UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 1, 2015
TRIDENT BRANDS INCORPORATED
(Exact name of registrant as specified in its charter)
Nevada 000-53707 20-1367322
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
200 South Executive Drive, Suite 101, Brookfield, WI 53005
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (262) 789-6689
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Trident Brands Incorporated (the "Company") entered into an Exclusive License
and Supply Agreement (the "Agreement") with DSM Nutritional Products, LLC
("DNP"), dated March 1, 2015, in order to collaboratively rebrand and market
DNP's Brain Armor(R) products. DNP develops, manufactures, sells and distributes
vitamins and fine chemicals under its branded product line Brain Armor(R).
Pursuant to the terms of the Agreement, DNP shall provide the Company with the
exclusive license to its trademark Brain Armor(R) and existing soft gel capsules
for the purpose of marketing and sales in the field of dietary supplements. The
Company will be responsible for the rebranding of the Brain Armor(R) soft gel
capsules and for the development, marketing and sales of newly created products
under the Brain Armor(R) trade name, initially in the United States and
eventually globally as DNP registers its Brain Armor(R) brand in additional
markets.
DNP shall be the sole source of the Company's omega-3 oil requirements which
will be DNP's life's DHATM oil and will supply the soft gel capsules in finished
form to the Company.
The Company will brand all marketing materials, communication and finished
products containing life'sDHATM and/or the Brain Armor(R) products with the
appropriate trademarks.
In order to maintain exclusivity to the license, the Company is required to
perform certain metrics with respect to product launches and sales volume, as
set out below:
Product Launches: The Company will rebrand the Brian Armor(R) soft gel capsule
product under the Everlast-Brain Armor label and to make available for sales via
commercial launch.
Sales Volume: The Company will be required to meet certain sales of metric
tonnage of DNP products, as more particularly described in the Agreement, which
will become effective in the second year of the Agreement.
Under the terms of the Agreement, the Company shall have the opportunity to
exercise an option to purchase the Brain Armor(R).
The term of the Agreement and the license rights is for five (5) years and shall
be subject to successive one (1) year automatic renewal periods, assuming all
performance milestones have been met.
2
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 hereunto duly authorized.
TRIDENT BRANDS INCORPORATED
/s/ Michael Browne
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Michael Browne
President
Date: March 16, 2015
