8-K

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): December 31, 2015

CORNERWORLD CORPORATION

(Exact name of registrant as specified in its charter)

Nevada	333-128614	98-0441869
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

13010 Preston Road, Suite 510

Dallas, Texas 75240

(Address of principal executive offices) (zip code)

(888) 837-3910

(Registrant’s telephone number, including area code)

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))

Item 2.01 Completion of Acquisition or Disposition of Assets.

On December 31, 2015, CornerWorld Corporation (“CornerWorld” or the “Company”) completed the spin-off (the “Spin-Off”) of its wholly owned subsidiary Woodland Holdings Corporation (“Woodland”) and distributed, on a pro rata basis, 100% of its shares of Woodland common stock to the Company’s stockholders of record as of December 31, 2015. Immediately following the completion of the Spin-Off, the Company’s stockholders owned 100% of the outstanding shares of common stock of Woodland. Following the Spin-Off, Woodland operates as an independent publicly traded company.

Item 9.01 Financial Statements and Exhibits.

The unaudited pro forma consolidated financial information of the Company giving effect to the Spin-Off of Woodland and the related notes thereto, have been derived from its historical consolidated financial statements and are attached hereto as Exhibit 99.1

Exhibit Number	Description
99.1	Unaudited pro forma consolidated financial information

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CornerWorld Corporation
Dated: January 7, 2016	By:	/s/ V. Chase McCrea III V. Chase McCrea III Chief Financial Officer

- 3 -

EX-99

Exhibit 99.1

UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

The unaudited pro forma consolidated financial statements of CornerWorld Corporation. (“CornerWorld” or the “Company”) have been derived from its historical consolidated financial statements and are being presented to give effect to the separation of Woodland Holdings Corporation (Woodland) into an independent, publicly traded company. Effective with the filing of the Company’s Form 10-K for the period ending December 31, 2015, Woodland will be reported as a discontinued operation of the Company. The unaudited pro forma consolidated balance sheet has been prepared as though the separation of Woodland occurred on September 30, 2015. The unaudited pro forma consolidated statement of operations for the nine months ended September 30, 2015 and the year ended December 31, 2014 have been prepared as though the separation of Woodland occurred on December 31, 2014. The following unaudited pro forma consolidated financial statements should be read in conjunction with the Company’s historical financial statements and accompanying notes.

The information in the “Woodland Spin-Off” column in the unaudited pro forma consolidated income statement was derived from the Company’s audited consolidated financial statements and the related accounting records for the nine months ended September 30, 2015 and for the year ended December 31, 2014 and reflects the financial results of the Woodland business, adjusted to include certain costs directly attributable to Woodland.  For more information on Woodland, see also Woodland’s Registration Statement on Form 10 which was filed with the Securities and Exchange Commission (“SEC”) that was declared effective by the SEC on October 14, 2015. The information in the “Woodland Spin-Off” column in the unaudited pro forma consolidated balance sheet was derived from Woodland’s audited consolidated financial statements and related accounting records as of September 30, 2015.

The pro forma adjustments are based on available information and assumptions management believes are factually supportable. The pro forma adjustments to reflect the separation of Woodland include:

• Settlement of inter-company payables to Woodland.

• Elimination of the Company’s equity interest in Woodland.

The unaudited pro forma consolidated financial statements are presented for illustrative purposes only. These unaudited pro forma consolidated financial statements do not purport to be a complete presentation of the Company’s financial position or results of operations had the Spin-Off occurred as of and for the periods indicated. In addition, the unaudited pro forma consolidated financial statements are not necessarily indicative of the Company’s future financial position or future results of operations. These unaudited pro forma consolidated financial statements and the accompanying unaudited notes should be read together with our annual report on Form 10-K for the year ended December 31, 2014.

- 1 -

CornerWorld Corporation

Pro-Forma Condensed Consolidated Balance Sheets

As of September 30, 2015

(Unaudited)

	As Reported			Woodland Spin-Off			Adjustments			Pro-Forma
Assets
Current assets:
Cash	$	38,542		$	(37,427	)	$	—		$	1,115
Accounts receivable, net		20,839			(19,761	)		—			1,078
Prepaid expenses and other current assets		3,516			—			—			3,516
Total current assets		62,897			(57,188	)		—			5,709
Other assets		4			—			—			4
TOTAL ASSETS	$	62,901		$	(57,188	)	$	—		$	5,713
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	138,037		$	(8,147	)	$	—		$	129,890
Accrued expenses		309,834			(1,000	)		(59,973	) (a)		249,041
Notes payable related parties		280,412			—			(140,206	) (a)		140,206
Deferred revenue		300			—			—			300
Total current liabilities		728,583			(9,147	)		(199,999	)		519,437
Long-term liabilities:
Notes payable related parties, net of current portion		58,546			—			(29,273	) (a)		29,273
Total liabilities		787,129			(9,147	)		(229,272	)		548,710
Stockholders’ deficit:
Common stock		162,937			—			—			162,937
Additional paid-in capital		11,810,978			(4,109,945	) (b)		229,272			7,930,305
Accumulated deficit		(12,698,143	)		4,061,904			—			(8,636,239	)
Total stockholders’ deficit		(724,228	)		(48,041	)		229,272			(542,997	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	62,901		$	(57,188	)	$	—		$	5,713

