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): May 15, 2020
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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)
(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 (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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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.
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Item 8.01.
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Other Events
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The
Company has been following the recommendations of local health
authorities to minimize exposure risk for its team members for the
past several weeks, including the temporary closures of its offices
and having team members work remotely, and, as a result, the
quarterly report will not be completed by the filing deadline, due
to insufficient time to facilitate the internal and external review
process.
Aftermaster
Inc. (the “Company”) will be relying on the Securities
and Exchange Commission's Order under Section 36 of the Securities
Exchange Act of 1934 Granting Exemptions From Specified Provisions
of the Exchange Act of 1934 and Certain Rules Thereunder dated
March 25, 2020 (Release No. 34-88318) (the Order) to delay the
filing of its Quarterly Report on Form 10-Q for the quarter ended
March 31, 2020 (the Report) due to the circumstances related to
COVID-19.
In
light of the current COVID-19 pandemic, the Company will be
including the following Risk Factor in its Quarterly Report as of
March 31, 2020:
COVID-19 Risk Factor
The
Company is supplementing the risk factors previously disclosed in
its most recent periodic reports filed under the Securities
Exchange Act of 1934 with the following risk factor:
Our financial performance and start of operations have been delayed
due to the impact of the CoronaVirus pandemic which has slowed down
investor funding opportunities.
The
recent outbreak of a strain of coronavirus (COVID-19) in the U.S.
has had an unfavorable impact on our business
operations. Mandatory closures of businesses imposed by
the federal, state and local governments to control the spread of
the virus is disrupting the operations of our management, business
and finance teams. In addition, the COVID-19 outbreak has adversely
affected the U.S. economy and financial markets, which may result
in a long-term economic downturn that could negatively affect
future performance. The extent to which COVID-19 will
impact our business and our consolidated financial results will
depend on future developments which are highly uncertain and cannot
be predicted at the time of the filing of this Form 8-K, but we
hope to limit the impact on our business, results of operations and
financial condition.
The
Company expects to file the Quarterly Report on Form 10-Q in
mid-June 2020 (but in any event no later than June 29, 2020, which
is 45 days from the Quarterly Report’s original filing
deadline of May 15, 2020).
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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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Dated:
May 15, 2020
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AFTERMASTER, INC.
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By:
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/s/
Larry Ryckman
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Name:
Larry Ryckman
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Title:
President and Chief Executive Officer
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