ATTD / Attitude Drinks Incorporated - Documents déposés auprès de la SEC, rapport annuel, procuration

Attitude Drinks NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q ¨ Form N-SAR For Period Ended: December 31, 2015 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 1

Attitude Drinks NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): ? Form 10-K ? Form 11-K ? Form 20-F x Form 10-Q ? Form N-SAR For Period Ended: September 30, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form

SECURED CONVERTIBLE NOTE DUE Ocotber 14, 2017

EXHIBIT (10)(145) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 EFFECTI

Issuance of Series C Convertible Preferred Stock for $5,000 on October 8, 2015

EXHIBIT (10)(144) Issuance of Series C Convertible Preferred Stock for $5,000 on October 8, 2015 The document is being prepared and will be resubmitted upon the next filing.

Subsidiaries of Registrant

EXHIBIT (21) Subsidiaries of Registrant Attitude Drinks Incorporated (parent company) owns the following companies: Attitude Drink Company Inc. (100% subsidiary) Attitude Drinks Incorporated has majority ownership of the shares of common stock of: Harrison, Vickers and Waterman, Inc. which owns 100% of: Attitude Beer Holding Co. (100% subsidiary)

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2015 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-52904 ATTITUDE DRINKS INCORPORA

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE FEBRUARY 1, 2017

EX-10.143 2 s102080ex10-143.htm EXHIBIT 10.143 EXHIBIT (10)(143) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT

SECURED CONVERTIBLE NOTE DUE Ocotber 20, 2017

EX-10.146 5 s102080ex10-146.htm EXHIBIT 10.146 EXHIBIT (10)(146) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 B

Attitude Drinks, Inc. files audited annual report for year ending March 31, 2015 with subsequent events reflecting liability reductions of $10,052,591.

EX-99.1 2 s101921ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Attitude Drinks, Inc. files audited annual report for year ending March 31, 2015 with subsequent events reflecting liability reductions of $10,052,591. NORTH PALM BEACH, FL-(Marketwire - Sept 29, 2015) - Attitude Drinks, Inc. (OTCBB: ATTD): Harrison, Vickers & Waterman, Inc. (OTCBB: HVCW) Today Attitude Drinks, Inc. filed its annual report for

Financial Statements and Exhibits, 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): September 29, 2015 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (

Subsidiaries of Registrant

EX-21 10 s10187721.htm EXHIBIT 21 EXHIBIT 21 Subsidiaries of Registrant Attitude Drink Company, Inc. A Delaware corporation Attitude Beer Holding Co. A Delaware corporation

SECURED CONVERTIBLE NOTE DUE JulY 29, 2017

EXHIBIT (10)(126) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 EFFECTI

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE NOVEMBER 30, 2016

EXHIBIT (10)(125) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE DECEMBER 31, 2016

EX-10.132 8 s10187710-132.htm EXHIBIT 10.132 EXHIBIT (10)(132) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS

COMMON STOCK PURCHASE CLASS A WARRANT HARRISON VICKERS AND WATERMAN INC.

EXHIBIT (10)(127) 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 AN EFFECTIVE R

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE MAY 29, 2016

EXHIBIT (10)(123) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

MILFORD CRAFT, LLC OPERATING AGREEMENT As of May 29, 2015 OPERATING AGREEMENT

EX-10.124 4 s10187710-124.htm EXHIBIT 10.124 EXHIBIT (10)(124) MILFORD CRAFT, LLC OPERATING AGREEMENT As of May 29, 2015 OPERATING AGREEMENT THIS OPERATING AGREEMENT (the “Agreement”) of MILFORD CRAFT, LLC, a Connecticut limited liability company (the “Company”), dated as of May , 2015, by and among New England WOB, LLC and Attitude Beer Holding Co. (each a “Member and collectively the “Members”).

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE JANUARY1, 2017

EXHIBIT (10)(139) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE MAY 22, 2016

EXHIBIT (10)(122) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2015 Commission File Number 000-52904 ATTITUDE DRINKS INCORPORATED (Exact name of registrant as specified in its charter) Delaware 65-0109088 (State or other jurisdiction of (I.R.S. Employer incor

FORM OF ACCRUED SALARY ADDITIONAL INVESTMENT RIGHT

EXHIBIT 4.4 FORM OF ACCRUED SALARY ADDITIONAL INVESTMENT RIGHT ?NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE [CONVERTIBLE -OR- EXERCISABLE] 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 ASSIG

FORM OF PROMISSORY NOTES ADDITIONAL INVESTMENT RIGHT

EXHIBIT 4.2 FORM OF PROMISSORY NOTES ADDITIONAL INVESTMENT RIGHT ?NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE [CONVERTIBLE -OR- EXERCISABLE] 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 ASS

