LXAM / Lux Amber, Corp. - Registros da SEC, Relatório Anual, Declaração de Procuração

REVOKED

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. SECURITIES EXCHANGE ACT OF 1934 Release No. 100079 / May 8, 2024 Admin. Proc. File No. 3-21715 In the Matter of LUX AMBER, CORP. OPINION OF THE COMMISSION SECTION 12(j) PROCEEDING Grounds for Remedial Action Failure to Comply with Periodic Filing Requirements Company failed to file periodic reports in violation of Section 13(a) of the Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: January 31, 2022 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: January 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 000-56207

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of Report (Date of earliest event reported): May 20, 2022 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 333-225545 98-1414834 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 luxnt10q.htm 10-Q EXTENSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: October 31, 2021 ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: October 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 000-56207

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: July 31, 2021 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: July 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 000-56207 Lu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC

10-K 1 luxamber10k-043021.htm FORM 10-K FOR PERIOD 04-30-21 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 30, 2021 Lux Amber, Corp. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): [X] Form 10-K [] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: April 30, 2021 [ ] Trans

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 Date of Report (Date of earliest event reported): June 7, 2021 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 333-225545 98-1414834 (State or other jurisdiction of incorporation) (Commission File Numbe

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: January 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 000-55554

- EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): [ ] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: January 31, 2021 [ ] Tr

Quarterly Report - QUARTERLY REPORT

10-Q 1 lux10q-103120.htm QUARTERLY REPORT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: October 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

- 10-Q EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): [ ] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: October 31, 2020 [ ] Tr

- FORM 8-A12G

8-A12G 1 lux8a12g.htm FORM 8-A12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 98-1414834 (State or other jurisdiction of incorporation) (IRS Employer Identificati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: July 31, 2020 o TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: July 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 000-55554 Lu

- EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): [] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: July 31, 2020 [] Transit

8% Convertible Debenture

Exhibit 4.2 NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG

Articles of Incorporation, dated January 19, 2018

Exhibit 3.1 Articles of Incorporation (Pursuant to NRS Chapter 78) Document Number: 20180026598-41 Filing Date and Time: 01/19/2018 7:12 AM Entity Number: E0031952018-4 1. Name of Corporation: Lux Amber, Corp. 2. Resident agent for service of process: Commercial Registered Agent: Business Filings Incorporated 3. Authorized Stock: Number of shares with par value: 75,000,000, par value $0.00110 4. N

8% Convertible Debenture

EX-4.1 4 luxex0401.htm CONVERTIBLE DEBENTURE Exhibit 4.1 NEITHER THIS DEBENTURE NOR THE SECURITIES INTO WHICH THIS DEBENTURE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE, IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERE

Subsidiaries of the Company

Exhibit 21.1 List of Subsidiaries · Worldwide Specialty Chemicals, Inc. (100%) · Industrial Chem Solutions, Inc. (100%) · Safeway Pest Elimination, LLC (100%)

Code of Ethics

Exhibit 14.1 CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS POLICY STATEMENT: Senior Financial Officers of Lux Amber, Corp. (the “Company”) are charged with the responsibility and have the authority to protect and preserve the financial interests of all of the stakeholders in the Company, including, without limitation, stockholders and employees. The Company’s Senior Financial Officers fulfill this

- FORM10-K TRANSITION REPORT AMENDMENT

10-KT/A 1 lux10kta-043020.htm FORM10-K TRANSITION REPORT AMENDMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM 10-KT [] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transitional period from

Amended and Restated Bylaws

EX-3.2 3 luxex0302.htm AMENDED AND RESTATED BYLAWS Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF LUX AMBER, CORP. ***** Preliminary Note: these Amended and Restated Bylaws replace in their entirety, the Bylaws of Lux Amber, Corp. which were adopted January 20, 2018 ARTICLE I OFFICES Section 1.01. Registered Office. The address of the registered office of Lux Amber, Corp. (the “Corporation”) in the St

