UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
___________________
FORM 8-K
___________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): June 26, 2017
Kinder Holding Corp.
(Exact Name Of Registrant
As Specified In Its Charter)
Commission File No.: 0-55320
| Delaware | 26-2049376 |
| (State of Incorporation) | (I.R.S. Employer Identification No.) |
| 2275 Huntington Drive, Suite 851, San Marino, CA | 91108 |
| (Address of Principal Executive Offices) | (ZIP Code) |
Registrant's Telephone Number, including area code: (323) 552-9867
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 (see General Instruction A.2. below):
¨ 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 5.01 Change In Control of the Registrant. Effective June 26, 2017, Kinder Holding Corp. (the
"Registrant") hereby reports in this Form 8-K a change in control transaction as
follows:
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.
(i) Intiva USA Inc., a private Colorado corporation with offices
located at 2773 Cherry Creek North Drive, Suite 575, Denver, CO 80209 ("Intiva
USA") acquired control of the Registrant through the purchase of a total of 20
million shares of the Registrant's common stock (the "Shares") from its
principal shareholders, Ivo Heiden and Securities Compliance Corp. (the
"Sellers");
(ii) The 20 million Shares represented all of the capital stock
of the Registrant owned by the Sellers;
(iii) The change in control
transaction was affected by the execution of two separate Private Stock Purchase
Agreements between Intiva USA, on the one hand, and each of the Sellers, on the
other hand; and
(iv) The 20 million Shares transferred, sold and assigned by
the Sellers to Intiva USA represent 88.06% of the Registrant's issued and
outstanding shares of common stock, the only voting shares of the Registrant and
the only class of securities outstanding.
Item 5.02 Departure of
Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
In
connection with a change in control reported by the Registrant, the Registrant's
Board of Directors reports the appointment of Mr. Richard Greenberg, Vice
President and a director of Intiva USA, to the Board of Directors of the
Registrant, effective June 26, 2017, joining Mr. Ivo Heiden, who will continue
to serve as CEO and Chairman of the Registrant's Board of Directors.
Richard Greenberg, age 68, Director: During the past five years, Mr. Greenberg
has served as Executive Vice President and a director of Intiva Inc. and its
related companies. Mr. Greenberg has over 30 years of legal, consulting, and
regulatory compliance experience. Mr. Greenberg served as a Subcommittee Counsel
for the U.S. House of Representatives and as a Senior Enforcement Attorney for
the U.S. Environmental Protection Agency from 1976 to 1980. Mr. Greenberg is a
founder of TechLaw, Inc., a national consulting firm serving both the federal
government and industry clients. Previous management roles include Director of
Environmental Management Consulting Services for PricewaterhouseCoopers. Mr.
Greenberg received a B.A. degree from City University of New York - Queens
College in 1971 and a J.D. degree from Rutgers University School of Law in 1974.
| Kinder Holding Corp. | ||
| By: /s/ Ivo Heiden | ||
| Name: Ivo Heiden | ||
| Title: Chief Executive Officer |
Date: June 26, 2017