Red Oak Hereford Farms : Annual Report

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Red Oak Hereford Farms, Inc.
1333 North Buffalo Drive, Suite 210
Las Vegas, NV 89128
_______________________________
424-358-1046
[e-mail]
2000
AnnualReport
For the Period Ending: 12/31/2020
(the "Reporting Period")
As of 12/31/2020, the number of shares outstanding of our Common Stock was:	20,037,379.
As of 09/30/2020, the number of shares outstanding of our Common Stock was:	20,037,379.
As of 12/31/2019, the number of shares outstanding of our Common Stock was:	20,037,379.

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: ☒ No: ☐

Indicate by check mark whether the company's shell status has changed since the previous reporting period:

Yes: ☐ No: ☒

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:

Yes: ☒ No: ☐

1. Name and address(es) of the issuer and its predecessors (if any)

In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.

• "Change in Control" shall mean any events resulting in:

1. Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
2. The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
3. A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
4. The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3 February 2021)	Page 1 of 24

The name of issuer is Red Oak Hereford Farms, Inc. The Company was originally incorporated on June 17, 2004.

The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

The issuer was incorporated under the laws of the state of Nevada on June 17, 2004, and is currently headquartered in Las Vegas, NV 89128.

The issuer is incorporated in the State of Nevada in good standing and "Active".

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

N/A

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

As of the date this report was filed, the Company has engaged legal counsel in the State of Nevada to review the shareholder list and identify any outstanding common stock issued in certificate form that might possibly be eliminated. The Company will take appropriate action based on the results of the review.

The Company plans to acquire an operating company via reverse merger in the 3rd quarter of 2022. The operating company and terms of a transaction have not yet been determined.

The address(es) of the issuer's principal executive office:

Red Oak Hereford Farms, Inc.

1333 North Buffalo Drive, Suite 200-A

Las Vegas, NV 89128

The address(es) of the issuer's principal place of business:

Check box if principal executive office and principal place of business are the same address: ☒

Red Oak Hereford Farms, Inc.

1333 North Buffalo Drive, Suite 200-A

Las Vegas, NV 89128

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☒ No: ☐

If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:

On July 7, 2021, Alpharidge Capital, LLC, a shareholder of the Company, served a demand to the Company, at last address of record, to comply with the Nevada Secretary of State statues N.R.S. 78.710 and N.R.S. 78.150. On July 19, 2021, a petition was filed against the Company in the District Court of Clark County, Nevada, entitled "In the Matter of RED OAK HEREFORD FARMS INC., a Nevada corporation" under case number A-21-838088-C by Alpharidge Capital, LLC, along with an Application for Appointment of Custodian, after several attempts to get prior management to revive the Company's Nevada charter, which had been dissolved.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3 February 2021)	Page 2 of 24

On August 19, 2021, the District Court of Clark County, Nevada entered an Order Granting Application for Appointment of Alpharidge Capital, LLC (the "Order"), as Custodian of the Company. Pursuant to the Order, the Alpharidge Capital, LLC (the "Custodian") has the authority to take any actions on behalf of the Company, that are reasonable, prudent or for the benefit of pursuant to, including, but not limited to, issuing shares of stock and issuing new classes of stock, as well as entering in contracts on behalf of the Company. In addition, the Custodian, pursuant to the Order, is required to meet the requirements under the Nevada charter.

2) Security Information
Trading symbol:	HERF
Exact title and class of securities outstanding: Common Stock
CUSIP:	00512R200
Par or stated value:	0.001
Total shares authorized:	110,000,000	as of date: 12/31/2020
Total shares outstanding:	20,037,379	as of date: 12/31/2020
Number of shares in the Public Float2:	2,576,484.	as of date: 12/31/2020
Total number of shareholders of record:	627	as of date: 12/31/2020

All additional class(es) of publicly traded securities (if any):

Trading symbol:N/A

Exact title and class of securities outstanding: Series A Convertible Preferred Stock

