Current Report Filing (8-k)
October 27 2020 - 4:33PM
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
October 22,
2020
Date of Report
(Date of earliest event reported)
ODYSSEY GROUP
INTERNATIONAL, INC.
(Exact name of
registrant as specified in its charter)
333-200785
(Commission File
Number)
Nevada
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47-1022125
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(State or other jurisdiction of incorporation)
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(I.R.S. Employer Identification No.)
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2372 Morse Ave., Irvine, CA
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92614
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(Address of principal executive offices)
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(Zip Code)
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(619) 832-2900
(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 (see General Instruction A.2. below):
o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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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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o
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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:
Title of Each Class
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Symbol
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Name of each exchange on which
registered
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None
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N/A
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N/A
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Securities registered pursuant to Section
12(g) of the Act:
Title of each Class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock ($0.001 par value)
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ODYY
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OTC
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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
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Change in Registrant's Certifying Accountant.
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(a)
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Former Independent Registered Public Accounting Firm
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On October 22, 2020, the
Audit Committee of Odyssey Group International, Inc. ("Odyssey" or the "Company"), approved the dismissal of
BDO USA, LLP (“BDO”), as the Company’s independent registered public accounting firm for and with respect to
the fiscal year ended July 31, 2020.
BDO was appointed as the
independent registered public accounting firm on August 5, 2020 and had not completed an audit or review of the financial statements
for any period.
During the time BDO was
engaged there were no: (1) disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) with BDO on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to
their satisfaction would have caused them to make reference in connection with their opinion to the subject matter of the disagreement,
or (2) reportable events (as described in Item 304(a)(1)(v) of Regulation S-K).
The Company provided BDO
with a copy of the foregoing disclosures and requested BDO to furnish the Company with a letter addressed to the Securities and
Exchange Commission stating whether or not it agrees with the above disclosures. A copy of the letter furnished pursuant to that
request is filed as Exhibit 16.1 to this Current Report on Form 8-K.
(b)
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New Independent Registered Public Accounting Firm
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On October 22, 2020, the
Audit Committee appointed Turner Stone, LLP (“Turner”) as the Company’s new independent registered public accounting
firm, effective immediately. During the fiscal years ended July 31, 2019 and 2018, and during all subsequent interim periods through
October 22, 2020, neither the Company nor anyone on its behalf consulted with Turner regarding (i) 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 in each case where a written report or oral advice was provided to the Company that Turner
concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial
reporting issue, or (ii) any matter that was the subject of a “disagreement” with its former auditors within the meaning
of Item 304(a)(1)(iv) of Regulation S-K and the related instructions or a “reportable event” within the meaning of
Item 304(a)(1)(v) Regulation S-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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ODYSSEY GROUP INTERNATIONAL, INC.
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Date: October 27, 2020
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By:
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/s/ Joseph Michael Redmond
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Name: Joseph Michael Redmond
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Title: Chief Executive Officer
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