UNQL Документы SEC - Unique Logistics International, Inc.- Годовой отчет, доверенное заявление, проспект эмиссии

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SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Unique Logistics International, Inc.

SEC Filings (Chronological Order)

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May 15, 2025	15-12G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-50612 Unique Logistics International, Inc. (Exact name of registrant as
April 25, 2025	EX-10.1	Mutual Termination of the Share Sale and Purchase Agreement dated January 14, 2025, by and between Unique Logistics Holdings Limited and Unique Logistics International, Inc. Exhibit 10.1 MUTUAL TERMINATION OF SHARE SALE AND PURCHASE AGREEMENT THIS MUTUAL TERMINATION OF THE SHARE SALE AND PURCHASE AGREEMENT (this “Agreement”), dated January 14, 2025, and reflecting the agreement reached between the parties hereto as of November 30, 2024 (the “Effective Date”), is by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics Int
April 25, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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 February 28, 2025 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: 000-50612 UNIQUE LOGISTICS
April 14, 2025	DEFM14C	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement UNIQUE LOGISTICS INTERNATIONAL, INC
April 14, 2025	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 CUSIP NUMBER 45773A 107 (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 Ended: February
April 3, 2025	EX-FILING FEES	Calculation of Filing Fee Tables Schedule 14C (Form Type) Unique Logistics International, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Exhibit 107 Calculation of Filing Fee Tables Schedule 14C (Form Type) Unique Logistics International, Inc.
April 3, 2025	PREM14C	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement UNIQUE LOGISTICS INTERNATIONAL, INC
March 17, 2025	8-K	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) March 14, 2025 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (C
March 11, 2025	EX-2.1	Agreement and Plan of Merger dated March 11, 2025, by and among Unique Logistics International, Inc., DP World Logistics US Holdings, Inc., and Unique Merger Co. Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG UNIQUE Logistics International, INC., DP WORLD LOGISTICS US HOLDINGS, INC. AND UNIQUE MERGER Co. Dated as of march 11, 2025 TABLE OF Contents Page Article I DEFINITIONS 2 Section 1.1. Definitions 2 Article II THE MERGER; CLOSING; EFFECTIVE TIME 13 Section 2.1. The Merger 13 Section 2.2. Closing 13 Section 2.3. Effective Time 13 Article III THE
March 11, 2025	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 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 11, 2025 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (C
March 11, 2025	EX-10.1	Stockholders Support Agreement dated March 11, 2025, by and among Unique Logistics International Inc., DP World Logistics US Holdings, Inc. and certain stockholders thereto. Exhibit 10.1 Dated as of March 11, 2025 Stockholders Support AGREEMENT BY AND AMONG Unique Logistics International, Inc. DP WORLD LOGISTICS US HOLDINGS, INC. Sunandan ray AND the stockholderS PARTY HERETO TABLE OF Contents Page 1. Defined Terms 2 2. Voting Agreements 7 3. Restrictions on Transfer 8 4. New Securities 8 5. No Challenge 8 6. Waiver 9 7. Agreement to Consent and Approve 9 8. Consent t
March 7, 2025	EX-10.10	Mutual Termination of the Share Sale and Purchase Agreement dated January 14, 2025, by and between Unique Logistics Holdings Limited and Unique Logistics International, Inc. Exhibit 10.10 MUTUAL TERMINATION OF SHARE SALE AND PURCHASE AGREEMENT THIS MUTUAL TERMINATION OF THE SHARE SALE AND PURCHASE AGREEMENT (this “Agreement”), dated January 14, 2025, and reflecting the agreement reached between the parties hereto as of November 30, 2024 (the “Effective Date”), is by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics In
March 7, 2025	10-Q	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 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 November 30, 2024 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: 000-50612 UNIQUE LOGISTICS
January 15, 2025	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: November 30, 2024 ☐
January 3, 2025	EX-3.1	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on January 2, 2025 Exhibit 3.1
January 3, 2025	EX-3.3	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series D Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on December 31, 2024 Exhibit 3.3
January 3, 2025	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits 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): December 31, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation
January 3, 2025	EX-3.2	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series C Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on January 2, 2025 Exhibit 3.2
December 16, 2024	10-Q	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 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 August 31, 2024 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: 000-50612 UNIQUE LOGISTICS IN
October 24, 2024	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: August 31, 2024 ☐ Tr
October 23, 2024	EX-10.1	Promissory Note in the principal amount of $350,000, dated October 21, 2024, in favor of Unique Logistics Holdings Limited. Exhibit 10.1 PROMISSORY NOTE October , 2024 US$350,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Three Hundred and Fif
October 23, 2024	8-K	Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 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) October 23, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation)
October 17, 2024	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2024 ☐ 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: 000-50612 UNIQUE LOGISTICS INTER
October 10, 2024	EX-10.4	Amended Original Seller Note, dated as of October 7, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.4
October 10, 2024	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): October 7, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation)
October 10, 2024	EX-10.5	Amended ULHL Note, dated as of October 7, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.5
October 10, 2024	EX-10.6	FTS Promissory Note Amendment, dated as of October 7, 2024, by and between Unique Logistics International, Inc. and Frangipani Trade Services, Inc. Exhibit 10.6
October 10, 2024	EX-10.1	Note 11 Amendment, dated as of October 7, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. Exhibit 10.1
October 10, 2024	EX-10.3	Amended Second Net Assets Note, dated as of October 7, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.3
October 10, 2024	EX-10.2	Note 12 Amendment, dated as of October 7, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.2
September 23, 2024	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) September 17, 2024 UNIQUE LOGISTIC 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) September 17, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation
September 23, 2024	EX-10.1	Amendment to Employment Agreement between Unique Logistics International, Inc. and Eli Kay, dated September 17, 2024. Exhibit 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT entered into as of September 17, 2024, by and between UNIQUE LOGISTICS INTERNATIONAL (NYC), LLC (“Unique” as defined in Section A below), with an office in Jamaica, NY, and Eli Kay (“Employee”), employed at such address: A. Unique shall mean Unique or any of its subsidiary or related companies or affiliates. Unique may be referred to in this e
September 18, 2024	EX-10.1	Amendment No. 3 to Loan and Security Agreement, dated as of September 12, 2024, by and among Unique Logistics International, Inc., Unique Logistic Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc., and TBK Bank, SSB Exhibit 10.1
September 18, 2024	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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) September 12, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation
August 29, 2024	NT 10-K	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: May 31, 2024 ☐ Trans
August 7, 2024	8-K	Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 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) August 1, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) Co
August 7, 2024	EX-10.1	Promissory Note in the principal amount of $1,800,000, dated August 1, 2024, in favor of Unique Logistics Holdings Limited. Exhibit 10.1 PROMISSORY NOTE August 1, 2024 US$1,800,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of One Million Eight H
July 23, 2024	8-K/A	Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 2 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 23, 2024 (February 27, 2023) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or ot
July 17, 2024	CORRESP	Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 July 16, 2024 Jennifer O’Brien U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Unique Logistics International, Inc. Amendment No. 1 to Form 8-K filed May 5, 2023 Response dated February 23, 2024 File No. 000-50612 Dear Ms. O’Brien: By letter dated July 8, 2024, the staff (the “Staff,” “you”
May 3, 2024	EX-10.1	Share Sale and Purchase Agreement, dated April 29, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. Exhibit 10.1 Execution Copy SHARE SALE AND PURCHASE AGREEMENT (Singapore Acquisition) THIS SHARE SALE AND PURCHASE AGREEMENT (this “Agreement”) is entered into the 29th day of April, 2024. BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the “Seller”); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of
May 3, 2024	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits 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): April 29, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (
