-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, O70hxXlvQwo/YLkLbYF/FEYlXHC8DO676dDAMhZm4YPxqHvRhss5JhyXExZ80Owj DExFlLbdwTuW6h53R3SidQ== 0001144204-09-017802.txt : 20090331 0001144204-09-017802.hdr.sgml : 20090331 20090331160551 ACCESSION NUMBER: 0001144204-09-017802 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090331 ITEM INFORMATION: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review ITEM INFORMATION: Other Events FILED AS OF DATE: 20090331 DATE AS OF CHANGE: 20090331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN CAPITAL RESOURCES, INC. CENTRAL INDEX KEY: 0001363958 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 470848102 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52015 FILM NUMBER: 09718947 BUSINESS ADDRESS: STREET 1: 2201 WEST BROADWAY CITY: COUNCIL BLUFFS STATE: IA ZIP: 51501 BUSINESS PHONE: 712-322-4020 MAIL ADDRESS: STREET 1: 2201 WEST BROADWAY CITY: COUNCIL BLUFFS STATE: IA ZIP: 51501 FORMER COMPANY: FORMER CONFORMED NAME: URON INC DATE OF NAME CHANGE: 20060524 8-K 1 v144807_8k.htm
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):  March 31, 2009
 

 
WESTERN CAPITAL RESOURCES, INC.
(Exact name of registrant as specified in its charter)
 
Minnesota
000-52015
47-0848102
     
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
2201 West Broadway, Suite 1
Council Bluffs, Iowa  51501
(Address of principal executive offices) (Zip Code)
 
(712) 322-4020
(Registrant’s telephone number, including area code)
 

(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:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Item 4.02
Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

On March 31, 2009, the audit committee of the board of directors of Western Capital Resources, Inc. (the “Company”) concluded, based on recommendations of management, that the Company’s consolidated financial statements contained in its Annual Report on Form 10-K for the fiscal year ended December 31, 2007, as filed with the Securities and Exchange Commission, should be restated to correct an understatement of share-based compensation expense for fiscal 2007.  Accordingly, such financial statements should no longer be relied upon.  Management and the audit committee have discussed this matter with Lurie Besikof Lapidus & Company, LLP, the Company’s independent registered public accounting firm.  The Company intends to file an amended Annual Report on Form 10-K/A for the fiscal year ended December 31, 2007 to correct the understatement.

The Company earlier filed a Current Report on Form 8-K with the Securities and Exchange Commission, on December 19, 2008, to announce that the audited consolidated financial statements, contained in its Annual Report for the year ended December 31, 2007 and subsequent interim reports for the quarterly periods ended September 30, 2008, for the years ended December 31, 2006 and 2007 required restatement in order to correct errors related to the allocation of purchase price to customer relationships as opposed to goodwill for historical acquisitions.

The Company currently estimates that the effects of these corrections to its December 31, 2006 and 2007 consolidated statements of income, as well as its consolidated statement of income for the nine months ended September 30, 2008, are to increase, net of tax, expenses as follows:

   
December 31,
2006
    
December 31,
2007
    
YTD
September 30,
2008
  
Share-Based Compensation Expense
   $ -0-     $ 445,000     $ -0-  
Amortization Expense
   $ 392,000     $ 347,000     $ 188,000  
Total Adjustments
   $ 392,000     $ 792,000     $ 188,000  

The estimated adjustments have been prepared by management and are in the process of being reviewed by our independent registered public accounting firm.  As such, they are subject to change as the Company completes the preparation of the restated financial statements.

Item 8.01                      Other Events.

The Company’s board of directors is conducting an internal review of the propriety and categorization of certain expense reimbursements during 2008 and certain other transactions. The Company’s management has discussed this matter with Lurie Besikof Lapidus & Company, LLP, the Company’s independent registered public accounting firm.  Presently, the impact, if any, on the historical consolidated financial statements of the Company for any interim or annual period is yet to be determined.

As a result of the above-described matters, the Company does not anticipate meeting the filing deadline of March 31, 2009 for the Annual Report on Form 10-K for the period ended December 31, 2008.
 


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 hereunto duly authorized.
 
 
WESTERN CAPITAL RESOURCES, INC.:
(Registrant)
  
       
Date:  March 31, 2009
By:
/s/ John Quandahl  
    John Quandahl  
   
Chief Executive Officer
  
       



 

 

 

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