FORM OF ACCRUED SALARY WARRANT

EXHIBIT 4.3 FORM OF ACCRUED SALARY WARRANT 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 P

FORM OF ACCRUED SALARY EXCHANGE AGREEMENT

Exhibit 10.2 FORM OF ACCRUED SALARY EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this ?Exchange Agreement?), is dated as of May 21, 2015, by and between Attitude Drinks Incorporated, a Delaware corporation (the ?Company?), and the subscribers identified on Schedule 1 hereto (the ?Subscribers?). WHEREAS, the Company and the Subscribers are executing and delivering this Agreement in reliance upon an

FORM OF PROMISSORY NOTES EXCHANGE AGREEMENT

EXHIBIT 10.1 FORM OF PROMISSORY NOTES EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this ?Exchange Agreement?), is dated as of May 21, 2015, by and between Attitude Drinks Incorporated, a Delaware corporation (the ?Company?), and the subscribers identified on Schedule 1 hereto (the ?Subscribers?). WHEREAS, the Company and the Subscribers are executing and delivering this Agreement in reliance upon a

FORM OF PROMISSORY WARRANT

EXHIBIT 4.1 FORM OF PROMISSORY WARRANT 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 PURSU

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): August 18, 2015 Attitude Drinks Incorporated (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) (000-52904) 65-0109088 (Com

Attitude Drinks NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): ? Form 10-K ? Form 11-K ? Form 20-F ?Form 10-Q ? Form N-SAR For Period Ended: June 30, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ?

State of Delaware Secretary of State Division of Corporations Delivered 01:35 PM 07/31/2015 FILED 01:37 PM 07/31/2015 SRV 151120026 ? 2160417 FILE

Exhibit 3.3 State of Delaware Secretary of State Division of Corporations Delivered 01:35 PM 07/31/2015 FILED 01:37 PM 07/31/2015 SRV 151120026 ? 2160417 FILE ATTITUDE DRINKS INCORPORATED CERTIFICATE OF DESIGNATIONS, PREFERENCES, AND RIGHTS OF SERIES C CONVERTIBLE PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware The undersigned, as a person duly autho

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): August 10, 2015 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Com

State of Delaware Secretary of State Division of Corporations Delivered 01:35 PM 07/31/2015 FILED 01:35 PM 07/31/2015 SRV 151120002 – 2160417 FILE

Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 01:35 PM 07/31/2015 FILED 01:35 PM 07/31/2015 SRV 151120002 ? 2160417 FILE CORRECTED RESTATED CERTIFICATE OF INCORPORATION OF ATTITUDE DRINKS INCORPORATED Attitude Drinks Incorporated (the ?Corporation?), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delawar

State of Delaware Secretary of State Division of Corporations Delivered 01:35 PM 07/31/2015 FILED 01:36 PM 07/31/2015 SRV 151120013 ? 2160417 FILE

EXHIBIT 3.2 State of Delaware Secretary of State Division of Corporations Delivered 01:35 PM 07/31/2015 FILED 01:36 PM 07/31/2015 SRV 151120013 ? 2160417 FILE CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATIONS, POWERS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF ATTITUDE DRINKS INCORPORATED Pursuant to Section 242 of the General Corporation Law of the State of Delawa

State of Delaware Secretary of State Division of Corporations Delivered 12:00 PM 12/01/2014 FILED 12:00 PM 12/01/2014 SRV 141478010 – 5648964 FILE

EXHIBIT (10)(152)(ii) State of Delaware Secretary of State Division of Corporations Delivered 12:00 PM 12/01/2014 FILED 12:00 PM 12/01/2014 SRV 141478010 – 5648964 FILE STATE of DELAWARE CERTIFICATE of INCORPORATION A STOCK CORPORATION · First: The name of this Corporation is Attitude Beer Holding Co.

SECURED CONVERTIBLE NOTE DUE December 24, 2015

EXHIBIT (10)(159)(ii)(Ref 159-161) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 PURSU

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2014 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-52904 ATTITUDE DRINKS INCOR

SECURED CONVERTIBLE NOTE DUE December 24, 2015

EXHIBIT (10)(174)(ii)(Ref 159-161) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 PURSU

Lease Agreement West Hartford, Connecticut

EXHIBIT (10)(166)(ii) Lease Agreement West Hartford, Connecticut Due to confidential information contained in this agreement, the Company requests confidential treatment of this information in order to not disclose the full document. Certain information has been disclosed in the footnotes of the Form 10-Q.

