Current Report Filing (8-k)
June 07 2019 - 09:55AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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): June 5, 2019
Bespoke
Extracts, Inc.
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(Exact
name of registrant as specified in its charter)
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Nevada
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000-52759
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20-4743354
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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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323
Sunny Isles Boulevard, Suite 700
Sunny
Isles Beach, FL 33160
(Address
of principal executive offices) (Zip Code)
Registrant's
telephone number, including area code
(855) 633-3738
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):
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☐
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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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Securities registered pursuant to Section 12(b) of the Act:
None.
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. ☐
Item
4.01 Changes in Registrant’s Certifying Accountant.
On
June 5, 2019, Bespoke Extracts, Inc. (the “Company”) dismissed MaloneBailey, LLP (“MaloneBailey”) as the
Company’s independent registered public accounting firm and engaged Liggett & Webb, P.A. (“Liggett & Webb”)
as the Company’s independent registered public accounting firm. The reports of MaloneBailey on the Company’s financial
statements for the years ended August 31, 2018 and 2017 did not contain an adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope, or accounting principles, except that, the reports included an explanatory
paragraph with respect to the uncertainty as to the Company’s ability to continue as a going concern. The decision to dismiss
MaloneBailey and engage Liggett & Webb as the Company’s independent registered public accounting firm was approved by
the Company’s board of directors.
During
the years ended August 31, 2018 and August 31, 2017, and in the subsequent interim period through June 5, 2019, the Company has
not had any disagreements with MaloneBailey on any matter of accounting principles or practices, financial statement disclosure
or auditing scope or procedure, which disagreements, if not resolved to MaloneBailey’s satisfaction, would have caused MaloneBailey
to make reference thereto in its report on the Company’s financial statements for such periods.
During
the years ended August 31, 2018 and August 31, 2017, and in the subsequent interim period through June 5, 2019, there were no
reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K except MaloneBailey having advised the Company that it identified
material weaknesses in internal control over financial reporting as described in Item 9A of the Company’s annual report
on Form 10-K for the year ended August 31, 2018.
The
Company provided MaloneBailey with a copy of this disclosure set forth under this Item 4.01 and requested that MaloneBailey furnish
a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy
of the letter from MaloneBailey is attached hereto as Exhibit 16.1.
During
the years ended August 31, 2018 and August 31, 2017 and in the subsequent interim period through June 5, 2019, the Company has
not consulted with Liggett & Webb with respect to the application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that would have been rendered on the Company’s financial statements,
or any other matters set forth in Item 304(a)(2)(i) or (ii) 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, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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Bespoke
Extracts, Inc.
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Date:
June 7, 2019
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By:
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/s/
Niquana Noel
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Niquana
Noel
Chief
Executive Officer
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2
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