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 ------------------ Date of Report: October 18, 2005 American Racing Capital, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 000-29057 87-0631750 ------ --------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 4702 Oleander Drive, Suite 200 Myrtle Beach, South Carolina 29577 ---------------------------- ----- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (843) 497-7028 -------------- 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 18, 2005, by and among the Company, ARC Development Corporation., a Nevada corporation ("ARCD") and the shareholders of ARCD (the "ARCD Shareholders"). Pursuant to the Share Exchange Agreement, the ARCD Shareholders exchanged with, and delivered to, ARC the issued and outstanding common stock of ARCD in exchange for 235,000,000 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, ARCD will become a wholly-owned subsidiary of the Company. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit Description ------- ----------- Exhibit 99.1 Share Exchange Agreement, dated October 18, 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, as amended, 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 ----------------------------------- Name: John W. Gandy Title: Chairman and President Date: October 18, 2005