SECURED CONVERTIBLE NOTE DUE December 24, 2015

EXHIBIT (10)(169)(ii)(Ref 159-161) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 PURSU

SECURED CONVERTIBLE NOTE DUE December 24, 2015

EXHIBIT (10)(170)(ii)(Ref 159-161) NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 PURSU

Attitude Drinks NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): ? Form 10-K ? Form 11-K ? Form 20-F ? Form 10-Q ? Form N-SAR For Period Ended: March 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q

Attitude Drinks DEF 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 ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement ATTITUDE DRINKS INCORPORATED (Name o

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE OCTOBER 31, 2016

Exhibit (10)(199) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 31.(ii) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Tommy E. Kee, certify that: (1) I have reviewed this quarterly report on Form 10-Q of Attitude Drinks Incorporated. (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumsta

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

Exhibit 31.(i) CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Roy G. Warren, certify that: (1) I have reviewed this quarterly report on Form 10-Q of Attitude Drinks Incorporated. (2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumsta

Attitude Drinks PRE 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: x Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement ATTITUDE DRINKS INCORPORATED (Name o

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2014 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-52904 ATTITUDE DRINKS INCO

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE MAY 15, 2016

EX-10.198 14 v410710ex10-198.htm EXHIBIT 10.198 EXHIBIT (10)(198) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE SEPTEMBER 30, 2016

EXHIBIT (10)(195) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE JULY 31, 2016

EXHIBIT (10)(171) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2014 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-52904 ATTITUDE DRINKS INCORPORA

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE MAY 1, 2016

EXHIBIT (10)(196) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE AUGUST 31, 2016

EXHIBIT (10)(176) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE March 5, 2016

EXHIBIT (10)(172) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE APRIL 24, 2016

EX-10.194 10 v410710ex10-194.htm EXHIBIT 10.194 EXHIBIT (10)(194) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE APRIL 17, 2016

EXHIBIT (10)(178) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE APRIL 3, 2016

EX-10.177 8 v410710ex10-177.htm EXHIBIT 10.177 EXHIBIT (10)(177) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE March 19, 2016

EXHIBIT (10)(174) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE MAY 1, 2016

EXHIBIT (10)(197) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE March 26, 2016

EXHIBIT (10)(175) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE March 13, 2016

EXHIBIT (10)(173) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

HVCW / Harrison, Vickers & Waterman, Inc. / Attitude Drinks Inc. - SC 13D Activist Investment

SC 13D 1 v409232sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* HARRISON VICKERS AND WATERMAN INC. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 415569102 (CUSIP Number) Roy G. Warren Chief Executive Officer Attitude Drinks Incorporated 712 U.S. Highwa

SECURITY AGREEMENT

Exhibit 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of April 21, 2015 (this ?Agreement?), is among Harrison Vickers and Waterman Inc., a Nevada corporation (the ?Company?), each Subsidiary of the Company which shall become a party to this Agreement by execution and delivery of the form annexed hereto as Annex A and the Subsidiary Guaranty annexed thereto (each such Subsidiary, a ?Gua

ADDITIONAL INVESTMENT RIGHT

Exhibit 4.6 "NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE [CONVERTIBLE -OR- EXERCISABLE] 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 REGISTRA

SECURED CONVERTIBLE NOTE DUE April 20, 2017

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 EFFECTIVE REG

[THE BALANCE OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Exhibit 10.4 GUARANTY 1. Identification. This Guaranty (the ?Guaranty?), dated as of April 21, 2014, is entered into by Attitude Beer Holding Co., a Delaware corporation (?Guarantor?), for the benefit of the Collateral Agent identified below and the parties identified on Schedule A hereto (each a ?Lender? and collectively, the ?Lenders?). 2. Recitals. 2.1 Guarantor is the subsidiary of Harrison Vi

SERIES B CONVERTIBLE PREFERRED STOCK TERMS

Exhibit 4.1 SERIES B CONVERTIBLE PREFERRED STOCK TERMS Section 1. Designation, Amount and Par Value. The series of preferred stock shall be designated as the Series B Convertible Preferred Stock (the "Series B Preferred Stock"), and the number of shares so designated and authorized shall be Fifty One (51). Each share of Series B Preferred Stock shall have a par value of $0.0001 per share and a sta

ASSET PURCHASE AGREEMENT

Exhibit 10.1 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this ?Agreement?) is entered into as of April 21, 2015, by and among Harrison Vickers and Waterman Inc., a Nevada corporation (the ?Purchaser? or ?Company?), and the sellers listed on Schedule A hereto (each a ?Seller? and collectively the ?Sellers?). WHEREAS, the Sellers are the original shareholders of Attitude Beer Holding Co,