May 3, 2024	EX-10.2	Form of the Promissory Note by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. Exhibit 10.2 PROMISSORY NOTE , 2024 US$1,800,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of One Million Eight Hundred T
May 2, 2024	10-Q	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 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 February 29, 2024 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: 000-50612 UNIQUE LOGISTICS
April 16, 2024	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: February 29, 2024 ☐
March 15, 2024	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits 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 1, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (C
March 15, 2024	EX-10.1	Waiver and amendment no. 2 to financing agreement , dated as of February 5, 2024, by and among Unique Logistics International, Inc., certain of its subsidiaries party thereto as guarantors, the lenders party thereto, CB Agent Services LLC, as origination agent, and Alter Domus (US) LLC, as collateral agent and administrative agent. Exhibit 10.1 Execution Version WAIVER AND AMENDMENT NO. 2 TO FINANCING AGREEMENT This WAIVER AND AMENDMENT NO. 2 TO FINANCING AGREEMENT, dated as of February 5, 2024 (this “Amendment and Waiver”), to the Financing Agreement, dated as of March 10, 2023 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among Unique Logistics International
March 11, 2024	EX-10.1	Note 11, dated as of March 5, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. Exhibit 10.1 PROMISSORY NOTE March 5, 2024 US$2,500,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Two Million Five Hun
March 11, 2024	EX-10.2	Note 12, dated as of March 5, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.2 PROMISSORY NOTE March 5, 2024 US$3,400,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Three Million Four H
March 11, 2024	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits 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 5, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (C
March 11, 2024	EX-10.3	Second Amended Second Net Assets Note, dated as of March 5, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.3 SECOND AMENDMENT TO PROMISSORY NOTE THIS SECOND AMENDMENT TO PROMISSORY NOTE (this “Amendment”), dated as of March 5, 2024, by and between Unique Logistics International, Inc., a Nevada corporation (the “Maker”), and Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”). Ref
March 11, 2024	EX-10.4	Amended Original Seller Note, dated as of March 6, 2024, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.4 AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (this “Amendment”), dated as of March 6, 2024, by and between Unique Logistics International, Inc., a Nevada corporation (the “Maker”), and Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”). Reference is here
March 1, 2024	EX-10.1	Mutual Termination Agreement by and among Edify Acquisition Corp., Edify Merger Sub, Inc. and Unique Logistics International, Inc., dated as of March 1, 2024. Exhibit 10.1 MUTUAL TERMINATION AGREEMENT THIS MUTUAL TERMINATION AGREEMENT (this “Termination Agreement”) is entered into as of March 1, 2024, by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Edify Merger Sub, Inc., a Nevada corporation and direct, wholly owned subsidiary of Buyer (“Merger Sub”), and Unique Logistics International, Inc., a Nevada corporation (the “Company”)
March 1, 2024	8-K	Termination of a Material Definitive Agreement, Financial Statements and Exhibits 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 1, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (Co
February 23, 2024	CORRESP	Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 February 23, 2024 Jennifer O’Brien U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Unique Logistics International, Inc. Form 10-K for Fiscal Year Ended May 31, 2023 Amendment No. 1 to Form 8-K filed May 5, 2023 Response dated January 22, 2024 File No. 000-50612 Dear Ms. O’Brien: By letter d
February 9, 2024	10-Q	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 November 30, 2023 ☐ TRANSITION REPORT PURSUANT 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 November 30, 2023 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: 000-50612 UNIQUE LOGISTICS
January 22, 2024	CORRESP	Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 January 22, 2024 Jennifer O’Brien U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Unique Logistics International, Inc. Form 10-K for Fiscal Year Ended May 31, 2023 Response dated December 7, 2023 File No. 000-50612 Dear Ms. O’Brien: By letter dated January 5, 2024, the staff (the “Staff,” “
January 19, 2024	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): January 16, 2024 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): January 16, 2024 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation)
January 19, 2024	EX-3.1	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on January 17, 2024 Exhibit 3.1
January 19, 2024	EX-3.3	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series D Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on January 16, 2024 Exhibit 3.3
January 19, 2024	EX-3.2	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series C Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on January 17, 2024 Exhibit 3.2
January 17, 2024	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: November 30, 2023 ☐
December 7, 2023	CORRESP	Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 Unique Logistics International, Inc. 154-09 146th Ave. Jamaica, NY 11434 December 7, 2023 Jennifer O’Brien U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Unique Logistics International, Inc. Form 10-K for Fiscal Year Ended May 31, 2023 File No. 000-50612 Dear Ms. O’Brien: By letter dated November 9, 2023, the staff (the “Staff,” “you” or “your”) of the U.S. Sec
October 31, 2023	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2023 ☐ 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: 000-50612 U
October 23, 2023	10-Q	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 August 31, 2023 ☐ TRANSITION REPORT PURSUANT TO 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 August 31, 2023 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: 000-50612 UNIQUE LOGISTICS IN
October 17, 2023	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: August 31, 2023 ☐ Tr
October 10, 2023	EX-10.1	Promissory Note, dated as of October 3, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.1 PROMISSORY NOTE October 3, 2023 US$4,500,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Four Million Five
October 10, 2023	EX-10.2	Promissory Note, dated as of October 9, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.2 AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (this “Amendment”), dated as of October 9, 2023, by and between Unique Logistics International, Inc., a Nevada corporation (the “Maker”), and Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”). Reference is he
October 10, 2023	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): October 3, 2023 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation)
September 22, 2023	EX-4.1	Description of Securities EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the common stock and preferred stock of Unique Logistics International, Inc. (“we” or “us”) is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to our amended and restated articles of i
September 22, 2023	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2023 ☐ 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: 000-50612 U
September 22, 2023	EX-21.1	Subsidiaries of the Registrant Exhibit 21.1 List of the Registrant’s Subsidiaries 1. Unique Logistics International (NYC), LLC, a Delaware limited liability company (“UL NYC”) 2. Unique Logistics International (BOS) Inc, a Massachusetts corporation (“UL BOS”) 3. Unique Logistics Holdings, Inc., a Delaware corporation (“UL HI”) 4. Unique Logistics International (H.K.) Limited 5. Unique Logistics International (Vietnam) Co., Ltd.
September 20, 2023	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 8, 2023 Unique Logistics International, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation
September 20, 2023	EX-10.2	Waiver and Amendment No. 1 to Financing Agreement, dated September 13, 2023, by and among Unique Logistics International, Inc., CB Agent Services LLC, Alter Domus (US) LLC, and Alter Domus Exhibit 10.2 WAIVER AND AMENDMENT NO. 1 TO FINANCING AGREEMENT WAIVER AND AMENDMENT NO. 1 TO FINANCING AGREEMENT, dated as of [●], 2023 (this “Amendment and Waiver”), to the Financing Agreement, dated as of March 10, 2023 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among Unique Logistics International, Inc., a Nevada corporation (
September 20, 2023	EX-10.4	Amendment to the Amended and Restated Letter Agreement, dated as of September 18, 2023, by and among Edify Acquisition Corp., Colbeck Edify Holdings, LLC, and Unique Logistics International, Inc. Exhibit 10.4 EXECUTION COPY September 18, 2023 Edify Acquisition Corp. 888 Seventh Avenue, Floor 29 New York, NY 10106 RE: Amendment to Amended and Restated Letter Agreement Reference is made to that certain amended and restated letter agreement (the “Letter Agreement”), dated as of December 18, 2022, by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Colbeck Edify Holdings, L
September 20, 2023	EX-10.1	Amendment to Promissory Note, dated as of September 8, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (this “Amendment”), dated as of September 8, 2023, by and between Unique Logistics International, Inc., a Nevada corporation (the “Maker”), and Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”). Reference is
