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 10, 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)
(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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1
On May
10, 2018, the Board of Directors of AfterMaster, Inc. (the
“Company”) determined that
the Company’s financial statements in (i) the Quarterly
Report on Form 10-Q for the quarterly period ended September 30,
2017, and (ii) the Quarterly Report on Form 10-Q for the quarterly
period ended December 31, 2017 (such Quarterly Reports collectively
the “Quarterly
Reports”), should not be relied upon because of the
following issue discovered in the course of the Company’s
preparation of its financial statements for the quarterly period
ended March 31, 2018:
During the September 30, 2017 quarter, the Company should have (i)
recognized the cost of sales related to 4,000 units of Company
products sold to the Company’s manufacturer, instead of
recording such costs of sales in the quarter ending December 31,
2017, (ii) not included accounts receivable of
$400,000 related to the sale of the 4,000 units, (iii)
recognized an accounts payable extinguishment of $125,000 with its
manufacturer related to the purchase of the 4,000 units, and (iv)
offset the payables and receivables related to the 4,000 units
totaling $400,000.
During the December 31, 2017 quarter, the Company should have (i)
offset accounts receivable and accounts payable related to a sale
totaling $90,000 to the Company’s manufacturer,
(ii) reported a decrease in cost of goods sold of $142,389 and
(iii) recorded additional inventory of $340,389.
The
Company intends to file amended Quarterly Reports on Form 10-Q/A as
soon as possible (the “Amended Quarterly
Reports”). The differences between the Quarterly
Reports and the Amended Quarterly Reports will be identified in the
Amended Quarterly Reports.
The
Company’s authorized officer discussed with the
Company’s independent certifying accountant, Sadler Gibb
& Associates, LLC (“Sadler Gibb”) the matters
discussed in this report.
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 16, 2018
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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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2