ADDITIONAL INVESTMENT RIGHT

Exhibit 4.5 "NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE [CONVERTIBLE -OR- EXERCISABLE] 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 REGISTRA

[THE BALANCE OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Exhibit 10.5 GUARANTY 1. Identification. This Guaranty (the ?Guaranty?), dated as of April 21, 2014, is entered into by Attitude Drinks, Inc., a Delaware corporation (?Guarantor?), for the benefit of the Collateral Agent identified below and the parties identified on Schedule A hereto (each a ?Lender? and collectively, the ?Lenders?). 2. Recitals. 2.1 Guarantor is the parent of Harrison Vickers an

STOCK PLEDGE AGREEMENT

Exhibit 10.2 STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT (this ?Agreement?), dated as of April 21, 2015, by and between Attitude Drinks, Inc. (?Pledgor?), and Tarpon Bay Partners LLC (?Pledgee?) as collateral agent on behalf of Alpha Capital Anstalt (?Alpha?) and Tarpon Bay Partners LLC (?Tarpon? and together with Alpha the ?Investors?); WITNESSETH: WHEREAS, pursuant to that certain securit

COMMON STOCK PURCHASE CLASS B WARRANT HARRISON VICKERS AND WATERMAN INC.

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 AN EFFECTIVE REGISTR

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

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 21, 2015 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Comm

EXCHANGE AGREEMENT

Exhibit 10.6 EXCHANGE AGREEMENT This Exchange Agreement (this ?Agreement?) is entered into as of April 21, 2015, by and among Attitude Beer Holding Co, a Delaware corporation (?ABH?), Attitude Drinks, Inc. (?ADI? and together with ABH the ?Debtors?), Alpha Capital Anstalt (?Alpha?) and Tarpon Bay Partners LLC (?Tarpon? and together with Alpha the ?Investors? and together with the Debtors, the ?Par

$554,791.67 SECURED CONVERTIBLE NOTE DUE April 20, 2017

Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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 EFFECTIVE REG

ATTD / Attitude Drinks Incorporated NT 10-Q - - NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q ¨ Form N-SAR For Period Ended: December 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 1

CONFIDENTIALITY, NONSOLICITATION AND NONCOMPETITION AGREEMENT

Exhibit 10.156 EXHIBIT (10)(156) CONFIDENTIALITY, NONSOLICITATION AND NONCOMPETITION AGREEMENT THIS CONFIDENTIALITY, NONSOLICITATION AND NONCOMPETITION AGREEMENT (this “Agreement”) is effective as of December 24, 2014, between NEW ENGLAND WOB, LLC (the “Franchisee,” “we,” “us” or our”) and ATTITUDE BEER HOLDING CO. (“you” or “your”). BACKGROUND INFORMATION: We have entered into a Franchise Agreeme

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, 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 24, 2014 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (C

EXHBIT (10)(163) FORM OF SECURITY AGREEMENT

Exhibit 10.163 EXHBIT (10)(163) FORM OF SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of December 24, 2014 (this “Agreement”), is among Attitude Beer Holding Co., a Delaware corporation (the “Company”), each Subsidiary of the Company which shall become a party to this Agreement by execution and delivery of the form annexed hereto as Annex A and the Subsidiary Guaranty annexed thereto (each

SECURED CONVERTIBLE NOTE DUE December 24, 2015

Exhibit 10.159 EXHIBIT (10)(159) FORM OF SECURED CONVERTIBLE NOTE-ATTITUDE BEER HOLDING CO. NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS NOT 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”),

JOINT VENTURE AGREEMENT

Exhibit 10.158 EXHIBIT (10)(158) JOINT VENTURE AGREEMENT This Joint Venture Agreement is being entered into as of December 24, 2014, between New England WOB, LLC (“NEWOB”) , Attitude Beer Holding Co. (“ABH”), Attitude Drinks, Inc. (“Attitude”), Glenn E. Straub (“Straub”) and James D. Cecil (“Cecil” and together with Straub the “Current Members”)(each a “Party,” collectively the “Parties”). WHEREAS

[THE BALANCE OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Exhibit 10.162 EXHIBIT (10)(162) GUARANTY 1. Identification. This Guaranty (the “Guaranty”), dated as of December 24, 2014, is entered into by Attitude Drinks, Inc., a Delaware corporation (“Guarantor”), for the benefit of the Collateral Agent identified below and the parties identified on Schedule A hereto (each a “Lender” and collectively, the “Lenders”). 2. Recitals. 2.1 Guarantor is the parent

SECURITIES PURCHASE AGREEMENT

Exhibit 10.164 EXHIBIT (10)(164) SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 24, 2014, between Attitude Beer Holding Co., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and permitted assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS,

FORM OF CLASS A COMMON STOCK PURCHASE WARRANT ATTITUDE BEER HOLDING CO.

