Current Report Filing (8-k)
January 09 2020 - 1:53PM
Edgar (US Regulatory)
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: January 9, 2020 (January
7, 2020)
(Date of earliest event reported)
ITEM 9 LABS CORP.
(Exact name of registrant as specified in its
charter)
Delaware
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000-54730
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96-0665018
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(State of other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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2727 North 3rd Street, Suite
201 Phoenix, Arizona 85004
(Address of principal executive offices and
zip code)
1-833-867-6337
(Registrant’s telephone number, including
area code)
(Former name or former address, 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
(see General Instruction A.2. below):
☐
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a -12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d -2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e -4(c))
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company. ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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ITEM 4.01.
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CHANGE IN COMPANY’S CERTIFYING ACCOUNTANT
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On January 7, 2020, Item 9 Labs
Corp., a Delaware corporation (the “Company”) dismissed D. Brooks and Associates CPAs, P.A. (“D. Brooks and Associates”)
as the registered independent registered public accountant and appointed Semple, Marchal & Cooper, LLP (“Semple”)
as the Company’s registered independent public accounting firm as of January 7, 2020. The decisions to appoint Semple and
dismiss D. Brooks and Associates were approved by the Board of Directors of the Company on January 7, 2020.
D. Brooks and Associates report on the consolidated
financial statements of the Company for the years ended September 30, 2018 and 2017 did not contain an adverse opinion or a disclaimer
of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.
During the Company’s two most
recent fiscal years and through January 7, 2020, there were no disagreements on any matter of accounting principles or practices,
financial statement disclosures, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would
have caused them to make reference to the subject matter of the disagreements in connection with its reports on the Company’s
consolidated financial statements for such periods.
For the year ended September 30,
2018 and through January 7, 2020, there have been no reportable events with the Company as set forth in Item 304(a)(1)(v) of
Regulation S-K.
Prior to January 7, 2020, the Company did not
consult with Semple regarding (1) the application of accounting principles to specified transactions, (2) the type of audit opinion
that might be rendered on the Company’s financial statements, (3) written or oral advice was provided that would be an important
factor considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issues, or (4) any
matter that was the subject of a disagreement between the Company and its predecessor auditor as described in Item 304(a)(1)(iv)
or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K.
The Company provided a copy of the foregoing
disclosures to D. Brooks and Associates prior to the date of the filing of this report and requested that D. Brooks and Associates
furnish it with a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the statements
in this Report. A copy of the letter furnished in response to that request is filed as Exhibit 16.1 to this Form 8-K.
ITEM 9.01
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FINANCIAL STATEMENTS AND EXHIBITS
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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.
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ITEM 9 LABS CORP.
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Dated: January 9, 2020
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By:
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/s/ Andrew Bowden
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Andrew Bowden
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Chief Executive Officer
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Item 9 Labs (CE) (USOTC:INLB)
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