UNITED STATES
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): April 27, 2018
BERGIO INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 333-150029 | 27-1338257 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
12 Daniel Road
East Fairfield, NJ 07004
(Address of principal executive offices) (Zip Code)
(973) 227-3230
Registrant’s telephone number, including area code:
[ ]
Written communication 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 40.13e-4(c))
Item 4.01
Changes in Registrant’s Certifying Accountant.
On April 27, 2018, Bergio International, Inc. (the “Company”) received notification from Sadler, Gibb & Associates, LLC (“SGA”), the Company’s independent registered public accounting firm, advising the Company of SGA’s resignation as the Company’s independent registered public accounting firm.
SGA did not issue any report on the Company’s financial statements for the fiscal year ended December 31, 2017. On April 24, 2018, the Company filed an unaudited 10-K without SGA’s knowledge. During the Company's previous fiscal year, there were (1) no disagreements with SGA on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the satisfaction of SGA would have caused SGA to make reference thereto in SGA’s reports on the financial statements for such years; and (2) no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, except for the matters set forth herein. The Company will authorize SGA to respond fully to the inquiries of the successor independent registered public accounting firm, which has yet to be selected.
The Company has provided SGA with a copy of the disclosures required by Item 304(a) of Regulation S-K contained in this Current Report on Form 8-K and has requested that SGA furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether SGA agrees with the statements made by the Company in this Current Report on Form 8-K and, if not, stating the respects in which it does not agree. A copy of SGA’s letter, dated April 30, 2018, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
To date, the Company has not appointed an independent registered public accounting firm to audit its financial statements as of and for the year ended December 31, 2017, as successor to SGA. The Company will file a Current Report on Form 8-K upon any appointment of a new independent registered public accounting firm for the Company.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits
| EXHIBIT INDEX | DESCRIPTION |
|
|
|
Letter from Sadler, Gibb & Associates, LLC, dated April 30, 2018. |
2
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.
|
| BERGIO INTERNATIONAL, INC. | ||
|
|
|
| |
|
|
|
| |
| Date: April 30, 2018 | By: | /s/ Berge Abajian | |
|
|
| Name: Berge Abajian | |
|
|
| Title: Chief Executive Officer | |
3