UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14C
Information Statement Pursuant to Section 14(c) of the
Securities Exchange Act of 1934
Check the appropriate box:
[ ] Preliminary Information Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2))
[X] Definitive Information Statement
FRESH START PRIVATE HOLDINGS, INC.
(Name of Registrant as Specified In Its Charter)
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[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
| 1) | Title of each class of securities to which transaction applies: |
| 2) | Aggregate number of securities to which transaction applies: |
| 3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): |
| 4) | Proposed maximum aggregate value of transaction: |
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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4) Date Filed:
FRESH START PRIVATE HOLDINGS, INC.
112 North Curry Street
Carson City, Nevada 89703
WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
This Information Statement is first being furnished on or about April 19, 2010 to the holders of record as of the close of business on April 19, 2010 of the common stock of Fresh Start Private Holdings, Inc. (“Fresh Start Private Holdings”).
The Board of Directors of Fresh Start Private Holdings and 1 stockholder holding an aggregate of 42,000,000 shares of common stock issued and outstanding as of April 1, 2010, have approved and consented in writing to the actions described below. Such approval and consent constitute the approval and consent of a majority of the total number of shares of outstanding common stock and are sufficient under the Nevada Revised Statutes (“NRS”) and Fresh Start Private Holdings’s Articles of Incorporation and Bylaws to approve the action. Accordingly, the actions will not be submitted to the other stockholders of Fresh Start Private Holdings for a vote, and this Information Statement is being furnished to stockholders to provide them with certain information concerning the action in accordance with the requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the regulations promulgated thereunder, including Regulation 14C.
ACTIONS BY BOARD OF DIRECTORS
AND
CONSENTING STOCKHOLDER
GENERAL
Fresh Start Private Holdings will pay all costs associated with the distribution of this Information Statement, including the costs of printing and mailing. Fresh Start Private Holdings will reimburse brokerage firms and other custodians, nominees and fiduciaries for reasonable expenses incurred by them in sending this Information Statement to the beneficial owners of Fresh Start Private Holdings’s common stock.
Fresh Start Private Holdings will deliver only one Information Statement to multiple security holders sharing an address unless Fresh Start Private Holdings has received contrary instructions from one or more of the security holders. Upon written or oral request, Fresh Start Private Holdings will promptly deliver a separate copy of this Information Statement and any future annual reports and information statements to any security holder at a shared address to which a single copy of this Information Statement was delivered, or deliver a single copy of this Information Statement and any future annual reports and information statements to any security holder or holders sharing an address to which multiple copies are now delivered. You should direct any such requests to the following address: Fresh Start Private Holdings, Inc., 112 North Curry Street, Carson City, Nevada 89703, Attn: Andrew Aird, President. Mr. Aird may also be reached by telephone at (604) 889 3651.
INFORMATION ON CONSENTING STOCKHOLDER
Pursuant to Fresh Start Private Holdings’s Bylaws and the Nevada Revised Statutes (“NRS”), a vote by the holders of at least a majority of Fresh Start Private Holdings’s outstanding capital stock is required to effect the action described herein. Fresh Start Private Holdings’s Articles of Incorporation does not authorize cumulative voting. As of the record date, Fresh Start Private Holdings had 70,230,000 shares of common stock issued and outstanding. The voting power representing not less than 35,115,001 shares of common stock is required to pass any stockholder resolutions. The consenting stockholder is the record and beneficial owner of 42,000,000shares of common stock, which represents approximately 59.8% of the issued and outstanding shares of Fresh Start Private Holdings’s common stock on such date. Pursuant to Chapter 78.320 of the NRS, the consenting stockholder voted, with the Board of Directors, in favor of the actions described herein in a joint written consent, dated April 1, 2010. No consideration was paid for the consent. The consenting stockholder’s name, affiliation with Fresh Start Private Holdings, and his beneficial holdings are as follows:
| Name | Beneficial Holder and Affiliation | Shares Beneficially Held | Percentage |
Andrew Aird | President, Secretary, Treasurer and Director | 42,000,000shares of common stock | 59.8% (common stock) |
INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON
None.
