Current Report Filing (8-k)
September 08 2021 - 2:55PM
Edgar (US Regulatory)
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
August 26, 2021
Date of Report (Date of earliest event reported)
WALKER LANE EXPLORATION, INC.
(Exact name of registrant as specified in its
charter)
Nevada
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333-146442
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26-3342907
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(State of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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4750 S. Dudley St., Unit 36, Littleton, CO 08123
(Address of principal executive offices, including
zip code)
(720) 665-0638
(Registrant's telephone number, including area
code)
N/A
(Former name
or former address, 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 (see General
Instruction A.2. below):
☐
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
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Trading Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant
is an emerging growth company as defined in 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 ☐
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If an emerging growth company, indicate by checkmark
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. ☐
FORWARD LOOKING STATEMENTS
This Current Report on Form 8-K contains 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. This Current Report includes statements regarding our plans, goals, strategies, intent, beliefs or current expectations. These
statements are expressed in good faith and based upon a reasonable basis when made, but there can be no assurance that these expectations
will be achieved or accomplished. These forward-looking statements can be identified by the use of terms and phrases such as "believe,"
"plan," "intend," "anticipate," "target," "estimate," "expect," and the like,
and/or future-tense or conditional constructions ("will," "may," "could," "should," etc.). Items
contemplating or making assumptions about, actual or potential future sales, market size, collaborations, and trends or operating results
also constitute such forward-looking statements.
Although forward-looking statements in this report reflect the good
faith judgment of management, forward-looking statements are inherently subject to known and unknown risks, business, economic and other
risks and uncertainties that may cause actual results to be materially different from those discussed in these forward-looking statements.
Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We
assume no obligation to update any forward-looking statements in order to reflect any event or circumstance that may arise after the date
of this report, other than as may be required by applicable law or regulation. Readers are urged to carefully review and consider the
various disclosures made by us in our reports filed with the Securities and Exchange Commission which attempt to advise interested parties
of the risks and factors that may affect our business, financial condition, results of operation and cash flows. If one or more of these
risks or uncertainties materialize, or if the underlying assumptions prove incorrect, our actual results may vary materially from those
expected or projected.
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On August 30, 2021, the Registrant announced that it had concluded
an agreement to acquire up to twelve (12) operating companies over the next year, in each case satisfying its payment obligations under
the acquisition agreements by the issuance of its restricted common stock. Each acquired company will become a subsidiary of the Registrant.
As a result of the proposed acquisitions, the principals of the acquired companies would over time acquire control of the Registrant.
Walker Lane will during the next year change its name to MainStreetChamber Holdings and will be applying for a symbol change at that time.
The Registrant will report each such acquisition on Form 8-K as specific
terms are negotiated and agreed, and will soon file an amendment of the filed current reports with audited financial statements and the
information required to be filed in a Form 10 registration.
A copy of the news release issued by the Registrant on August 30, 2021,
is attached as exhibit 99.1.
ITEM 7.01 REGULATION FD DISCLOSURE.
On August 30, 2021, the Registrant issued a press release announcing
that it had reached agreement to acquire a portfolio of operating companies over the next year.
The information disclosed under this Item 7.01, including exhibit 99.1
hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific
reference in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
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* Furnished herewith
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 there under duly authorized.
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Walker Lane Exploration, Inc.
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Dated: September 8, 2021
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By:
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/s/ Phillip Allen
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Phillip Allen
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President and C.E.O.
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