UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Form 8-K/A
Amendment No. 1
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 11, 2014
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Commission File Number333-168530
On The Move Systems Corp.
(Exact name of small business issuer as specified in its charter)
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| Florida | 27-2343603 | |
| (State or other jurisdiction of
incorporation or organization) | (I.R.S. Employer
Identification No.) | |
| | | |
| 3001 North Rocky Point Drive East,
Suite 200
Tampa, FL | 33607 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code:(813) 367-3511
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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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to the Form 8-K filed on June 16, 2014 is to add a disclosure stating that the Company's CEO discussed the matters disclosed in this Form 8-K with the Company's previous and current independent registered public accounting firms and to correct the disclosure related to the effects of restatement. In the Form 8-K filed on June 16, 2014, we stated that the Company had originally concluded that its internal controls over financial reporting we effective as of February 28, 2013. In fact, the Company had determined that material weaknesses existed on that date and that internal controls over financial reporting were not effective as of February 28, 2013.
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ITEM 4.02: | NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED AUDIT REPORT OR COMPLETED INTERIM REVIEW |
Background to the Restatement
On June 11, 2014, the Company determined that due to an error in accounting for our acquisition of Crawford Mobile Install (“CMI”), the Company’s consolidated financial statements as of and for the years ended February 28, 2013 and February 29, 2012 should no longer be relied upon. The purpose of this restatement is to correct the accounting for our acquisition of Crawford Mobile Install (“CMI”). In the Original Filing, the acquisition of CMI was accounted for as an acquisition of a business. However, since John Crawford was our CEO at the time of the acquisition and also owned all of CMI, the acquisition should have been accounted for as a business acquired from an entity under common control according to ASC 805-50-30. We had originally recognized intangible assets and goodwill as a result of the acquisition of CMI. According to ASC 805-50-30, neither should have been recognized. As a result of the restatement, goodwill in the amount of $108,724 and intangible assets in the amount of $20,000 have be removed from assets. In addition, we recognized a loss on the acquisition of CMI in the amount of $128,724.
Our chief executive officer discussed the matters disclosed in the Form 8-K with both the Company's prior and current independent registered public accounting firms.
Effects of Restatement
As originally filed the Form 10-K for the year ended February 28, 2013 indicated that there were material weaknesses in our internal control over financial reporting and concluded that the Company did not maintain effective internal control over financial reporting as of February 28, 2013. Management has considered the effect of the restatement on our prior conclusions as to the effectiveness of our disclosure controls and procedures and internal control over financial reporting. Management has concluded that there is no change in the conclusion that our disclosure controls and procedures and internal control over financial reporting for such periods were not effective as of February 28, 2013.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Date: June 19, 2014 | On The Move Systems Corporation |
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| By:/s/ Robert Wilson |
| Robert Wilson |
| Chief Executive Officer |
| Principal Financial Officer |
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