SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
June 7, 2017
Date of Report
(Date of Earliest Event Reported)
VENTURA SPORTS AND ENTERTAINMENT INC.
(Exact Name of Registrant as Specified in its Charter)
ROBIN STREET ACQUISITION CORPORATION
(Former Name of Registrant as Specified in its Charter)
Delaware 000-55674 81-3425685
(State or other (Commission File Number) (IRS Employer
jurisdiction Identification No.)
of incorporation)
2738 Seastrand Lane
Mount Pleasant, South Carolina 29466
(Address of principal executive offices) (zip code)
843-3676-3832
(Registrant's telephone number, including area code)
9545 Wilshire Boulevard
Beverly Hills, California 90212
(Former Address of Principal Executive Offices)
ITEM 3.02 Unregistered Sales of Equity Securities
On June 8, 2017, Ventura Sports and Entertainment Inc. (formerly
Robin Street Acquisition Corporation). (the "Registrant" or the "Company")
issued 5,000,000 shares of its
common stock pursuant to Section 4(2) of the Securities Act of 1933 at par
representing 90.9% of the total outstanding 5,500,000 shares of common stock
as follows:
Mark Schuster 4,000,000
John Minio 200,000
Denny Spruce 200,000
Jack Heller 150,000
James Murphy 150,000
Craig Puckett 150,000
Joey Carlos Martinez 150,000
With the issuance of the stock and the redemption of 19,500,000 shares
of stock (discussed below), the Company effected a change in its control and
the new majority shareholder(s) elected new management of the Company. The
Company may develop its business plan by future acquisitions or mergers but
no agreements have been reached regarding any acquisition or other business
combination. The Company changed its name as part of the change in control.
If the Company makes any acquisitions, mergers or other business
combination, the Company will file a Form 8-K but until such time the
Company remains a shell company.
ITEM 5.01 Changes in Control of Registrant
On June 7, 2017, the following events occurred which resulted in a
change of control of the Registrant:
1. The Registrant cancelled an aggregate of 19,500,000 of the then
20,000,000 shares of outstanding stock valued at par.
2. The then current officers and directors resigned.
3. New officer(s) and director(s) were appointed and elected.
The disclosure required by Item 5.01(a)(8) of Form 8-K was previously
filed with the Securities and Exchange Commission on Form 10-12G filed on
August 9, 2016 as amended and supplemented by the information contained
in this report.
The Registrant has been formed to acquire and develop two moderate-sized
mixed-use sport stadium locations and a minor league baseball league based in
Texas. The Company anticipates that one stadium will be constructed near
Waco, Texas and the second in or near Royse City, Texas. The Company has
secured memoradums of understanding from each of the cities in regard to the
construction of these stadiums. The Company envisions that the stadiums
will be mixed use venues for sporting events, including baseball, musical
events, festivals, private parties, civic events and philanthropic
gatherings.
ITEM 5.02 Departure of Directors or Principal Officers;
Election of Directors
On June 7, 2017, the following events occurred:
James M. Cassidy resigned as the Registrant's president, secretary
and director.
James McKillop resigned as the Registrant's vice president and
director.
Mark Schuster was named sole director of the Registrant:
Mark Schuster was named President, Secretary and Chief Financial
Officer of the Registrant.
Mark Schuster serves as President, Secretary, Chief Financial Officer
and sole director of the Registrant. Mr. Schuster has been actively involved
in professional minor league baseball for more than 25 years. He has served
in several managerial positions among a number of minor league basement teams
affiliated with Major League Baseball, including GM of the Cleveland Indians
Class-Affiliate Burlington Indians (1991), VP/General Manager of the Minnesota
Twins Class-A Affiliate in Fort Myers, Florida (1994), and VP/General Manager
of the Charleston RiverDogs, a Class-A affiliate of the Tampa Bay Rays (1996).
In such positions, Mr. Schuster was responsible for the completion of the
construction of a $19MM baseball stadium in downtown Charleston, South
Carolina. From 2001 to 2004, Mr. Schuster served as president of Metropolitan
Sports, Portland, Oregon, which had sports holdings in the Triple A affiliate
of the San Diego Padres, the Portland Timbers, and the Tri-City Dust Devils,
a professional baseball team in the Northwest League. From 2004 to 2015,
Mr. Schuster operated Ventura Sports Group (which he formed in 2004) for the
purpose of owning and operating independent professional baseball teams.
That company owned several minor league teams and was responsible for the
construction of several stadiums. In 1999, Mr. Schuster won the Larry
MacPhail Trophy awarded to Minor League Baseball's top promoter and was
also honored as the South Atlantic League Executive of the Year.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunder duly authorized.
VENTURA SPORTS AND ENTERTAINMENT INC.
Date: June 8, 2017
/s/ Mark Schuster, President