- Current report filing (8-K)
January 26 2010 - 2:28PM
Edgar (US Regulatory)
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): September 30, 2009
IX
ENERGY HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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333-151381
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36-4620445
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(State or Other
Jurisdiction of
Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification
Number)
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(Address
of principal executive offices) (zip code)
(212)
682-5068
(Registrant's
telephone number, including area code)
Copies
to:
Gregory
Sichenzia, Esq.
Sichenzia
Ross Friedman Ference LLP
61
Broadway
New York,
New York 10006
Phone:
(212) 930-9700
Fax:
(212) 930-9725
(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):
[ ]
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))
Item
4.02 Non-Reliance on Previously Issued Financial Statements or a
Related Audit Report or Completed Interim Review.
On September 30, 2009, and
as a result of comments raised by the Securities and Exchange Commission
pertaining to its pending Registration Statement on Form S-1, the management of
IX Energy Holdings, Inc. (the “Company”) concluded that the audited consolidated
financial statements for the year ended December 31, 2008 included in the
Company’s Form 10-K filed with the Securities and Exchange Commission on March
31, 2009 should no longer be relied upon.
The Company previously
issued common stock at a valuation per share that was not reflective of the fair
value of these issuances. The Company has retroactively considered various
factors, including the timeline of events within the Company’s evolution, status
as a private company at the date of these issuances, valuation of stock issued
to third parties for services rendered, and the raising of cash proceeds in a
private placement during 2008. The Company will restate its
financials for the year ended December 31, 2008 to reflect a more accurate fair
value of the common stock issued. . The Company has
presented the
restated financial statements in an amendment to its Registration Statement on
Form S-1 filed with the SEC on October 7, 2009 and January 26, 2010 and will
file an amendment to its Form 10-K for the fiscal year ended December 31, 2008
as soon as practicable.
The
Company’s management has apprised the Company’s Board of Directors and has
discussed the matters disclosed in this 8-K with its independent registered
public accounting firm.
SIGNATURES
Pursuant
to the requirements of the Securities and 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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IX
Energy Holdings, Inc.
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Dated:
January 26, 2010
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By:
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/s/
Steven
Hoffman
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Name: Steven
Hoffman
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Title: Chief
Executive Officer
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