INVO Bioscience, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by INVO Bioscience, Inc. (Nevada) on January 6, 2017, covering events occurring on October 10, 2016, and September 1, 2016. The filing addresses a change in the company's independent registered public accounting firm, an amendment to its Articles of Incorporation regarding its registered agent, and the company's status regarding missing periodic filings.
Key Financial Metrics
The filing text does not provide specific current values for revenue, profit, cash flow, margins, debt, or liquidity. However, it references historical audit reports from the dismissed accountant, RBSM LP, which noted "substantial doubt as to the Company's ability to continue as a going concern" for the years ended December 31, 2010 and 2009. These reports cited negative cash flows from operating activities, recurring net operating losses, and a dependency on securing additional equity and debt financing.
Material Changes
- Dismissal of Accountant: On October 10, 2016, the Board of Directors dismissed RBSM LP as the independent registered public accounting firm. The dismissal was effective immediately, with notification sent on October 16, 2016.
- Engagement of New Accountant: The Board ratified the selection of Liggett & Webb P.A. (L&W) as the new independent registered public accounting firm for fiscal years ending December 31, 2011 through December 31, 2015. The engagement letter was dated October 10, 2016.
- Registered Agent Change: Effective September 1, 2016, the company changed its registered agent from Cane Clark LLP to Registered Agent Solutions, Inc., filing the necessary statement with the Nevada Secretary of State on September 6, 2016.
Outlook, Risks, and Contingencies
Under Item 8.01 (Other Events), the Company acknowledged that it has missing Form 10-K and Form 10-Q filings. Management stated an intention to make appropriate filings with the SEC as soon as possible to address these deficiencies and bring its reporting up to date. The filing confirms there were no disagreements with the former accountant regarding accounting principles or auditing scope prior to dismissal.
Investor Verification Checklist
- Verify the status of the missing Form 10-K and Form 10-Q filings mentioned in Item 8.01.
- Confirm the current financial health and going concern status, given the historical "substantial doubt" noted in prior audits.
- Review the engagement letter and scope of work with the new auditor, Liggett & Webb P.A.
- Check for any subsequent filings or updates regarding the company's compliance with SEC reporting requirements.