September 20, 2023	EX-10.4	Amendment to the Amended and Restated Letter Agreement, dated as of September 18, 2023, by and among Edify Acquisition Corp., Colbeck Edify Holdings, LLC, and Unique Logistics International, Inc. Exhibit 10.4 EXECUTION COPY September 18, 2023 Edify Acquisition Corp. 888 Seventh Avenue, Floor 29 New York, NY 10106 RE: Amendment to Amended and Restated Letter Agreement Reference is made to that certain amended and restated letter agreement (the “Letter Agreement”), dated as of December 18, 2022, by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Colbeck Edify Holdings, L
September 20, 2023	EX-10.3	Acknowledgement and Waiver Agreement, dated as of September 18, 2023, by and among Edify Acquisition Corp., Edify Merger Sub, Inc., and Unique Logistics International, Inc. Exhibit 10.3 EXECUTION COPY ACKNOWLEDGMENT AND WAIVER AGREEMENT THIS ACKNOWLEDGMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of September 18, 2023, is by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Edify Merger Sub, Inc., a Nevada corporation (“Merger Sub”) and direct, wholly owned subsidiary of Buyer, and Unique Logistics International, Inc., a Nevada corporation
September 20, 2023	425	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): September 8, 2023 Unique Logistic 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): September 8, 2023 Unique Logistics International, Inc. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation
September 20, 2023	EX-10.2	Waiver and Amendment No. 1 to Financing Agreement, dated September 13, 2023, by and among Unique Logistics International, Inc., CB Agent Services LLC, Alter Domus (US) LLC, and Alter Domus Exhibit 10.2 WAIVER AND AMENDMENT NO. 1 TO FINANCING AGREEMENT WAIVER AND AMENDMENT NO. 1 TO FINANCING AGREEMENT, dated as of [●], 2023 (this “Amendment and Waiver”), to the Financing Agreement, dated as of March 10, 2023 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among Unique Logistics International, Inc., a Nevada corporation (
September 20, 2023	EX-10.1	Amendment to Promissory Note, dated as of September 8, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (this “Amendment”), dated as of September 8, 2023, by and between Unique Logistics International, Inc., a Nevada corporation (the “Maker”), and Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”). Reference is
September 20, 2023	EX-10.3	Acknowledgement and Waiver Agreement, dated as of September 18, 2023, by and among Edify Acquisition Corp., Edify Merger Sub, Inc., and Unique Logistics International, Inc. Exhibit 10.3 EXECUTION COPY ACKNOWLEDGMENT AND WAIVER AGREEMENT THIS ACKNOWLEDGMENT AND WAIVER AGREEMENT (this “Agreement”), dated as of September 18, 2023, is by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Edify Merger Sub, Inc., a Nevada corporation (“Merger Sub”) and direct, wholly owned subsidiary of Buyer, and Unique Logistics International, Inc., a Nevada corporation
September 15, 2023	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2023 ☐ 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: 000-50612 UNIQUE LOGISTICS INTE
August 30, 2023	NT 10-K	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: May 31, 2023 ☐ Trans
July 26, 2023	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 20, 2023 UNIQUE LOGISTICS INT 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 20, 2023 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) Com
July 26, 2023	EX-4.2	First Amendment to Intercreditor Agreement, dated July 20, 2023, by and among Unique Logistics Holdings Limited, TBK Bank, SSB and Alter Domus (US) LLC Exhibit 4.2 FIRST AMENDMENT TO INTERCREDITOR AGREEMENT This FIRST AMENDMENT TO INTERCREDITOR AGREEMENT (this “Amendment”) is entered into as of July 20, 2023, by and among UNIQUE LOGISTICS HOLDINGS LIMITED, a Hong Kong corporation (“Seller” and collectively with its successors, permitted transferees and permitted assigns and any other holder of Junior Debt (as defined in the Intercreditor Agreemen
July 26, 2023	EX-10.2	Amended and Restated General Subordination Agreement, dated July 20, 2023, by and among Unique Logistics International, Inc., Unique Logistics Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc. and Frangipani Trade Services, Inc. Exhibit 10.2 AMENDED AND RESTATED GENERAL SUBORDINATION AGREEMENT July 20, 2023 To: TBK Bank, SSB 12700 Park Central Dr. Dallas, TX 75251 Ladies and Gentlemen: UNIQUE LOGISTICS INTERNATIONAL, INC., a Nevada corporation (“Parent”), UNIQUE LOGISTICS HOLDINGS, INC., a Delaware corporation (“Holdings”) UNIQUE LOGISTICS INTERNATIONAL (NYC), LLC, a Delaware limited liability company (“New York”), UNIQUE
July 26, 2023	EX-10.1	Loan and Security Agreement, dated July 20, 2023, by and among Unique Logistics International, Inc., Unique Logistic Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc., and TBK Bank, SSB Exhibit 10.1 LOAN AND SECURITY AGREEMENT By UNIQUE LOGISTICS INTERNATIONAL, INC., UNIQUE LOGISTICS HOLDINGS, INC., UNIQUE LOGISTICS INTERNATIONAL (NYC), LLC, UNIQUE LOGISTICS INTERNATIONAL (BOS), INC., And TBK BANK, SSB $25,000,000 Revolving Credit Facility Dated as of July 20, 2023 TABLE OF CONTENTS Page ARTICLE I GENERAL TERMS 1 Section 1.01 Terms Defined Above 1 Section 1.02 Certain Definitions
July 26, 2023	EX-4.1	First Amendment to Intercreditor Agreement, dated July 20, 2023, by and among TBK Bank, SSB and Alter Domus (US) LLC Exhibit 4.1 FIRST AMENDMENT TO INTERCREDITOR AGREEMENT This FIRST AMENDMENT TO INTERCREDITOR AGREEMENT (this “Amendment”) is entered into as of July 20, 2023, by and among TBK BANK, SSB, a Texas State Savings Bank, in its capacity as purchaser under the First Lien Loan Documents (in such capacity, and together with its successors and assigns in such capacity, “First Lien Purchaser”), and Alter Dom
July 26, 2023	EX-10.3	First Amendment to Merger Agreement, dated July 19, 2023, by and among Edify Acquisition Corp., Edify Merger Sub, Inc., and Unique Logistics International, Inc Exhibit 10.3 First Amendment to Merger Agreement This FIRST Amendment to THE AGREEMENT AND PLAN OF Merger (this “Amendment”), dated as of July 19, 2023, is entered into by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Edify Merger Sub, Inc., a Nevada corporation and direct, wholly owned subsidiary of Buyer (“Merger Sub”), and Unique Logistics International, Inc., a Nevada co
July 11, 2023	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, 2023 UNIQUE LOGISTICS INT 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, 2023 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction (Commission (IRS Empl
July 11, 2023	EX-10.1	Amended Promissory Note in the principal amount of $2,500,000, dated July 7, 2023, in favor of Unique Logistics Holdings Limited. Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (this “Agreement”), dated as of July 7, 2023, by and between Unique Logistics International, Inc., a Nevada corporation (the “Maker”), and Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”). Reference is hereb
June 9, 2023	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 2) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2022 ☐ 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: 000-50612 U
June 9, 2023	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) June 8, 2023 UNIQUE LOGISTICS INTE 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 8, 2023 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (Com
June 9, 2023	425	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 8, 2023 UNIQUE LOGISTICS INTE 425 1 form425.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 Date of Report (Date of earliest event reported) June 8, 2023 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of i
June 9, 2023	EX-99.1	Edify Acquisition Corp. Files Registration Statement on Form S-4 in Connection with Proposed Business Combination with Unique Logistics International Business combination is expected to help Unique accelerate growth, gain access to compelling M&A opp Exhibit 99.1 Edify Acquisition Corp. Files Registration Statement on Form S-4 in Connection with Proposed Business Combination with Unique Logistics International Business combination is expected to help Unique accelerate growth, gain access to compelling M&A opportunities, and attract new investment partners Unique intends to list on NASDAQ following completion of the business combination NEW YOR
June 9, 2023	EX-99.1	Edify Acquisition Corp. Files Registration Statement on Form S-4 in Connection with Proposed Business Combination with Unique Logistics International Business combination is expected to help Unique accelerate growth, gain access to compelling M&A opp Exhibit 99.1 Edify Acquisition Corp. Files Registration Statement on Form S-4 in Connection with Proposed Business Combination with Unique Logistics International Business combination is expected to help Unique accelerate growth, gain access to compelling M&A opportunities, and attract new investment partners Unique intends to list on NASDAQ following completion of the business combination NEW YOR
May 5, 2023	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) May 5, 2023 (F 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) May 5, 2023 (February 27, 2023) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or ot
May 5, 2023	EX-99.21	ULI (NORTH & EAST CHINA) COMPANY LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 Exhibit 99.21 Entity 20 ULI (NORTH & EAST CHINA) COMPANY LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 ULI (NORTH & EAST CHINA) COMPANY LIMITED REPORTS AND CONDENSED FINANCIAL STATEMENTS FOR THE TEN MONTHS ENDED 31 OCTOBER 2022 Pages Independent Review Report 1 - 2 Condensed Consolidated Statement of Pr
May 5, 2023	EX-99.27	REVIEW REPORTS ON INTERIM FINANCIAL INFORMATION Exhibit 99.27 Entity 68 UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. Reviewed financial statements for the period from 01/01/2022 to 31/10/2022 Prepared in accordance with the US. GAAP UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. No.181, Dien Bien Phu Street, Da Kao Ward, District 1, Ho Chi Minh City CONTENTS Page(s) REPORT OF DIRECTOR 1 – 2 REVIEW REPORTS ON INTERIM FINANCIAL INFORMAT
