOTE Effective Date: [________] U.S. $48,000.00

Exhibit 10.2 MASTER PROMISSORY NOTE Effective Date: [] U.S. $48,000.00 FOR VALUE RECEIVED, Dethrone Royalty Holdings, Inc., a Nevada corporation (“Borrower”) promises to pay to [], a [] corporation, or its successors or assigns (“Lender”), $48,000 and any interest, fees, charges and penalties in accordance with the terms herein. This Master Promissory Note (this “Master Note”) is issued and made e

October 29, 2013 NT 10-K

- ANNUAL REPORT EXTENSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ý Form 10-K ¨ Form 11-K ¨ Form 20-F ¨ Form 10-Q ¨ Form N-SAR For Period Ended: July 31, 2013 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR For the Transition Period Ended: Nothing

October 29, 2013 EX-10.3

DETHRONE ROYALTY HOLDINGS, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK

Exhibit 10.3 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SUCH ACT AND ANY APPLICABLE STAT

October 29, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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 10, 2013 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Number)

October 15, 2013 EX-10.1

LICENSE AGREEMENT

EX-10.1 2 v357399ex10-1.htm EXHIBIT 10.1 LICENSE AGREEMENT This License Agreement (“Agreement”) is made effective this 10th day of October 2013 (“Effective Date”) by and between Throwdown Industries Holdings, LLC, a Delaware limited liability company for itself and its subsidiaries and assigns (hereinafter collectively referred to as “Licensor”) and Dethrone Royalty Holding, Inc., a Nevada corpora

October 15, 2013 8-K

Entry into a Material Definitive Agreement, 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): October 10, 2013 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Number)

October 15, 2013 EX-10.2

LOCK-UP AGREEMENT

LOCK-UP AGREEMENT October , 2013 Ladies and Gentlemen: The undersigned (the “Shareholder”) is a current or former director, executive officer or beneficial owner of shares of capital stock, or securities convertible into or exercisable or exchangeable for the capital stock (each, a “Company Security”) of Dethrone Royalty Holding, Inc.

October 7, 2013 EX-10.1

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE $100,000 Cave Creek, Arizona November 15, 2012, as amended on June 14, 2013 FOR VALUE RECEIVED, the undersigned, Dethrone Royalty Holdings Inc.

October 7, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A X . QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2012 . .TRANSITION REPORT PURSU

October 31, 2012 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 7, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2013 ¨ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DETHRONE ROYALTY HOLDINGS, INC. (Exact name of small business issuer as sp

October 7, 2013 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Mark One) . x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2012 . ¨ 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 333-170393 DETHRONE ROYAL

October 7, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 ¨ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DETHRONE ROYALTY HOLDINGS, INC. (Exact name of small business issuer as

October 4, 2013 EX-10.1

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 17, 2013, by and between DETHRONE ROYALTY HOLDINGS, INC.

October 4, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 v3567238k.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 1, 2013 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporatio

October 4, 2013 EX-4.1

CONVERTIBLE PROMISSORY NOTE

NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS.

August 29, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 26, 2013 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commission File Number) (

August 29, 2013 EX-10.1

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 19, 2013, by and between DETHRONE ROYALTY HOLDINGS, INC.

August 29, 2013 EX-4.1

CONVERTIBLE PROMISSORY NOTE

EX-4.1 2 v353923ex4-1.htm EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES 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 RE

July 26, 2013 SC 13D

TBEV / High Performance Beverages Co / Holley, Michael J. - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) DETHRONE ROYALTY HOLDINGS, INC.

July 26, 2013 SC 13D

TBEV / High Performance Beverages Co / McBride Toby - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) DETHRONE ROYALTY HOLDINGS, INC.

June 25, 2013 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 April 30, 2013 ¨ TRANSITION REPORT PURSUANT TO

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 April 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to DETHRONE ROYALTY HOLDINGS, INC. (Exact name of small business issuer as spec

June 25, 2013 EX-10.1

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE PROMISSORY NOTE $100,000 Cave Creek, Arizona November 15, 2012, as amended on June 14, 2013 FOR VALUE RECEIVED, the undersigned, Dethrone Royalty Holdings Inc.

June 14, 2013 NT 10-Q

- FORM 10Q EXTENSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 333-170393 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F ý Form 10-Q ¨ Form N-SAR For Period Ended: April 30, 2013 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR For the Transition Period Ended: Nothing

June 14, 2013 8-K/A

- CURRENT FORM

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): April 30, 2013 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State of Incorporation) (Commis

June 14, 2013 EX-3.2

EX-3.2

Exhibit 3.2

June 14, 2013 8-A12G

- FORM 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 DETHRONE ROYALTY HOLDINGS, INC.

