DDDX 3DX Industries Inc (PK)

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): December 11, 2014

 

3DX Industries, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada	333-156594	46-4485465
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
	6920 Salashan Parkway, Suite D-101 Ferndale, WA 98248 (Address of principal executive offices)
	(360) 244-4339
	(Registrant’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:

 

☐   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))

 

3DX Industries, Inc.

Form 8-K

Current Report

 

ITEM 4.01

CHANGE IN COMPANY’S CERTIFYING ACCOUNTANT

 

On December 11, 2014, 3DX Industries, Inc., a Nevada corporation (the “Company”) dismissed Robison, Hill and Co. (“Robison”) as the registered independent registered public accountant and appointed MaloneBailey, LLP (“MaloneBailey”) as the Company’s registered independent public accounting firm as of December 11, 2014. The decisions to appoint MaoloneBailey and dismiss Robison were approved by the Board of Directors of the Company on December 11, 2014.

 

Other than the disclosure of uncertainty regarding the ability for us to continue as a going concern which was included in our accountant’s report on the financial statements for the year ended October 31, 2013, Robison’s reports on the financial statements of the Company for the year ended October 31, 2013 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. For the most recent fiscal year and any subsequent interim period through Robison's termination on December 11, 2014, Robison disclosed the uncertainty regarding the ability of the Company to continue as a going concern in its accountant’s report on the financial statements.

 

In connection with the audit and review of the financial statements of the Company through December 11 2014, there were no disagreements on any matter of accounting principles or practices, financial statement disclosures, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference in connection with Robison’s opinion to the subject matter of the disagreement.

 

In connection with the audited financial statements of the Company for the year ended October 31, 2013 and interim unaudited financial statements through December 11, 2014, there have been no reportable events with the Company as set forth in Item 304(a)(1)(v) of Regulation S-K.

 

Prior to December 11, 2014, the Company did not consult with MaloneBailey regarding (1) the application of accounting principles to specified transactions, (2) the type of audit opinion that might be rendered on the Company’s financial statements, (3) written or oral advice was provided that would be an important factor considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issues, or (4) any matter that was the subject of a disagreement between the Company and its predecessor auditor as described in Item 304(a)(1)(iv) or a reportable event as described in Item 304(a)(1)(v) of Regulation S-K.

 

The Company provided a copy of the foregoing disclosures to Robison prior to the date of the filing of this report and requested that Robison furnish it with a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the statements in this Report. A copy of the letter furnished in response to that request is filed as Exhibit 16.1 to this Form 8-K.

 

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS

 

(d)

Exhibits

 

16.1	Letter from Robison, Hill and Co. dated December 11, 2014, to the Securities and Exchange Commission regarding statements included in this Form 8-K.

SIGNATURE

 

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 thereunto duly authorized.

 

 

Date:  December 11, 2014	3DX INDUSTRIES, INC.
	By:	/s/ Roger Janssen
	Name:	Roger Janssen
	Title:	President and Chief Executive Officer

Exhibit 16.1

 

December 11, 2014

U.S. Securities and Exchange Commission

Office of the Chief Accountant

100 F Street NE

Washington, DC 20549

 

Re: 3DX Industries, Inc.

 

Ladies and Gentlemen:

 

We have read the statements under item 4.01 in the Form 8-K dated December 11, 2014, of 3DX Industries, Inc. (the “Company”) to be filed with the Securities and Exchange Commission and we agree with such statements therein as related to our firm. We have no basis to, and therefore, do not agree or disagree with the other statements made by the Company in the Form 8-K.

 

 

Very Truly Yours, 

 

Certified Public Accountants

Salt Lake City, Utah

December 11, 2014