May 5, 2023	EX-99.7	TGF Unique Limited Annual report and financial statements Registered number 03920217 Year ended 31 March 2021 Exhibit 99.7 TGF Unique Limited Annual report and financial statements Registered number 03920217 Year ended 31 March 2021 TGF Unique Limited Registered number 03920217 Annual report and financial statements 31 March 2021 Contents Directors’ report 1 Statement of directors’ responsibilities in respect of the Directors’ Report and the financial statements 2 Independent auditor’s report to the membe
May 5, 2023	EX-99.9	UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. Audited reconciliation of financial statements to Unites States Generally Accepted Accounting Principle (US. GAAP) for the year ended 31 December 2020 Exhibit 99.9 Entity 68 UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. Audited reconciliation of financial statements to Unites States Generally Accepted Accounting Principle (US. GAAP) for the year ended 31 December 2020 UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. No.181, Dien Bien Phu Street, Da Kao Ward, District 1, Ho Chi Minh City CONTENTS Page(s) REPORT OF DIRECTOR 1 - 2 INDEPENDEN
May 5, 2023	EX-99.15	ULI INTERNATIONAL CO., LTD. Financial Statements and Independent Auditor’s Report for the Years Ended December 31, 2021 and 2020 Exhibit 99.15 Entity 28 ULI INTERNATIONAL CO., LTD. Financial Statements and Independent Auditor’s Report for the Years Ended December 31, 2021 and 2020 1 ULI INTERNATIONAL CO., LTD. Contents Items Pages I. Cover 1 II. Contents 2 III. Independent Auditor’s Report 3 IV. Balance Sheets 6 V. Statements of Comprehensive Income 7 VI. Statements of Changes in Equity 8 VII. Statements of Cash Flows 9 VII
May 5, 2023	EX-99.14	Auditor’s Report Shenzhen Unique Logistics International Limited Exhibit 99.14 Entity 22 Auditor’s Report Shenzhen Unique Logistics International Limited The auditors’ report and the accompanying financial statements are English translations of the Chinese auditors’ report NO.and the financial statements prepared under accounting principles and practices generally accepted in the People’s Republic of China.These financial statements are not intended to present
May 5, 2023	EX-99.23	Auditor’s Report Shenzhen Unique Logistics International Limited RSM CHINA CPA LLP SHANGHAI CHINA Exhibit 99.23 Entity 22 Auditor’s Report Shenzhen Unique Logistics International Limited RSMZZ[2023]N0.2000001 RSM CHINA CPA LLP SHANGHAI CHINA Contents Page 1 Review Report 2 2 Statement of Financial Position 3 3 Statement of Profit or Loss and Other Comprehensive Income 4 4 Statement of Cash Flows 5 5 Statement of Changes in Owner’s Equity 6 – 7 10 Notes to the Financial Statements 8 – 63 1 Revi
May 5, 2023	EX-99.19	UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 Exhibit 99.19 Entity 15 UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED REPORTS AND CONDENSED FINANCIAL STATEMENTS FOR THE TEN MONTHS ENDED 31 OCTOBER 2022 CONTENTS Pages Independent Review Report 1 - 2 Condensed Statement
May 5, 2023	EX-99.20	ULI (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 Exhibit 99.20 Entity 19 ULI (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 ULI (SOUTH CHINA) LIMITED REPORTS AND CONDENSED FINANCIAL STATEMENTS FOR THE TEN MONTHS ENDED 31 OCTOBER 2022 C O N T E N T S Pages Independent Review Report 1 - 2 Condensed Statement of Profit or Loss and Other Comp
May 5, 2023	EX-99.1	UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 Exhibit 99.1 Entity 15 UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020 C O N T E N T S Pages Directors’ Report 1 & 2 Independent Auditor’s Report 3 -
May 5, 2023	EX-99.26	UNIQUE LOGISTICS INTERNATIONAL (INDIA) PRIVATE LIMITED CONDENSED BALANCE SHEET AS AT 31ST OCT 2022 EX-99.26 27 ex99-26.htm Exhibit 99.26 B M CHATRATH & CO LLP REGD. OFFICE : CENTRE POINT, 4th FLOOR, Suite No. 440 (FORMERLY B M CHATRATH & CO.) 21, HEMANTA BASU SARANI, KOLKATA - 700 001 CHARTERED ACCOUNTANTS TEL : 2248-4575/4667/6810/6798, 2210-1385, 2248-9934 LLPIN : AAJ-0682 E-mail: [email protected] website : www.bmchatrath.com Report on Review of Interim Financial Information To, The Board
May 5, 2023	EX-99.18	UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. Audited reconciliation of financial statements to Unites States Generally Accepted Accounting Principle (US. GAAP) for the year ended 31 December 2021 Exhibit 99.18 Entity 68 UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. Audited reconciliation of financial statements to Unites States Generally Accepted Accounting Principle (US. GAAP) for the year ended 31 December 2021 UNIQUE LOGISTICS INTERNATIONAL (VIETNAM) CO., LTD. No.181, Dien Bien Phu Street, Da Kao Ward, District 1, Ho Chi Minh City CONTENTS Page(s) REPORT OF DIRECTOR 1 – 2 INDEPENDE
May 5, 2023	EX-99.5	Auditor’s Report Shenzhen Unique Logistics International Limited Exhibit 99.5 Entity 22 Auditor’s Report Shenzhen Unique Logistics International Limited The auditors’ report and the accompanying financial statements are English translations of the Chinese auditors’ report NO.and the financial statements prepared under accounting principles and practices generally accepted in the People’s Republic of China.These financial statements are not intended to present t
May 5, 2023	EX-99.11	ULI (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 Exhibit 99.11 Entity 19 ULI (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 ULI (SOUTH CHINA) LIMITED REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2021 CONTENTS Pages Directors’ Report 1 & 2 Independent Auditor’s Report 3 - 5 Statement of Profit or Loss and Other Compr
May 5, 2023	EX-99.28	UNIQUE LOGISTICS INTERNATIONAL INC. Unaudited Condensed Combined Balance Sheets As of November 30, 2022 Exhibit 99.28 (a) UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On February 21, 2023, Unique Logistics International, Inc. (the “Company”) completed the acquisition by and between the Company and Unique Logistics Holdings Limited, a Hong Kong corporation (the “ULHL”), whereby the Company acquired from ULHL all of ULHL’s share capital in eight (8) of ULHL’s operating subsidiaries (“U
May 5, 2023	EX-99.17	UNIQUE LOGISTICS INTERNATIONAL (INDIA) PRIVATE LIMITED Regd. Office: 34, Allenby Road, Bhowanipore, Kolkata - 700 020 CIN: U62200WB2010FTC145954; Phone: 033-4036-9977; Fax: 033-4036-9988; Email:[email protected] DIRECTORS’ REPO Exhibit 99.17 Entity 66 UNIQUE LOGISTICS INTERNATIONAL (INDIA) PRIVATE LIMITED Regd. Office: 34, Allenby Road, Bhowanipore, Kolkata - 700 020 CIN: U62200WB2010FTC145954; Phone: 033-4036-9977; Fax: 033-4036-9988; Email:[email protected] DIRECTORS’ REPORT To The Members, Your Directors have pleasure in presenting their 12th Annual Report and Audited Financial Statements on the
May 5, 2023	EX-99.13	UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 Exhibit 99.13 Entity 21 UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2021 CONTENTS Pages Directors’ Report 1-2 Independent Auditor’s Repo
May 5, 2023	EX-99.10	UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 Exhibit 99.10 Entity 15 UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 UNIQUE LOGISTICS INTERNATIONAL (H.K.) LIMITED REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2021 CONTENTS Pages Directors’ Report 1 & 2 Independent Auditor’s Report 3 - 6 Sta
May 5, 2023	EX-99.12	ULI (NORTH & EAST CHINA) COMPANY LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 Exhibit 99.12 Entity 20 ULI (NORTH & EAST CHINA) COMPANY LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2021 ULI (NORTH & EAST CHINA) COMPANY LIMITED REPORTS AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2021 CONTENTS Pages Directors’ Report 1 - 2 Independent Auditor’s Report 3 - 5
May 5, 2023	EX-99.22	UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 Exhibit 99.22 Entity 21 UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Report and Condensed Financial Statements For the ten months ended 31 October 2022 UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED REPORTS AND CONDENSED FINANCIAL STATEMENTS FOR THE TEN MONTHS ENDED 31 OCTOBER 2022 C O N T E N T S Pages Independent Review Report 1-2
May 5, 2023	EX-99.25	TGF UNIQUE LIMITED UNAUDITED SPECIAL PURPOSE FINANCIAL STATEMENTS FOR THE 7 MONTH PERIOD ENDED 31 OCTOBER 2022 Exhibit 99.25 Entity 64 Company Registration No. 03921217 (England and Wales) TGF UNIQUE LIMITED UNAUDITED SPECIAL PURPOSE FINANCIAL STATEMENTS FOR THE 7 MONTH PERIOD ENDED 31 OCTOBER 2022 TGF UNIQUE LIMITED COMPANY INFORMATION Directors R Lee FCW Ha PMB Lee PM Larsen A Berkshire S Whittingham Company number 03920217 Registered office 672 Spur Road North Feltham Trading Estate Feltham Middlesex TW
May 5, 2023	EX-99.6	ULI INTERNATIONAL CO., LTD. Financial Statements And Independent Auditor’s Report For the Years Ended December 31, 2020 and 2019 Exhibit 99.6 ULI INTERNATIONAL CO., LTD. Financial Statements And Independent Auditor’s Report For the Years Ended December 31, 2020 and 2019 Independent auditor’s report To the Board of Directors and Stockholders ULI INTERNATIONAL CO., LTD. Opinion We have audited the financial statements of ULI INTERNATIONAL CO., LTD.(the “Company”) which comprise the statements of balance sheets as at December
May 5, 2023	EX-99.2	ULI (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 Exhibit 99.2 Entity 19 ULI (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 ULI (SOUTH CHINA) LIMITED REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020 CONTENTS Pages Directors’ Report 1&2 Independent Auditor’s Report 3-5 Statement of Profit or Loss and Other Comprehens
May 5, 2023	EX-99.8	INDEPENDENT AUDITOR’S REPORT Exhibit 99.8 B M CHATRATH & CO LLP (FORMERLY B M CHATRATH & CO.) CHARTERED ACCOUNTANTS LLPIN : AAJ-0682 REGD OFFICE: CENTRE POINT , 4th FLOOR, suite no. 440 21, HEMANTA BASU SARANI, KOLKATA - 700 001 TEL : 2248-4575/4667/6810/6798, 2210-1385, 2248-9934 E-mail: [email protected] Website:www.bmchatrath.com INDEPENDENT AUDITOR’S REPORT To the Members of UNIQUE LOGISTICS INTERNATIONAL (INDIA) PRIVA