June 14, 2013 CORRESP

-

June 14, 2013 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

June 14, 2013 EX-3.3

EX-3.3

EX-3.3 3 f8a12gex3iiidethrone.htm CERTIFICATE OF AMENDMENT TO ARTICLES OF INCORPORATION, FILED WITH THE NEVADA SECRETARY OF STATE ON AUGUST 14, 2012. Exhibit 3.3

June 14, 2013 EX-16.1

Re: Dethrone Royalty Holdings, Inc. File No.: 333-170393

Exhibit 16.1 June 12, 2013 Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, D.C. 20549 Re: Dethrone Royalty Holdings, Inc. File No.: 333-170393 Commissioners: We have read the Item 4.01 of the Form 8-K/A dated June 14, 2013 of Dethrone Royalty Holdings, Inc. and are in agreement with the statements insofar as they relate to our firm. We have no basis t

May 6, 2013 EX-4.2

COMMON STOCK PURCHASE WARRANT DETHRONE ROYALTY HOLDINGS, INC.

Exhibit 4.2 Warrant Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO

May 6, 2013 EX-4.1

18% SENIOR CONVERTIBLE DEBENTURE DUE APRIL 30, 2014

Exhibit 4.1 Convertible Debenture Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCE

May 6, 2013 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K CURRENT REPORT

FORM 8-K Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 29, 2013 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K CURRENT REPORT

FORM 8-K Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 18, 2013 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 January 31, 2013 ..TRANSITION REPORT PURSUANT

FORM 10-Q Quarterly Report January 31 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 12, 2013 8-K

- CURRENT REPORT ON FORM 8-K

Current Report on Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 8, 2013 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

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 SECURITIE EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 4, 2013 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State or other jurisdiction of (Commission

December 17, 2012 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 October 31, 2012 . .TRANSITION REPORT PURSUAN

October 31, 2012 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 29, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) X . ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2012 . 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 333-170393 DETHRONE ROYALTY H

October 1, 2012 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K

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 SECURITIE EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2012 DETHRONE ROYALTY HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State or other jurisdiction of (Commission

July 12, 2012 8-K

Financial Statements and Exhibits, Other Events - FORM 8-K CURRENT REPORT

Form 8-K Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 3, 2012 EX-99.1

TO SPORTS INNOVATION (A WHOLLY OWNED SUBSIDIARY OF EXCLUSIVE BUILDING SERVICES, INC) ANNOUNCES LAUNCH OF ITS NEW SPORTS NUTRITION BEVERAGE AND SPECIALTY WATER BEVERAGE UNDER THE DETHRONE ROYALTY BEVERAGE NAME BY LATE SEPTEMBER 2012

Exhibit 99.1 Press Release Exhibit 99.1 TO SPORTS INNOVATION (A WHOLLY OWNED SUBSIDIARY OF EXCLUSIVE BUILDING SERVICES, INC) ANNOUNCES LAUNCH OF ITS NEW SPORTS NUTRITION BEVERAGE AND SPECIALTY WATER BEVERAGE UNDER THE DETHRONE ROYALTY BEVERAGE NAME BY LATE SEPTEMBER 2012 June 25, 2012 (PR Newswire) CAVE CREEK, ARIZONA –JUNE 25, 2012 – TO Sports Innovation, a wholly owned subsidiary of Exclusive Bu

July 3, 2012 8-K

Regulation FD Disclosure, Change in Shell Company Status, Financial Statements and Exhibits

8K 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): June 25, 2012 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (State or other jurisdiction of (

June 18, 2012 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 April 30, 2012 . . TRANSITION REPORT PURSUANT

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 April 30, 2012 . . TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE EXCHANGE ACT For the transition period from to EXCLUSIVE BUILDING SERVICES, INC. (Exact name of small business issuer a

June 14, 2012 NT 10-Q

- APRIL 30, 2012 10-Q EXTENSION

April 30, 2012 10-Q Extension U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-170393 Form 10-K Form 20-F Form 11-K X Form 10-Q Form 10-D Form N-SAR Form N-CSR For period ended: April 30, 2012 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transiti

March 27, 2012 8-K

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

8-K 1 f8k0327128k.htm FORM 8-K 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): March 26, 2012 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) Nevada 333-170393 27-3566307 (Sta

