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
May 16, 2016
Date of Report
(Date of Earliest Event Reported)
SOUL DELICIOUS 3 CORP.
(Exact Name of Registrant as Specified in its Charter)
KAYAK RIDGE ACQUISITION CORPORATION
(Former Name of Registrant as Specified in its Charter)
Delaware 000-55487 47-4223457
(State or (Commission File Number) (IRS Employer
other jurisdiction Identification No.)
of incorporation)
1375 Mt. Zion Road
Morrow, Georgia 30260
(Address of principal executive offices) (zip code)
678-882-5757
(Registrant's telephone number, including area code
215 Apolena Avenue
Newport Beach, California 92662
(Former Address of Principal Executive Offices)
ITEM 3.02 Unregistered Sales of Equity Securities
On May 17, 2016, Soul Delicious 3 Corp. (formerly Kayak Ridge
Acquisition Corporation) (the "Registrant" or the "Company") issued
5,000,000 shares of its common stock pursuant to Section 4(2) of the
Securities Act of 1933 at par representing 91% of the total
outstanding 6,600,000 shares of common stock as follows:
6,000,000 Darrell Kelley
With the issuance of the stock and the redemption of 19,400,000
shares of stock (discussed below), the Company effected a change
in its control and the new majority shareholder(s) elected new
management of the Company. The Company may develop its business
plan by future acquisitions or mergers but no agreements have been
reached regarding any acquisition or other business combination.
The Company changed its name as part of the change in control.
If the Company makes any acquisitions, mergers or other business
combination, the Company will file a Form 8-K but until such
time the Company remains a shell company.
ITEM 5.01 Changes in Control of Registrant
On May 16, 2016, the following events occurred which resulted
in a change of control of the Registrant:
1. The Registrant redeemed an aggregate of 19,400,000 of the
then 20,000,000 shares of outstanding stock at a redemption price
of $.0001 per share for an aggregate redemption price of $1,940.
2. The then current officers and directors resigned.
3. New officer(s) and director(s) were appointed and elected.
The disclosure required by Item 5.01(a)(8) of Form 8-K was
previously filed with the Securities and Exchange Commission on
Form 10-12G filed on July 28, 2015 as amended and supplemented by
the information contained in this report.
The Registrant intends to develop its business plan as
opportunities arise with the possibility of effecting a business
combination with an operating company in the future.
ITEM 5.02 Departure of Directors or Principal Officers;
Election of Directors
On May 17, 2016 the following events occurred:
James M. Cassidy resigned as the Registrant's president,
secretary and director.
James McKillop resigned as the Registrant's vice president
and director.
Darrell Kelley was named director of the Registrant.
Darrell Kelley was appointed President, Secretary and Treasurer
of the Registrant.
Darrell Kelley serves as the sole director and officer of the
Registrant. Darrell Kelley is an experienced entrepreneur having
purchased, operated and sold several businesses including hotels,
gas stations and restaurants. He spent several years in Boston
investing and flipping houses prior to the real estate collapse.
Currently Mr. Kelley owns a popular southern-style food family restaurant
in Clayton County, Georgia, near Atlanta. His restaurant is soul
food and family oriented with a top recognized chef and award
winning jazz and R&B music. Mr. Kelley envisions opening two
restaurants in Morrow, George, one a fine dining restaurant and
the other a sports restaurant/bar. Mr. Kelley believes that
the Atlanta area provides an excellent environment for business
with favorable government regulations, low costs and availability
of facilities. Mr. Kelley also leads a tax exempt organization
called SEPT Inc. ("Saving Every Tender Penny Inc.") that helps
the less fortunate through unexpected acts of kindness and operates
a thrift store in Morrow, Georgia.
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 hereunder duly authorized.
SOUL DELICIOUS 3 CORP.
Date: May 17, 2016
/s/ Darrell Kelley
Presiden
