Item 4.02 Non-Reliance On Previously Issued Financial Statements Or A Related
Audit Report Or Completed Interim Review.
On August 17, 2022, the Chief Executive Officer and Chief Financial Officer of
EdgeMode, Inc., in connection with the preparation of our Quarterly Report on
Form 10-Q for the period ended June 30, 2022, determined that it is necessary to
restate our unaudited financial statements as of and for the three months ended
March 31, 2022, which were included in our Quarterly Report on Form 10-Q for the
period ended March 31, 2022 (the "First Quarter 2022 Financial Statements").
Management has determined that the First Quarter 2022 Financial Statements do
not give effect to options granted during the three months ended March 31, 2022,
to purchase an aggregate of 65,920,895 shares of our common stock issued to our
executive officers and a consultant, resulting in an approximately $17,801,377
understatement in operating expenses and in common stock and additional paid-in
capital. These errors have a material impact on our statements of operations and
statements of stockholders' equity (deficit) for the three months ended March
31, 2022.
We will include any restated financial information in an amendment to our
Quarterly Report on Form 10-Q for the period ended March 31, 2022, which we
intend to file as soon as practicable. As a result of the restatement
adjustments, the First Quarter 2022 Financial Statements as previously issued
should no longer be relied upon.
These errors have been discussed with M&K CPAS, PLLC, our independent registered
public accountant during the period covered by the First Quarter Financial
Statements. Our independent registered public accountant was provided a copy of
the disclosures made herein and were given the opportunity, no later than the
day of filing this Current Report on Form 8-K, to review those disclosures and
provide us a letter stating whether or not they agree with those disclosures.
We will attach any letter we receive as an exhibit to an Amended Form 8-K
within two business days of receipt.
As a result of this review, we have reviewed the effectiveness of our internal
controls over financial reporting. We believe these errors were primarily due to
deficiencies pertaining to insufficiently skilled personnel and a lack of human
resources within our accounting and finance functions and deficiencies relating
to insufficient analysis, documentation and review of the selection and
application of GAAP to significant non-routine transactions, including the
preparation of financial statement disclosures relating thereto.
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