- TRANSITION REPORT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KT [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transitional period from January 1, 2020 to April 30, 2020 Lux Amber, Corp. (Exact name of registrant as spec

Current Report

8-K 1 luxamber8k.htm FORM 8-K 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 Date of Report (Date of earliest event reported): July 7, 2020 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 333-225545 98-1414834 (State or other jurisdiction of incorpo

- EXTENSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): [X] Form 10-K [] Form 20-F [] Form 11-K [ ] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: [X] Transition Report o

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United States securities and exchange commission logo July 8, 2020 E. Thomas Layton Chief Executive Officer Lux Amber, Corp. 145 Rose Lane, Suite 102 Frisco, TX 75036 Re: Lux Amber, Corp. Current Report on Form 8-K Filed April 1, 2020 File No. 333-225545 Dear Mr. Layton: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy

LETTER

United States securities and exchange commission logo July 8, 2020 E. Thomas Layton Chief Executive Officer Lux Amber, Corp. 145 Rose Lane, Suite 102 Frisco, TX 75036 Re: Lux Amber, Corp. Current Report on Form 8-K Filed April 1, 2020 File No. 333-225545 Dear Mr. Layton: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy

Articles of Merger filed with the Nevada Secretary of State

EXHIBIT 3.2 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov www.nvsilverflume.gov ABOVESPACE IS FOR OFFICE USE ONLY Articles of Conversion/Exchange/Merger NRS 92A.200 and 92A.205 This filing completes the following: ¨ Conversion ¨ Exchange x Merger TYPEOR PRINT - USE DARK INK ONLY - DO NOT HIGHLIGHT 1. Entity infor

Worldwide Specialty Chemicals Inc. and Subsidiaries CONSOLIDATED FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM DECEMBER 31, 2019 AND 2018 Worldwide Specialty Chemicals Inc. and Subsidiaries DECEMBER 31, 2019 AND 201

EXHIBIT 99.2 Worldwide Specialty Chemicals Inc. and Subsidiaries CONSOLIDATED FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM DECEMBER 31, 2019 AND 2018 Worldwide Specialty Chemicals Inc. and Subsidiaries DECEMBER 31, 2019 AND 2018 TABLE OF CONTENTS Page REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM F-2 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED BALAN

Certificate of Merger filed with the Delaware Secretary of State

EXHIBIT 3.1 CERTIFICATE OF MERGER OF WORLDWIDE SPECIALTY CHEMICALS INC., A DELAWARE CORPORATION WITH AND INTO LUX AMBER, CORP., A NEVADA CORPORATION Under Section 252 of the General Corporation Law of the State of Delaware Pursuant to Section 252 of the General Corporation Law of the State of Delaware (the “DGCL”), Worldwide Specialty Chemicals Inc., a Delaware corporation (the “Company”), in conn

Bill of Sale, Assignment and Assumption Agreement entered into as of the Effective Time (as defined in the Merger Agreement), by and between Lux Amber, Corp., a Nevada corporation (as Transferor), and WSC Newco, Inc., a Delaware corporation (as Transferee)

EX-2.2 2 lxamex22.htm BILL OF SALE EXHIBIT 2.2 BILL OF SALE, ASSIGNMENT AND ASSUMPTION AGREEMENT This Bill of Sale, Assignment and Assumption Agreement (this “Agreement”) is entered into as of the Effective Time (as defined in the Merger Agreement), by and between Lux Amber, Corp., a Nevada corporation (“Transferor”), and WSC Newco, Inc., a Delaware corporation (“Transferee”). WHEREAS, Transferor

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Worldwide Specialty Chemicals, Inc. We have audited the accompanying consolidated balance sheets of Worldwide Specialty Chemicals, Inc. and subsidiaries (the “Company”), as of December 31, 2019 and 2018, and the related consolidated statements of operations, changes in stockholders’ e

