UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.03 Bankruptcy or Receivership.
Assignment for the Benefit of Creditors
On January 30, 2025, following the approval of the Assignment for the Benefit of Creditors (the “ABC”), the Board of Directors approved entering into the ABC with Auto Part 4Less Group, Inc., and its wholly owned subsidiary Auto Parts 4Less, Inc., both Nevada corporations, (the "Assignors") entered into an assignment of assets (the "Assignments") to Stone Blossom Capital LLC, (the "Assignee"). The Assignee will administer both corporation’s assets and liabilities for the benefit of its creditors as the holder of a power of attorney from the Assignor.
The foregoing description of the Assignment Agreement does not purport to be complete and is qualified in its entirety by reference to the Assignment Agreement, which is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 5.02 Departure of Director or Certain Officers.
On January 30, 2025, Christopher Davenport resigned from the Board of Directors and as Chief Executive Officer of both Assignors effective contemporaneous with the execution of the Assignments and effectuation of the Assignments. Mr. Davenport has agreed to provide assistance to the Assignee to facilitate an orderly process.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. |
| Description of Exhibit |
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104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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* Filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Auto Parts 4Less Group, Inc. |
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Date: February 5, 2025 | By: | /s/ Christopher Davenport |
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| Christopher Davenport, Chief Executive Officer |
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Exhibit 99.1
Auto Parts 4Less Group, Inc. and Auto Parts 4 Less, Inc.
Assignment for the Benefit of Creditors dated January 30, 2025
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