UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT TO
SECTION
13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): June 10,
2020
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Rivulet Media,
Inc.
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(Exact
Name of Registrant as Specified in Charter)
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Delaware
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000-32201
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33-0824714
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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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1206 East Warner Road, Suite 101-I, Gilbert, Arizona 85296
(Address of Principal Executive Offices) (Zip Code)
(480)
225-4052
(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:
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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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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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:
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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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None.
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None.
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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 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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
Other
Events.
Due to the recent outbreak of, and the local, state, and federal
governmental responses to, the coronavirus
(“COVID-19”), we are filing this Current Report on Form
8-K to rely on the relief that has been granted by the Securities
and Exchange Commission (the “SEC”) pursuant to the
order issued by the SEC on March 25, 2020, under Section 36 of the
Securities and Exchange Act of 1934, as amended (such order,
“Release No. 34-88465”). Release
No. 34-88465 permits a registrant to file certain reports
with the SEC up to 45 days after the original due date for the
reports if the registrant’s ability to file such reports has
been affected by COVID-19.
Our business has experienced significant disruptions due to the
conditions surrounding COVID-19. Certain of our operations and
personnel have been working remotely due to suggested or mandated
social distancing and work from home orders and our management has
devoted significant time and attention to assessing the potential
impact of COVID-19 and related events on our operations and
financial position, which has diverted management resources from
completing tasks necessary to finalize the quarterly report
on Form 10-Q for the period ended April 30, 2020
(“Form 10-Q”), originally due by June 15,
2020.
We plan to file the Form 10-Q by no later than July 1,
2020.
Risk Factor:
The recent novel coronavirus (COVID-19) outbreak could materially
adversely affect our financial condition and results of
operations. If the COVID-19
pandemic continues for an undetermined period, it may have a
material adverse effect on our business. For example, as long as
COVID-19 pandemic continues, we will have a limited ability to
produce any films or television programs. The spread of COVID-19
may cause us to modify our business practices, and we may take
further actions as may be required by government authorities or
that we determine are in the best interests of our employees and
our business. There is no certainty that such measures will be
sufficient to mitigate the risks posed by the virus, and our
ability to perform critical functions could be
harmed.
These and similar, and perhaps more severe, disruptions in our
operations could negatively impact our business, operating results,
and financial condition. In addition, quarantines, stay-at-home,
executive, and similar government orders, or the perception that
such orders, shutdowns, or other restrictions on the conduct of
business operations could occur, could severely affect the motion
picture industry and audience behavior, or our ability to produce
our film and television productions.
The spread of COVID-19, which has caused a broad impact globally,
may materially affect us economically. While the potential economic
impact brought by, and the duration of, COVID-19 may be difficult
to assess or predict, it has significantly disrupted
global financial markets, and may limit our ability to access
capital, which could in the future negatively affect our liquidity.
A recession or market correction resulting from the spread of
COVID-19 could materially affect our business and the value of our
common stock.
The ultimate impact of the COVID-19 outbreak or a similar health
epidemic is highly uncertain and subject to change. We do not yet
know the full extent of potential delays or impacts on our business
or the global economy as a whole. However, the effects could have a
material impact on our operations, and we will continue to monitor
the COVID-19 situation closely.
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:
June 10, 2020
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Rivulet
Media, Inc., a Delaware corporation
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By:
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/s/ Mike
Witherill
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Mike
Witherill, President
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