8-K
Frequency Holdings, Inc (FRQN)
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
January28, 2024
Date
of Report (Date of earliest event reported)
| Yuengling’s Ice Cream Corporation | |
|---|---|
| (Exact<br> name of registrant as specified in its charter) | |
| Nevada | |
| (State or other<br> jurisdiction of incorporation) | |
| 00-53450 | 47-5386867 |
| (Commission File Number) | (IRS Employer Identification<br> No.) |
| One Glenlake Parkway #650, Atlanta, GA 30328 | |
| (Address of<br> principal executive offices) | |
| (404) 805-6044 | |
| (Registrant’s<br> telephone number, including area code) | |
| (Former Name<br> or 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock, Par Value $0.001 | YCRM | OTC |
Forward-Looking Statements
This Current Report on Form 8-K and other written and oral statements made from time to time by us may contain so-called “forward-looking statements,” all of which are subject to risks and uncertainties. Forward-looking statements can be identified by the use of words such as “expects,” “plans,” “will,” “forecasts,” “projects,” “intends,” “estimates,” and other words of similar meaning. One can identify them by the fact that they do not relate strictly to historical or current facts. These statements are likely to address our growth strategy, financial results and product and development programs. One must carefully consider any such statement and should understand that many factors could cause actual results to differ from our forward-looking statements. These factors may include inaccurate assumptions and a broad variety of other risks and uncertainties, including some that are known and some that are not. No forward-looking statement can be guaranteed and actual future results may vary materially.
Information regarding market and industry statistics contained in this Current Report on Form 8-K is included based on information available to us that we believe is accurate. It is generally based on industry and other publications that are not produced for purposes of securities offerings or economic analysis. We have not reviewed or included data from all sources, and cannot assure investors of the accuracy or completeness of the data included in this Current Report. Forecasts and other forward-looking information obtained from these sources are subject to the same qualifications and the additional uncertainties accompanying any estimates of future market size, revenue and market acceptance of products and services. We do not assume any obligation to update any forward-looking statement. As a result, investors should not place undue reliance on these forward-looking statements.
ITEM7.01 – Regulation FD Disclosure.
On February 1, 2024, ReachOut Technology (“ReachOut”), a wholly-owned subsidiary of Yuengling’s Ice Cream Corporation (the “Company”) (OTC: YCRM), issued a press release announcing the key takeaways discussed in our CEO Rick Jordan’s January 28, 2024 appearance on a popular YouTube livestream, Buffalo Fireside Chats, a show primarily targeting investors and shareholders. This session provided significant insights into the Company’s strategies and future prospects.
In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in Exhibit 99.1 hereto are deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Exchange Act. The information set forth in Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
ITEM9.01 – Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed with this report:
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated February 1, 2024 |
1
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.
| Yuengling’s Ice Cream Corporation | |
|---|---|
| By: | /s/ Richard Jordan |
| Richard Jordan, President & CEO |
Date: February 1, 2024
2
Exhibit 99.1
ReachOut Technology Unveils Strategic Vision and Achievements in Buffalo Fireside Chats Livestream with CEO Rick Jordan
CEORick Jordan ignites investor enthusiasm, sharing ReachOut's growth strategies, successful merger, and vision for cybersecurity excellence.
CHICAGO, IL, USA, February 1, 2024 /EINPresswire.com/ – ReachOut Technology (“ReachOut”), a wholly-owned subsidiary of Yuengling’s Ice Cream Corporation (the “Company”) (OTC: YCRM), recently stirred up chatroom conversation with CEO Rick Jordan's appearance on a popular YouTube livestream, Buffalo Fireside Chats, a show primarily targeting investors and shareholders. This session provided significant insights into the Company's strategies and future prospects.
KEY TAKEAWAYS
–Successful Reverse Merger with Yuenglings Ice Cream Corp (YCRM): ReachOut Technology's recent entry into OTC Markets and excitement around the stock.
–Strategic Acquisitions: Acquisition activity is ReachOut’s primary vehicle for fast growth. Focus on aligning with businesses that share a vision for excellence, integrity, and cultural fit.
–Future Vision: Ambitious plans to revolutionize the cybersecurity landscape and support small businesses.