March 27, 2012 EX-5.5

ASSIGNMENT AND ASSUMPTION AGREEMENT

Exhibit 10.5 Spinoff Agreement Exhibit 5.5 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (the "Agreement") is effective as of the close of business on March 26, 2012, by and between Exclusive Building Services, Inc., a Nevada Corporation ("Assignor"), and Patricia G. Skarpa and Hallie Beth Skarpa (who together are referred to as the “Assignee”). RECITALS A. Whereas,

March 20, 2012 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

FORM 8-K Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 20, 2012 EX-10.4

Exhibit 10.4

Exhibit 10.4 License Agreement Exhibit 10.4

March 14, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2012 .TRANSITION REPORT PURSUANT TO S

January 31, 2012 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 19, 2011 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 October 31, 2011 . TRANSITION REPORT PURSUANT

October 31, 2011 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 13, 2011 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-170393

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 333-170393 Form 10-K Form 20-F Form 11-K X Form 10-Q Form 10-D Form N-SAR Form N-CSR For period ended: October 31, 2011 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

October 14, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

July 31, 2011 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 19, 2011 424B3

2,000,000 SHARES COMMON STOCK EXCLUSIVE BUILDING SERVICES, INC.

2,000,000 SHARES COMMON STOCK EXCLUSIVE BUILDING SERVICES, INC. Exclusive Building Services, Inc. is offering for sale a total of 2,000,000 shares of its common stock at a fixed price of $0.01 per share. There is no minimum number of shares that must be sold by us for the offering to close, and we will retain the proceeds from the sale of any of the offered shares that are sold. The offering is be

August 16, 2011 CORRESP

EXCLUSIVE BUILDING SERVICES, INC. 914 Park Knoll Lane Katy, Texas 77450

EXCLUSIVE BUILDING SERVICES, INC. 914 Park Knoll Lane Katy, Texas 77450 August 16, 2011 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Company: Exclusive Building Services, Inc. Form: S-1 Registration Statement – Acceleration Request File No.: File No.: 333-170393 Dear Sirs and/or Madam: This letter serves as our request, in accordance with Rule 461,

July 18, 2011 CORRESP

B. W

SEC Response Letter GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] July 18, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the “Company” or “Issuer”) Registration Statement Form S1/ Pre-

July 18, 2011 S-1/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1, PRE-EFFECTIVE AMENDMENT NO. 6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number 27-3566307 (I

June 20, 2011 CORRESP

Gary B. Wolff, P.C.

Gary B. Wolff, P.C. 488 Madison Avenue, Suite 1100 New York, New York 10022 COUNSELOR AT LAW Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] June 20, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the ?Company? or ?Issuer?) Registration Statement Form S1/ Pre-Effective Amendment

June 20, 2011 S-1/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1, PRE-EFFECTIVE AMENDMENT NO. 5 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number 27-3566307 (I

June 20, 2011 EX-10

AGREEMENT

EX-10 3 exclusives1a5ex103.htm EX-10.3 AGREEMENT BETWEEN EXCLUSIVE BUILDING SERVICES, INC., PATRICIA G. SKARPA AND GARY B. WOLFF, P.C. Exhibit 10.3 AGREEMENT AGREEMENT dated this 13th day of June 2011, by and between EXCLUSIVE BUILDING SERVICES, INC. (hereinafter “EBS”), a Nevada Corporation, with offices located at 914 Park Knoll Lane, Katy, Texas 77450, Patricia G. Skarpa, President of Exclusive

April 28, 2011 S-1/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1, PRE-EFFECTIVE AMENDMENT NO. 4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number N/A (I.R.S. E

April 27, 2011 CORRESP

B. W

GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] April 26, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the ?Company? or ?Issuer?) Registration Statement Form S1/ Pre-Effective Amendment

March 24, 2011 S-1/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1, PRE-EFFECTIVE AMENDMENT NO. 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number N/A (I.R.S. E

March 24, 2011 CORRESP

B. W

SEC Response Letter GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] March 23, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the “Company” or “Issuer”) Registration Statement Form S1/ Pre

February 10, 2011 S-1/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1, PRE-EFFECTIVE AMENDMENT NO. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number N/A (I.R.S. E

February 10, 2011 CORRESP

2

CORRESP 1 filename1.htm GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] February 10, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the “Company” or “Issuer”) Registration Statement Form

