SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
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Date of Report: October 17, 2005
American Racing Capital, Inc.
(Exact Name of Registrant as Specified in Charter)
Nevada 000-29057 87-0631750
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
4702 Oleander Drive, Suite 200
Myrtle Beach, South Carolina 29577
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (843) 497-7028
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
American Racing Capital, Inc. (formerly Altrimega Health Corporation), a
Nevada corporation ("ARC" or the "Company") entered into a Share Exchange
Agreement, dated October 17, 2005, by and among the Company, American Racing
Capital, Inc., a Nevada corporation ("ARCI") and the shareholders of ARCI (the
"ARCI Shareholders"). Pursuant to the Share Exchange Agreement, the ARCI
Shareholders exchanged with, and delivered to, ARC the issued and outstanding
common stock of ARCI in exchange for 150,000,000 shares of ARC's common stock,
par value $0.001, and 1,000,000 shares of Series A Convertible Preferred Stock,
par value $0.001 per share, of ARC. As a result of the Share Exchange Agreement,
ARCI will become a wholly-owned subsidiary of the Company.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION AND BYLAWS; CHANGE IN FISCAL
YEAR
On October 3, 2005, the Company filed a Certificate of Amendment to the
Articles of Incorporation of the Company with the Secretary of State of the
State of Nevada to change the corporate name change from "Creative Holdings &
Marketing Corporation" to "American Racing Capital, Inc."
On August 25, 2005, the Company filed a Certificate of Amendment to the
Articles of Incorporation of the Company with the Secretary of State of the
State of Nevada to increase the authorized number of shares of capital from
50,000,000 to 500,000,000.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit Description
Exhibit 99.1 Share Exchange Agreement, dated October 17, 2005, by and among
the Provided herewith Company, American Racing Capital, Inc.,
and the shareholders of American Racing Capital, Inc.
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.
American Racing Capital, Inc.,
/s/ John W. Gandy
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Name: John W. Gandy
Title: Chairman and President
Date: October 17, 2005