–Brand Impact: The positive influence of Jordan's podcast, “All In with Rick Jordan”, his social media, and TV appearances in building a strong brand presence.
–Upcoming Filings: The upcoming amended 8K filing for the transaction itself and the fiscal year end 2022. Future filings will show revenue. YCRM and ReachOut Technology had different fiscal year ending dates, 10/31 and 12/31 respectively, which affects how financials are shown for the upcoming 10-K and amended 8-K.
During the interview, Jordan discussed the Company's journey, emphasizing its robust history and strategic growth. He detailed the Company's unique approach to acquisitions, ensuring not just financial success but also a strong alignment in values and culture.
Jordan also outlined the Company's future plans, aiming to transform the cybersecurity landscape and provide exceptional value to small businesses. His vision sets a promising path for ReachOut Technology, showcasing a blend of innovation, integrity, and growth-oriented strategies.
Investors and shareholders can look forward to a future where ReachOut Technology continues to make significant strides under its current leadership, driving innovation and excellence in the industry.
For media, TV appearances and Investor Relations Contact:
Name: Ashley Kedra
Email: pr@reachoutit.com
Phone: 312-288-8008
ABOUT REACHOUT TECHNOLOGY
Founded in 2010 by Rick Jordan to fill a critical gap in the IT services market, ReachOut is evolving into a formidable nationwide cybersecurity entity. We are not your typical MSP. We are a transformative force in cybersecurity and IT services, dedicated to serving SMBs with unparalleled excellence. Our innovative approach and resolute commitment to superior solutions have established us as industry trailblazers, redefining standards and crafting extraordinary client experiences. At ReachOut, our partners are more than just clients; they are integral members of a movement that is reshaping the future of cybersecurity.
Our mission at ReachOut is succinct yet profound: 'Cybersecurity for All.' Committed to revolutionizing the Cybersecurity & IT Service Provider landscape for SMBs, we are on a relentless pursuit to establish the first nationwide brand in our sector. This commitment is deeply rooted in our ethos, as envisioned by our founder, Rick Jordan. We recognize that many IT firms fall short in adequately protecting SMBs, leaving them vulnerable. At ReachOut, we are dedicated to leveling the playing field, ensuring that businesses of all sizes and locations have access to top-tier security solutions.
Information about Forward-Looking Statements
This press release contains “forward-looking statements” that include statements regarding expected financial performance and growth information relating to future events. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions, and future performance, and involve known and unknown risks, uncertainties and other factors, which may be beyond the control of the Company and its officers and managers, and which may cause actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by which, that performance or those results will be achieved. Forward-looking statements are based on information available at the time they are made and/or management’s good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in, or suggested by, the forward-looking statements. Important factors that could cause these differences include, but are not limited to; inability to gain or maintain licenses, reliance on unaudited statements, the Company’s need for additional funding, governmental regulation of the cybersecurity industry, the impact of competitive products and pricing, the demand for the Company’s products, and other risks that are detailed from time-to-time in the Company’s filings with the United States Securities and Exchange Commission. All statements other than statements of historical fact are statements that could be forward-looking statements. You can typically identify these forward-looking statements through use of words such as “may,” “will,” “can” “anticipate,” “assume,” “should,” “indicate,” “would,” “believe,” “contemplate,” “expect,” “seek,” “estimate,” “continue,” “plan,” “point to,” “project,” “predict,” “could,” “intend,” “target,” “potential,” and other similar words and expressions of the future. The Company expresses its expectations, beliefs and projections in good faith and believes that its expectations reflected in these forward-looking statements are based on reasonable assumptions. However, there is no assurance that these expectations, beliefs and projections will prove to have been correct. Such statements reflect the current views of the Company’s management with respect to its operations and future events, and are subject to certain risks, uncertainties and assumptions relating to its proposed operations, including the risk factors set forth herein. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, the Company’s actual results may vary significantly from those intended, anticipated, believed, estimated, expected or planned. In light of these risks, uncertainties and assumptions, any favorable forward-looking events discussed herein might not be realized and occur. The Company undertakes no obligation to publicly update or revise its forward-looking statements, whether as a result of new information, future events or otherwise. For a more detailed description of the risk factors and uncertainties affecting the Company, please refer to the Company’s recent Securities and Exchange Commission filings, which are available at www.sec.gov.
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