0001731122-18-000100.txt : 20181004 0001731122-18-000100.hdr.sgml : 20181004 20181004162838 ACCESSION NUMBER: 0001731122-18-000100 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180914 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20181004 DATE AS OF CHANGE: 20181004 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CREATIVE LEARNING Corp CENTRAL INDEX KEY: 0001394638 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 204456503 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-52883 FILM NUMBER: 181108157 BUSINESS ADDRESS: STREET 1: 701 MARKET STREET CITY: ST AUGUSTINE STATE: FL ZIP: 32095 BUSINESS PHONE: 904-824-3133 MAIL ADDRESS: STREET 1: 701 MARKET STREET CITY: ST AUGUSTINE STATE: FL ZIP: 32095 FORMER COMPANY: FORMER CONFORMED NAME: B2 HEALTH, INC. DATE OF NAME CHANGE: 20070327 8-K/A 1 e1160_form8k.htm FORM 8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 2)

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 14, 2018

CREATIVE LEARNING CORPORATION
(Exact name of registrant as specified in its charter)

Delaware	000-52883	20-4456503
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

701 Market Street, Suite 113 St. Augustine, FL		32095
(Address of principal executive offices)		(Zip Code)

(904) 824-3133
	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):

¨ 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))

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 4.01.

Changes in Registrant’s Certifying Accountant.

This Amendment No. 2 on Form 8-K/A amends the Current Report on Form 8-K of Creative Learning Corporation (the “Company”), filed with the Securities and Exchange Commission on September 20, 2018, (the “Original Filing”), as amended September 25, 2018 (the “Amendment”).

At the time of the Original Filing, the letter from the former accountants citing review of the disclosure in the Form 8-K was not available.

The letter from Hancock Askew & Co., LLP the former accountants to the Company, stating no disagreement with the disclosure in the Original Filing has been received and is filed as an exhibit herewith.

In addition, the Amendment stated that the engagement of Marcum LLP (“Marcum”) as the Company’s independent registered accounting firm for the Company’s fiscal year ended September 30,2018 was contingent upon completion of Marcum’s customary client acceptance procedures. Marcum has advised the Company that they have completed the procedures and they have accepted the engagement.

	Item 9.01.	Financial Statements and Exhibit

		(d) Exhibits

		Exhibit No. Exhibits
		16.1 Letter of Hancock Askew & Co., LLP, dated October 3, 2018

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: October 4, 2018
	CREATIVE LEARNING CORPORATION

	By:	/s/ Blake Furlow
		Name: Blake Furlow Title: Chief Executive Officer

EX-16.1 2 e1160_ex16-1.htm EXHIBIT 16.1

Exhibit 16.1

October 3, 2018

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-7561

Dear Sirs/Madams:

We have read Item 4.01 of Creative Learning Corporation’s Form 8-K dated September 14, 2018, and have the following comments:

1.	We agree with the statement made in the first sentence of the first paragraph with the exception that we were notified of the change in auditor on September 17, 2018. We have no basis upon which to agree or disagree with the second sentence of the first paragraph.

2.	We agree with the statements made in the second and third paragraphs.

3.	With regard to the fourth paragraph, we were provided a copy of the form 8-K to read and comment on October 3, 2018 and responded to on the same date.

4.	We have no basis on which to agree or disagree with the statements in the fifth paragraph.

Yours truly,

/s/ HANCOCK ASKEW & CO., LLP