{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-24-031894","form_type":"8-K","ticker":"MSS","cik":"0001892292","company_name":"Maison Solutions Inc.","filed_at":"2024-04-10T23:59:59+00:00","discovered_at":"2026-05-14T18:03:21.108288+00:00","generated_at":"2026-06-04T00:37:06.323742+00:00","sec_items":["1.01","2.01","2.03","8.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Maison Solutions acquires Lee Lee for $22.2M, doubling revenue with 3 stores","bullets":["AZLL purchased 100% of Lee Lee for ~$22.2M; $7M cash at closing on April 8, 2024.","Secured note of ~$15.2M at 5% interest; aggressive repayment schedule ending Feb 2025.","Acquisition expected to add ~$70M annual revenue, more than doubling Maison's current size.","Phoenix (Chandler, Peoria) and Tucson stores added; three locations total.","CEO John Xu and spouse personally guarantee the secured note; collateral includes all Lee Lee assets."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-24-031894","json":"https://secwatch.observer/filing/0001213900-24-031894.json","markdown":"https://secwatch.observer/filing/0001213900-24-031894.md","text":"https://secwatch.observer/filing/0001213900-24-031894.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/ea0203641-8k_maison.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-04T00:37:06.323742+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3b8c3b86d1fa3f4e40ac6e7cd9c61c5bcb1f97f9","claim":"Maison Solutions Inc. incurred guarantee of Principal Amount, as adjusted pursuant to the Secured Note with the Sellers.","evidence_excerpt":"On April 8, 2024, in connection with the execution of the Senior Secured Note Agreement, and pursuant to the Purchase Agreement, AZLL entered into a guarantee (the “Purchaser Guarantee”) to and for the benefit of the Sellers, pursuant to which AZLL unconditionally guarantees the payment by Lee Lee of the Principal Amount, as adjusted pursuant to the Secured Note","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":1.0,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"guarantee"},{"label":"Principal","value":"Principal Amount, as adjusted pursuant to the Secured Note"},{"label":"Counterparty","value":"the Sellers"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"3b8c3b86d1fa3f4e40ac6e7cd9c61c5bcb1f97f9","claim":"Maison Solutions Inc. incurred guarantee of Principal Amount, as adjusted pursuant to the Secured Note with the Sellers.","evidence_excerpt":"Also on April 8, 2024, in connection with the execution of the Senior Secured Note Agreement, and pursuant to the Purchase Agreement, John Jun Xu, Chairman, Chief Executive Officer and controlling stockholder of the Company, and Grace Xu, spouse of John Jun Xu (together with John Jun Xu, the “Xu Guarantors”), entered into a guarantee (the “Xu Guarantee” and, together with the Purchaser Guarantee, the “Guarantees”) to and for the benefit of the Sellers","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":1.0,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"guarantee"},{"label":"Principal","value":"Principal Amount, as adjusted pursuant to the Secured Note"},{"label":"Counterparty","value":"the Sellers"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"d08a438245e99e92b0e3445e885f7fc21183b577","claim":"Maison Solutions Inc. incurred senior notes of approximately $15.2 million with the Sellers at five percent maturing February 8, 2025.","evidence_excerpt":"On April 8, 2024, pursuant to the Purchase Agreement, Lee Lee and AZLL entered into a senior secured note agreement (the “Senior Secured Note Agreement”) with the Sellers, pursuant to which Lee Lee issued the Sellers a secured promissory note (the “Secured Note”) for an aggregate initial principal amount of approximately $15.2 million","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":1.0,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"senior notes"},{"label":"Principal","value":"approximately $15.2 million"},{"label":"Counterparty","value":"the Sellers"},{"label":"Rate","value":"five percent"},{"label":"Maturity","value":"February 8, 2025"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"dfe0e32aae8107a1a2a7e7e6641d128dc0f5f587","claim":"Maison Solutions Inc. completed an acquisition involving Meng Truong and Paulina Truong for approximately $22.2 million (closed 2024-04-08).","evidence_excerpt":"Lee Lee (“Lee Lee”) from the Sellers (the “Transaction”). Pursuant to the Purchase Agreement, Purchaser agreed to pay to the Sellers an aggregate purchase price of approximately $22.2 million, subject to certain adjustments as set forth in the Purchase Agreement, consisting of: (i) $7.0 million in cash paid immediately