Amended Current Report Filing (8-k/a)
February 10 2014 - 12:55PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K /A
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 9, 2013
Bio-Matrix
Scientific Group, Inc.
(Exact Name
of Company as Specified in Charter)
Delaware
|
0-32201
|
33-0824714
|
(State or Other Jurisdiction of
Incorporation)
|
(Commission File Number)
|
(IRS Employer Identification
Number)
|
4700 Spring
Street, Suite 304
La Mesa California,
91942
(Address
of Principal Executive Offices, Zip Code)
Company’s
telephone number, including area code:
(619) 702-1404
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:
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))
ITEM 4.02 Non-Reliance
on Previously Issued Financial Statements.
On September 9, 2013 the Board of
Directors of Bio Matrix Scientific Group,Inc. (the “Company”) concluded that previously issued statements of cash
flows for the year ended September 30, 2012, three months ended December 31, 2012, six months ended March 31, 2013, nine months
ended June 30, 2013 and 2012 and for the periods from inception to June 30, 2012, September 30, 2012, December 31, 2012, March
31, 2013 and June 30, 2013 should no longer be relied upon because of errors in such statements. The Board of Directors concluded
that certain items included within the Company’s Consolidated Statement of Cash Flows for the year ended September 30,
2012 and for the period from inception to September 30, 2012 constituted noncash activities which do not affect Net Income and
these items have been eliminated from the Company’s Statements of Cash Flows for the periods below indicated.
Consolidated Statement of Cash Flows
for the year ended September 30 2012
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(42,740,362)
|
Elimination
(41,314,361)
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(1,426,001)
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to September 30 2012
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(49,510,595)
|
Elimination
(41,364,361)
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(8,146,234)
|
|
|
|
|
Consolidated Statement of Cash Flows
for the year ended September 30 2012
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
42,794,994
|
Elimination:
41,336,361
(Increase) Decrease in Investment in
Subsidiary
Elimination:
(22,000)
(Increase) Decrease in Securities available
for Sale
|
As Restated
1,480,633
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to September 30 2012
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
49,593,214
|
Elimination
41,336,361
Increase (Decrease) in
Investment in Subsidiary
Elimination:
Elimination:
(Increase) Decrease in Securities available
for Sale
28,000
|
As Restated
8,228,853
|
On September 9, 2013 the Company determined
that certain items included within the Company’s Consolidated Statement of Cash Flows for the quarter ended December 31,
2012 and for the period from inception to December 31, 2012 constituted noncash activities which do not affect Net Income and these
items have been eliminated from the Company’s Statements of Cash Flows for the periods below indicated.
Consolidated Statement of Cash Flows
for the quarter ended December 31 2012
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(463,776)
|
Elimination
(11,000) )
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(452,776)
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to December 31, 2012
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(49,974,371)
|
Elimination
(41,375,361)
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(8,599,010)
|
|
|
|
|
Consolidated Statement of Cash Flows
for the quarter ended December 31, 2012
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
388,839
|
Elimination
11,000
(Increase) Decrease in Securities available
for Sale
|
As Restated
377,839
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to September 30 2012
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
49,982,053
|
Elimination
41,336,361
Increase (Decrease) in Investment in
Subsidiary
Elimination:
(Increase) Decrease in Securities available
for Sale
39,000
|
As Restated
8,228,853
|
On September 9, 2013 the Company determined that certain
items included within the Company’s Consolidated Statement of Cash Flows for the six months ended March 31, 2013 and for
the period from inception to march 31, 2013 constituted noncash activities which do not affect Net Income and these items have
been eliminated from the Company’s Statements of Cash Flows for the periods below indicated
Consolidated Statement of Cash Flows
for the six months ended March 31 2013
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(586,758)
|
Elimination
13,000
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(599,758)
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to March 31, 2013
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(50,097,353)
|
Elimination
(41,351,361)
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(8,745,992)
|
|
|
|
|
Consolidated Statement of Cash Flows
for the six months ended March 31, 2013
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
521,690
|
Elimination
(13,000)
(Increase) Decrease in Securities available
for Sale
|
As Restated
534,690
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to March 31, 2013
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
50,114,904
|
Elimination
41,336,361
Increase (Decrease) in Investment in
Subsidiary
Elimination:
(Increase) Decrease in Securities available
for Sale
15,000
|
As Restated
8,763,543
|
On September 9, 2013 the Company determined that certain
items included within the Company’s Consolidated Statement of Cash Flows for the nine months ended June 30, 2013 and for
the period from inception to June 30, 2013 constituted noncash activities which do not affect Net Income and these items have been
eliminated from the Company’s Statements of Cash Flows for the periods below indicated
Consolidated Statement of Cash Flows
for the nine months ended June 30 2013
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(873,795)
|
Elimination
2,000
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(875,795)
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to June 30, 2013
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(50,384,390)
|
Elimination
(41,362,361)
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(9,022,029)
|
|
|
|
|
Consolidated Statement of Cash Flows
for the nine months ended June 30, 2013
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
808,325
|
Elimination
(2000)
(Increase) Decrease in Securities available
for Sale
|
As Restated
810,325
|
|
|
|
|
Consolidated Statement of Cash Flows
from inception to March 31, 2013
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
50,401,539
|
Elimination
41,336,361
Increase (Decrease) in Investment in
Subsidiary
Elimination:
(Increase) Decrease in Securities available
for Sale
26,,000
|
As Restated
9,039,178
|
On September 9, 2013 the Company determined that certain
items included within the Company’s Consolidated Statement of Cash Flows for the nine months ended June 30, 2012 constituted
noncash activities which do not affect Net Income and these items have been eliminated from the Company’s Statements of Cash
Flows for the periods below indicated
Consolidated Statement of Cash Flows
for the nine months ended June 30 2012
CASH
FLOWS FROM OPERATING ACTIVITIES
|
As originally presented
(42,437,014)
|
Elimination
(41,216,361)
Increase (Decrease) in Other Comprehensive
Income
|
As Restated
(1,220,653)
|
Consolidated Statement of Cash Flows
for the nine months ended June 30, 2012
CASH
FLOWS FROM FINANCING ACTIVITIES
|
As originally presented
42,466,570
|
Elimination
(120,000)
(Increase) Decrease in Securities available
for Sale
Elimination
41,336,361
Increase (Decrease) in Investment in
Subsidiary
|
As Restated
1,250,209
|
|
|
|
|
The Board of
Directors and the management of the Company have discussed with its current independent registered accounting firm the matters
referenced above, including the restatement of the abovementioned statements of cash flow to be filed with the United States Securities
and Exchange Commission concurrently with this current report on an amendment to the Company’s Form 10-K for the fiscal year
ended September 30, 2012 and amendments to the Company’s Form 10-Q for the interim periods ending December 31, 2012, March
31, 2013 and June 30, 2013.
SIGNATURE
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.
BIO-MATRIX SCIENTIFIC GROUP, INC.
By: /s/ David Koos
David Koos
Chairman & Chief Executive Officer
Dated: February, 10, 2014