Current Report Filing (8-k)
January 11 2018 - 3:28PM
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):
January 10, 2018
GROM
SOCIAL ENTERPRISES, INC.
(Exact name of small business issuer as
specified in its charter)
Florida
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000-55585
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46-5542401
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer ID No.)
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2060 NW Boca Raton Blvd., #6
Boca Raton, FL 33431
(Address of principal executive offices)
(561) 287-5776
(Issuer’s Telephone Number)
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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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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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. ☐
Item 4.02 Non-Reliance on Previously
Issued Financial Statements or Related Audit report or Completed Interim Review
On January 10, 2018, the board of
directors of Grom Social Enterprises, Inc. (the “Company”) concluded that the Company’s previously issued
financial statements for the quarter ended September 30, 2017 should no longer be relied upon. In the presentation of its
financial statements to account for the acquisition of Grom Holdings, Inc. pursuant to the terms of a share exchange
agreement entered into on May 15, 2017,
the Company adopted the guidance in ASC
805-50-05-5 for the transfer of net assets between entities under common control to apply a method similar to the
pooling-of-interests method. However, the Company has concluded such method of presentation was not proper and intends to
restate the financial statements for the quarterly period ended September 30, 2017 to amend the presentation.
The
Company believes the amendment will have no impact on any of its debt covenants or on any of its operating agreements with third
parties.
The
Company’s management, including its Chief Executive Officer and Chief Financial Officer discussed the matters disclosed herein
with the Company’s independent registered accountants.
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.
Dated: January 11, 2018
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GROM SOCIAL ENTERPRISES, INC.
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(Registrant)
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By:
/s/ Darren Marks
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Darren Marks, Chief Executive Officer
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