at the closing of the Transaction, and (ii) a","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Meng Truong and Paulina Truong"},{"label":"Consideration","value":"approximately $22.2 million"},{"label":"Closing","value":"2024-04-08"}],"fact_type":"ma_transaction"},{"claim_id":"0708a5f2775514cbdc9f33ecf632173ede6c53c1","claim":"Maison Solutions Inc. entered into Purchaser Guarantee with Sellers (effective 2024-04-08).","evidence_excerpt":"On April 8, 2024, in connection with the execution of the Senior Secured Note Agreement, and pursuant to the Purchase Agreement, AZLL entered into a guarantee (the “Purchaser Guarantee”) to and for the benefit of the Sellers, pursuant to which AZLL unconditionally guarantees the payment by Lee Lee of the Principal Amount, as adjusted pursuant to the Secured Note and the faithful and prompt performance by Lee Lee of the conditions and covenants of the Secured Note.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Sellers"},{"label":"Effective","value":"2024-04-08"}],"fact_type":"material_agreement"},{"claim_id":"18ba259ec2e64f72edf73a2f74c8e83412b48e87","claim":"Maison Solutions Inc. entered into Security Agreement with Sellers (effective 2024-04-08).","evidence_excerpt":"On April 8, 2024, pursuant to the Purchase Agreement and the Senior Secured Note Agreement, Lee Lee and AZLL (collectively, the “Grantors”) entered into a security agreement (the “Security Agreement”) with the Sellers as holders of the Secured Note.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Sellers"},{"label":"Effective","value":"2024-04-08"}],"fact_type":"material_agreement"},{"claim_id":"91eeb0eed7588c5d4eaef182dd8817e7b6212d61","claim":"Maison Solutions Inc. entered into Xu Guarantee with Sellers (effective 2024-04-08).","evidence_excerpt":"Also on April 8, 2024, in connection with the execution of the Senior Secured Note Agreement, and pursuant to the Purchase Agreement, John Jun Xu, Chairman, Chief Executive Officer and controlling stockholder of the Company, and Grace Xu, spouse of John Jun Xu (together with John Jun Xu, the “Xu Guarantors”), entered into a guarantee (the “Xu Guarantee” and, together with the Purchaser Guarantee, the “Guarantees”) to and for the benefit of the Sellers, pursuant to which the Xu Guarantors unconditionally guarantee the payment by Lee Lee of the Principal Amount, as adjusted pursuant to the Secured Note and the faithful and prompt performance by Lee Lee of the conditions and covenants of the Secured Note.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Sellers"},{"label":"Effective","value":"2024-04-08"}],"fact_type":"material_agreement"},{"claim_id":"c2b65433020709566a4333b3f8ef55f41103e29b","claim":"Maison Solutions Inc. entered into Senior Secured Note Agreement with Sellers valued at approximately $15.2 million (effective 2024-04-08).","evidence_excerpt":"On April 8, 2024, pursuant to the Purchase Agreement, Lee Lee and AZLL entered into a senior secured note agreement (the “Senior Secured Note Agreement”) with the Sellers, pursuant to which Lee Lee issued the Sellers a secured promissory note (the “Secured Note”) for an aggregate initial principal amount of approximately $15.2 million, subject to certain adjustments as set forth therein (the “Principal Amount”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Sellers"},{"label":"Value","value":"approximately $15.2 million"},{"label":"Effective","value":"2024-04-08"}],"fact_type":"material_agreement"},{"claim_id":"f763c8118c0fa98491a462f2fe75d567cf041df2","claim":"Maison Solutions Inc. entered into Stock Purchase Agreement with Meng Truong and Paulina Truong valued at approximately $22.2 million (effective 2024-04-04).","evidence_excerpt":"On April 4, 2024, AZLL, LLC (“Purchaser” or “AZLL”), an Arizona limited liability company and a wholly-owned subsidiary of Maison Solutions Inc. (the “Company”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Meng Truong (“Meng Truong”) and Paulina Truong (“Paulina Truong” and, together with Meng Truong, the “Sellers”), pursuant to which Purchaser purchased 100% of the outstanding equity interests in Lee Lee Oriental Supermart, Inc. d/b/a Lee Lee Oriental Supermarket, Lee Lee International Supermarkets or Lee Lee (“Lee Lee”) from the Sellers (the “Transaction”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1892292/000121390024031894/0001213900-24-031894-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"asset purchase"},{"label":"Counterparty","value":"Meng Truong and Paulina Truong"},{"label":"Value","value":"approximately $22.2 million"},{"label":"Effective","value":"2024-04-04"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}