Registration Statement – Securities for a Merger — Form S-4 — SA’33
Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: S-4 Registration Statement - Securities for a Merger HTML 867K
9: EX-3.10 Articles of Incorporation/Organization or Bylaws HTML 126K
10: EX-3.11 Articles of Incorporation/Organization or Bylaws HTML 97K
11: EX-3.12 Articles of Incorporation/Organization or Bylaws HTML 73K
12: EX-3.13 Articles of Incorporation/Organization or Bylaws HTML 44K
13: EX-3.14 Articles of Incorporation/Organization or Bylaws HTML 127K
14: EX-3.15 Articles of Incorporation/Organization or Bylaws HTML 39K
15: EX-3.16 Articles of Incorporation/Organization or Bylaws HTML 48K
16: EX-3.17 Articles of Incorporation/Organization or Bylaws HTML 52K
17: EX-3.18 Articles of Incorporation/Organization or Bylaws HTML 68K
18: EX-3.19 Articles of Incorporation/Organization or Bylaws HTML 47K
19: EX-3.20 Articles of Incorporation/Organization or Bylaws HTML 73K
20: EX-3.21 Articles of Incorporation/Organization or Bylaws HTML 364K
21: EX-3.22 Articles of Incorporation/Organization or Bylaws HTML 88K
22: EX-3.23 Articles of Incorporation/Organization or Bylaws HTML 596K
23: EX-3.24 Articles of Incorporation/Organization or Bylaws HTML 176K
24: EX-3.25 Articles of Incorporation/Organization or Bylaws HTML 68K
25: EX-3.26 Articles of Incorporation/Organization or Bylaws HTML 74K
26: EX-3.27 Articles of Incorporation/Organization or Bylaws HTML 44K
27: EX-3.28 Articles of Incorporation/Organization or Bylaws HTML 126K
28: EX-3.29 Articles of Incorporation/Organization or Bylaws HTML 43K
2: EX-3.3 Articles of Incorporation/Organization or Bylaws HTML 50K
29: EX-3.30 Articles of Incorporation/Organization or Bylaws HTML 87K
30: EX-3.31 Articles of Incorporation/Organization or Bylaws HTML 61K
31: EX-3.32 Articles of Incorporation/Organization or Bylaws HTML 74K
32: EX-3.33 Articles of Incorporation/Organization or Bylaws HTML 142K
33: EX-3.34 Articles of Incorporation/Organization or Bylaws HTML 82K
34: EX-3.35 Articles of Incorporation/Organization or Bylaws HTML 118K
35: EX-3.36 Articles of Incorporation/Organization or Bylaws HTML 69K
36: EX-3.37 Articles of Incorporation/Organization or Bylaws HTML 37K
37: EX-3.38 Articles of Incorporation/Organization or Bylaws HTML 74K
38: EX-3.39 Articles of Incorporation/Organization or Bylaws HTML 56K
3: EX-3.4 Articles of Incorporation/Organization or Bylaws HTML 89K
39: EX-3.40 Articles of Incorporation/Organization or Bylaws HTML 87K
40: EX-3.41 Articles of Incorporation/Organization or Bylaws HTML 207K
41: EX-3.42 Articles of Incorporation/Organization or Bylaws HTML 74K
42: EX-3.43 Articles of Incorporation/Organization or Bylaws HTML 104K
43: EX-3.44 Articles of Incorporation/Organization or Bylaws HTML 82K
44: EX-3.45 Articles of Incorporation/Organization or Bylaws HTML 38K
45: EX-3.46 Articles of Incorporation/Organization or Bylaws HTML 126K
46: EX-3.47 Articles of Incorporation/Organization or Bylaws HTML 68K
47: EX-3.48 Articles of Incorporation/Organization or Bylaws HTML 126K
48: EX-3.49 Articles of Incorporation/Organization or Bylaws HTML 82K