Listing of subsidiaries

EX-21 6 lxamex21.htm LISTING OF SUBSIDIARIES EXHIBIT 21 Listing of Subsidiaries of Lux Amber, Corp. First Tier: o Worldwide Specialty Chemicals Inc. (a Delaware corporation) Second Tier: o Industrial Chem Solutions Inc., a Texas corporation o Safeway Pest Elimination LLC, a Texas limited liability company

Amended and Restated Bylaws adopted effective March 26, 2020

EXHIBIT 3.3 AMENDED AND RESTATED BYLAWS OF LUX AMBER, CORP. ***** Preliminary Note: these Amended and Restated Bylaws replace in their entirety, the Bylaws of Lux Amber, Corp. which were adopted January 20, 2018 ARTICLE I OFFICES Section 1.01. Registered Office. The address of the registered office of Lux Amber, Corp. (the “Corporation”) in the State of Nevada is 202 South Minnesota Street, Carson

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K/A 1 lxam8ka.htm FORM 8-K/A 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): March 26, 2020 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 333-225545 98-1414834 (State or other

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United States securities and exchange commission logo May 14, 2020 E. Thomas Layton Chief Executive Officer Lux Amber, Corp. 145 Rose Lane, Suite 102 Frisco, TX 75036 Re: Lux Amber, Corp. Current Report on Form 8-K Filed April 1, 2020 File No. 333-225545 Dear Mr. Layton: We issued a comment to you on the above captioned filing on April 3, 2020. As of the date of this letter, that comment remains o

LETTER

United States securities and exchange commission logo May 14, 2020 E. Thomas Layton Chief Executive Officer Lux Amber, Corp. 145 Rose Lane, Suite 102 Frisco, TX 75036 Re: Lux Amber, Corp. Current Report on Form 8-K Filed April 1, 2020 File No. 333-225545 Dear Mr. Layton: We issued a comment to you on the above captioned filing on April 3, 2020. As of the date of this letter, that comment remains o

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April 3, 2020 E. Thomas Layton Chief Executive Officer Lux Amber, Corp. 145 Rose Lane, Suite 102 Frisco, TX 75036 Re: Lux Amber, Corp. Current Report on Form 8-K Filed April 1, 2020 File No. 333-225545 Dear Mr. Layton: Our initial review of your filing indicates that it fails in numerous material respects to comply with the requirements of the Securities Exchange Act of 1934, the rules and regulat

LETTER

April 3, 2020 E. Thomas Layton Chief Executive Officer Lux Amber, Corp. 145 Rose Lane, Suite 102 Frisco, TX 75036 Re: Lux Amber, Corp. Current Report on Form 8-K Filed April 1, 2020 File No. 333-225545 Dear Mr. Layton: Our initial review of your filing indicates that it fails in numerous material respects to comply with the requirements of the Securities Exchange Act of 1934, the rules and regulat

Agreement and Plan of Merger dated as of March 23, 2020, by and among Lux Amber, Corp., a Nevada corporation, Worldwide Specialty Chemicals Inc., a Delaware corporation, and WSC Newco, Inc., a Delaware corporation

EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG LUX AMBER, CORP. WORLDWIDE SPECIALTY CHEMICALS INC. AND WSC NEWCO, INC. March 23, 2020 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”) is entered into as of March 23, 2020, by and among Lux Amber, Corp., a Nevada corporation (“Lux Amber”), Worldwide Specialty Chemicals Inc., a Delaware corporation (“Worldwide”)

Change in Shell Company Status, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 lxam8k.htm FORM 8-K 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 Date of Report (Date of earliest event reported): March 26, 2020 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 333-225545 98-1414834 (State or other jurisdiction of incorpora

Quarterly Report - FORM 10-Q

10-Q 1 lxam10q.htm FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-22

Quarterly Report -

10-Q 1 g8771.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to LUX AMBER, CORP. (Exact name of registr

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to LUX AMBER, CORP. (Exact name of registrant as specified in

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the years ended April 30, 2019 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 333-225545 LUX AMBER, CORP. (Exact name of registrant as