PROPOSALS BY SECURITY HOLDERS
None.
DISSENTERS RIGHTS OF APPRAISAL
None.
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth, as of April 1, 2010, certain information regarding the ownership of Fresh Start Private Holdings’s capital stock by each director and executive officer of Fresh Start Private Holdings, each person who is known to Fresh Start Private Holdings to be a beneficial owner of more than 5% of any class of Fresh Start Private Holdings’s voting stock, and by all officers and directors of Fresh Start Private Holdings as a group. Unless otherwise indicated below, to Fresh Start Private Holdings’s knowledge, all persons listed below have sole voting and investing power with respect to their shares of capital stock, except to the extent authority is shared by spouses under applicable community property laws.
Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission (“SEC”) and generally includes voting or investment power with respect to securities. Shares of common stock subject to options, warrants or convertible securities exercisable or convertible within 60 days of April 1, 2010 are deemed outstanding for computing the percentage of the person or entity holding such options, warrants or convertible securities but are not deemed outstanding for computing the percentage of any other person, and is based on 70,230,000 shares of common stock issued and outstanding on a fully diluted basis, as of April 1, 2010.
NAME AND ADDRESS OF BENEFICIAL OWNER (1) | AMOUNT AND NATURE OF BENEFICIAL OWNERSHIP | PERCENT OF CLASS (2) |
Andrew Aird President, Chief Financial Officer, Treasurer and Director | 42,000,000 shares of common stock | 59.8% |
Ron McIntyre Secretary | -0- | -0- |
All officer and directors as a group (1 person) | 42,000,000 shares of common stock | 59.8% |
(1) Unless otherwise noted, the address of each person listed is c/o Fresh Start Private Holdings, Inc., 112 North Curry Street, Carson City, Nevada 89703
(2) This table is based on 70,230,000 shares of common stock issued and outstanding on April 1, 2010.
EXECUTIVE COMPENSATION
The following tables set forth certain information about compensation paid, earned or accrued for services by our Chief Executive Officer and all other executive officers (collectively, the “Named Executive Officers”) in the fiscal years ended November 30, 2010 and 2009:
Summary Compensation Table
Name and Principal Position | | Year | | Salary ($) | | Bonus ($) | | Stock Awards ($) * | | Option Awards ($) * | | Non-Equity Incentive Plan Compensation ($) | | Nonqualified Deferred Compensation ($) | | All Other Compensation ($) | | Total ($) | |
Andrew Aird; President, Chief Financial Officer, Treasurer and Director (1) | | | 2010 2009 | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | |
Ron McIntyre; Secretary (2) | | | 2010 2009 | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | | | -0- -0- | |
(1) Appointed President, Secretary, Treasurer and Director on November 8, 2006. Resigned as Secretary on March 25, 2009.
(2) Appointed Secretary March 25, 2009.
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Employment Agreements
The Company has no employment agreements with Andrew Aird or Ron McIntyre.
Other Compensation
There are no annuity, pension or retirement benefits proposed to be paid to officers, directors, or employees of our company in the event of retirement at normal retirement date as there was no existing plan as of November 30, 2009 provided for or contributed to by our company.
Director Compensation
The following table sets forth director compensation as of November 30, 2009:
| Name | | Fees Earned or Paid in Cash ($) | | Stock Awards ($) | | Option Awards ($) | | Non-Equity Incentive Plan Compensation ($) | | Nonqualified Deferred Compensation Earnings ($) | | All Other Compensation ($) | | Total ($) | |
Andrew Aird (1) | | | -0- | | | -0- | | | -0- | | | -0- | | | -0- | | | -0- | | | -0- | |
(1) Appointed President, Secretary, Treasurer and Director on November 8, 2006.