4: EX-3.5 Articles of Incorporation/Organization or Bylaws HTML 59K
49: EX-3.50 Articles of Incorporation/Organization or Bylaws HTML 126K
50: EX-3.51 Articles of Incorporation/Organization or Bylaws HTML 201K
51: EX-3.52 Articles of Incorporation/Organization or Bylaws HTML 74K
52: EX-3.53 Articles of Incorporation/Organization or Bylaws HTML 52K
53: EX-3.54 Articles of Incorporation/Organization or Bylaws HTML 80K
54: EX-3.55 Articles of Incorporation/Organization or Bylaws HTML 47K
55: EX-3.56 Articles of Incorporation/Organization or Bylaws HTML 74K
56: EX-3.57 Articles of Incorporation/Organization or Bylaws HTML 60K
57: EX-3.58 Articles of Incorporation/Organization or Bylaws HTML 87K
58: EX-3.59 Articles of Incorporation/Organization or Bylaws HTML 105K
5: EX-3.6 Articles of Incorporation/Organization or Bylaws HTML 87K
59: EX-3.60 Articles of Incorporation/Organization or Bylaws HTML 87K
60: EX-3.61 Articles of Incorporation/Organization or Bylaws HTML 51K
61: EX-3.62 Articles of Incorporation/Organization or Bylaws HTML 76K
62: EX-3.63 Articles of Incorporation/Organization or Bylaws HTML 61K
63: EX-3.64 Articles of Incorporation/Organization or Bylaws HTML 87K
64: EX-3.65 Articles of Incorporation/Organization or Bylaws HTML 51K
65: EX-3.66 Articles of Incorporation/Organization or Bylaws HTML 74K
6: EX-3.7 Articles of Incorporation/Organization or Bylaws HTML 34K
7: EX-3.8 Articles of Incorporation/Organization or Bylaws HTML 53K
8: EX-3.9 Articles of Incorporation/Organization or Bylaws HTML 35K
66: EX-5.1 Opinion of Counsel re: Legality HTML 51K
67: EX-5.2 Opinion of Counsel re: Legality HTML 46K
68: EX-5.3 Opinion of Counsel re: Legality HTML 48K
69: EX-22.1 Published Report re: Matters Submitted to a Vote HTML 40K
of Security Holders
70: EX-23.1 Consent of Expert or Counsel HTML 31K
71: EX-24.1 Power of Attorney HTML 40K
72: EX-24.2 Power of Attorney HTML 40K
73: EX-24.3 Power of Attorney HTML 35K
74: EX-25.1 Statement of Eligibility to Act as a Trustee HTML 156K
80: EX-FILING FEES Filing Fees HTML 41K
75: EX-99.1 Miscellaneous Exhibit HTML 138K
76: EX-99.2 Miscellaneous Exhibit HTML 55K
77: EX-99.3 Miscellaneous Exhibit HTML 38K
78: EX-99.4 Miscellaneous Exhibit HTML 43K
79: EX-99.5 Miscellaneous Exhibit HTML 40K
86: R1 Cover HTML 65K
87: R2 Summarized Statements of Operations HTML 75K
88: R3 Summarized Balance Sheets HTML 60K
91: XML IDEA XML File -- Filing Summary XML 59K
89: XML XBRL Instance -- lkq-20230901_htm XML 58K
90: EXCEL IDEA Workbook of Financial Report Info XLSX 10K
82: EX-101.CAL XBRL Calculations -- lkq-20230901_cal XML 34K
83: EX-101.DEF XBRL Definitions -- lkq-20230901_def XML 80K
84: EX-101.LAB XBRL Labels -- lkq-20230901_lab XML 155K
85: EX-101.PRE XBRL Presentations -- lkq-20230901_pre XML 101K
81: EX-101.SCH XBRL Schema -- lkq-20230901 XSD 41K
92: JSON XBRL Instance as JSON Data -- MetaLinks 53± 89K
93: ZIP XBRL Zipped Folder -- 0001065696-23-000087-xbrl Zip 1.12M
‘EX-3.47’ — Articles of Incorporation/Organization or Bylaws
I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT
COPIES OF ALL DOCUMENTS ON FILE OF “LKQ PICK YOUR PART MIDWEST,
LLC” AS RECEIVED AND FILED IN THIS OFFICE.
THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED:
CERTIFICATE OF
CONVERSION, FILED THE TENTH DAY OF OCTOBER,
A.D. 2019, AT 1:54 O'CLOCK P.M.
CERTIFICATE OF FORMATION, FILED THE TENTH DAY OF OCTOBER,
A.D. 2019, AT 1:54 O'CLOCK P.M.
CERTIFICATE OF MERGER, FILED THE TENTH DAY OF OCTOBER, A.D.
2019, AT 2:43 O'CLOCK P.M.
CERTIFICATE OF CORRECTION, FILED THE SECOND DAY OF DECEMBER,
A.D. 2019, AT 4:06 O'CLOCK P.M.
CERTIFICATE OF MERGER, FILED THE TWENTY-FIFTH DAY OF
NOVEMBER, A.D. 2020, AT 5:11 O'CLOCK P.M.
Delaware
Page
2
The First State
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF
THE AFORESAID CERTIFICATE OF MERGER IS THE THIRTY-FIRST DAY OF DECEMBER, A.D. 2020.
CERTIFICATE OF MERGER, FILED THE TWENTY-FIFTH DAY OF
NOVEMBER, A.D. 2020, AT 5:13 O'CLOCK P.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF
THE AFORESAID CERTIFICATE OF MERGER IS THE THIRTY-FIRST DAY OF DECEMBER, A.D. 2020.
CERTIFICATE OF MERGER, FILED THE TWENTY-EIGHTH DAY OF APRIL,
A.D. 2021, AT 5:19 O'CLOCK P.M.
CERTIFICATE OF MERGER, FILED THE SECOND DAY OF JULY, A.D.
2021, AT 9:34 O'CLOCK A.M.
AND I DO HEREBY FURTHER CERTIFY THAT THE AFORESAID
CERTIFICATES ARE THE ONLY CERTIFICATES ON RECORD OF THE
AFORESAID LIMITED LIABILITY COMPANY, “LKQ PICK YOUR PART
MIDWEST, LLC”.
STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A NON-DELAWARE LIMITED LIABILITY COMPANY TO A DELAWARE LIMITED LIABILITY COMPANY PURSUANT TO SECTION 18-214 OF THE LIMITED LIABILITY ACT
1.) The jurisdiction where the Non-Delaware Limited Liability Company first formed is Illinois.
2.)
The jurisdiction immediately prior to filing this Certificate is Illinois.
3.) The date the Non-Delaware Limited Liability Company first formed is 11/05/2018.
4.) The name of the Non-Delaware Limited Liability Company immediately prior to filing this Certificate is U-Pull-It, North, LLC.
5.) The name of the Limited Liability Company as set forth in the Certificate of Formation is LKQ Pick Your Part Midwest, LLC.
IN
WITNESS WHEREOF, the undersigned have executed this Certificate on the 9th day of October, A, D. 2019.
the
principal place of business of the surviving Limited Liability Company.
Sixth: A copy of the agreement of merger will be furnished by the surviving Limited Liability Company on request, without cost, to any member of the Limited Liability Company or any person holding an interest in any other business entity which is to merge or consolidate.
IN WITNESS WHEREOF, said Limited Liability Company has caused this certificate to be signed, by an authorized person, this 27th day of September, A.D., 2019.
State of Delaware Certificate of Correction of a Limited Liability Company to be filed pursuant to Section 18-211(a)
1. The name of the Limited Liability Company is: LKQ Pick Your Part Midwest, LLC.
2. That a
Certificate of Merger was filed by the Secretary of State of Delaware on 10/10/2019, that said Certificate requires correction as permitted by Section 18-211 of the Limited Liability Company Act.
3. The inaccuracy or defect of said Certificate is: (must give specific reason)
The certificate of merger between Scrap Processors, LLC and LKQ Pick Your Part Midwest, LLC (survivor) was filed in error. The filer did not authorize to file.
4. The
Certificate is hereby corrected to read as follows:
The Certificate of Merger is rendered null and void.
IN WITNESS WHEREOF, the undersigned have executed this Certificate on the 2nd day of December A.D. 2019.
State of Delaware Certificate of Merger of a Foreign Corporation into a Domestic Limited Liability Company
Pursuant to Title 6, Section 18-209 of the Delaware Limited Liability Company Act.