May 5, 2023	EX-99.4	UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 Exhibit 99.4 UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 UNIQUE LOGISTICS INTERNATIONAL (SOUTH CHINA) LIMITED REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020 CONTENTS Pages Directors’ Report 1 - 2 Independent Auditor’s Report 3 Stat
May 5, 2023	EX-99.3	ULI (NORTH & EAST CHINA) COMPANY LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 EX-99.3 4 ex99-3.htm Exhibit 99.3 Entity 20 ULI (NORTH & EAST CHINA) COMPANY LIMITED (Incorporated in Hong Kong with limited liability) Directors’ Report and Audited Financial Statements For the year ended 31 December 2020 ULI (NORTH & EAST CHINA) COMPANY LIMITED REPORTS AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2020 CONTENTS Pages Directors’ Report 1 & 2 Independent Aud
May 5, 2023	EX-99.24	ULI International CO., LTD. Financial Statements As of OCT. 31, 2022 and 2021 (With Independent Auditors’ Review Report of 2022) Exhibit 99.24 Entity 28 ULI International CO., LTD. Financial Statements As of OCT. 31, 2022 and 2021 (With Independent Auditors’ Review Report of 2022) -1- ULI International CO., LTD. CONTENTS Item Page 1. Cover 1 2. Contents 2 3. Independent Auditor’s Review Report 3-4 4. Income Statement 5 5. Balance Sheet 6 6. Statement of Changes in Stockholders’ Equity 7 7. Statement of Cash Flow 8 8. Notes
May 5, 2023	EX-99.16	TGF Unique Limited Annual report and financial statements Registered number 03920217 Year ended 31 March 2022 Exhibit 99.16 Entity 64 TGF Unique Limited Registered number 03920217 Annual report and financial statements 31 March 2022 TGF Unique Limited Annual report and financial statements Registered number 03920217 Year ended 31 March 2022 TGF Unique Limited Registered number 03920217 Annual report and financial statements 31 March 2022 Contents Directors’ report 1 Statement of directors’ responsibilitie
April 20, 2023	8-K	Regulation FD Disclosure, Results of Operations and Financial Condition, Financial Statements and Exhibits 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): April 20, 2023 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (
April 20, 2023	EX-99.1	Unique Logistics International Reports Fiscal Third Quarter Financial Results - Subsidiary acquisitions closed on February 21, 2023 – -Year to date net income of $7.3 million- Exhibit 99.1 Unique Logistics International Reports Fiscal Third Quarter Financial Results - Subsidiary acquisitions closed on February 21, 2023 – -Year to date net income of $7.3 million- NEW YORK, April 20, 2023 /PRNewswire/ — Unique Logistics International, Inc. (OTCMKTS: UNQL) (“Unique” or the “Company”), a global logistics and freight forwarding company, today announced results for its third
April 20, 2023	EX-3.2	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series C Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on March 31, 2023 Exhibit 3.2
April 20, 2023	EX-3.3	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series D Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on March 31, 2023 Exhibit 3.3
April 20, 2023	10-Q	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 February 28, 2023 ☐ TRANSITION REPORT PURSUANT 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 February 28, 2023 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: 000-50612 UNIQUE LOGISTICS
April 20, 2023	EX-3.1	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on March 31, 2023 Exhibit 3.1
April 14, 2023	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: March 31, 2023 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: February 28, 2023 ☐
March 14, 2023	EX-10.2	Fee Letter, dated March 10, 2023, by and among Unique Logistics International, Inc., Unique Logistic Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc., Alter Domus (US) LLC, and CB Agent Services LLC Exhibit 10.2 EXECUTION VERSION CB AGENT SERVICES LLC 888 Seventh Avenue, 29th Floor New York, NY 10106 Highly Confidential March 10, 2023 Unique Logistics International, Inc. 154-09 146th Avenue, 3rd Floor Jamaica, NY 11434 Attn: Sunandan Ray Fee Letter Ladies and Gentlemen: This letter (this “Fee Letter”) is delivered to you in connection with the Financing Agreement, dated as of the date hereof
March 14, 2023	EX-10.3	Security Agreement, dated March 10, 2023, by and among Unique Logistics International, Inc., Unique Logistic Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc., and Alter Domus (US) LLC Exhibit 10.3 EXECUTION VERSION SECURITY AGREEMENT This SECURITY AGREEMENT (this “Agreement”), dated as of March 10, 2023, by and among the Persons listed on the signature pages hereof as “Grantors” and those additional entities that hereafter become parties hereto by executing the form of Joinder attached hereto as Annex 1 (each, a “Grantor” and collectively, the “Grantors”), and ALTER DOMUS (us)
March 14, 2023	EX-10.4	Collateral Assignment, dated March 10, 2023, by and among Unique Logistics International, Inc. and Alter Domus (US) LLC Exhibit 10.4 EXECUTION VERSION COLLATERAL ASSIGNMENT OF ULHL ACQUISITION DOCUMENTS This COLLATERAL ASSIGNMENT OF ULHL ACQUISITION DOCUMENTS (this “Assignment”), dated as of March 10, 2023, is by and between UNIQUE LOGISTICS INTERNATIONAL, INC., a Nevada corporation (“Assignor”) and Alter Domus (US) LLC, a Delaware limited liability company (“Alter Domus”), as collateral agent for the Secured Parti
March 14, 2023	EX-10.5	Intercompany Subordination Agreement, dated March 10, 2023, by and among Unique Logistics International, Inc., Unique Logistic Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc., Unique Logistics International (India) Private Ltd., ULI (North & East China) Company Limited, Unique Logistics International (H.K.) Limited, ULI (South China) Limited, Unique Logistics International (South China) Limited, Unique Logistics International (Shanghai) Co., Ltd., Shenzhen Unique logistics International Limited, and Alter Domus (US) LLC Exhibit 10.5 EXECUTION VERSION INTERCOMPANY SUBORDINATION AGREEMENT This INTERCOMPANY SUBORDINATION AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of March 10, 2023, is entered into by and among the Obligors listed on the signature pages hereof and those additional entities that hereafter become parties hereto by joind
March 14, 2023	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 14, 2023 (March 10, 2023) UN 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 14, 2023 (March 10, 2023) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of
March 14, 2023	EX-10.1	Financing Agreement, dated March 10, 2023, by and among Unique Logistics International, Inc., Unique Logistics Holdings, Inc., Unique Logistics International (NYC), LLC, Unique Logistics International (BOS), Inc., Alter Domus (US) LLC, CB Agent Services LLC, CB Participations SPV, LLC, and CP IV SPV, LLC Exhibit 10.1 EXECUTION VERSION FINANCING AGREEMENT Dated as of March 10, 2023 by and among UNIQUE LOGISTICS INTERNATIONAL, INC., as Parent, PARENT AND EACH OTHER SUBSIDIARY OF PARENT LISTED AS A BORROWER ON THE SIGNATURE PAGES HERETO, as Borrowers, EACH OTHER SUBSIDIARY OF PARENT LISTED AS A GUARANTOR ON THE SIGNATURE PAGES HERETO, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO, as Lend
March 14, 2023	EX-10.6	Agent Fee Letter, dated March 10, 2023, by and among Unique Logistics International, Inc. and Alter Domus (US) LLC Exhibit 10.6 EXECUTION VERSION March 10, 2023 Fee Letter Unique Logistics International, Inc. 600 Old Country Rd., Suite 337 Garden City, NY 11530 Attn: Sunandan Ray Ladies and Gentlemen: Reference is made to that certain Financing Agreement dated as of even date herewith (as amended, restated, modified or supplemented from time to time, the “Financing Agreement”) by and among Unique Logistics Int
February 27, 2023	EX-10.2	Amendment No. 2 to Stock Purchase Agreement, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. EX-10.2 3 ex10-2.htm Exhibit 10.2 AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT THIS AMENDMENT NO.2 TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics 21 Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms u
February 27, 2023	EX-10.3	Amendment No. 1 to the Share Sale and Purchase Agreement for Unique Logistics International (India) Private Limited, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. Exhibit 10.3 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms used h
February 27, 2023	EX-10.8	Amendment No. 1 to the Share Sale and Purchase Agreement for Unique Logistics International (Vietnam) Co., Ltd., dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.8 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms used h
February 27, 2023	EX-10.4	Amendment No. 1 to the Share Sale and Purchase Agreement for ULI (North & East China) Company Limited, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.4 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized and Defined
February 27, 2023	EX-10.16	Promissory Note in the principal amount of $1,000,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.16 PROMISSORY NOTE February 21, 2023 US$1,000,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of One Million Dol
February 27, 2023	EX-10.7	Amendment No. 1 to the Share Sale and Purchase Agreement for Unique Logistics International (H.K.) Limited, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.7 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms used h
February 27, 2023	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) February 27, 2023 (February 21, 20 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) February 27, 2023 (February 21, 2023) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdicti
February 27, 2023	EX-10.10	Amendment No. 1 to the Share Sale and Purchase Agreement for ULI (South China) Limited, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited EX-10.10 11 ex10-10.htm Exhibit 10.10 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”).
