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True Drinks Holdings, Inc.
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(Name of Issuer)
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Common Stock, $0.001 par value
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(Title of Class of Securities)
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897837100
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(CUSIP Number)
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February 1, 2013
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(Date of Event Which Requires Filing of this Statement)
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CUSIP No. 897837100
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13G
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Maxim A. Kasatkin
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Russian Federation
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
4,161,181
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
4,161,181
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,161,181**
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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[ ] | ||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.7%**
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12
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TYPE OF REPORTING PERSON*
IN
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CUSIP No. 897837100
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13G
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Red Square Fund One SPC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) [ ]
(b) [ ]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
3,751,616
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
3,751,616
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,751,616**
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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[ ] | ||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.2%**
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12
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TYPE OF REPORTING PERSON*
FI
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Maxim A. Kasatkin
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Red Square Fund One SPC
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Maxim A. Kasatkin:
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c/o NWT Management S.A.
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Rue de la Pélisserie 16
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Case Postale 3501
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1211 Genève 3
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Kasatkin: Russian Federation
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Red Square: Cayman Islands
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Item 3
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a) [ ]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b) [ ]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c) [ ]
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d) [ ]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e) [ ]
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An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).
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(f) [ ]
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F)
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(g) [ ]
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G)
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(h) [ ]
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813).
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(i) [ ]
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
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(j) [ ]
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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(a)
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Kasatkin may be deemed the beneficial owner (meaning at all times within this filing, to have the power to vote or dispose of the shares) of 4,161,181 shares of Common Stock. Of those 4,161,181 shares of Common Stock, 3,751,616 shares are held by Red Square and 409,565 shares are held by Rolant Investments Limited, a British Virgin Islands entity.
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(b)
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Kasatkin may be deemed the beneficial owner of 15.7% of the outstanding shares of Common Stock. The percentage is determined by dividing 4,161,181 by 26,496,325, which is the number of shares of Common Stock outstanding as of January 18, 2013, as disclosed by the Issuer on its Form 8-K filed on January 18, 2013. Red Square may be deemed the beneficial owner of 14.2% of the outstanding shares of Common Stock. The percentage is determined by dividing 3,751,616 by 26,496,325, which is the number of shares of Common Stock outstanding as of January 18, 2013, as disclosed by the Issuer on its Form 8-K filed on January 18, 2013.
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(c)
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Kasatkin may be deemed to have the shared power to vote and dispose of the 4,161,181 shares of Common Stock beneficially owned. Red Square may be deemed to have the shared power to vote and dispose of 3,751,616 of the 4,161,181 shares of Common Stock beneficially owned.
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Item 7
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.
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Item 8
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Identification and Classification of Members of the Group.
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Item 9
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Notice of Dissolution of Group.
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Item 10
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Certification.
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