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UNITED STATES
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
February 12, 2021
Date of Report
(Date of earliest event reported)
LABOR SMART INC.
(Exact name of Registrant as specified in its Charter)
| Nevada | 000-54654 | 45-2433287 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
3270 Florence Road, Suite 200, Powder Springs, GA 30127
(Address of Principal Executive Offices)
(770) 800-3728
(Registrant’s Telephone Number, including area code)
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 (see general instruction A.2. below):
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[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14-a-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))
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Item 1.01 Entry into a Material Definitive Agreement
On February 27, 2021, Labor Smart, Inc. (the “Company”) entered into a Stock Purchase Agreement (the “Agreement”) with Takeover Industries, Inc. (the “Seller”). Pursuant to the Agreement, the Seller became a wholly owned subsidiary of the Company. In consideration therefor, the Company shall issue 6,800,000,000 RESTRICTED shares of common stock to the shareholders of Takeover Industries, Inc.
Item 2.01 Completion of Acquisition or Disposition of Assets
In connection with the Agreement and Exhibit A of the Agreement in Item 1.01, the Company disposed of Restore Franchise Group, LLC, a wholly owned subsidiary.
Item 5.01 Changes in Control of Registrant
Pursuant to the Agreement and Exhibit A of the Agreement in Item 1.01, there has been a change in control of the Company, whereby Ryan Schadel no longer maintains voting control via Series A Preferred shares.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
Pursuant to the Agreement and Exhibit A of the Agreement in Item 1.01, Joe Pavlik has been appointed as President and Chief Executive Officer of Labor Smart, Inc. Mr. Schadel, the outgoing President and Chief Executive Officer has agreed to stay in an advisory role as long as necessary for the Company to meet its interim goals and complete its registration and filings with OTC Markets Group to become “Pink Current”.
Item 8.01 Other Events.
On March 1, 2021, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Exhibits
| Exhibit 99.1 | Press release dated March 1, 2021 |
| Exhibit 99.2 | Acquisition Agreement |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: March 1, 2021
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LABOR SMART INC.
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| By: | /s/ Ryan Schadel |
| Name: | Ryan Schadel |
| Title: | Chief Executive Officer |
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Labor SMART, Inc. Completes Acquisition of Takeover Industries, Inc.
CEO to Retire Half Billion Shares
ATLANTA, GA – GlobeNewsire –March 1, 2021 / Labor SMART, Inc. (LTNC) (the “Company”), a leader in providing on-demand blue collar staffing primarily in the southeastern United States and transitioning into a diversified holding company, has completed the acquisition of Takeover Industries, Inc.
The deal, announced live on Twitter via @CRyanSchadel on Sunday February 28, 2021, calls for the issuance of 6.8 billion common shares, RESTRICTED for 12 months, for the acquisition. Takeover Industries is an early stage, pre-revenue beverage venture and will become a wholly owned subsidiary of Labor Smart, Inc. Consummation of this transaction will result in a change of control of Labor Smart, Inc.
In the announcement, Ryan Schadel, outgoing President and CEO of Labor Smart, Inc. announced he was canceling and retiring 500 million shares of Labor Smart, Inc. common stock that was removed from the tradeable float.
Also, in the announcement, it was disclosed that Joe Pavlik would be appointed as the new President and CEO of Labor Smart, Inc. Mr. Pavlik comes to the Company with over 20 years’ experience as an executive, with extensive experience in the health and fitness industry. The Company believes his experience will be instrumental in transformation for the future.
Mr. Schadel is expected to stay on as an advisor as long as necessary and will continue to manage the Company’s effort in becoming current with OTC Markets.
Shareholders and interested parties are encouraged to follow @TakeoverJoe on Twitter for all future Company updates, which will include material information about the Company.
The live announcement can be replayed here: https://twitter.com/CRyanSchadel/status/1366149809397248002.
Mr. Schadel participated in a live Q & A after this announcement, which can be replayed here:
https://twitter.com/StanTradingMan/status/1366183816126214149.
A copy of this press release and the definitive acquisition documents will be filed as an exhibit in a Form 8-K, which will be filed with the US Securities and Exchange Commission for the purpose of full and fair disclosure.
About Labor SMART, Inc.
Labor SMART, Inc. provides On-Demand temporary labor to a variety of industries. The Company's clients range from small businesses to Fortune 100 companies. Labor SMART was
founded to provide reliable, dependable and flexible resources for on-demand personnel to small and large businesses in areas that include construction, manufacturing, hospitality, event-staffing, restoration, warehousing, retailing, disaster relief and cleanup, demolition and landscaping. Labor SMART believes it can make a positive contribution each and every day for the benefit of its clients and temporary employees. The Company's mission is to be the provider of choice to its growing portfolio of customers with a service-focused approach that enables Labor SMART to be seen as a resource and partner to its clients. The Company also operates a restaurant franchise and is seeking additional opportunities outside of the staffing industry.
Safe Harbor Statement
This release contains statements that constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements appear in a number of places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of Labor SMART, Inc., its directors or its officers with respect to, among other things: (i) financing plans; (ii) trends affecting its financial condition or results of operations; (iii) growth strategy and operating strategy. The words "may", "would", "will", "expect", "estimate", "can", "believe", "potential", and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond Labor SMART, Inc.'s ability to control, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. More information about the potential factors that could affect the business and financial results is and will be included in Labor SMART, Inc.'s filings with OTC Markets.com.
Contacts:
Labor SMART, Inc.
ir@laborsmart.com
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