Directors of our company who are also employees do not receive cash compensation for their services as directors or members of the committees of the Board of Directors. All directors may be reimbursed for their reasonable expenses incurred in connection with attending meetings of the Board of Directors or management committees.
Outstanding Equity Awards at Fiscal Year-End
The following table sets forth certain information concerning outstanding stock awards held by the Named Executive Officers and our directors as of November 30, 2009:
| | | Option Awards | | Stock Awards | |
| Name | | Number of Securities Underlying Unexercised Options (#) Exercisable | | Number of Securities Underlying Unexercised Options (#) Unexercisable | | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) | | Option Exercise Price ($) | | Option Expiration Date | | Number of Shares or Units of Stock That Have Not Vested (#) | | Market Value of Shares or Units of Stock That Have Not Vested ($) | | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) | |
| Andrew Aird (1) | | | -0- | | | -0- | | | -0- | | | -0- | | | N/A | | | -0- | | | -0- | | | -0- | | | -0- | |
Ron McIntyre(2) | | | -0- | | | -0- | | | -0- | | | -0- | | | N/A | | | -0- | | | -0- | | | -0- | | | -0- | |
Securities Authorized for Issuance under Equity Compensation Plans
Fresh Start Private Holdings has no equity compensation plans.
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CHANGE IN CONTROL
To the knowledge of management, there are no present arrangements or pledges of securities of Fresh Start Private Holdings which may result in a change in control of Fresh Start Private Holdings.
NOTICE TO STOCKHOLDERS OF ACTION APPROVED BY CONSENTING STOCKHOLDER
The following action was taken based upon the unanimous recommendation of Fresh Start Private Holdings’s Board of Directors and the written consent of the consenting stockholder:
APPROVAL TO AMEND CERTIFICATE OF INCORPORATION TO EFFECT A REVERSE STOCK
SPLIT OF ALL ISSUED AND OUTSTANDING
SHARES OF COMMON STOCK AT A RATIO OF TWO HUNDRED FIFTY-FOR-ONE
On April 1, 2010 the Board of Directors and the consenting stockholder adopted and approved a resolution to effect a reverse stock split of all issued and outstanding shares of common stock of Fresh Start Private Holdings, at a ratio of two hundred and fifty-for-one (250:1) (the “Reverse Stock Split”). Under Rule 14c-2, promulgated pursuant to the Securities Exchange Act of 1934, as amended, the Reverse Stock Split shall be effective twenty (20) days after this Information Statement is mailed to stockholders of Fresh Start Private Holdings.
The Board of Directors also reserves the right, notwithstanding stockholder approval and without further action by stockholders, to not proceed with the Reverse Stock Split if the Board of Directors, in its sole discretion, determines that the Reverse Stock Split is no longer in our best interests and that of our stockholders. The Board of Directors may consider a variety of factors in determining whether or not to implement the Reverse Stock Split, including, but not limited to, overall trends in the stock market, recent changes and anticipated trends in the per share market price of the common stock, business and transactional developments, and our actual and projected financial performance.
The reverse split will not change the number of authorized shares of common stock or the par value of Fresh Start Private Holdings’s common stock. Except for any changes as a result of the treatment of fractional shares, each stockholder of Fresh Start Private Holdings will hold the same percentage of common stock outstanding immediately following the Reverse Stock Split as such stockholder held immediately prior to the split.
Fresh Start Private Holdings has no current plans, proposals or arrangements for the issuance of the shares that will result from the effective increase in the number of authorized shares that will result from the approved Reverse Stock Split.
Purpose
The Board of Directors believed that it was in the best interests of Fresh Start Private Holdings to implement a Reverse Stock Split on the basis that the high number of issued and outstanding shares of common stock of Fresh Start Private Holdings would likely not appeal to brokerage firms and that when trading, the current projected per share price level of our common stock will reduce the effective marketability of our common stock because of the reluctance of many brokerage firms to recommend stock to their clients or to act as market-makers for issuers which have an excessive number of shares of common stock issued and outstanding.
