Item 5.06 Change in Shell Company Status.

As a result of the share exchange disclosed in the Prior 8-K, the Company ceased being a shell company, as that term is defined by Rule 12b-2 under the Securities Exchange Act of 1934. The information set forth or referenced in Item 1.01 of the Prior 8-K is incorporated herein by reference.




Item 8.01 Other Information.


Subsequent to the filing of the Prior 8-K, the Company has determined not to proceed with preparing and filing a registration statement on Form 10 to register its common stock under Section 12(g) of the Securities Exchange Act of 1934, notwithstanding the previous disclosure in the Prior 8-K and in the Company's Annual Report on Form 10-K for the fiscal year ended November 30, 2022 as filed on February 22, 2023 that the Company intended to file such a Form 10.

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