January 14, 2011 CORRESP

3

GARY B. WOLFF, P.C. COUNSELOR AT LAW 488 Madison Avenue Suite 1100 New York, New York 10022 Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] January 12, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the ?Company? or ?Issuer?) Registration Statement Form S1/ Pre-Effective Amendme

January 11, 2011 S-1/A

UNITED STATES

S-1/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 , PRE-EFFECTIVE AMENDMENT NO. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number (I.R.S

January 10, 2011 CORRESP

2

Gary B. Wolff, P.C. 488 Madison Avenue, Suite 1100 New York, New York 10022 COUNSELOR AT LAW Tel: (212) 644-6446 Fax: (212) 644-6498 Email: [email protected] January 10, 2011 Duc Dang Senior Counsel U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Exclusive Building Services, Inc. (the ?Company? or ?Issuer?) Registration Statement Form S1/ Pre-Effective Amendm

November 5, 2010 EX-99

ESCROW AGREEMENT

Exhibit 99.2 ESCROW AGREEMENT Agreement dated this 15th day of October 2010 by and between EXCLUSIVE BUSINESS SERVICES, INC. (hereinafter the ?Company?) located at 914 PARK KNOLL LANE, KATY, TEXAS 77450 and GARY B. WOLFF (hereinafter ?Escrow Agent?) located at 488 Madison Avenue, Suite 1100, New York, New York 10022. WHEREAS, Escrow Agent warrants and represents that he has read and reviewed the C

November 5, 2010 EX-10

Exhibit 10.2

Exhibit 10.2 AGREEMENT AGREEMENT dated this day of October 2010, by and between EXCLUSIVE BUILDING SERVICES, INC. (hereinafter ?EBS?), a Nevada Corporation, with offices located at 914 Park Knoll Lane, Katy, Texas 77450 and PATRICIA G. SKARPA, President of EBS. The parties hereto agree and acknowledge that by virtue of PATRICIA G. SKARPA?S other business activities as described in EBS? Form S-1 Re

November 5, 2010 EX-3

Exhibit 3.1

Exhibit 3.1

November 5, 2010 S-1

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EXCLUSIVE BUILDING SERVICES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization 7349 (Primary Standard Industrial Classification Code Number 27 3566307 (I.R.S. Employer Identification N

November 5, 2010 EX-14

CODE OF ETHICS EXCLUSIVE BUSINESS SERVICES, INC.

EX-14 7 exclusives1ex141.htm 14.1 CODE OF ETHICS Exhibit 14.1 CODE OF ETHICS OF EXCLUSIVE BUSINESS SERVICES, INC. EXCLUSIVE BUSINESS SERVICES, INC. (the “Company”) has adopted a code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The term ‘code of ethics’ means written stan

November 5, 2010 EX-99

EXCLUSIVE BUSINESS SERVICES, INC. Subscription Agreement

Exhibit 99.1 EXCLUSIVE BUSINESS SERVICES, INC. Subscription Agreement 1. Investment : The undersigned (?Buyer?) subscribes for Shares of Common Stock of EXCLUSIVE BUSINESS SERVICES, INC. at $0.01 per share. Total subscription price ($0.01 times number of Shares): = $. PLEASE MAKE CHECKS PAYABLE TO: Gary B. Wolff, P.C. - Escrow Account, Escrow Agent f/b/o EXCLUSIVE BUSINESS SERVICES, INC. 2. Invest

November 5, 2010 EX-3

EXCLUSIVE BUILDING SERVICES, INC. ARTICLE I

Exhibit 3.2 Exhibit 3.2 BYLAWS OF EXCLUSIVE BUILDING SERVICES, INC. ARTICLE I OFFICES Section 1.01 Registered Office. The registered office shall be at such address as shall be set forth from time to time in the office of the Secretary of State of the State of Nevada. Section 1.02 Locations of Offices. The corporation may also have offices at such other places both within and without the state of

November 5, 2010 EX-10

Exhibit 10.1

Exhibit 10.1 Exhibit 10.1 AGREEMENT AGREEMENT dated this 15th day of October 2010, by and between EXCLUSIVE BUILDING SERVICES, INC. (hereinafter “EBS”), a Nevada Corporation, with offices located at 914 Park Knoll Lane, Katy, Texas 77450, Patricia G. Skarpa, President of Exclusive Building Services, Inc. and Gary B. Wolff, P.C., counsel to EBS, with offices located at 488 Madison Avenue, Suite 110

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