EX-10.161 10 v397815ex10-161.htm EXHIBIT 10.161 Exhibit 10.161 EXHIBIT (10)(161) FORM OF COMMON STOCK PURCHASE WARRANT-ATTITUDE BEER HOLDING CO. 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

ESCROW AGREEMENT

Exhibit 10.160 EXHIBIT (10)(160) ESCROW AGREEMENT This Agreement is dated as of the 24th day of December, 2014 among Attitude Beer Holding Co., a Delaware corporation (the “Company”), the parties identified on Schedule A hereto (each a “Subscriber”, and collectively “Subscribers”), and Grushko & Mittman, P.C. (the “Escrow Agent”): WITNESSETH: WHEREAS, the Company and Subscribers have entered into

WEST HARTFORD WOB, LLC AMENDED AND RESTATED OPERATING AGREEMENT As of December 24, 2014 OPERATING AGREEMENT

Exhibit 10.157 EXHIBIT (10)(157) WEST HARTFORD WOB, LLC AMENDED AND RESTATED OPERATING AGREEMENT As of December 24, 2014 OPERATING AGREEMENT THIS AMENDED AND RESTATED OPERATING AGREEMENT (the “Agreement”) of WEST HARTFORD WOB, LLC, a Florida limited liability company (the “Company”), dated as of December 24, 2014, by and among New England WOB, LLC and Attitude Beer Holding Co. (each a “Member and

NON-CIRCUMVENTION – NO SHOP AGREEMENT

Exhibit 10.155 EXHIBIT (10)(155) NON-CIRCUMVENTION – NO SHOP AGREEMENT This Non-Circumvention – Commission Agreement (this “Agreement”) is entered into as of this December 24, 2013, among New England WOB, LLC (“NEWOB”), Attitude Beer Holding Co. (“ABH”) and the person identified on the signature page hereto as the principal (“Principal”). RECITALS WHEREAS, NEWOB and ABH have entered into a Joint V

CONVERTIBLE NOTE

Exhibit 10.154 EXHIBIT (10)(154) FORM OF CONVERTIBLE 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. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE O

CLASS A COMMON STOCK PURCHASE WARRANT

EX-10.153 2 v397815ex10-153.htm EXHIBIT 10.153 Exhibit 10.153 EXHIBIT (10)(153) CLASS A COMMON STOCK PURCHASE WARRANT-ATTITUDE DRINKS INCORPORATED NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SE

ATTD / Attitude Drinks Incorporated NT 10-Q - - NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q ¨ Form N-SAR For Period Ended: September 30, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form

August 20, 2014

EXHIBIT 16.1(c) August 20, 2014 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, DC 20549 Re: Attitude Drinks Incorporated File No. 000-52904 Commissioners: We have read Item 4.01 of Attitude Drinks Incorporated, Inc.’s Form 8-K dated August 20, 2014, and we agree with such statements insofar as they relate to our firm. /s/ Thomas, Howell, Ferguso

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A-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): August 20, 2014 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation)

ATTD / Attitude Drinks Incorporated CORRESP - -

Attitude Drinks Incorporated 712 U.S. Highway 1, Suite #200 North Palm Beach, Florida 33408 October 10, 2014 Brian V. McAllister VIA EDGAR Staff Accountant CORRESPONDENCE Office of Beverages, Apparel and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Attitude Drinks Incorporated Form 8-K Filed August 21, 2014 Am

August 19, 2014

EXHIBIT 16.1(a) August 19, 2014 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, DC 20549 Re: Attitude Drinks Incorporated File No. 000-52904 Commissioners: We have read Item 4.01 of Attitude Drinks Incorporated, Inc.’s Form 8-K dated August 19, 2014, and we agree with such statements insofar as they relate to our firm. /s/ Thomas, Howell, Ferguso

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

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): August 20, 2014 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (C

Scrudato CPA

Exhibit 16.1(b) John Scrudato CPA CERTIFIED PUBLIC ACCOUNTING FIRM August 20, 2014 Securities and Exchange Commission Washington, DC 20549 Commissioners: We have read Item 4.01 of Attitude Drinks Corporation’s Form 8-K dated August 20, 2014, and we agree with such statements insofar as they relate to our firm and the predecessor firm, Thomas, Howell, Ferguson, P.A. /s/ John Scrudato CPA As success