February 27, 2023	EX-10.14	Promissory Note in the principal amount of $5,000,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.14 PROMISSORY NOTE February 21, 2023 US$5,000,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Five Million Do
February 27, 2023	EX-10.15	Promissory Note in the principal amount of $2,000,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.15 PROMISSORY NOTE February 21, 2023 US$2,000,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Two Million Dol
February 27, 2023	EX-10.18	Promissory Note in the principal amount of $2,000,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.18 PROMISSORY NOTE February 21, 2023 US$2,000,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Two Million Dol
February 27, 2023	EX-10.12	Promissory Note in the principal amount of $4,500,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.12 PROMISSORY NOTE February 21, 2023 US$4,500,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Four Million Fi
February 27, 2023	EX-10.19	Stock Purchase Agreement, dated February 21, 2023, by and between Unique Logistics International, Inc. and Frangipani Trade Services, Inc. Exhibit 10.19 STOCK PURCHASE AGREEMENT BY AND AMONG UNIQUE LOGISTICS INTERNATIONAL, INC. AND FRANGIPANI TRADE SERVICES, INC. DATED AS OF February 21, 2022 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 21st day of February, 2023, by and between Unique Logistics International, Inc., a Nevada corporation (“UNQL”) and Frangipani Trade Ser
February 27, 2023	EX-10.23	Share Purchase and Asset Transfer Agreement for ULI (North and East China) Company Limited and Supplement Exhibit 10.23 DATED JUNE 15, 2007 (1) UNIQUE LOGISTICS HOLDINGS LIMITED (2) GEORGE SUN (3) ULI (NORTH & EAST CHINA) CO. LTD (4) TOPRIGHT HOLDINGS LIMITED SHARE AND ASSET TRANSFER AGREEMENT BAKER & McKENZIE 14th Floor, Hutchison House Hong Kong CONTENTS Clause Subject Page 1. DEFINITIONS AND INTERPRETATION 2 2. SHARE PURCHASE 12 3. ASSET TRANSFER 12 4. CONSIDERATION 13 5. CONDITIONS 14 6. PROFITS G
February 27, 2023	EX-10.9	Amendment No. 1 to the Share Sale and Purchase Agreement for Unique Logistics International (South China) Limited, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.9 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms used herein
February 27, 2023	EX-10.6	Amendment No. 1 to the Share Sale and Purchase Agreement TGF Unique Limited, dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.6 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms used h
February 27, 2023	EX-10.17	Promissory Note in the principal amount of $2,500,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.17 PROMISSORY NOTE February 21, 2023 US$2,500,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of Two Million Fiv
February 27, 2023	EX-99.1	Unique Logistics Announces Acquisition Closing of Operating Subsidiaries and Affiliates of Former Parent Company EX-99.1 25 ex99-1.htm Exhibit 99.1 Unique Logistics Announces Acquisition Closing of Operating Subsidiaries and Affiliates of Former Parent Company New York, NY, February 27, 2023 – Unique Logistics International, Inc. (OTC Markets: UNQL) (“UNQL” or the “Company”), a rapidly growing global logistics and freight forwarding company, announced the closing of the May 5th, 2022 announced stock purchase
February 27, 2023	EX-10.21	Shareholders Agreement for ULI (South China) Company Limited Exhibit 10.21 SHAREHOLDERS’ AGREEMENT THIS AGREEMENT is made on the 15th day of November, 2010. (1) UNIQUE LOGISTICS HOLDINGS LIMITED, a private limited company incorporated in Hong Kong with company number 824517 and with registered office at Unit B & D, 4th Floor, Sunshine Kowloon Bay Cargo Centre, 59 Tai Yip Street, Kowloon Bay, Kowloon, Hong Kong Special Administrative Region (“Unique”); (2) R
February 27, 2023	EX-10.22	Shareholders Agreement for TGF Unique Limited Exhibit 10.22 SHAREHOLDERS’ AGREEMENT THIS AGREEMENT is made on the 19th day of December, 2008. AMONG (1) UNIQUE LOGISTICS HOLDINGS LIMITED, a private limited company incorporated in Hong Kong with company number 824517 and with registered office at Unit B&D, 4th Floor, Sunshine Kowloon Bay Cargo Centre, 59 Tai Yip Street, Kowloon Bay, Kowloon, Hong Kong Peoples Republic of China (“Unique”); (2) W
February 27, 2023	EX-10.5	Amendment No. 1 to the Share Sale and Purchase Agreement for Unique Logistics International Co., Ltd., dated February 21, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.5 AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SHARE SALE AND PURCHASE AGREEMENT (this “Amendment”) is made and entered into effective as of this 21 day of February, 2023, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). Capitalized terms used h
February 27, 2023	EX-10.13	Promissory Note in the principal amount of $5,000,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited EX-10.13 14 ex10-13.htm Exhibit 10.13 PROMISSORY NOTE February 21, 2023 US$5,000,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal a
February 27, 2023	EX-10.1	Amendment No. 1 to Stock Purchase Agreement, dated January 23, 2023, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited. Exhibit 10.1 AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT THIS AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of this 17th day of December, 2022, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). WHEREAS, ULHL and Buyer have entered into that certain S
February 27, 2023	EX-10.11	Promissory Note in the principal amount of $1,000,000, dated February 21, 2023, in favor of Unique Logistics Holdings Limited Exhibit 10.11 PROMISSORY NOTE February 21, 2023 US$1,000,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount of One Million Dol
February 27, 2023	EX-10.20	Promissory Note in the principal amount of $500,000, dated February 21, 2023, in favor of Frangipani Trade Services, Inc. EX-10.20 21 ex10-20.htm Exhibit 10.20 PROMISSORY NOTE February 21, 2023 US$500,000 FOR VALUE RECEIVED, Unique Logistics International, Inc., a Nevada corporation (the “Maker”), hereby promises to pay to the order of Frangipani Trade Services, Inc., a New York corporation (“FTS”), or its successors, assigns or other subsequent noteholder, as the case may be (the “Noteholder”), the principal amount
February 15, 2023	EX-99.1	JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated February 14, 2023 (including amendments thereto) with respect to the shares of Common Stock, par value $0.001 per share, of Unique Logistics International,
February 15, 2023	SC 13G	UNQL / Unique Logistics International, Inc. / Tabor Douglas - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b) (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.
January 17, 2023	10-Q	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 November 30, 2022 ☐ TRANSITION REPORT PURSUANT 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 November 30, 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: 000-50612 UNIQUE LOGISTICS
January 4, 2023	CORRESP	UNIQUE LOGISTICS INTERNATIONAL, INC. 154-09 146th Avenue Jamaica, NY 11434 UNIQUE LOGISTICS INTERNATIONAL, INC. 154-09 146th Avenue Jamaica, NY 11434 January 4, 2023 John Cannarella U.S. Securities & Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Unique Logistics International, Inc. Form 10-K for Fiscal Year ended May 31, 2022 Filed September 13, 2022 File No. 000-50612 Dear Mr. Cannarella: Unique Logistics International, Inc. (the “Company,” “we,” “us
December 19, 2022	EX-10.4	Amendment No. 1 to Stock Purchase Agreement, dated as of December 18, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.4 EXECUTION VERSION AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT THIS AMENDMENT TO STOCK PURCHASE AGREEMENT (this ?Amendment?) is made and entered into as of this 18th day of December, 2022, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (?ULHL?) and Unique Logistics International, Inc., a Nevada corporation (the ?Buyer?). WHEREAS, ULHL and Buyer have entered i
December 19, 2022	EX-99.1	Unique Logistics International, Inc. Announces Merger Agreement with Edify Acquisition Corp. Exhibit 99.1 Unique Logistics International, Inc. Announces Merger Agreement with Edify Acquisition Corp. ● Merger agreement provides for debt capital to facilitate previously announced acquisitions and additional working capital ● The merger would result in Unique Logistics International becoming a Nasdaq-listed company NEW YORK, NY – December 19, 2022/PRNewswire/ - Unique Logistics International
December 19, 2022	EX-10.2	Company Voting and Support Agreement, dated as of December 18, 2022, by and among Edify Acquisition Corp., Unique Logistics International, Inc., Frangipani Trade Services, Inc. and Great Eagle Freight Limited Exhibit 10.2 EXECUTION VERSION COMPANY VOTING AND SUPPORT AGREEMENT THIS COMPANY VOTING AND SUPPORT AGREEMENT, dated as of December 18, 2022 (this “Company Support Agreement”), is entered into by and among Unique Logistics International, Inc., a Nevada corporation (the “Company”), Edify Acquisition Corp., a Delaware corporation (“Buyer”), and the stockholder named on the signature page hereto (the
December 19, 2022	425	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) December 19, 2022 (December 18, 20 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) December 19, 2022 (December 18, 2022) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdicti
December 19, 2022	EX-10.3	Sponsor Support Agreement, dated as of December 18, 2022, by and among Edify Acquisition Corp., Colbeck Edify Holdings, LLC, Unique Logistics International, Inc. and the other parties thereto. Exhibit 10.3 December 18, 2022 Edify Acquisition Corp. 888 Seventh Avenue, Floor 29 New York, NY 10106 RE: Amended and Restated Letter Agreement This letter (this “Letter Agreement”) is being delivered in accordance with that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Edify Merg
December 19, 2022	EX-10.1	Lock-Up Agreement, dated as of December 18, 2022, by and among Edify Acquisition Corp., and various parties thereto Exhibit 10.1 EXECUTION VERSION LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is dated as of December 18, 2022 and is among Edify Acquisition Corp., a Delaware corporation (the “Public Entity”), and each of the stockholder parties identified on Exhibit A hereto each, a “Stockholder Party” and, together with any other persons who enter into a joinder to this Agreement, substantially in
December 19, 2022	RW	VIA EDGAR VIA EDGAR December 19, 2022 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
December 19, 2022	EX-99.1	Unique Logistics International, Inc. Announces Merger Agreement with Edify Acquisition Corp. Exhibit 99.1 Unique Logistics International, Inc. Announces Merger Agreement with Edify Acquisition Corp. ● Merger agreement provides for debt capital to facilitate previously announced acquisitions and additional working capital ● The merger would result in Unique Logistics International becoming a Nasdaq-listed company NEW YORK, NY – December 19, 2022/PRNewswire/ - Unique Logistics International