Certain Risks Associated With the Reverse Stock Split
The Reverse Stock Split will have possible anti-take over effects.
Management of Fresh Start Private Holdings may use the shares that will result from the effective increase in the number of authorized shares that will result from the approved Reverse Stock Split to resist a third-party transaction by, for example, diluting stock ownership of persons seeking to obtain control of Fresh Start Private Holdings.
There can be no assurance that the total projected market capitalization of Fresh Start Private Holdings’s common stock after the proposed Reverse Stock Split will be equal to or greater than the total projected market capitalization before the proposed Reverse Stock Split or that the price per share of Fresh Start Private Holdings’s common stock following the Reverse Stock Split will either exceed or remain higher than the current anticipated per share.
There can be no assurance that the market price per new share of Fresh Start Private Holdings common stock (the “New Shares”) after the Reverse Stock Split will rise or remain constant in proportion to the reduction in the number of old shares of Fresh Start Private Holdings common stock (the “Old Shares”) outstanding before the Reverse Stock Split.
Accordingly, the total market capitalization of Fresh Start Private Holdings’s common stock after the proposed Reverse Stock Split may be lower than the total market capitalization before the proposed Reverse Stock Split and, in the future, the market price of Fresh Start Private Holdings’s common stock following the Reverse Stock Split may not exceed or remain higher than the market price prior to the proposed Reverse Stock Split. In many cases, the total market capitalization of a company following a Reverse Stock Split is lower than the total market capitalization before the Reverse Stock Split.
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There can be no assurance that the Reverse Stock Split will result in a per share price that will attract investors, and a decline in the market price for Fresh Start Private Holdings’s common stock after the Reverse Stock Split may result in a greater percentage decline than would occur in the absence of a Reverse Stock Split, and the liquidity of Fresh Start Private Holdings’s common stock could be adversely affected following a Reverse Stock Split.
The market price of Fresh Start Private Holdings’s common stock will also be based on Fresh Start Private Holdings’s performance and other factors, some of which are unrelated to the number of shares outstanding. If the Reverse Stock Split is effected and the market price of Fresh Start Private Holdings’s common stock declines, the percentage decline as an absolute number and as a percentage of Fresh Start Private Holdings’s overall market capitalization may be greater than would occur in the absence of a Reverse Stock Split. In many cases, both the total market capitalization of a company and the market price of a share of such company’s common stock following a Reverse Stock Split are lower than they were before the Reverse Stock Split. Furthermore, the liquidity of Fresh Start Private Holdings’s common stock could be adversely affected by the reduced number of shares that would be outstanding after the Reverse Stock Split.
Fresh Start Private Holdings’s common stock trades as a “penny stock” classification which limits the liquidity for Fresh Start Private Holdings’s common stock.
Fresh Start Private Holdings’s stock is subject to “penny stock” rules as defined in Rule 3151-1, promulgated pursuant to the Securities Exchange Act of 1934, as amended. The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Fresh Start Private Holdings’s common stock is subject to these penny stock rules. Transaction costs associated with purchases and sales of penny stocks are likely to be higher than those for other securities. Penny stocks generally are equity securities with a price of less than U.S. $5.00 (other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system).
As a result, all brokers or dealers involved in a transaction in which Fresh Start Private Holdings’s shares are sold to any buyer, other than an established customer or “accredited investor,” must make a special written determination. These Exchange Act rules may limit the ability or willingness of brokers and other market participants to make a market in our shares and may limit the ability of Fresh Start Private Holdings’s stockholders to sell in the secondary market, through brokers, dealers or otherwise. Fresh Start Private Holdings also understands that many brokerage firms will discourage their customers from trading in shares falling within the “penny stock” definition due to the added regulatory and disclosure burdens imposed by these Exchange Act rules. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the common shares in the United States and stockholders may find it more difficult to sell their shares. An orderly market is not assured or implied as to Fresh Start Private Holdings’s common stock. Nor are there any assurances as to the existence of market makers or broker/dealers for Fresh Start Private Holdings’s common stock.
