Attached files
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| EX-16.1 - LETTER ON CHANGE IN CERTIFYING ACCOUNTANT - AFTERMASTER, INC. | exhibit_16-1.htm |
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): November 7, 2018
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AfterMaster, Inc.
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(Exact
name of registrant as specified in its charter)
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Delaware
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001-10196
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23-2517953
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(State
or other jurisdictionof incorporation)
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(Commission
FileNumber)
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(IRS
Employer IdentificationNumber)
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6671 Sunset Blvd., Suite 1520
Hollywood, California
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90028
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(Address
of principal executive offices)
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(zip
code)
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(310)
657-4886
(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):
☐
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))
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ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING
ACCOUNTANT.
(a)(1) Previous independent registered public accounting
firm:
Sadler, Gibb & Associates, LLC:
(i)
On November 7,
2018, we informed Sadler Gibb & Associates, LLC
(“Sadler”) of their dismissal as our independent
registered public accounting firm.
(ii)
Sadler’s
reports on our financial statements for the two most recent fiscal
years ended June 30, 2017, and June 30, 2018, contained no adverse
opinion or disclaimer of opinion and were not qualified or modified
as to audit scope or accounting, except that the reports contained
an explanatory paragraph stating that there was substantial doubt
about our ability to continue as a going concern.
(iii)
Our audit committee
and board of directors participated in and approved the decision to
change our independent registered public accounting
firm.
(iv)
During the two most
recent fiscal years ended June 30, 2017, and June 30, 2018, and the
subsequent interim period from June 30, 2018, through November 9,
2018, there have been no disagreements with Sadler 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 Sadler would have caused them to make
reference thereto in their report on the financial
statements.
(v)
We have authorized
Sadler to respond fully to the inquiries of the successor
accountant.
(vi)
During the two most
recent fiscal years ended June 30, 2017, and June 30, 2018, and the
subsequent interim period from June 30, 2018, through November 9,
2018, there was one “reportable event” as that term is
described in Item 304(a)(1)(v) of Regulation S-K. Specifically, in
connection with our annual reports on Form 10-K for the fiscal
years ending June 30, 2017, and June 30, 2018, on or about October
15, 2018, Sadler advised us the inadequacy of our internal controls
(which is a reportable event pursuant to Item 304(a)(1)(v)(A) of
Regulation S-K).
(vii)
We provided a copy
of the foregoing disclosures to Sadler prior to the date of the
filing of this report and requested that Sadler furnish us with a
letter addressed to the U.S. Securities & Exchange Commission
stating whether or not it agrees with the statements in this
report. A copy of such letter is filed as Exhibit 16.1 to this
Current Report on Form 8-K.
(a)(2) New independent registered public accounting
firm:
Haynie & Company CPA’s:
On
November 7, 2018, we engaged Haynie and Company
(“Haynie”) of [city, state], as our new independent
registered public accounting firm. During the fiscal years ended
June 30, 2017, and June 30, 2018, and prior to November 7, 2018
(the date of the new engagement), we had not consulted with Haynie
regarding any of the following:
(i)
The application of
accounting principles to a specific transaction, either completed
or proposed;
(ii)
The type of audit
opinion that might be rendered on our consolidated financial
statements, and none of the following was provided to us: (a) a
written report, or (b) oral advice that Haynie concluded was an
important factor considered by us in reaching a decision as to
accounting, auditing or financial reporting issue; or
(iii)
Any other matter
that was the subject of a disagreement between us and our former
auditor or was a reportable event (as described in Items
304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K,
respectively).
Item
9.01
Financial Statements and Exhibits.
The
exhibit listed in the following Exhibit Index is filed as part of
this report:
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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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Date:
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November
09, 2018
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By:
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/s/ Larry
Ryckman
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Name:
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Larry
Ryckman
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Title:
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CEO
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