ATTD / Attitude Drinks Incorporated CORRESP - -

Attitude Drinks Incorporated 712 U.S. Highway 1, Suite #200 North Palm Beach, Florida 33408 October 6, 2014 Brian V. McAllister VIA EDGAR Staff Accountant CORRESPONDENCE Office of Beverages, Apparel and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Attitude Drinks Incorporated Amendment No. 1 to Form 8-K Filed

ATTD / Attitude Drinks Incorporated CORRESP - -

Attitude Drinks Incorporated 712 U.S. Highway 1, Suite #200 North Palm Beach, Florida 33408 October 6, 2014 Brian V. McAllister VIA EDGAR Staff Accountant CORRESPONDENCE Office of Beverages, Apparel and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Attitude Drinks Incorporated Amendment No. 1 to Form 8-K Filed

Changes in Registrant's Certifying Accountant, 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): August 20, 2014 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Com

John Scrudato CPA

EX-16.1 2 f8k082014ex16iattitude.htm LETTER FROM JOHN SCRUDATO CPA TO SEC Exhibit 16.1 John Scrudato CPA CERTIFIED PUBLIC ACCOUNTING FIRM August 20, 2014 Securities and Exchange Commission Washington, DC 20549 Commissioners: We have read Item 4.01 of Attitude Drinks Corporation’s Form 8-K dated August 20, 2014, and we agree with such statements insofar as they relate to our firm and the predecesso

ATTD / Attitude Drinks Incorporated NT 10-Q - - NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): o Form 10-K o Form 11-K o Form 20-F x Form 10-Q o Form N-SAR For Period Ended: June 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

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): July 14, 2014 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Commi

ATTD / Attitude Drinks Incorporated NT 10-K - - NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 CUSIP NUMBER 049838 303 (7/1/13) (Check One): x Form 10-K o Form 11-K o Form 20-F o Form 10-Q o Form N-SAR For Period Ended: March 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K

-

CORRESP 1 filename1.htm Attitude Drinks Incorporated 712 U.S. Highway 1, Suite #200 North Palm Beach, Florida 33408 June 20, 2014 Tia L. Jenkins VIA EDGAR Senior Assistant Chief Accountant CORRESPONDENCE Office of Beverages, Apparel and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Attitude Drinks Incorporated

-

Attitude Drinks Incorporated 712 U.S. Highway 1, Suite #200 North Palm Beach, Florida 33408 June 4, 2014 Tia L. Jenkins VIA EDGAR Senior Assistant Chief Accountant CORRESPONDENCE Office of Beverages, Apparel and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Attitude Drinks Incorporated Amendment No. 1 to Form 1

-

Attitude Drinks Incorporated 712 U.S. Highway 1, Suite #200 North Palm Beach, Florida 33408 May 8, 2014 Tia L. Jenkins Senior Assistant Chief Accountant Office of Beverages, Apparel and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 VIA EDGAR CORRESPONDENCE Re: Attitude Drinks Incorporated Amendment No. 1 to Form 10

Form of Approval of Grant of Stock Options at September 13, 2013 ATTITUDE DRINKS, INCORPORATED A Delaware corporation UNANIMOUS WRITTEN CONSENT TO ACTION BY DIRECTORS

f10q0913ex10cxxattitude.htm EXHIBIT (10)(120) Form of Approval of Grant of Stock Options at September 13, 2013 ATTITUDE DRINKS, INCORPORATED A Delaware corporation UNANIMOUS WRITTEN CONSENT TO ACTION BY DIRECTORS The undersigned directors of ATTITUDE DRINKS INCORPORATED, a Delaware corporation, (the ?Company?) took the following actions by written consent without a meeting as allowed by the laws o

Attitude Drinks QUARTERLY REPORT (Quarterly Report)

f10q0913attitudedrink.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2013 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 000-

No. US $25,000.00 ATTITUDE DRINKS INCORPORATED PROMISSORY NOTE DUE JANUARY 31, 2015

f10q0913ex10cxixattitude.htm EXHIBIT (10)(119) NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check one): oForm 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tra

Other Events - 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): November 19, 2013 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (C

- QUARTERLY REPORT EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): o Form 10-K o Form 11-K o Form 20-F x Form 10-Q o Form N-SAR For Period Ended: September 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review - 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 30, 2013 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Co

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): o Form 10-K o Form 11-K o Form 20-F x Form 10-Q o Form N-SAR For Period Ended: June 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 CUSIP NUMBER 049838 303 (7/1/13) (Check One): x Form 10-K o Form 11-K o Form 20-F o Form 10-Q o Form N-SAR For Period Ended: March 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders - 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): July 1, 2013 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Commis

