UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 reported): ~~April~~November 1824, ~~2019~~2020

INFINITY DISTRIBUTION, INC.

(Exact name of registrant as specified in charter)

Nevada

000-55018

47-3900562

(State or Other Jurisdiction

of Incorporation or Organization)

(Commission File Number)

(IRS Employer Identification No.)

3311 S Rainbow Blvd., #135

Las Vegas, NV 89146

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including area code: (702) ~~881~~918-~~5208~~3198

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~SECTION~~Indicate 4by -check mark ~~MATTERS~~whether ~~RELATED~~the TOregistrant ~~ACCOUNTANTS~~is ~~AND~~an ~~FINANCIAL~~emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) ~~STATEMENTS~~or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

~~Item~~Emerging ~~4.01~~growth company ~~Change in Registrant’s Certifying Accountant~~o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(ia) of the Exchange Act. o

~~AMC~~Securities ~~Auditing, LLC. ("AMC"), the independent~~ registered ~~public~~pursuant ~~accounting firm of Infinity Distribution, Inc. (the "Company"), announced effective February~~to ~~1, 2019, that AMC was acquired by a new auditing firm, Prager Metis CPA’s LLC~~ Section 12(~~“Prager”~~b), ~~and that all~~ of the ~~employees~~ ofAct: ~~AMC were joining Prager.~~None

~~(ii)~~SECTION 8 - Other Events

AsItem ~~a result, effective April 18, 2019, AMC resigned as the Company's independent registered public accounting firm~~8.01 ~~The~~Other ~~Company's Board of Directors engaged Prager to serve as the Company's independent registered public accounting firm effective April 18, 2019~~Events.

(~~iii~~i)

The ~~reports~~10Q ~~of AMC on the financial statements of the Company as of~~ and ~~for~~10K ~~the~~last ~~fiscal~~reports ~~years~~filed ~~ended~~by ~~May~~Infinity ~~31, 2018, contained no adverse opinion or disclaimer of opinion and were~~Distribution ~~not qualified or modified as to uncertainty~~Inc, ~~audit scope, or accounting principles.~~

~~(iv)~~For Quarter ending Feb 2019 was filed May 1, 2020

~~During~~Annual ~~the~~Audit ~~Company's~~ending ~~fiscal years ended~~ May 31, 2018 ~~and~~was ~~the subsequent interim period from May 31, 2018 to the date of this report, and in connection with the audit of~~filed ~~the~~September ~~Company's financial statements for such periods~~9, there were no disagreements between the Company and AMC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of AMC, would have caused AMC to make reference to the subject matter of such disagreements in connection with its audit reports on the Company's financial statements.2018

~~(v)~~The subsequent delayed 10Q and 10K reports were then stalled as the company encountered predicaments brought by the Covid19 pandemic starting in February 2020.

~~During the Company's fiscal years ended May 31, 2018, and the subsequent interim period from May 31, 2018 to the date of this report, there were no reportable events within the meaning of Item 304~~(aii)~~(1)(v) of Regulation S-K.~~

~~(vi)~~As a result the subsequent pending reports to be filed consist as follows:

During the Company's fiscal years ended May 31, 2018, and the subsequent interim period from May 31, 2018 to the date of this report, the Company did not consult with Prager regarding any of the matters set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.

	May 31, 2019 annual 10K	May 31, 2020 annual 10K
	August 31, 2019 quarterly 10Q	February 28, 2020 quarterly 10Q
	November 30, 2019 quarterly 10Q	August 31, 2020 quarterly 10Q

~~(vii)~~The company encountered difficulty of pursuing the delinquent reports to make it current due to failure of closing business deals in achieving revenues and cashflow funds and/or investors private placement memorandum funds. And as well as lack of manpower and available professional services needed.

The Company has provided AMC with a copy of the disclosures in this report and has requested that AMC furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not AMC agrees with the statements in this Item 4.01. A copy of this letter is filed as Exhibit 16.1 to this report.(iii)

~~SECTION~~It 9is -the ~~FINANCIAL~~company’s ~~STATEMENTS~~goal, ~~AND~~objective, ~~EXHIBITS~~and plan to pursue the filing of the aforementioned delinquent reports to further its current filing status as soon as the pandemic condition will set back to new normal condition.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit
Number	Description
16.1	Letter to Securities and Exchange Commission from ~~AMC~~Infinity ~~Auditing,~~Distribution ~~LLC~~Inc. ~~dated~~Dated ~~April~~November 2216, ~~2019~~2020

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	INFINITY DISTRIBUTION, INC.
Date: April 22, 2019	By:	/s/ Raul Mansueto
Date: November 23, 2020	By:	/s/ Raul Mansueto
	Name:	Raul Mansueto
	Title:	Principal Executive Officer

Filing Compare · INFINITY DISTRIBUTION INC.