UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No.
1)Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 18, 2014
LATITUDE 360, INC.
(Exact name of registrant as specified in its
charter)
Nevada
(State or other jurisdiction of incorporation)
333-138111 |
20-5587756 |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
6022 San Jose Blvd., Jacksonville, FL 32217
(Address of principal executive offices)
(972) 771-4205
(Issuer's telephone number)
4232 E. Interstate 30,
Rockwall, Texas 75087
(Former name, former address
and former fiscal year, if changed since last report)
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.
[_] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR240.14d-2(b))
[_] Soliciting material pursuant to Rule 14a-12 under Exchange Act
(17 CFR240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR240.13e-4(c))
EXPLANATORY NOTE
The purpose of this Amendment
No. 1 to our Current Report on Form 8-K (the “Form 8-K”) filed on August 19, 2014, is to submit amend language limiting
the scope of the “going concern” language, which is then incorporated by reference in the accompanying Exhibit 16.1.
The previous Form 8-K was prematurely filed through a miscommunication with the Company’s former auditor.
Item 4.01 Change in Registrant’s Certifying Accountant.
Previous independent registered public
accounting firm.
(a) On August 18, 2014, Latitude 360, Inc.
(fka Kingdom Koncrete, Inc.) (the “Registrant” or the “Company”) notified The Hall Group, CPA’s (“Hall”)
that it was dismissed as the Registrant’s independent registered public accounting firm. The decision to dismiss Hall
as the Company’s independent registered public accounting firm was approved and ratified by the Company’s Board of
Directors effective as of August 18, 2014. Except as noted in the paragraph immediately below, the reports of Hall on
the Company’s financial statements at December 31, 2013 and for the three months then ended March 31, 2014 did not contain
an adverse opinion or disclaimer of opinion, and such reports were not qualified or modified as to uncertainty, audit scope, or
accounting principle.
The reports of Hall on the Company’s
financial statements as of December 31, 2013 contained explanatory paragraphs which noted that there was substantial doubt as to
the Company’s ability to continue as a going concern as the Company has negative working capital that raised doubt
about its ability to continue as a going concern.
As of December 31 2013 and for the three months
ended March 31, 2014 and from December 31, 2013 through August 18, 2014, the Company has not had any disagreements with Hall on
any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements,
if not resolved to Hall’s satisfaction, would have caused them to make reference thereto in the reports on the
Company’s financial statements for such periods.
As of December 31 2013 and for the three months
ended March 31, 2014 and for the period from December 31, 2013 through August 18, 2014, there were no reportable events, as defined
in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Hall with a copy of this
disclosure set forth under this Item 4.01 and was requested to furnish a letter addressed to the Securities & Exchange Commission
stating whether or not it agrees with the above statements.
A copy of the letter from Hall is attached
hereto as Exhibit 16.1
New independent registered public
accounting firm
On August 18, 2014 (the “Engagement
Date”), the Company engaged Jonathon P. Reuben, CPA An Accountancy Corporation (“Reuben”) as its independent
registered public accounting firm for the fiscal year ending December 31, 2014. The decision to engage Reuben as the Company’s
independent registered public accounting firm was approved by the Company’s Board of Directors. During the two most recent
fiscal years and through the Engagement Date, the Company has not consulted with Reuben regarding either:
1. the application of
accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered
on the Company’s financial statements, and neither a written report was provided to the Company nor oral advice was provided
that Reuben concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or
financial reporting issue; or
2. any
matter that was either the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and the
related instructions thereto) or a reportable event (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
Description of Exhibit |
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16.1 |
Letter from The Hall Group, CPA’s |
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: August 20, 2014
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LATITUDE 360, Inc. |
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By: |
/s/ Brent W. Brown |
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Brent W. Brown, CEO |
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EXHIBIT 16.1
The
Hall Group CPA’s
Dallas,
TX
August 20, 2014
Office of the Chief Accountant
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
We have read Item 4.01 included in the Form 8-K/A dated August 18,
2014 of Latitude 360, Inc. to be filed with the Securities and Exchange Commission and are in agreement with the statements related
to our firm.
Sincerely,
/s/ The Hall Group CPA’s
The Hall Group CPA’s