- 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: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)2)) x Definitive Information Statement ATTITUDE DRINKS INCORPORATED (Name of

- 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 o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)2)) o Definitive Information Statement ATTITUDE DRINKS INCORPORATED (Name of

- NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): o Form 10-K o Form 11-K o Form 20-F x Form 10-Q o Form N-SAR For Period Ended: December 31, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 1

FORM OF LEASE AGREEMENT PAVILION OFFICE CENTER

EXHIBIT 10.83 FORM OF LEASE AGREEMENT FOR PAVILION OFFICE CENTER THIS LEASE AGREEMENT FOR PAVILION OFFICE CENTER (“Lease”) is made as of this 3rd day of January 2013, between PAVILION OFFICE CENTER, LTD., a Florida limited partnership, whose present address is 712 U.S. Highway 1, Suite 301-33, North Palm Beach, Florida 33408 (“Landlord”), and Attitude Drink Company, whose present address is 10415

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders

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 29, 2013 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Co

- DEFINITIVE 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: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)2)) x Definitive Information Statement ATTITUDE DRINKS INCORPORATED (Name of

- 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 o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)2)) o Definitive Information Statement ATTITUDE DRINKS INCORPORATED (Name of

AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF THE RELATIVE RIGHTS AND PREFERENCES OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF ATTITUDE DRINKS INCORPORATED

Exhibit 4(8) AMENDMENT TO THE CERTIFICATE OF DESIGNATION OF THE RELATIVE RIGHTS AND PREFERENCES OF THE SERIES A CONVERTIBLE PREFERRED STOCK OF ATTITUDE DRINKS INCORPORATED The undersigned, being the Chief Executive Officer of Attitude Drinks Incorporated, a Delaware corporation (the “Company”), in accordance with the provisions of the Delaware General Corporation Law, does hereby certify that, pur

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities, 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): January 9, 2013 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Com

Other Events - 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): December 7, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Co

- FORM 10Q EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 204 (Check One): o Form 10-K oForm 11-K o Form 20-F x Form 10-Q oForm N-SAR For Period Ended: September 30, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10

ATTD / Attitude Drinks Incorporated / SOUTHRIDGE PARTNERS II LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 ATTITUDE DRINKS INCORPORATED Common Stock, par value $0.001 CUSIP # 049838204 October 5, 2012 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) x Rule 13d-1(c) ¨ Rule 13d-1(d) The remainder of this cover page shall be

September 7, 2012

EXHIBIT 16.1 September 7, 2012 Securities and Exchange Commission Washington, DC 20549 Commissioners: We have read Item 4.01 of Attitude Drinks Corporation’s Form 8-K dated September 1, 2012, and we agree with such statements insofar as they relate to our firm and the predecessor firm, Meeks International LLC. /s/ Thomas, Howell, Ferguson, P.A As successor to Meeks International LLC

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - CURRENT REPORT AMENDMENT

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): September 1, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation)

Changes in Registrant's Certifying Accountant - 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 1, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (C

Other Events - 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 21, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Com

- QUARTERLY EXTENSION FOR THE PERIOD ENDING 06/12

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 10 5 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR For Period Ended: June 30, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

- ANNUAL REPORT EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 20 4 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR For Period Ended: March 31, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-

Submission of Matters to a Vote of Security Holders

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 27, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Comm

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 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 31, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (Comm

EXTENSION AGREEMENT

EXHIBIT 10.1 EXTENSION AGREEMENT This Extension Agreement is made as of the 31st day of March, 2012 (“Agreement”) among Attitude Drinks Inc., a Delaware corporation (the “Company”), and the noteholders (“Noteholders”) of the Notes as described on Schedule A hereto. WHEREAS, the Maturity Date of the Notes is March 31, 2012; and WHEREAS, the Company wishes to extend the Maturity Date of the Notes to

FORM OF TEN PERCENT NOTE

EX-10.2 3 f8k033112ex10iiattitude.htm FORM OF TEN PERCENT NOTE EXHIBIT 10.2 EXHIBIT B FORM OF TEN PERCENT 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. THE SECURITIES MAY NOT BE OFFERED FOR SAL

- DEFINITIVE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant |X| Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X]

- PRELIMINARY SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive

ATTD / Attitude Drinks Incorporated / ALPHA CAPITAL ANSTALT - SCHEDULE 13 G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) ATTITUDE DRINKS INC. (Name of Issuer) COMMON STOCK, $.001 PAR VALUE (Title of Class of Securities) 049838105 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x Rule 13d-1(c) *The remainder of this cov