Principal Effects of the Reverse Stock Split
In addition to those risk factors noted above, the Reverse Stock Split will have the following effects:
General Corporate Changes - 250 Old Shares and owned by a stockholder would be exchanged for 1 New Share and the number of shares of Fresh Start Private Holdings’s common stock issued and outstanding will be decreased proportionately based on the Reverse Stock Split.
If approved and effected, the Reverse Stock Split will be effected simultaneously for all of Fresh Start Private Holdings’s issued and outstanding common stock. While the intent is for the proposed reverse split to affect all of Fresh Start Private Holdings’s stockholders uniformly, the process of rounding up when any of Fresh Start Private Holdings’s stockholders own a fractional share will result in a non-material change in each stockholder’s percentage ownership interest in Fresh Start Private Holdings.
The Reverse Stock Split does not materially affect the proportionate equity interest in Fresh Start Private Holdings of any holder of common stock or the relative rights, preferences, privileges or priorities of any such stockholder.
Fractional Shares - Any fractional shares of common stock resulting from the reverse split will “round up” to the nearest whole number. No cash will be paid to any holders of fractional interests in Fresh Start Private Holdings.
Authorized Shares - The reverse split will not change the number of authorized shares of common stock of Fresh Start Private Holdings, as stated in Fresh Start Private Holdings’s Articles of Incorporation, as amended.
Accounting Matters - The Reverse Stock Split will not affect the par value of Fresh Start Private Holdings’s common stock. As a result, as of the effective time of the Reverse Stock Split, the stated capital on Fresh Start Private Holdings’s balance sheet attributable to Fresh Start Private Holdings’s common stock will be increased proportionately based on the Reverse Stock Split ratio, and the additional paid-in capital account will be credited with the amount by which the stated capital is increased. The per share net income or loss and net book value of Fresh Start Private Holdings’s common stock will be restated because there will be a lesser number shares of Fresh Start Private Holdings’s common stock outstanding.
Procedure for Effecting the Reverse Stock Split and Exchange of Stock Certificates
Upon effectiveness of the Reverse Stock Split, each outstanding share of common stock of Fresh Start Private Holdings will automatically be converted on the effective date at the applicable Reverse Stock Split ratio. It will not be necessary for stockholders of Fresh Start Private Holdings to exchange their existing stock certificates.
Certain of our registered holders of common stock may hold some or all of their shares electronically in book-entry form with our transfer agent. These stockholders do not have stock certificates evidencing their ownership of our common stock. They are, however, provided with a statement reflecting the number of shares registered in their accounts. If a stockholder holds registered shares in book-entry form with our transfer agent, no action needs to be taken to receive post-reverse stock split shares or cash payment in lieu of any fractional share interest, if applicable. If a stockholder is entitled to post-Reverse Stock Split shares, a transaction statement will automatically be sent to the stockholder’s address of record indicating the number of shares of common stock held following the reverse stock split.
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Federal Income Tax Consequences of the Reverse Stock Split
The following is a summary of certain material federal income tax consequences of the Reverse Stock Split. It does not purport to be a complete discussion of all of the possible federal income tax consequences of the Reverse Stock Split and is included for general information only. Further, it does not address any state, local or foreign income or other tax consequences. Also, it does not address the tax consequences to holders that are subject to special tax rules, such as banks, insurance companies, regulated investment companies, personal holding companies, foreign entities, non-resident alien individuals, broker-dealers and tax-exempt entities. The discussion is based on the provisions of the United States federal income tax law as of the date hereof, which is subject to change retroactively as well as prospectively. This summary also assumes that the Old Shares were, and the New Shares will be, held as a “capital asset,” as defined in the Internal Revenue Code of 1986, as amended (i.e., generally, property held for investment). The tax treatment of a stockholder may vary depending upon the particular facts and circumstances of such stockholder. Each stockholder is urged to consult with such stockholder’s own tax advisor with respect to the tax consequences of the Reverse Stock Split.
