Current Report Filing (8-k)
September 09 2014 - 5:29PM
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): September 5, 2014
INFINITY
ENERGY RESOURCES, INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware |
|
0-17204 |
|
20-3126427 |
(State
or other Jurisdiction |
|
(Commission
|
|
(IRS
Employer |
of
Incorporation) |
|
File
Number) |
|
Identification
No.) |
11900
College Blvd, Suite 310, Overland Park, KS 66210
(Address
of Principal Executive Offices) (Zip Code)
(913)
948-9512
(Registrant’s
telephone number, including area code)
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 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))
Item
4.01 |
CHANGES IN
REGISTRANT’S CERTIFYING ACCOUNTANT. |
The
Audit Committee of Infinity Energy Resources, Inc. (the “Company”) recently completed a process to determine what
audit firm would serve as the Company’s independent registered public accounting firm for the year ended December 31, 2013
and beyond in order to remedy its current delinquent status with respect to the filing of its Annual Report on Form 10-K for the
Year ended December 31, 2013. On September 5, 2014, the Audit Committee determined to dismiss MaloneBailey, LLP (“Malone”)
as the Company’s independent registered public accounting firm effective immediately.
The
Company had engaged Malone on April 24, 2013 to audit its consolidated financial statements for the year ended December 31, 2013
and reaudit the year ended December 31, 2012, but Malone has not issued an opinion on such consolidated financial statements due
to its inability to complete the audits of 2013 and 2012 caused by disagreements with the Company’s management and its prior
auditors regarding the Company’s accounting policy for certain costs that are capitalized and included in the Company’s
Oil and Gas properties and the valuation of certain equity based and derivative instruments.
During
the audit for the year ended December 31, 2013 and the reaudit of the year ended December 31, 2012, and through September 5, 2014,
there were (a) disagreements with Malone on the capitalization of certain costs included in the Company’s Oil and Gas properties
for the years 2013, 2012 and periods prior to 2012 and disagreements on the valuation of certain stock options and warrants granted
in 2011 and 2012 that if not resolved to Malone’s satisfaction, would cause Malone to disclose that in its reports on the
Company’s financial statements for such year; and (b) reportable events, as described under Item 304(a)(1)(v) of Regulation
S-K related to the matters mentioned in (a).
The
Company provided Malone with a copy of the disclosure contained in this Form 8-K and requested that Malone provide the Company
a letter addressed to the Securities and Exchange Commission stating whether Malone agrees with such disclosures. A copy of Malone’s
letter dated, September 9, 2014 is attached as Exhibit 16.1 to this Form 8-K.
Contemporaneous
with the determination to dismiss Malone, the Audit Committee engaged L.L. Bradford & Company (“Bradford”) as
the Company’s independent registered public accounting firm for the year ended December 31, 2013 and for the fiscal
year ending December 31, 2014.
During
the year ended December 31, 2013, and the subsequent interim period through September 5, 2014 the Company did not consult with
Bradford regarding any of the matters or events set forth in Item 304(a)(2) of Regulation S-K.
Item
9.01 |
FINANCIAL
STATEMENT AND EXHIBITS |
(d) Exhibits
|
16.1
|
Letter
of Malone Bailey LLP dated September 9, 2014 |
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.
|
Infinity
Energy Resources, Inc. |
|
|
|
By: |
/s/
Stanton E. Ross |
|
Name:
|
Stanton
E. Ross |
|
Title:
|
President
and Chief Executive Officer |
|
|
|
Dated: September
9, 2014 |
|
|
EXHIBIT
INDEX
Exhibit
No. |
|
Description |
|
|
|
16.1 |
|
Letter
of Malone Bailey LLP addressed to the Securities and Exchange Commission dated September 9, 2014 |
September
9, 2014
U.S.
Securities and Exchange Commission
450
Fifth Street, N.W.
Washington,
DC 20549
|
RE: |
INFINITY
ENERGY RESOURCES, INC. |
|
File
No.: |
0-17204 |
We
have read the statements under Item 4.01 of the Current Report on Form 8-K to be filed with the Securities and Exchange Commission
on September 9, 2014 regarding the change of auditors. We agree with all statements pertaining to us.
We
have no basis to agree or disagree with statements pertaining to the successor accountants.
|
|
MaloneBailey,
LLP |
|
www.malonebailey.com |
|
Houston,
Texas |
|
Infinity Energy Resources (QB) (USOTC:IFNY)
Historical Stock Chart
From Jun 2024 to Jul 2024
Infinity Energy Resources (QB) (USOTC:IFNY)
Historical Stock Chart
From Jul 2023 to Jul 2024