Legend:

(a)	Represents re-allocation to Woodland of 50% of the note payable and 50% of the accrued interest thereon to Scott N. Beck, the Company’s Chief Executive Officer.
(b)	Includes elimination of inter-company account receivable totaling $70,321.

- 2 -

CornerWorld Corporation

Condensed Consolidated Statements of Operations

For the Nine Months Ended September 30, 2015

(unaudited)

	As Reported			Woodland Spin-Off			Pro-Forma
Sales, net	$	443,451		$	(69,211	)	$	374,240
Costs of goods sold		151,007			(10,467	)		140,540
Gross profit		292,444			(58,744	)		233,700
Expenses:
Selling, general and administrative expenses		209,240			67,809			277,049
Depreciation		907			(907	)		—
Total Operating expenses		210,147			66,902			277,049
Operating income (loss)		82,297			(125,646	)		(43,349	)
Other income (expense), net:
Interest expense		(20,889	)		10,445	(c)		(10,444	)
Other income (expense), net		(379	)		176			(203	)
Total other expense, net		(21,268	)		10,621			(10,647	)
Income (loss) from continuing operations before income taxes		61,029			(115,025	)		(53,996	)
Income taxes		—			—			—
Income (loss) from continuing operations		61,029			(115,025	)		(53,996	)
Income from discontinued operations, net of tax		15,777			(15,777	)		—
Net income (loss)	$	76,806		$	(130,802	)	$	(53,996	)
Basic and diluted earnings (loss) per share from continuing operations	$	0.00	(d)				$	0.00	(d)
Basic and diluted earnings per share from discontinued operations	$	0.00	(d)				$	0.00	(d)
Basic and diluted earnings (loss) per share	$	0.00	(d)				$	0.00	(d)
Basic and diluted weighted average number shares outstanding		162,937,110	(d)					162,937,110	(d)

Legend:

(c)	Represents re-allocation to Woodland of 50% of the interest accrued on the note payable to Scott N. Beck, the Company’s Chief Executive Officer.
(d)	Earnings per share and weighted average share outstanding amounts do not reflect impact of 35 for 1 reverse stock split that took place in October 2015.

- 3 -

CornerWorld Corporation

Consolidated Statements of Operations

For the Year Ended December 31, 2014

	As Reported			Woodland Spin-Off			Pro-Forma
	(audited)			(unaudited)			(unaudited)
Sales, net	$	988,221		$	(244,155	)	$	744,066
Costs of goods sold		528,854			(159,971	)		368,883
Gross profit		459,367			(84,184	)		375,183
Expenses:
Selling, general and administrative expenses		1,411,576			(120,198	)		1,291,378
Depreciation and amortization		16,808			(10,709	)		6,099
Total operating expenses		1,428,384			(130,907	)		1,297,477
Operating income (loss)		(969,017	)		46,723			(922,294	)
Other income (expense), net:
Interest expense		(26,845	)		13,423	(e)		(13,422	)
Other income (expense), net		(3,313	)		—			(3,313	)
Total other expense, net		(30,158	)		13,423			(16,735	)
Income (loss) before income taxes		(999,175	)		60,146			(939,029	)
Income taxes		—			—			—
Loss from continuing operations		(999,175	)		60,146			(939,029	)
Income from discontinued operations, net of tax		—			—			—
Gain from disposal of discontinued operations, net of tax		—			—			—
Net income (loss)	$	(999,175	)	$	60,146		$	(939,029	)
Basic and diluted earnings (loss) per share from continuing operations	$	(0.01	) (f)				$	(0.01	) (f)
Basic and diluted earnings per share from discontinued operations	$	0.00	(f)				$	0.00	(f)
Basic and diluted earnings (loss) per share	$	(0.01	) (f)				$	(0.01	) (f)
Basic and diluted weighted average number shares outstanding		161,880,193	(f)					161,880,193	(f)

Legend:

(e)	Represents re-allocation to Woodland of 50% of the interest accrued on the note payable to Scott N. Beck, the Company’s Chief Executive Officer.
(f)	Earnings per share and weighted average share outstanding amounts do not reflect impact of 35 for 1 reverse stock split that took place in October 2015.

- 4 -