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

8-K 1 g8707.htm 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 May 11, 2019 Date of Report (Date of earliest event reported): LUX AMBER, CORP. (Exact name of registrant as specified in its charter) Nevada 333-225545 98-1414834 (State or Other Jurisdiction of Incorporation) (Commi

May 11, 2019

Exhibit 16.1 May 11, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 We have read Item 4.01 included in the Form 8-K of Lux Amber, Corp. filed with the Securities and Exchange Commission on May 11, 2019. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Lux Amber, Corp. /s

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1)

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-225545 L

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-225545 LUX AMBER, CORP. (Exa

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-225545 LUX AMBER, CORP. (Exa

LUX AMBER, CORP.

LUX AMBER, CORP. October 30, 2018 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Kate McHale Staff Attorney Division of Corporation Finance Office of Manufacturing and Construction Re: Lux Amber, Corp. Registration Statement on Form S-1 File No. 333-225545 REQUEST FOR ACCELERATION OF EFFECTIVENESS Pursuant to Rule 461 promulgated under

Addendum to Agreement

Exhibit 10.4 Addendum to Agreement Addendum No. 1 to the Agreement: Website Asset Purchase Agreement dated: April 27, 2018, between: GUO ZHEN Seller LUX AMBER CORP. Buyer Seller and Buyer make the following terms and conditions part of the Agreement: 1. Extend the due date of the $15,000 payment until September 27, 2018 /s/ Yuliia Baranets Buyer /s/ Guo Zhen Seller

As Filed with the Securities and Exchange Commission on October 17 , 2018.

As Filed with the Securities and Exchange Commission on October 17 , 2018. Registration Number 333-225545 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A AMENDMENT NO. 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 5999 98-1414834 (State or other jurisdiction of incorporatio

PROMISSORY NOTE

Exhibit 10.5 PROMISSORY NOTE $15,000 September 27, 2018 FOR VALUE RECEIVED, the undersigned LUX AMBER, CORP. (the “Borrower”), promises to pay to GUO ZHEN (the “Lender”), or order, at 109 Grand Guo Zhuang Stгееt, Zhumadian City, Henan Province, China 46З000, or such other address as may be directed in writing, the principal sum of Fifteen Thousand Dollars ($15,000), together with interest thereon

LUX AMBER, CORP. 207 Shaoyaoju Beili 712, Beijing, China l00029

LUX AMBER, CORP. 207 Shaoyaoju Beili 712, Beijing, China l00029 October 17, 2018 Tracey Houser and Terence O’Brien Division of Corporation Finance Office of Manufacturing and Construction U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Reference: Lux Amber, Corp. Amendment No. 2 to Registration Statement on Form S-1 Filed August 31, 2018 File No. 333-225545 Dear Trace

LETTER

September 11, 2018 Yuliia Baranets President and Chief Executive Officer Lux Amber, Corp.

As Filed with the Securities and Exchange Commission on August 31 , 2018.

As Filed with the Securities and Exchange Commission on August 31 , 2018. Registration Number 333-225545 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1/A AMENDMENT NO. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 5999 98-1414834 (State or other jurisdiction of incorporation

LUX AMBER, CORP. 207 Shaoyaoju Beili 712, Beijing, China l00029

LUX AMBER, CORP. 207 Shaoyaoju Beili 712, Beijing, China l00029 August 31, 2018 Tracey Houser and Terence O’Brien Division of Corporation Finance Office of Manufacturing and Construction U.S. Securities and Exchange Commission 100 F Street, NE, Washington, DC 20549 Reference: Lux Amber, Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed July 18, 2018 File No. 333-225545 Dear Tracey

LETTER

August 1, 2018 Yuliia Baranets President and Chief Executive Officer Lux Amber, Corp.

