Amended Current Report Filing (8-k/a)
June 17 2021 - 06:16AM
Edgar (US Regulatory)
0001719435 true 0001719435 2021-06-10
2021-06-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (Date of earliest event reported): June 17, 2021
(June
10 2021)
Assisted 4 Living, Inc.
(Exact name
of registrant as specified in its charter)
|
Nevada |
|
333-226979 |
|
82-1884480 |
|
(State or
Other Jurisdiction |
|
(Commission |
|
(I.R.S.
Employer |
|
of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
|
5115 East State Road 64,
Bradenton,
Florida |
|
34208 |
|
(Address of
Principal Executive Office) |
|
(Zip
Code) |
(855)
668-3331
(Registrant’s telephone
number, including area code)
n/a
(Former
name, former address and former fiscal year, if changed since last
report)
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
|
☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
|
Title of
each class |
|
Trading
Symbol(s) |
|
Name of each
exchange on which registered |
| None |
|
None |
|
None |
Indicate by
check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
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.
Explanatory
Note
On June 16,
2021, Assisted 4 Living, Inc., a Nevada corporation (the
“Company”) filed a Current Report on Form 8-K (the
“Original Form 8-K”) to report that on June 10, 2021, the
Company entered into an Amended and Restated Membership Interest
Purchase Agreement (the “Restated Purchase Agreement”), by
and among the Company, Richard T. Mason, G. Shayne Bench and
Trillium Healthcare Group, LLC, a Florida limited liability company
to acquire all of the issued and outstanding ownership interests of
Fairway Healthcare Properties, LLC and Trillium Healthcare
Consulting, LLC from Trillium Healthcare Group, LLC, and that the
transaction closed and was effective June 10, 2021.
This Amendment No. 1 to the Original Form 8-K is being filed for
the sole purpose of adding conforming signatures for the Seller in
Exhibit 2.1 and the Tenant in Exhibit 10.4 (the “Conforming
Signatures”). Except for adding the Conforming Signatures to
the two exhibits filed with the Original Form 8-K, no other changes
are being made to the Original Form 8-K or any exhibits filed
therewith.
|
Item
9.01 |
Financial Statements
and Exhibits. |
(d)
Exhibits.
|
Exhibit
Number |
|
Description
|
|
2.1
|
|
Amended and Restated Membership Interest Purchase
Agreement by and among Assisted 4 Living, Inc., Richard T. Mason,
G. Shayne Bench and Trillium Healthcare Group, LLC, dated as of
June 10, 2021. |
| |
|
|
| 10.4 |
|
Master Lease by and between Crete Plus Five Property,
L.L.C., Iowa Lincoln County Property, L.L.C., Muscatine Toledo
Properties, L.L.C. and Avery Street Property, L.L.C. and IANE
Properties I, LLC and IANE Properties II, LLC, entered into on May
13, 2015; as amended pursuant to the First Amendment to Master
Lease entered into on September 6, 2019, the Second Amendment to
Master Lease entered into on October 7, 2019, Third Amendment to
Master Lease entered into on January 1, 2020 and Fourth Amendment
to Master Lease entered into on July 22, 2020. |
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.
| Date: June 17,
2021 |
ASSISTED
4 LIVING, INC. |
|
|
|
|
|
|
By: |
/s/ Janet
Huffman |
| |
|
Janet Huffman,
CFO |
Assisted 4 Living (CE) (USOTC:ASSF)
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