ESCROW AGREEMENT

EXHIBIT 10.5 ESCROW AGREEMENT This Agreement is dated as of the 22nd day of February, 2012 among Attitude Drinks, Inc., a Delaware corporation (the “Company”), the subscribers listed on Schedule 1 hereto (“Subscribers”), and Grushko & Mittman, P.C. (the “Escrow Agent”): W I T N E S S E T H: WHEREAS, the Company and Subscribers have entered into a Subscription Agreement calling for the sale by the

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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): February 22, 2012 Attitude Drinks Incorporated (Exact name of registrant as specified in its charter) Delaware (000-52904) 65-0109088 (State or other jurisdiction of incorporation) (C

CLASS A COMMON STOCK PURCHASE WARRANT

EXHIBIT 10.3 FORM OF CLASS A COMMON STOCK PURCHASE WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE 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 O

SUBSCRIPTION AGREEMENT

EXHIBIT 10.1 SUBSCRIPTION AGREEMENT THIS SUBSCRIPTION AGREEMENT (this “Agreement”), is dated as of February 22, 2012, by and between Attitude Drinks, Inc., a Delaware corporation (the “Company”), and the subscribers identified on Schedule 1 hereto (the “Subscribers”). WHEREAS, the Company and the Subscribers are executing and delivering this Agreement in reliance upon an exemption from securities

FIFTH AMENDMENT AND CONSENT AGREEMENT

EX-10.4 5 f8k02212ex10ivattitude.htm FIFTH AMENDMENT AND CONSENT AGREEMENT EXHIBIT 10.4 FIFTH AMENDMENT AND CONSENT AGREEMENT This Fifth Amendment and Consent Agreement is made as of the 22nd day of February, 2012 (“Agreement”) among Attitude Drinks Inc., a Delaware corporation (the “Company”), and the signators hereto who are “Subscribers” under certain Subscription Agreements with the Company da

Principal Amount: $[REQUIRES COMPLETION] Issue Date: February 22, 2012 SECURED CONVERTIBLE PROMISSORY NOTE

EXHIBIT 10.2 FORM OF 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. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN E

(Signature Page Follows)

EXHIBIT 10.6 Form of Placement Agent Agreement February 6, 2012 Mr. Roy Warren Attitude Drinks Incorporated 10415 Riverside Drive, Suite 101 Palm Beach Gardens, FL 33410 RE: Placement Agent Agreement for Private Placement of Secured Convertible Promissory Notes and Warrants Dear Mr. Warren: This letter confirms our agreement that Attitude Drinks Incorporated, a Delaware corporation (“ATTD” or the

- QUARTERLY REPORT EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-52904 CUSIP NUMBER 049838 10 5 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR For Period Ended: December 31, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form

-

Attitude Drinks Incorporated 10415 Riverside Drive, # 101 Palm Beach Gardens, Florida 33410-4237 December 20, 2011 John Reynolds Assistant Director VIA EDGAR Division of Corporation Finance CORRESPONDENCE United States Securities and Exchange Commission 100 F Street, N.

-

Attitude Drinks Incorporated 10415 Riverside Drive, # 101 Palm Beach Gardens, Florida 33410-4237 November 4, 2011 John Reynolds Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.

-

Attitude Drinks Incorporated 10415 Riverside Drive, # 101 Palm Beach Gardens, Florida 33410-4237 September 16, 2011 John Reynolds Assistant Director VIA EDGAR Division of Corporation Finance CORRESPONDENCE United States Securities and Exchange Commission 100 F Street, N.

-

Attitude Drinks Incorporated 10415 Riverside Drive, #101 Palm Beach Gardens, Florida 33410-4237 September 9, 2011 Division of Corporation Finance Securities and Exchange Commission VIA EDGAR United States and Securities Commission CORRESPONDENCE Washington, D.

-

Attitude Drinks Incorporated 10415 Riverside Drive, # 101 Palm Beach Gardens, Florida 33410-4237 June 16, 2011 John Reynolds Assistant Director VIA EDGAR Division of Corporation Finance CORRESPONDENCE United States Securities and Exchange Commission 100 F Street, N.

-

Attitude Drinks Incorporated 10415 Riverside Drive, # 101 Palm Beach Gardens, Florida 33410-4237 April 21, 2011 John Reynolds Assistant Director Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.

-

Attitude Drinks Incorporated 10415 Riverside Drive, # 101 Palm Beach Gardens, Florida 33410-4237 561-799-5053, fax 561-799-5039 April 13, 2011 Division of Corporation Finance Securities and Exchange Commission VIA EDGAR United States and Securities Commission CORRESPONDENCE Washington, D.