0001185185-18-001885.txt : 20181030 0001185185-18-001885.hdr.sgml : 20181030 20181030091011 ACCESSION NUMBER: 0001185185-18-001885 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181029 ITEM INFORMATION: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review FILED AS OF DATE: 20181030 DATE AS OF CHANGE: 20181030 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Sport Endurance, Inc. CENTRAL INDEX KEY: 0001471727 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 262754069 STATE OF INCORPORATION: NV FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-161943 FILM NUMBER: 181145639 BUSINESS ADDRESS: STREET 1: 101 HUDSON ST., 21ST FLOOR CITY: JERSEY CITY STATE: NJ ZIP: 07302 BUSINESS PHONE: 646-846-4280 MAIL ADDRESS: STREET 1: 101 HUDSON ST., 21ST FLOOR CITY: JERSEY CITY STATE: NJ ZIP: 07302 8-K 1 sportend20181029_8k.htm FORM 8-K sportend20181029_8k.htm



Washington, D.C. 20549








Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): October 29, 2018


Sport Endurance, Inc.

(Exact name of registrant as specified in its charter)







(State or other Jurisdiction of Incorporation)


(Commission File Number)


(IRS Employer Identification No.)


81 Prospect Street

Brooklyn, NY



(Address of principal executive offices)


(Zip Code)


Registrant’s telephone number, including area code: (646) 846-4280



 (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:


☐ 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 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 A Related Audit Report Or Completed Interim Report


On October 29, 2018, the Board of Directors of Sport Endurance Inc. (the “Company”) concluded that the Company’s previously issued financial statements, contained within the Company’s quarterly report on Form 10-Q for the period ended May 31, 2018 (the “Financial Statements”), should no longer be relied upon. The Financial Statements erroneously calculated the Company’s warrant derivative liability. The Company plans to amend and restate the Financial Statements to account for the Company’s error as soon as practicable.


The Company’s management discussed the matters with the Company’s independent registered accounting firm.











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.




Date: October 30, 2018

By:  /s/ David Lelong                        

  Name:  David Lelong
  Title:  Chief Executive Officer