CUSIP:	N/A
Par or stated value:	N/A
Total shares authorized:	1,200,000	as of date: 12/31/2020
Total shares outstanding:	1,200,000	as of date: 12/31/2020

Transfer Agent
Firm Name:	Issuer Direct Corporation
Address:	One Glenwood Avenue, Suite 1001, Raleigh, NC, 27603
Contact Name:	David Klimczak
Email:	[e-mail]
Phone Number:	919.744.2722 ext 702

Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒ No: ☐

1. Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

• "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

• To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3 February 2021)	Page 3 of 24

Disclosure under this item shall include, in chronological order, all offerings and issuance of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐

Shares Outstanding as of Second Most Recent

Fiscal Year End:

*Right-click the rows below and select "Insert" to add rows as needed.

Opening Balance

Date 12/31/2018 Common: 20,037,379

Preferred: 1,200,000

Date of	Transaction	Number of	Class of	Value of	Were the	Individual/ Entity	Reason for share	Restricted or	Exemption or
Transaction	type (e.g. new	Shares	Securities	shares	shares	Shares were	issuance (e.g. for	Unrestricted	Registration
	issuance,	Issued (or			issued	issued at	issued to	cash or debt	as of this	Type.
	cancellation,	canceled)			($/per	a discount	(entities must	conversion)	filing.
	shares				share) at	to market	have individual	-OR-
	returned to				Issuance	price at	with voting /	Nature of
	treasury)					the time of	investment	Services
						issuance?	control	Provided
						(Yes/No)	disclosed).
08/19/2021	New	5	Series A	$1,000	No	Alpharidge	Operating	Restricted	None
	Issuance		Preferred			Capital, LLC.	Capital
							(Frank I
							Igwealor,
							CEO)
08/19/2021	New	32,000,0			$0.000	No	Frank I	Operating	Restricted	None
	Issuance	00			02		Igwealor	Capital

Shares Outstanding on Date of This Report:

Ending

Balance Ending Balance:

Date 12/31/2020 Common: 20,037,379

Preferred: 1,200,000

Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended September 30, 2020, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2018 through September 30, 2020 pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

On August 19, 2021, pursuant to a Securities Purchase Agreement (SPA) the Custodian granted to itself, Alpharidge Capital, LLC. (Alpharidge), a company that is controlled by Mr. Frank I Igwealor, five (5) shares of Special 2021 Series A Preferred Stock in exchange for $5,000. The Special 2021 Series A Preferred Stock has super votes of the Company's total voting shares of all classes of stock. Each one (1) of the Special 2021 Series A Preferred Stock is convertible into 200,000,000 shares of the Company's common stock. The Company used the proceeds from the sale to partly fund the

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3 February 2021)	Page 4 of 24

reinstatement of the Company with the State of Nevada, settlement of the Stock Transfer Agent's balance. Alpharidge also undertook to make all reasonable efforts to provide adequate current public information to meet the requirements under the Securities Act of 1933.

On August 19, 2021, the Company sold 32,000,000 to Frank I Igwealor in exchange for $6,400 that the Company used to pay its Transfer Agent to access the shareholders' list to start the process of bringing the Company out of the Expert Market.

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☐

Date of

Outstanding

Principal

Interest

Maturity

Conversion Terms (e.g.

Name of Noteholder

Reason for

Note

Balance ($)

Amount

Accrued

Date

pricing mechanism for

(entities must have

Issuance (e.g.

Issuance

at

($)

determining conversion of

individual with voting

Loan, Services,

Issuance

instrument to shares)

/ investment control

etc.)

($)

disclosed).

Use the space below to provide any additional details, including footnotes to the table above:

N/A

1. Financial Statements

A. The following financial statements were prepared in accordance with:

1. ☒ U.S. GAAP ☐ IFRS

2. The financial statements for this reporting period were prepared by (name of individual)4:

Name:

Frank I Igwealor

• The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS by persons with sufficient financial skills.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3 February 2021)	Page 5 of 24