TRIDENT BRANDS INCORPORATED (OTCMKTS:TDNT) Files An 8-K Entry into a Material Definitive Agreement

TRIDENT BRANDS INCORPORATED (OTCMKTS:TDNT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into Material Definitive Agreement

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Item 3.02 Unregistered Sales of Equity Securities

Repurchase and Retirement of Secured Convertible Promissory Notes

On September 12, 2017 Trident Brands, Inc. (“we”, “us”, “our” the “Company”) entered into a note purchase agreement with Fengate Trident LP. to which, in consideration for the issuance of 811,887 of our common shares to Fengate, we purchased outstanding secured convertible promissory notes of Mycell Technologies LLC having an aggregate balance due and payable of $511,141.17 in principal and $94,526.11 in interest accrued as at September 12, 2017. The purchased notes, which were originally issued to LPF (MCTECH) Investment Corp. on January 22, 2016, February 5, 2016, and May 19, 2016, bear simple interest on unpaid principal at the rate of ten percent per annum. The outstanding principal and accrued interest is convertible at the option of the note holder into securities of Mycell. We issued the 811,887 common shares to one (1) non-US person (as that term is defined in Regulation S of the Securities Act of 1933), in an offshore transaction relying on Regulation S of the Securities Act of 1933, as amended.

Share Purchase Agreement with StreamPack Ltd.

Also on September 12, 2017 we entered into a Share Purchase Agreement dated September 6, 2017 among our wholly owned subsidiary, Trident Brands International Ltd. (“Trident International”), a Bahamas corporation, StreamPak Ltd. (“StreamPak”), an Anguilla corporation, and the sole shareholder of StreamPak, to which, in consideration for the payment of $125,000 in cash and 500,000 of our common shares, Trident International purchased 50% of the issued and outstanding common shares of StreamPak. As a result of the share purchase StreamPak became a wholly owned subsidiary of Trident International. We issued the 500,000 common shares to one (1) non-US person (as that term is defined in Regulation S of the Securities Act of 1933), in an offshore transaction relying on Regulation S of the Securities Act of 1933, as amended.

About StreamPak Ltd.

StreamPak is an augmented reality (“AR”) packaging agency with expertise in all aspects of packaging, prototyping, and AR development; including 3D renderings, animations, gaming, geo positioning technology, tracking software, and the programming of mobile devices. AR packaging refers to the practice of attaching media to physical objects so they can be viewed through a smartphone or other web enabled device. Mr. Ruben Padilla, StreamPak’s founder and principal, will serve as general manager of StreamPak following the transaction. Mr. Padilla is a former General Manager at Coca-Cola with extensive experience in procurement, production, logistics, sales, and operational marketing for CPG operations. Previously, he founded Protopak Innovations, a global market leader in the production of digitally printed packaging, which was acquired by Shawk, Inc. (SGK:NYSE) in 2007. Mr. Padilla is known as a pioneer in the use of digital technology as it relates to various aspects of consumer packaging, including prepress automation, color management, digital printing, conversion, and plastic extrusion. He owns an integrated bottling facility in Nassau, Bahamas, and is focused on the use of AR technology to create brand experiences for consumers.

Item 9.01 Financial Statements and Exhibits

10.1 Note Purchase Agreement with Fengate Trident LP dated September 12, 2017.

10.2 Share Purchase Agreement dated September 6, 2017 with Trident Brands International, StreamPak Ltd. and the Selling Shareholder of StreamPak Ltd..


Trident Brands Inc Exhibit

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About TRIDENT BRANDS INCORPORATED (OTCMKTS:TDNT)

Trident Brands Incorporated is focused on branded consumer products and food ingredients. The Company maintains a portfolio of branded consumer products, including nutritional products and supplements under the Everlast and Brain Armor brands, and functional food ingredients under the Oceans Omega brand. The Company’s brands are focused on the supplements and nutritional product, and heart and brain health categories. The Company’s subsidiaries include Trident Brands Canada Ltd., Sports Nutrition Product Inc. and Brain Armor Inc. Trident Brands Canada Ltd. holds various banking facilities. Sports Nutrition Product Inc. holds the license to market and sell products in the nutritional foods and supplements categories under the Everlast brand. The Brain Armor product is a plant-based docosahexaenoic acid (DHA) supplement designed specifically for the needs of athletes. Its products under the Oceans Omega brand have application as a functional food ingredient.

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