December 19, 2022	EX-2.1	Agreement and Plan of Merger dated as of December 18, 2022, by and among Edify Acquisition Corp., Edify Merger Sub, Inc., and Unique Logistics International, Inc. Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among EDIFY ACQUISITION CORP., EDIFY MERGER SUB, INC. and UNIQUE LOGISTICS INTERNATIONAL, INC. dated as of December 18, 2022 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 Section 1.01. Definitions 2 Section 1.02. Construction 17 Section 1.03. Knowledge 18 Section 1.04. Equitable Adjustments 18 ARTICLE II THE MERGER 18 Secti
December 19, 2022	EX-10.2	Company Voting and Support Agreement, dated as of December 18, 2022, by and among Edify Acquisition Corp., Unique Logistics International, Inc., Frangipani Trade Services, Inc. and Great Eagle Freight Limited Exhibit 10.2 EXECUTION VERSION COMPANY VOTING AND SUPPORT AGREEMENT THIS COMPANY VOTING AND SUPPORT AGREEMENT, dated as of December 18, 2022 (this “Company Support Agreement”), is entered into by and among Unique Logistics International, Inc., a Nevada corporation (the “Company”), Edify Acquisition Corp., a Delaware corporation (“Buyer”), and the stockholder named on the signature page hereto (the
December 19, 2022	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) December 19, 2022 (December 18, 20 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) December 19, 2022 (December 18, 2022) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdicti
December 19, 2022	EX-10.1	Lock-Up Agreement, dated as of December 18, 2022, by and among Edify Acquisition Corp., and various parties thereto Exhibit 10.1 EXECUTION VERSION LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is dated as of December 18, 2022 and is among Edify Acquisition Corp., a Delaware corporation (the “Public Entity”), and each of the stockholder parties identified on Exhibit A hereto each, a “Stockholder Party” and, together with any other persons who enter into a joinder to this Agreement, substantially in
December 19, 2022	EX-10.3	Sponsor Support Agreement, dated as of December 18, 2022, by and among Edify Acquisition Corp., Colbeck Edify Holdings, LLC, Unique Logistics International, Inc. and the other parties thereto. Exhibit 10.3 December 18, 2022 Edify Acquisition Corp. 888 Seventh Avenue, Floor 29 New York, NY 10106 RE: Amended and Restated Letter Agreement This letter (this “Letter Agreement”) is being delivered in accordance with that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Edify Acquisition Corp., a Delaware corporation (“Buyer”), Edify Merg
December 19, 2022	EX-10.4	Amendment No. 1 to Stock Purchase Agreement, dated as of December 18, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.4 EXECUTION VERSION AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT THIS AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of this 18th day of December, 2022, by and between Unique Logistics Holdings Limited, a Hong Kong corporation (“ULHL”) and Unique Logistics International, Inc., a Nevada corporation (the “Buyer”). WHEREAS, ULHL and Buyer have entered i
December 19, 2022	EX-2.1	Agreement and Plan of Merger dated as of December 18, 2022, by and among Edify Acquisition Corp., Edify Merger Sub, Inc., and Unique Logistics International, Inc. Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among EDIFY ACQUISITION CORP., EDIFY MERGER SUB, INC. and UNIQUE LOGISTICS INTERNATIONAL, INC. dated as of December 18, 2022 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 Section 1.01. Definitions 2 Section 1.02. Construction 17 Section 1.03. Knowledge 18 Section 1.04. Equitable Adjustments 18 ARTICLE II THE MERGER 18 Secti
October 12, 2022	10-Q	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 August 31, 2022 ☐ TRANSITION REPORT PURSUANT TO 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 August 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: 000-50612 UNIQUE LOGISTICS IN
October 7, 2022	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits 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): October 4, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation)
October 7, 2022	EX-3.3	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series D Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on October 4, 2022 Exhibit 3.3
October 7, 2022	EX-3.1	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on October 4, 2022 Exhibit 3.1
October 7, 2022	EX-3.2	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series C Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on October 4, 2022 Exhibit 3.2
September 23, 2022	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2022 ? 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: 000-50612 U
September 19, 2022	EX-10.9	Share Sale and Purchase Agreement (Unique Logistics International (South China) Limited), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.9 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 13, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporatio
September 19, 2022	EX-10.6	Share Sale and Purchase Agreement (Unique Logistics International (H.K.) Limited), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.6 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	EX-10.4	Share Sale and Purchase Agreement (Unique Logistics International Co., Ltd.), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.4 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	EX-10.7	Share Sale and Purchase Agreement (Unique Logistics International (Vietnam) Co., Ltd.), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.7 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	EX-10.2	Share Sale and Purchase Agreement (Unique Logistics International (India) Private Limited), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.2 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	EX-10.5	Share Sale and Purchase Agreement (TGF Unique Limited), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.5 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	EX-10.3	Share Sale and Purchase Agreement (ULI (North & East China) Company Limited), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.3 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 19, 2022	EX-10.8	Share Sale and Purchase Agreement (Unique Logistics International (ULI (South China)) Limited), dated September 13, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.8 Execution Version Strictly Confidential THIS SHARE SALE AND PURCHASE AGREEMENT (this ?Agreement?) is made on the 13th day of September 2022 BETWEEN: (1) UNIQUE LOGISTICS HOLDINGS LIMITED of Unit 05-06, 3/F., Tower 2, Enterprise Square, 9 Sheung Yuet Road, Kowloon Bay, Kowloon, Hong Kong (the ?Vendor?); and (2) UNIQUE LOGISTICS INTERNATIONAL, INC. of 154-09 146th Avenue, Jamaica, New Y
September 13, 2022	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2021 ? 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: 000-50612 U
September 13, 2022	EX-10.7	Amended Secured Accounts Receivable Facility, dated November 2, 2020, by and between Unique Logistics International (NYC) LLC and Corefund Capital, LLC Exhibit 10.7
September 13, 2022	EX-10.29	Securities Purchase Agreement, dated May 29, 2020, by and between Dawn Lowry and Unique Logistics Holdings, Inc. Exhibit 10.29
September 13, 2022	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended May 31, 2022 ? 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: 000-50612 UNIQUE LOGISTICS INTE
September 13, 2022	EX-4.19	Promissory Note, dated May 29, 2020, issued to Unique Logistics Holdings Limited Exhibit 4.19
September 13, 2022	EX-10.21	EX-10.21 Exhibit 10.21
September 13, 2022	EX-10.31	Share Exchange Agreement, dated May 29, 2020, by and between Frangipani Trade Services, Inc. and Unique Logistics Holdings, Inc. Exhibit 10.31
September 13, 2022	EX-10.28	Securities Purchase Agreement, dated May 29, 2020, by and between Unique Logistics Holdings Limited and Unique Logistics Holdings, Inc. Exhibit 10.28
September 13, 2022	EX-10.30	Securities Purchase Agreement, dated May 29, 2020, by and between Robert C. Shaver and Unique Logistics Holdings, Inc. Exhibit 10.30
August 29, 2022	NT 10-K	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 APPROVAL OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: May 31, 2022 ? Trans
August 3, 2022	8-K	Unregistered Sales of Equity Securities 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 29, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (C
May 3, 2022	EX-10.1	Stock Purchase Agreement, dated April 28, 2022, by and between Unique Logistics International, Inc. and Unique Logistics Holdings Limited Exhibit 10.1 Execution Version Strictly Confidential STOCK PURCHASE AGREEMENT BY AND BETWEEN UNIQUE LOGISTICS HOLDINGS LIMITED AND UNIQUE LOGISTICS INTERNATIONAL, INC. DATED AS OF APRIL 28, 2022 TABLE OF CONTENTS Article I. DEFINED TERMS 6 Section 1.01 Defined Terms. 6 Article II. PURCHASE AND SALE 12 Section 2.01 Purchase and Sale of Stock. 12 Article III. PURCHASE PRICE; PURCHASE PRICE ADJUSTMEN
May 3, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): April 28, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (
April 29, 2022	EX-3.1	Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock of Unique Logistics International, Inc., filed with the Nevada Secretary of State on April 26, 2022 Exhibit 3.1
April 29, 2022	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits 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): April 29, 2022 (April 26, 2022) UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of
April 26, 2022	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 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): April 25, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporation) (
April 26, 2022	EX-10.1	Employment Agreement, dated April 25, 2022, by and between Unique Logistics International, Inc. and Migdalia Diaz Exhibit 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT entered into as of , 2022, or earlier by mutual agreement, by and between UNIQUE LOGISTICS INTERNATIONAL (NYC), LLC (?Unique? as defined in Section A below), with an office in Atlanta, GA, and Mickey Diaz (?Employee?), employed at such address: A. Unique shall mean Unique or any of its subsidiary or related companies or affiliates. Unique may
April 19, 2022	10-Q	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 February 28, 2022 ☐ TRANSITION REPORT PURSUANT 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 February 28, 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: 000-50612 UNIQUE LOGISTICS
April 15, 2022	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 15, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC.
April 15, 2022	EX-10.1	Fourth Amendment to Revolving Purchase, Loan and Security Agreement. Exhibit 10.1 FOURTH AMENDMENT TO REVOLVING PURCHASE, LOAN AND SECURITY AGREEMENT This FOURTH AMENDMENT TO REVOLVING PURCHASE, LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of April 15, 2022, by and between UNIQUE LOGISTICS INTERNATIONAL, INC., a Nevada corporation (?Parent?), UNIQUE LOGISTICS HOLDINGS, INC., a Delaware corporation (?Holdings?) UNIQUE LOGISTICS INTERNATIONAL (NY
April 14, 2022	NT 10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2023 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 En
April 13, 2022	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 12, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC.
