Current Report Filing (8-k)
August 27 2019 - 1:11PM
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 (Date of earliest event reported): August 26, 2019
CAPITAL
PARK HOLDINGS CORP.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
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000-55505
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45-5523835
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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8117
Preston Road Suite 300
Dallas,
Texas 75225
(Address
of Principal Executive Offices and Zip Code)
Registrant’s
telephone number, including area code: (972) 525-8546
Not
Applicable
(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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether 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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Common
Stock
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LOGG
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OTC
Pink
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Item
4.01 Change in Registrant’s Certifying Accountant
(a)
Dismissal of Independent Registered Public Accounting Firm
On
August 26, 2019, Capital Park Holdings Corp. (the “Company”) dismissed SRCO Professional Corporation (“SRCO”)
as the Company’s independent registered public accounting firm. The decision to dismiss SRCO was approved by the board of
directors of the Company (the “Board”). SRCO’s reports on the Company’s financial statements for the years
ended December 31, 2018 and 2017 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified
as to uncertainty, audit scope, or accounting principles, except that such report raised substantial doubts on our ability to
continue as a going concern as a result of the Company’s continued losses from operations since inception, and had both
stockholders’ and working capital deficiencies.
During
the Company’s two most recent fiscal years ended December 31, 2018 and 2017 and the subsequent interim period through August
26, 2019, there were (i) no disagreements, within the meaning of Item 304(a)(1)(iv) of Regulation S-K promulgated under the Securities
Exchange Act of 1934, as amended (“Regulation S-K”), and the related instructions thereto, with SRCO on any matter
of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of SRCO, would have caused it to make reference to the subject matter of the disagreements in
connection with its reports on the financial statements of the Company for such years, and (ii) no “reportable events”
within the meaning of Item 304(a) (1)(v) of Regulation S-K and the related instructions thereto.
The
Company has provided SRCO with the disclosures under this Item 4.01(a), and has requested SRCO to furnish the Company with a letter
addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company in this
Item 4.01(a) and, if not, stating the respects in which it does not agree. SRCO’s letter is filed as Exhibit 16.1 to this
Current Report on Form 8-K.
(b)
Appointment of New Independent Registered Public Accounting Firm
On
August 26, 2019, the Company, at the direction of the Board, engaged MaloneBailey, LLP (“MB”) as the Company’s
new independent registered public accounting firm.
During
the Company’s two most recent fiscal years ended December 31, 2018 and 2017, and the subsequent interim period through August
26, 2019, neither the Company nor anyone acting on its behalf consulted with MB regarding either (a) the application of accounting
principles to a 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 nor oral advice was provided to the Company that
MB concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial
reporting issue; or (b) any matter that was either the subject of a disagreement (as defined in paragraph 304(a)(1)(iv) of Regulation
S-K and the related instructions thereto) or a reportable event (as described in paragraph 304(a)(1)(v) of Regulation S-K).
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
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 hereunto duly authorized.
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CAPITAL
PARK HOLDINGS CORP.
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By:
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/s/
Eric Blue
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Eric
Blue
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Chief
Executive Officer
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Dated:
August 27, 2019