Attached files
http://schemas.microsoft.com/office/word/2003/wordml2450
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): February 28, 2013
CREATIVE LEARNING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 000-52883 20-445603
----------------------- ----------------------- -------------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or Identification No.)
organization)
701 Market, Suite 113, St. Augustine, FL 32095
--------------------------------------
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code : (904) 824-3133
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))
1
ITEM 4.01. Changes in Registrant's Certifying Accountant
On February 28, 2013 Creative Learning Corporation (the "Company")
dismissed Borgers & Cutler CPA's PLLC ("Borgers & Cutler") as its independent
registered public accounting firm, and retained Silberstein Unger, PLLC
("Silberstein Unger") as its new independent registered public accounting firm
responsible for auditing its financial statements.
Borgers & Cutler's reports on the Company's financial statements as of and
for the years ended September 30, 2012 and 2011 did not contain an adverse
opinion or disclaimer of opinion, and were not qualified or modified as to
uncertainty, audit scope, or accounting principles except that each of those
reports did contain an explanatory paragraph as to the existence of substantial
doubt regarding the Company's ability to continue as a going concern.
During the subsequent interim period through February 28, 2013 (the date of
dismissal of Borgers & Cutler), there were no disagreements with Borgers &
Cutler 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 Borgers & Cutler., would have caused it to make reference
to the subject matter of the disagreement in connection with its reports on the
Company's financial statements for such periods.
During the year ended September 30, 2012 and in the subsequent interim
period through February 28, 2013, there were no events otherwise reportable
under Item 304(a)(1)(v) of Regulation S-K.
During the Company's two most recent years and in the subsequent interim
period through February 28, 2013, the Company did not consult with Silberstein
Unger regarding the application of accounting principles to a specified
transaction, either contemplated or proposed, or the type of audit opinion that
might be rendered on the Company's financial statements, and neither a written
report nor oral advice was provided that was an important factor considered by
the Company in reaching a decision as to the accounting, auditing or financial
reporting issue, or with any of the matters outlined in Item 304(a)(2)(ii) of
Regulation S-K.
The Company provided Borgers & Cutler with a copy of this Current Report on
Form 8-K prior to its filing with the SEC and requested Borgers & Cutler furnish
the Company with a letter addressed to the SEC stating whether it agrees with
the statements made by the Company above, and if not, stating the respects in
which it does not agree. A copy of Borgers & Cutler's letter dated March 15,
2013, is attached hereto as Exhibit 16.1.
Item 9.01 Financial Statements and Exhibits.
(a) - (c) N/A
(d) Exhibits.
16.1 Letter from Borgers & Cutler CPA's PLLC dated March 15, 2013.
2
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.
Date: March 15, 2013 CREATIVE LEARNING CORPORATION
By: /s/ Brian Pappas
--------------------------------------
Brian Pappas, Chief Executive Officer
Exhibit Number
16.1 Letter from Borgers & Cutler CPA's PLLC date