No gain or loss should be recognized by a stockholder upon such stockholder’s exchange of Old Shares for New Shares pursuant to the Reverse Stock Split. The aggregate tax basis of the New Shares received in the Reverse Stock Split (including any fraction of a New Share deemed to have been received) will be the same as the stockholder’s aggregate tax basis in the Old Shares exchanged therefor. The stockholder’s holding period for the New Shares will include the period during which the stockholder held the Old Shares surrendered in the Reverse Stock Split.
TO ENSURE COMPLIANCE WITH TREASURY DEPARTMENT CIRCULAR 230, STOCKHOLDERS ARE HEREBY NOTIFIED THAT: (A) ANY DISCUSSION OF FEDERAL TAX ISSUES IN THIS INFORMATION STATEMENT IS NOT INTENDED OR WRITTEN TO BE RELIED UPON, AND CANNOT BE RELIED UPON BY STOCKHOLDERS FOR THE PURPOSE OF AVOIDING PENALTIES THAT MAY BE IMPOSED ON STOCKHOLDERS UNDER THE INTERNAL REVENUE CODE; (B) SUCH DISCUSSION IS INCLUDED HEREIN BY THE COMPANY IN CONNECTION WITH THE PROMOTION OR MARKETING (WITHIN THE MEANING OF CIRCULAR 230) BY THE COMPANY OF THE TRANSACTIONS OR MATTERS ADDRESSED HEREIN; AND (C) STOCKHOLDERS SHOULD SEEK ADVICE BASED ON THEIR PARTICULAR CIRCUMSTANCES FROM AN INDEPENDENT TAX ADVISOR.
Fresh Start Private Holdings’s view regarding the tax consequences of the Reverse Stock Split is not binding on the Internal Revenue Service or the courts. Accordingly, each stockholder should consult with his or her own tax advisor with respect to all of the potential tax consequences to him or her of the Reverse Stock Split.
ADDITIONAL AND AVAILABLE INFORMATION
Fresh Start Private Holdings is subject to the informational filing requirements of the Exchange Act and, in accordance therewith, is required to file periodic reports, proxy statements and other information with the SEC relating to its business, financial condition and other matters. Such reports, proxy statements and other information can be inspected and copied at the public reference facility maintained by the SEC at 100 F Street, N.E., Washington, D.C. 20549. Information regarding the public reference facilities may be obtained from the SEC by telephoning 1-800-SEC-0330. Our filings are also available to the public on the SEC’s website (www.sec.gov).
STATEMENT OF ADDITIONAL INFORMATION
Fresh Start Private Holdings’s Annual Report on Form 10-K, for the year ended November 30, 2009, and its Registration Statement on Form SB-2, filed on September 11, 2007, are incorporated herein by this reference.
Fresh Start Private Holdings will provide without charge to each person, including any beneficial owner of such person, to whom a copy of this Information Statement has been delivered, on written or oral request, a copy of any and all of the documents referred to above that have been or may be incorporated by reference herein other than exhibits to such documents (unless such exhibits are specifically incorporated by reference herein).
All documents filed by Fresh Start Private Holdings pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this Information Statement shall be deemed to be incorporated by reference herein and to be a part hereof from the date of filing of such documents. Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Information Statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Information Statement.
COMPANY CONTACT INFORMATION
All inquiries regarding Fresh Start Private Holdings should be addressed to Andrew Aird, President, at Fresh Start Private Holdings’s principal executive offices, at: Fresh Start Private Holdings, Inc., 112 North Curry Street, Carson City, Nevada 89703, Attn: Andrew Aird, President, telephone (604) 889 3651.
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