Consulting Agreement

Exhibit 10.1 Consulting Agreement This Consulting Agreement (the "Agreement") is entered into this 01/20/2018 by and between Yuliia Baranets, an individual, ("Consultant") and LUX AMBER, CORP. (the "Company"). RECITALS WHEREAS, the Company is in need of assistance in the business support area; WHEREAS, Consultant has agreed to perform consulting work for the Company in providing company incorporat

Consulting Agreement

Exhibit 10.2 Consulting Agreement This Consulting Agreement (the "Agreement") is entered into this 06/15/2018 by and between Yuliia Baranets, an individual, ("Consultant") and LUX AMBER, CORP. (the "Company"). RECITALS WHEREAS, the Company is in need of assistance in the business support area; WHEREAS, Consultant has agreed to perform consulting work for the Company in providing services which inc

WEBSITE ASSET PURCHASE AGREEMENT

Exhibit 10.3 WEBSITE ASSET PURCHASE AGREEMENT This Website Asset Purchase Agreement (the "Agreement ") is made effective on this 27th day of April, 2018, by and between Guo Zhen, with legal address being 109 Grand GuoZhuang str., Zhumadian city, Henan Province, China 463000 (the "Seller"), and LUX AMBER, CORP. , company at 207 Shaoyaoju Beili, Beijing, China 100029 (the "Buyer "). 1. WEBSITE PURCH

As Filed with the Securities and Exchange Commission on July 18 , 2018.

As Filed with the Securities and Exchange Commission on July 18 , 2018. Registration Number 333- 225545 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 /A AMENDMENT NO. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 5999 98-1414834 (State or other jurisdiction of incorporation

LUX AMBER, CORP. 207 Shaoyaoju Beili 712, Beijing, China l00029

LUX AMBER, CORP. 207 Shaoyaoju Beili 712, Beijing, China l00029 July 18, 2018 Ameen Hamady and Tracey Houser Division of Corporation Finance Office of Manufacturing and Construction U.S. Securities and Exchange Commission 100 F Street, NE, Washington, DC 20549 Reference: Lux Amber, Corp. Registration Statement on Form S-1 Filed on: June 11, 2018 File No. 333- 225545 Dear Ameen Hamady and Tracey Ho

LETTER

July 3, 2018 Yuliia Baranets President and Chief Executive Officer Lux Amber, Corp.

As Filed with the Securities and Exchange Commission on June 11, 2018.

As Filed with the Securities and Exchange Commission on June 11, 2018. Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Lux Amber, Corp. (Exact name of registrant as specified in its charter) Nevada 5999 98-1414834 (State or other jurisdiction of incorporation) (Primary Standard Industr

LUX AMBER, CORP SUBSCRIPTION AGREEMENT

Exhibit 99.1 LUX AMBER, CORP SUBSCRIPTION AGREEMENT LUX AMBER, CORP Shaoyaoju Beili 207 Beijing 100029 China Re: LUX AMBER, CORP. Common Stock Ladies and Gentlemen: The undersigned investor in this Subscription Agreement hereby acknowledges receipt of the Prospectus, dated , 2018, of LUX AMBER, CORP., a Nevada State corporation (the “Company”), and subscribes for the following number of shares upo

Articles of Incorporation

Exhibit 3.1 BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www. nvsos.gov Filed in the office of /s/ Barbara K. Cegavske Barbara K. Cegavske Secretary of State State of Nevada Document Number 20180026598-41 Filing Date and Time 01/19/2018 7:12 AM Entity Number E0031952018-4 Articles of Incorporation (Pursuant to NRS CHAPTER78)

BYLAWS LUX AMBER, CORP. January 20, 2018 ARTICLE I OFFICES AND CORPORATE SEAL

Exhibit 3.2 BYLAWS OF LUX AMBER, CORP. January 20, 2018 ARTICLE I OFFICES AND CORPORATE SEAL SECTION 1.1 Registered Office. LUX AMBER, CORP. (hereinafter the “Corporation”) shall maintain a registered office in the State of Nevada. In addition to its registered office, the Corporation shall maintain a principal office at a location determined by the Board. The Board of Directors may change the Cor