April 13, 2022	EX-4.1	Fourth Amendment to Amended and Restated Promissory Note dated January 6, 2022 Exhibit 4.1 FOURTH AMENDMENT TO AMENDED AND RESTATED PROMISSORY NOTE This FOURTH AMENDMENT TO AMENDED AND RESTATED PROMISSORY NOTE (this ?Fourth Amendment?) is entered into as of April 12, 2022, by and between UNIQUE LOGISTICS INTERNATIONAL INC., a corporation incorporated under the laws of the State of Nevada (the ?Company?), and Trillium Partners, L.P., a limited partnership organized and existi
March 8, 2022	SC 13D/A	UNQL / Unique Logistics International, Inc. / RAY SUNANDAN Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 UNIQUE LOGISTICS INTERNATIONAL, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 45773A 107 (CUSIP Number) 154-09 146th Ave, Jamaica, NY 11434 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Com
February 3, 2022	EX-10.1	Third Amendment to Revolving Purchase, Loan and Security Agreement. Exhibit 10.1 THIRD AMENDMENT TO REVOLVING PURCHASE, LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO REVOLVING PURCHASE, LOAN AND SECURITY AGREEMENT (this ?Amendment?) is entered into as of January , 2022, by and between UNIQUE LOGISTICS INTERNATIONAL, INC., a Nevada corporation (?Parent?), UNIQUE LOGISTICS HOLDINGS, INC., a Delaware corporation (?Holdings?) UNIQUE LOGISTICS INTERNATIONAL (NYC)
February 3, 2022	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 31, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC.
January 18, 2022	S-1/A	As filed with the U.S. Securities and Exchange Commission on January 14, 2022 As filed with the U.S. Securities and Exchange Commission on January 14, 2022 Registration Statement No. 333-260039 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 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 8742 01-0721929 (State or ot
January 18, 2022	EX-10.21	Consulting Agreement, dated May 29, 2020, by and between Unique Logistics Holdings, Inc. and Great Eagle Freight Limited Exhibit 10.21
January 14, 2022	10-Q	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 November 30, 2021 ☐ TRANSITION REPORT PURSUANT 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 November 30, 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: 000-50612 UNIQUE LOGISTICS
January 14, 2022	EX-3.5	Certificate of Correction to Certificate Designation of Series C Convertible Preferred Stock of Unique Logistics International, Inc., dated December 15, 2021 EX-3.5 2 ex3-5.htm Exhibit 3.5
January 14, 2022	EX-3.6	Certificate of Correction to Certificate Designation of Series D Convertible Preferred Stock of Unique Logistics International, Inc., dated December 15, 2021 EX-3.6 5 ex3-6.htm Exhibit 3.6
January 10, 2022	8-K	Other Events, Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 6, 2022 UNIQUE LOGISTICS INTERNATIONAL, INC.
January 10, 2022	EX-4.1	Third Amendment to Amended and Restated Promissory Note dated January 6, 2022 EX-4.1 2 ex4-1.htm Exhibit 4.1 THIRD AMENDMENT TO AMENDED AND RESTATED PROMISSORY NOTE This THIRD AMENDMENT TO AMENDED AND RESTATED PROMISSORY NOTE (this “Third Amendment”) is entered into as of January 6, 2022, by and between UNIQUE LOGISTICS INTERNATIONAL INC., a corporation incorporated under the laws of the State of Nevada (the “Company”), and Trillium Partners, L.P., a limited partnership org
December 13, 2021	EX-3.4	Certificate of Correction to Certificate Designation of Series D Convertible Preferred Stock of Unique Logistics International, Inc., dated December 8, 2021 Exhibit 3.4
December 13, 2021	EX-3.3	Certificate of Correction to Certificate Designation of Series C Convertible Preferred Stock of Unique Logistics International, Inc., dated December 8, 2021 Exhibit 3.3
December 13, 2021	EX-10.1	Form of Amended Exchange Agreement Exhibit 10.1 AMENDMENT AGREEMENT This Amendment Agreement (this ?Agreement?) is dated as of December , 2021, between Unique Logistics International, Inc., a Nevada corporation, (the ?Company?), and each Holder identified on Schedule A (each, including its successors and assigns, a ?Holder? and collectively the ?Holders?), who together constitute all the Holders. WHEREAS, on August 19, 2021, the pa
December 13, 2021	8-K	Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 7, 2021 UNIQUE LOGISTICS INTERNATIONAL, INC.
December 13, 2021	EX-3.2	Certificate of Designation of Series D Convertible Preferred Stock of Unique Logistics International, Inc., dated December 7, 2021 Exhibit 3.2 CERTIFICATE OF DESIGNATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK OF UNIQUE LOGISTICS INTERNATIONAL, INC. UNIQUE LOGISTICS INTERNATIONAL, Inc., a Nevada corporation (the ?Corporation?), hereby certifies that the following resolution was adopted by the Board of Directors of the Corporation pursuant to the authority of the Board of Directors as determined by the Nevada Revised Statutes
December 13, 2021	EX-3.1	Certificate of Designation of Series C Convertible Preferred Stock of Unique Logistics International, Inc., dated December 7, 2021 Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK OF UNIQUE LOGISTICS INTERNATIONAL, INC. UNIQUE LOGISTICS INTERNATIONAL, Inc., a Nevada corporation (the ?Corporation?), hereby certifies that the following resolution was adopted by the Board of Directors of the Corporation pursuant to the authority of the Board of Directors as determined by the Nevada Revised Statutes
December 13, 2021	EX-10.2	Form of Registration Rights Agreement Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of December , 2021, between Unique Logistics International, Inc., a Nevada corporation (the ?Company?), and each of the purchasers signatory hereto (each such purchaser, a ?Purchaser? and, collectively, the ?Purchasers?). This Agreement is made pursuant to the Securities Exc
November 29, 2021	DEF 14C	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, For Use of the Commission Only (as Permitted by Rule 14c-5(d)(2) ? Definitive Information Statement UNIQUE LOGISTICS INTERNATIONAL, INC.
November 19, 2021	PRE 14C	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, For Use of the Commission Only (as Permitted by Rule 14c-5(d)(2) ? Definitive Information Statement UNIQUE LOGISTICS INTERNATIONAL, INC.
November 9, 2021	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits 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 and Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2021 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporat
November 9, 2021	EX-3.1	Amended and Restated Bylaws Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF UNIQUE LOGISTICS INTERNATIONAL, INC. ARTICLE I. OFFICES Section 1. The Corporation may have offices at such places both within and without the State of Nevada as the Board of Directors may from time to time determine or the business of the Corporation may require. ARTICLE II. MEETINGS OF STOCKHOLDERS ANNUAL MEETINGS Section 1. The annual meeting of the s
October 18, 2021	EX-10.1	August 2021 Registration Rights Agreement Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of August 4, 2021, between Unique Logistics International, Inc., a Nevada corporation (the ?Company?), and each of the purchasers signatory hereto (each such purchaser, a ?Purchaser? and, collectively, the ?Purchasers?). This Agreement is made pursuant to the Securities Exch
October 18, 2021	EX-4.4	Exchange Agreement between Company and certain holders of notes and warrants of the Company, 3a Capital Establishment and Trillium Partners, LP dated August 19, 2021 EX-4.4 2 ex4-4.htm Exhibit 4.4 SECURITIES EXCHANGE AGREEMENT This Securities Exchange Agreement (this “Agreement”) is dated as of August 4, 2021, between Unique Logistics International, Inc., a Nevada corporation, (the “Company”), and each Holder identified on Schedule A (each, including its successors and assigns, a “Holder” and collectively the “Holders”). WHEREAS, subject to the terms and condi
October 18, 2021	NT 10-Q	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 APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER 000-50612 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 Ended: August 31, 2021 ?
October 18, 2021	10-Q	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 August 31, 2021 ☐ TRANSITION REPORT PURSUANT TO 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 August 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: 000-50612 UNIQUE LOGISTICS IN
October 18, 2021	EX-4.5	Form of Leak-Out Agreement EX-4.5 3 ex4-5.htm Exhibit 4.5 Form of Leak-Out Agreement [], 2021 [UNDERWRITER] Ladies and Gentlemen: This Leak-Out Agreement (the “Leak-Out Agreement”) is being delivered to you in connection with the underwriting agreement (the “Underwriting Agreement”) to be entered into by Unique Logistics International, Inc., a corporation organized under the laws of the State of Nevada (the “Company”), and
October 7, 2021	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits 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 and Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2021 UNIQUE LOGISTICS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-50612 01-0721929 (State or other jurisdiction of incorporati
October 7, 2021	EX-10.1	Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of , 2021, between Unique Logistics International, Inc., a Nevada corporation, (the ?Company?), and each Purchaser identified on Schedule A (each, including its successors and permitted assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the terms and conditions s
October 7, 2021	EX-3.1	Certificate of Designation, Preferences and Rights of Series A Preferred Stock, as filed with the Secretary of the State of Nevada on October 6, 2021 EX-3.1 2 ex3-1.htm Exhibit 3.1

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