First: The name of the surviving Limited Liability
Company LKQ Pick Your Part Midwest, LLC, a Delaware Limited Liability Company.
Second: The name of the Corporation being merged into this surviving Limited Liability Company is LKQ Self Service Auto Parts-Holland, Inc. The jurisdiction in which this Corporation was formed is Michigan.
Third: The Agreement of Merger has been approved and executed by the Corporation and Limited Liability Company.
Fourth: The name of the surviving Limited Liability Company is LKQ Pick Your Part Midwest, LLC.
Fifth: The executed agreement of merger is on file at 500 W. Madison Street, Suite 2800, Chicago, IL60661, the principal place of business of the surviving Limited Liability Company.
Sixth: The effective date of the Merger is 12/31/2020.
Seventh: A copy of the agreement of merger will be furnished by the surviving Limited Liability Company on request, without cost, to any member of the Limited Liability Company or any person holding an interest in any other business entity which is to merge or consolidate.
IN WITNESS WHEREOF, said Limited Liability Company has caused this certificate to be signed by an authorized person, this 11th day of November, A.D. 2020.
State of Delaware Certificate of Merger of a Foreign Corporation into a Domestic Limited Liability Company
Pursuant to Title 6, Section 18-209 of the Delaware Limited Liability Company Act.
First:
The name of the surviving Limited Liability Company LKQ Pick Your Part Midwest, LLC, a Delaware Limited Liability Company.
Second: The name of the Corporation being merged into this surviving Limited Liability Company is LKQ Self Service Auto Parts-Kalamazoo, Inc. The jurisdiction in which this Corporation was formed is Michigan.
Third: The Agreement of Merger has been approved and executed by the Corporation and Limited Liability Company.
Fourth: The name of the surviving Limited Liability Company is LKQ Pick Your Part Midwest, LLC.
Fifth: The executed agreement of merger is on file at 500 W. Madison Street, Suite 2800, Chicago,
IL60661, the principal place of business of the surviving Limited Liability Company.
Sixth: The effective date of the Merger is 12/31/2020.
Seventh: A copy of the agreement of merger will be furnished by the surviving Limited Liability Company on request, without cost, to any member of the Limited Liability Company or any person holding an interest in any other business entity which is to merge or consolidate.
IN WITNESS WHEREOF, said Limited Liability Company has caused this certificate to be signed by an authorized person, this 11th day of November, A.D., 2020.
Certificate of Merger of a Foreign Limited Liability Company into a Domestic Limited Liability Company
Pursuant
to Title 6, Section 18-209 of the Delaware Limited Liability Company Act.
First: The name of the surviving Limited Liability Company is LKQ PICK YOUR
PART MIDWEST, LLC , a Delaware Limited Liability Company.
Second: The name of the Limited Liability Company being merged into this surviving Limited Liability Company is SCRAP PROCESSORS, LLC .
The jurisdiction in which this Limited Liability Company was formed is Illinois.
Third: The Agreement of Merger has been
approved and executed by both Limited Liability Companies.
Fourth: The name of the surviving Limited Liability Company is LKQ PICK YOUR
PART MIDWEST, LLC .
Fifth: The executed agreement of merger is on file at 500 W. Madison Street Suite 2800, Chicago, IL60661
the principal place of business of the surviving Limited Liability Company.
Sixth:
A copy of the agreement of merger will be furnished by the surviving Limited Liability Company on request, without cost, to any member of the Limited Liability Company or any person holding an interest in any other business entity which is to merge or consolidate.
IN WITNESS WHEREOF, said Limited Liability Company has caused this certificate to be signed by an authorized person, this 28th day of April, A.D., 2021.
the principal place of business of the surviving Limited Liability Company.
Sixth: A copy of the agreement of merger will be furnished by the surviving Limited Liability Company on request, without cost, to any member of the Limited Liability Company or any person holding an interest in any other business entity which is to merge or consolidate.
IN WITNESS WHEREOF, said Limited Liability Company has caused this certificate to be signed by an authorized person,
this 1st day of July, A.D. 2021.