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
May
15, 2020
Date
of Report (Date of earliest event reported)
Friendable, Inc.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-52917
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98-0546715
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1821 S Bascom Ave., Suite 353, Campbell, California
95008
(Address
of principal executive offices) (Zip Code)
(855) 473-7473
Registrant’s
telephone number, including area code
Check
the appropriate box below if the Form 8-K 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))
Securities
registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading Symbol(s)
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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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Indicate by check mark whether the registrant is an emerging growth
company as defined in 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 checkmark 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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Friendable,
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 and Certain Rules Thereunder dated
March 25, 2020 (Release No. 34-88465) (the “Order”) to
delay the filing of its Quarterly Report on Form 10-Q for the
period ended March 31, 2020 (the “10-Q”) due to the
circumstances related to COVID-19. In particular, COVID-19 has
caused disruptions in our normal interactions with our auditors.
The Company has a small accounting staff and historically
we’ve provided our auditors with onsite access to work papers
and related information. We are relying on our staff/CFO to scan
work papers and other documents, therefore the Company’s
ability to complete its audit and file the 10-Q prior to its due
date is delayed. Notwithstanding the foregoing, the Company expects
to file the 10-Q no later than June 29, 2020 (which is 45 days from
the 10-Q’s original filing deadline of May 15,
2020).
In
light of the current COVID-19 pandemic, the Company will be
including the following Risk Factor in its 10-Q, as may be updated
to reflect subsequent events impacting the Company:
We are unable to predict the impact of COVID-19 on our
company.
The
size of the user base and the users’ level of engagement,
along with the Company tech services division being reliant on its
clients ability to continue a level of viability in their business
as well as paying on their monthly, contractual obligations to our
Company during the current climate are critical to our
success. The decline in discretionary
spending and travel restrictions or travel bans as a result of the
COVID-19 pandemic is expected to materially adversely impact our
operations beginning with the first quarter of 2020. The
inability for people to move their interactions on the Friendable
app to in person meetings may impact the utility of our service and
result in less user interactions an engagement.
As
a technology company we are able to have most of our staff work
remotely. Our senior management will continue to monitor our
situation on a daily basis; however, we expect that these factors
and others we have yet to experience may materially adversely
impact our company, its business and operations for the foreseeable
future.
Additionally,
the interruption of regular business activities has delayed certain
revenues being collected by the Company, as a significant client is
based in the New York City area of the US.
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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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Friendable,
Inc.
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Date: May 15,
2020
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By:
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/s/
Robert Rositano
Jr.
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Robert
Rositano
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CEO
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