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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): November 2, 2001
(October 26, 2001)
VALUESTAR CORPORATION
(Exact name of registrant as specified in its charter)
Colorado 0-22619 84-1202005
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification No.)
360-22nd Street, #400, Oakland, California 94612
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(Address of principal executive offices) (Zip Code)
(510) 808-1300
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(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On October 26, 2001 the Company's wholly-owned subsidiary, ValueStar, Inc. (a
California corporation) (the "Subsidiary"), entered into a General Assignment
for the Benefit of Creditors with Development Specialists, Inc. of Los Angeles,
California (the "Assignee"). The Subsidiary has discontinued its business and
assigned all of its assets to the Assignee. The assets include accounts
receivable, equipment, furniture, software and other tangible and intangible
assets. The independent Assignee is charged with the power to liquidate the
assets and apply proceeds for the benefit of creditors as permitted by
applicable law. The Subsidiary's liabilities exceed any amount reasonably
expected from the liquidation of assets by the Assignee and therefore no
distributions are expected from the Subsidiary to its parent, the Company.
The Company has no assets other than its ownership in the Subsidiary and
accordingly no distributions from the liquidation of assets are anticipated to
equity holders of the Company.
The description of this transaction is qualified in its entirety by the full
text of the agreement attached as an exhibit hereto. Reference is also made to
the Company's periodic reports filed with the Securities and Exchange Commission
and, in particular, the risk factors set forth therein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired.
None
(b) Pro forma financial information.
None
(c) Exhibits
10.31 General Assignment for the Benefit of Creditors between ValueStar, Inc.
and Development Specialists, Inc. dated October 26, 2001.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
VALUESTAR CORPORATION
Date: November 2, 2001 By: /s/ JAMES A. BARNES
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James A. Barnes
Treasurer and Secretary